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Privacy Policy
CONNEXUS LIVING, INC. — TERMS & CONDITIONS
IMPORTANT NOTICE:
THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE, A WAIVER OF CLASS ACTIONS, LIMITATIONS OF LIABILITY, AND OTHER PROVISIONS THAT AFFECT YOUR LEGAL RIGHTS. PLEASE READ CAREFULLY
These Terms & Conditions (“Terms”) govern your access to and use of the websites, applications, software, procurement tools, dashboards, analytics, and all other products and services offered by Connexus Living, Inc. (“Connexus,” “we,” “our,” or “us”).
By accessing or using any Connexus Services, you agree to be bound by these Terms.
If you do not agree to these Terms, you are not authorized to use the Services.
1. DEFINITIONS
- “Account” means a unique customer account established by you to access the Services.
- “Authorized User” means any individual who is permitted by Customer to use the Services.
- “Customer Data” means data you upload, submit, or provide to the Services.
- “Documentation” means Connexus’ user instructions, guides, and other materials.
- “Services” means all Connexus platforms, software, tools, analytics, websites, and related offerings.
- “Subscription Plan” means the paid plan selected by Customer.
2. ELIGIBILITY AND ACCESS
2.1 Eligibility
You represent and warrant that you are at least 18 years old, authorized to bind the business on whose behalf you use the Services, and legally permitted to do so.
2.2 Right to Use
Subject to these Terms, Connexus grants you a limited, revocable, non-exclusive, non-transferable license to access and use the Services for your internal business operations only.
2.3 Availability
Connexus may modify, limit, or discontinue any part of the Services at any time. The Services may not be available in all jurisdictions.
2.4 Prohibited Uses
You agree not to:
- Use the Services unlawfully or for competitive analysis
- Interfere with or attempt to access systems without authorization
- Reverse-engineer any part of the Services
- Circumvent usage limits, security features, or payment obligations
- Use the Services to develop competing products
Connexus may suspend or terminate access immediately for any prohibited use.
3. ACCOUNTS AND COMMUNICATIONS
3.1 Account Responsibilities
You are responsible for maintaining the confidentiality of login credentials and all activity under your Account.
3.2 Electronic Communications
You consent to receive communications electronically, including marketing messages, notices, and account updates.
4. SUBSCRIPTIONS, FEES & PAYMENT
4.1 Subscription Term
Subscription Plans renew automatically unless terminated as provided herein.
4.2 Fees
All fees are non-refundable and due in advance unless expressly stated otherwise. Connexus may modify fees with at least 30 days’ notice. Continued use of the Services constitutes acceptance.
4.3 No Refunds
Except as required by law or expressly provided in writing, Connexus provides no refunds for any reason, including for unused or partially used subscription periods.
4.4 Failure to Pay
Connexus may suspend or terminate Services immediately for non-payment and charge reactivation fees.
5. DATA, PRIVACY & SECURITY
5.1 Customer Data Ownership
You retain ownership of Customer Data. Connexus receives a limited license to process Customer Data solely to provide and improve the Services.
5.2 Usage Data
Connexus owns all rights, title, and interest in analytics, performance data, benchmarking data, and any insights generated through operation of the Services, including aggregated or de-identified data.
5.3 Confidentiality
Connexus will maintain Customer Data as confidential and use reasonable security measures. Connexus may disclose information when legally required.
5.4 Data Processing
By using the Services, you agree to Connexus’ Privacy Notice and consent to Connexus’ processing of personal data.
6. OWNERSHIP & INTELLECTUAL PROPERTY
6.1 Connexus IP
All intellectual property, including software, platform architecture, tools, trade secrets, analytics models, and Documentation, are exclusively owned by Connexus.
6.2 Restrictions
You may not:
- Copy, modify, or create derivative works
- Sublicense or resell the Services
- Remove proprietary notices
- Access the Services to build competing products
All rights not expressly granted are reserved.
7. WARRANTIES & DISCLAIMERS
7.1 Customer Warranties
You represent and warrant that you have all rights to upload Customer Data and that your use of the Services complies with all laws.
7.2 Connexus Disclaimer
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
CONNEXUS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Connexus does not guarantee uninterrupted availability, accuracy of analytics, expected savings, or error-free operation.
8. INDEMNIFICATION
Customer agrees to indemnify, defend, and hold harmless Connexus and its affiliates, officers, employees, and agents from all claims, liabilities, damages, costs, and expenses arising out of or related to:
- Customer Data
- Customer’s use or misuse of the Services
- Customer’s violation of these Terms
- Customer’s violation of any law or rights of a third party
Connexus may assume exclusive defense and control of any matter subject to indemnification.
9. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
9.1 No Consequential Damages
CONNEXUS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL.
9.2 Cap on Liability
CONNEXUS’ TOTAL LIABILITY FOR ALL CLAIMS WILL NOT EXCEED THE AMOUNT PAID BY CUSTOMER TO CONNEXUS IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9.3 Basis of Bargain
These limitations form a fundamental part of the agreement between the parties.
10. TERMINATION
10.1 Termination by Customer
Customer may terminate with 30 days’ prior written notice.
No refunds will be provided.
10.2 Termination by Connexus
Connexus may suspend or terminate Customer’s access immediately if Customer:
- Fails to pay fees
- Violates these Terms
- Causes security risks
- Engages in fraudulent, abusive, or unlawful activity
- Exceeds usage limits
10.3 Effect of Termination
Upon termination:
- All rights and licenses immediately cease
- Customer must stop all use of the Services
- Outstanding fees become immediately due
- Connexus may delete Customer Data within 30 days
11. GOVERNING LAW, ARBITRATION & DISPUTES
11.1 Governing Law
These Terms are governed exclusively by the laws of the State of Delaware, excluding conflict-of-law rules.
11.2 Arbitration
Any dispute shall be resolved through binding arbitration administered by the American Arbitration Association (AAA).
No class actions or consolidated proceedings are permitted.
11.3 Venue
Any permitted court actions shall be brought exclusively in the federal or state courts located in Delaware.
12. MISCELLANEOUS
12.1 Assignment
Connexus may assign these Terms without consent. Customer may not assign without Connexus’ prior written approval.
12.2 Modifications
Connexus may modify these Terms at any time. Updated Terms become effective immediately upon posting.
12.3 Severability
If any provision is unenforceable, the remaining provisions remain in full force.
12.4 Entire Agreement
These Terms constitute the entire agreement between the parties.