TERMS OF SERVICE
Welcome to xix3D, a company operating under the laws of Canada. These Terms of Service ("Terms") are a legally binding agreement between you or the entity you represent (referred to as "you," "your," or "user") and Xix Inc., a company operating under the laws of Canada (referred to as the "Company," "we," "our," or "us"). By accessing and using Zeno, a platform offering 3D automotive visualization software, available at the website xix3d.com (referred to as the "Platform") and the services provided through the Platform (referred to as the "Services"), you agree to comply with and accept all the terms and conditions outlined in these Terms.
The Platform serves as a software as a service ("SAAS") designed to facilitate 3D visualization.
By using the Platform, the Services, or any xix3D Services featured on the Platform, you acknowledge and consent to being bound by these Terms. If you do not agree to these Terms in their entirety, please refrain from accessing or using the Platform or the Services. We reserve the right to amend these Terms, including any changes to the Services, at any time and without prior notice. Revised Terms and notifications of changes to the Services will be posted on the Platform and will take effect on the posted revision date. These Terms also include and reference our Privacy Policy, which can be found at xix3D.com/privacy. When enrolling with Xix Inc. for 3D visualization services via any part of the Platform, you agree to the Xix Inc. Privacy Policy (found at xix3D.com) and the Xix Inc. Terms of Service (Xix Inc.).
If you are agreeing to these Terms on behalf of an entity, you represent and warrant that you have the authority to bind that entity to these Terms, and the entity is duly authorized to conduct business in the countries where it operates. In this context, "you," "your," or "user" refers to the entity.
Your Account and Identity
Creating Your Account: To access our Services, you must (i) register for an account on the Platform ("Account"), and (ii) provide accurate information about yourself as requested in the online registration form. You affirm that: (a) all necessary registration information you provide is truthful and accurate, (b) you will keep this information up to date, (c) your use of the Platform complies with applicable laws, and (d) you are at least eighteen (18) years old and legally capable of entering into these Terms.
Account Closure: You can close your Account at any time, for any reason, by following the instructions on the Platform. The Company may suspend or terminate your Account, as detailed in the Term and Termination section of these Terms.
Confidentiality and Security: It is your responsibility to (i) maintain the confidentiality and security of your Account's login information and (ii) oversee all activities conducted under your Account. You agree not to disclose your password to anyone, and you are solely responsible for any actions taken using your password on the Platform. The Company is not liable for losses or damages resulting from your failure to comply with this requirement. By using your Account, you acknowledge and agree to the Company's commercially reasonable account security procedures. In case of unauthorized use or suspected unauthorized use of your Account or any security breach, you must promptly inform the Company.
End-User License Agreement
License: Subject to the conditions in these Terms, the Company grants you a worldwide, non-transferable, non-exclusive license to use the Platform.
Restrictions: This license is subject to certain restrictions: (a) you may not license, sell, rent, lease, transfer, assign, distribute, host, or commercially exploit the Platform; (b) you may not modify, translate, adapt, merge, create derivative works, disassemble, decompile, reverse compile, or reverse engineer any part of the Platform; (c) you may not use the Platform to develop a similar or competitive service; (d) you may not remove or alter any copyright notices or other proprietary markings on the Platform. Any future updates or additions to the Platform will also be subject to these Terms.
Furthermore, you agree not to use the Platform to (a) upload or distribute viruses, malicious code, or software intended to harm or alter computer systems or mobile devices or data; (b) collect information or data about other users, including email addresses, without their consent; (c) disrupt, overload, impair, or interfere with Platform servers or networks; (d) attempt unauthorized access to the Platform or its servers or networks; or (e) interfere with another user's use of the Platform.
Modification: We reserve the right to modify, suspend, or discontinue the Platform or any part thereof, with or without notice, at any time. You acknowledge that we are not liable for any changes, suspensions, or discontinuations of the Platform or any related part.
Ownership: We and our licensors (if applicable) own all rights, titles, and interests, including intellectual property rights, related to the Platform (excluding your Content, as defined below). The Platform is licensed to you and is not sold or transferred. These Terms do not grant you ownership rights in the Platform. Our name, logo, and other associated names belong to us (or our licensors, if applicable), and you are not granted any implied, estoppel, or other right to use them. We (and our licensors, if applicable) retain all rights not expressly granted in these Terms.
Your Content
Content: "Content" refers to any content (such as images, vectors and designs) that a Platform user uploads. You are solely responsible for your Content, assuming all risks associated with its use, including any reliance on its accuracy, completeness, or usefulness by others, or any disclosure of your Content that makes you or a third party personally identifiable.
You agree not to use the Platform to upload, distribute, or use Content that: (a) violates any third-party rights, including copyrights, trademarks, patents, trade secrets, moral rights, privacy rights, rights of publicity, or any other intellectual property or proprietary rights; (b) is defamatory, false, misleading, abusive, threatening, harmful, vulgar, obscene, offensive, or contains explicit content or promotes violence, racism, discrimination, hatred, or physical harm; (c) is harmful to minors in any way; (d) constitutes unsolicited or unauthorized advertising, promotional materials, spam, or other unsolicited messages; or (e) violates any law, regulation, or contractual obligations.
The Company is not responsible for, does not control, and does not endorse any Content. The Company is not obliged to review, monitor, approve, endorse, or make any representations or warranties regarding any Content. Your interaction with other Platform users and use of any Content are at your own risk.
Payment Terms, Fees & Cancellation
Payment Information: Information about our Service plans and pricing can be found at xix3D.com. You must provide valid credit/debit card or checking account information to use our Services under a paid plan. Your chosen payment method will be charged the applicable Service fee every month. Annual payment options may also be available. If you cancel a payment or initiate an improper chargeback, your Account may be suspended. The Company reserves the right to adjust pricing to account for increased costs related to maintaining, expanding, and operating the platform, including hosting, server maintenance, security, client support, and general operating expenses. Any pricing changes will be posted 14 days before billing at xix3D.com.
Cancellation of a Service Plan: You may cancel your Service plan by contacting [email protected] at any time and for any reason. All fees are non-refundable, but you will have access to the Services until the end of your billing cycle.
Your Privacy
Privacy Policy: We respect the privacy of our Platform users. Please review our Privacy Policy at xix3D.com/privacy for details. By using the Platform and Services, you agree to our collection and use of personal data as outlined in the Privacy Policy. You agree to comply with and not violate the Privacy Policy.
Third-Party Services
Third-Party Services: From time to time, we may promote third-party services on the Platform that we believe can benefit you, your design and printing projects, or your business. These Third-Party Services are provided by companies or organizations separate from Xix Inc. Any offers promoted on the Platform do not indicate an endorsement or relationship between the Company and any Third-Party Service Provider. We do not warrant or endorse services provided outside the Platform. Before entering into any agreement with any Third-Party Service Provider, we recommend conducting your due diligence outside of the Platform.
Warranties & Disclaimers
Platform "As Is": The Platform is provided "as is" and "as available." We (and our suppliers and any third-party service providers we promote on our platform) expressly disclaim any warranties or conditions, whether express or implied, including but not limited to merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. The Company (and our suppliers and any third-party service providers we promote) do not warrant that the Platform or third-party services: (a) will meet your requirements; (b) will be available without interruption, on time, securely, or error-free; or (c) will be accurate, reliable, complete, legal, or safe.
Limitations of Liability
Limitation of Liability: In no event shall we (or our suppliers or any third-party service providers promoted on the Platform) be liable to you or any third party for any lost profits or any indirect, consequential, exemplary, incidental, special, or punitive damages arising from these Terms, the Platform, or any Services, whether based on contract or tort and regardless of the theory of liability, even if we were advised of the possibility of such damages. Your access to and use of the Platform or Services, including third-party services promoted on the Platform, are at your discretion and risk, and you are solely responsible for any damage to your computer system or mobile device, data loss, or business loss resulting from such use.
California Residents: If you are a California resident, you waive California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor does not know or suspect to exist in their favor at the time of executing the release, which, if known, would have materially affected their settlement with the debtor."
Indemnification
Indemnification: You agree to defend, indemnify, and hold the Company, its subsidiaries, affiliates, officers, agents, employees, representatives, and agents harmless from any claims, suits, losses, damages, liabilities, costs, and expenses (including reasonable attorney's fees) brought by third parties related to (i) your use of the Platform and/or Services; (ii) your Content; (iii) your violation of these Terms; or (iv) any claim, judgment, or adjudication that any Service or action or omission by you infringes proprietary rights or other rights of any third party or any other Platform user.
We reserve the right, at your expense, to assume exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You may not settle any matter without our prior written consent. We will make reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
Term and Termination
Term: These Terms become effective on the date you create an Account and remain in effect until terminated according to these Terms.
Termination: You can terminate these Terms at any time and for any reason by closing your Account on the Platform.
We may suspend your rights to use the Platform and Services, or terminate these Terms, at any time and for any reason, at our sole discretion, with or without notice, including if we believe you have violated any provision of these Terms.
Upon termination of these Terms, your Account and access to the Platform will automatically and immediately terminate. Please be aware that closing or terminating your Account involves the deletion of your Content. We bear no liability for any termination of these Terms, including the termination of your Account or the deletion of your Content. Termination does not release you from the obligation to pay any outstanding fees, which are non-refundable.
General Provisions
Entire Agreement: These Terms and our Privacy Policy constitute the entire agreement between you and us regarding the subject matter herein and supersede all prior discussions and agreements, including any previous end-user license agreements, terms of service, and privacy policies.
Modifications: No modification or amendment to these Terms shall be binding upon the Company unless in a written instrument signed or executed by a duly authorized representative of the Company.
Waiver: Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
Assignment: We may assign, transfer, or otherwise dispose of these Terms, in whole or in part, or any of our rights hereunder, in connection with a merger, acquisition, reorganization, sale of substantially all of our assets, or other legal proceedings, without your consent. The terms and conditions of these Terms apply to assignees.
Severability: If any provision of these Terms is deemed invalid or unenforceable for any reason, (i) other provisions of these Terms remain unaffected and (ii) the invalid or unenforceable provision will be modified to the extent permitted by law to make it valid and enforceable.
Consent to Electronic Notices: You consent to use (a) electronic means to execute these Terms and deliver any notices according to these Terms, and (b) electronic records to store information related to these Terms or your use of the Platform or Services. Notices will be considered valid if delivered by the Company via email (to the email address you provide), posted on the Platform, or sent by you via email to [email protected] or any other email addresses specified by the Company in writing. The date of receipt will be the date when such notice is transmitted.
Governing Law: These Terms are governed by the laws of the Province of Ontario as well as any applicable laws of Canada without regard to conflict of laws principles. You consent to personal jurisdiction in the courts of Hamilton, Ontario, to litigate any claims or disputes. Notwithstanding the above, we may seek injunctive or other equitable relief to protect our rights in any court of competent jurisdiction.