Terms of Service

 

Effective Date: January 20th, 2022

 

PLEASE READ ALL OF THE FOLLOWING TERMS AND CONDITIONS OF USE OF THIS WEB SITE (“MSA”) BEFORE USING THE XAAS PRICING SITE, DATA, AND/OR CONTENT

 

By accessing or using www.xaaspricing.com or its related pages (the “Site”), data, content or any service, you signify your acceptance of, and agreement to comply with, this MSA and our Privacy Policy.  The Site, Data, and Content are owned and operated by XaaS Pricing, Inc (“XaaS Pricing”).

 

This MSA establishes the legal terms and conditions governing your use of the Site, Data, and Content. XaaS Pricing reserves the right to amend, remove, or add to the MSA at any time.  Such modifications shall be effective immediately.  Your access or use of the Site, Data, and Content, and/or Services will constitute YOUR ACCEPTANCE OF THE MSA, as modified, so please continue to review the MSA whenever accessing or using the Site, Data, Content, or Services.

 

If you are accessing the Site, Data, Content, or Services as an authorized user on behalf of an entity that has entered into a licensing agreement (an “Agreement”) with XaaS Pricing, you are agreeing to be bound by these terms personally and on behalf of the entity for which you are an authorized user, and you represent and warrant that you have the authority to bind such entity to these terms.  When this MSA refers to “you” when you are an authorized user on behalf of an entity that has entered into an Agreement, it refers to you only in your capacity as an authorized user of the applicable entity with an Agreement, and not your use as an individual, and nothing in this MSA does, or is intended to, extend any rights to you as an individual user.  If you are accessing the Site as an authorized user on behalf of an entity that has entered into an Agreement, and the Agreement provides for additional or different rights for your use, those terms providing for additional rights will prevail over the terms of this MSA.

 

Trial Use

 

If XaaS Pricing agrees to provide trial access, such access may be limited to certain subsections of the Site, Data, Content and Services available through the Site, and such trial use is otherwise subject to all of the terms in this MSA.

Users

Certain parts of the Site, and services available through the Site, are only be accessed through valid login credentials issued to you by XaaS Pricing.  You must register for a single user account using a unique username and password or SSO and complete the registration process.  All information provided must be complete and accurate.

To the extent you register on the Site, you agree not to share or make your username or password, or IP automatic access or other means to access your account, available to any other individual.  You remain responsible for all access to the Site and its related services via your username and password, even if not authorized by you.  If you believe that your password or other means to access your account has been lost or stolen or that an unauthorized person has or may attempt to use the Online Services, you must immediately notify applicable customer support for the specific Online Services being used. You agree you will not sell, transfer or assign your access (membership) or any access (membership) rights.

Your Rights

On the condition that you comply with all of your obligations under this MSA, XaaS Pricing grants you a limited, revocable, nonexclusive, nonassignable, nonsublicensble license and right to access and use the Site.  Any other use of the Site contrary to our mission and purpose not expressly permitted herein is strictly prohibited and a violation of this MSA.  We reserve all rights not expressly granted in this MSA.

 

Prohibited Usage

  • Prohibited Usages, unless authorized or approved by XaaS Pricing
    • No Uses Competitive with XaaS Pricing
    • No Use in 3rd party databases: Subscriber may not input any Content into any third-party Database without written consent from XaaS Pricing.
    • No Technological Attacks or Scraping: Subscriber may not use or attempt to use any deep-link, scraper, robot, bot, spider, data mining, computer code or any other device, program, tool, algorithm, process or methodology to systematically access, acquire, copy, or monitor any portion of the Content or Site. Additionally, Subscriber may not modify, decompile, decrypt, disassemble or reverse engineer any portion of the Services, Site, or Applications. Further, Subscriber will not use the Content in conjunction with any machine learning, neural network, deep learning, predictive analytics or other artificial intelligence computer or software program.

 

  • Restrictions on Framing:
    • XaaS Pricing is concerned about the integrity of this Web site when it is accessed in a manner solely determined by third parties or viewed in a setting solely created by third parties. Specifically, XaaS Pricing is concerned with activities such as bringing up or presenting content of its website within another website (“framing”).In this regard, without limiting the provisions contained in our MSA, you may not frame any web page from XaaS Pricing, except with our express written permission. Further, you may not archive, cache, or mirror any XaaS Pricing web page or portions of its web page.

 

  • For any information that is not publicly available, the Research supplied by XaaS Pricing will be used within the current corporate structure and will not be disclosed to any other organization or person without written consent of XaaS Pricing. Customer will not knowingly use the information provided to develop data for sale, lease or license in competition with XaaS Pricing.

 

Permitted Usage and Attribution

Data & content can be used externally with prior review and approval from XaaS Pricing.

Depending on the volume of content, as well as the specifics of the customer Agreement, usage may be subject to a reprint fee.

External Use: XaaS Pricing must review and approve use of data, content or materials from externally (i.e. for a website, blog, partner, etc.) to ensure proper context. Typically, short quotes or data points can be used free of charge with approval. Reuse of large pieces of material may require a reprint right. Please contact XaaS Pricing ([email protected]) for approvals or questions.

XaaS Pricing Data, Content, and related Services must at all times be attributed to XaaS Pricing with the conditions outlined in this section  Subject to the terms and conditions of this Agreement, XaaS Pricing grants You a limited, non-exclusive, non-sub-licensable, non-transferable, non-assignable (except as expressly permitted herein) license to use XaaS Pricing’s trade names, trademarks, service marks, logos, and domain names (collectively and individually, the “XaaS Pricing Marks”) in connection with Your use of the XaaS Pricing Content, as permitted hereunder, during the Term solely for the purpose of attributing the XaaS Pricing Content to XaaS Pricing, in each and every case provided that You (a) faithfully reproduce the XaaS Pricing Marks, including all notices thereon (e.g. “®”), and attribute the XaaS Pricing Marks to “XaaS Pricing”, (b) comply at all times with any and all guidelines for use of the XaaS Pricing Marks provided or made available to You, (c) do not use the XaaS Pricing Marks in any way that violates applicable law, including laws regarding libel, slander, obscenity, or infringement, or in any way that suggests XaaS Pricing has created, sponsored, or endorsed Your business or investment activities, and (d) promptly correct or cease any use of the XaaS Pricing Marks to which XaaS Pricing objects in writing (email acceptable).

XaaS Pricing retains sole ownership over any sourced content, data, or services.

All citations must be from content that is less than 12 months old.

Intellectual Property Rights

 

As between the Parties, XaaS Pricing owns all rights, title, and interest in and to the Data, Content, Site, Services, and any other materials provided, and, subject to the foregoing,  You own all rights, title, and interest in and to Your Systems.  Except to the limited extent expressly provided in this Agreement, neither Party grants any right, title, or interest (including without limitation any implied license) in or to any of its property to the other Party and the other Party shall not acquire any of the same.  All rights not expressly granted herein are deemed withheld.

 

The XaaS Pricing Data, Content, Site,  and all of the content and services it contains, or may in the future contain, including but not limited to data, text, content, photographs, video, audio and graphics, goods, designs, information, applications, software, music, audio files, articles, directories, guides, photographs as well as the trademarks, service marks, trade names, trade dress, copyrights, logos, domain names, code, patents and/or any other form of intellectual property (collectively, the “Service”) that relates to the Site, are owned or licensed by XaaS Pricing or other third parties and are protected from any unauthorized use, copying and dissemination by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the U.S. and other countries. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service. You acknowledge that the Service has been developed, compiled, prepared, revised, selected, and arranged by XaaS Pricing, and its employees, partners, and/or affiliates, and others (including certain other information sources) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of XaaS Pricing and such others. You agree to protect the proprietary rights of XaaS Pricing and all others having rights in the Service during and after the term of this agreement and to comply with all reasonable written requests made by XaaS Pricing or its suppliers and licensors of content, equipment, or otherwise (“Suppliers”) to protect their and others’ contractual, statutory, and common law rights in the Service. You agree to notify XaaS Pricing in writing promptly upon becoming aware of any unauthorized access or use of the Service by any individual or entity or of any claim that the Service infringes upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Service (the “Intellectual Property Rights”) shall, as between you and XaaS Pricing, at all times be and remain the sole and exclusive property of XaaS Pricing. All present and future rights in and title to the Service (including the right to exploit the Service and any portions of the Service over any present or future technology) are reserved to XaaS Pricing for its exclusive use. Except as specifically permitted by the MSA or a SOW, you may not copy or make any use of the Service or any portion thereof. Except as specifically permitted herein, you shall not use the Intellectual Property Rights or the Service, or the names of any individual participant in, or contributor to, the Service, or any variations or derivatives thereof, for any purpose, without XaaS Pricing’s prior written approval.

 

 

 

Confidentiality

XaaS Pricing may at its option make available confidential information related to source code, design documents, technology, product development plans, marketing plans and strategic alliances, cost or pricing data, the identities of customers and prospective customers or any other information that would be considered to be confidential information in the ordinary course of business by XaaS Pricing (“Confidential Information”).  As used in this Agreement, the Confidential Information shall include any information which may have access to or information furnished, disclosed, or transmitted to Vendor, whether disclosed orally, in writing or in other tangible form including, without limitation, information incorporated in computer software or held in electronic storage media.  Confidential Information shall not include any information which (a) was rightfully in the possession of Vendor prior to disclosure by XaaS Pricing; (b) was or is independently developed by Vendor without use of the Confidential Information;  (c) is now or hereafter becomes available to the public other than as a result of disclosure by Vendor in violation of this Agreement; or (d) becomes available to Vendor on a non-confidential basis from a source other than XaaS Pricing and such source was under no obligation to XaaS Pricing to keep such information confidential.

 

Term and Termination

These terms of use are effective at all times that you have access to the Site and any services available through the Site. How long you will have access to those portions of the Site that require registration will be governed by the term of your contract with XaaS Pricing.

 

Indemnification

 

You agree, at your own expense, to indemnify, defend and hold harmless XaaS Pricing, its agents, directors, officers, employees, representatives, successors, and assigns from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys’ and experts’ fees, arising out of or in connection with the Site and Service, or any links on the Site, including, but not limited to: (i) your use or someone using your computer’s use of the Site and Service; (ii) use by someone using your account; (iii) a violation of the MSA by you or anyone using your computer (or account, where applicable); (iv) a claim that any use of the Site or Service by you or someone using your computer (or account, where applicable) infringes any intellectual property right of any third party, or any right of privacy or publicity, is libelous or defamatory, or otherwise results in injury or damage to any third party; (v) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Site and Services by you or someone using your computer (or account, where applicable); (vi) any misrepresentation or breach of representation or warranty made by you contained herein; or (vii) any breach of any covenant or agreement to be performed by you hereunder. You agree to pay any and all costs, damages, and expenses, including, but not limited to, reasonable attorneys’ fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim. XaaS Pricing reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with XaaS Pricing in asserting any available defense. You acknowledge and agree to pay XaaS Pricing’s reasonable attorneys’ fees incurred in connection with any and all lawsuits brought against you by XaaS Pricing under the MSA and any other terms and conditions of service on this site, including without limitation, lawsuits arising from your failure to indemnify XaaS Pricing pursuant to the MSA.

 

Limitation of Liability

 

Except as expressly agreed otherwise in this MSA, the Site and Service are provided “as-is” and “as available” and XaaS Pricing will not be liable for any damages that you incur that result from your use of the Site and/or Service.

 

Except for your indemnification obligations under this MSA, your obligations to pay fees under any other agreement with XaaS Pricing, your willful misconduct or gross negligence, under no circumstances will either party be liable for any indirect, incidental, special punitive, exemplary, or consequential damages with respect to this MSA.  This categorical limitation on damages applies even if such damages could have been foreseen or prevented.

 

Representations and Warranties

 

User’s Representations and Warranties

 

You represent and warrant to XaaS Pricing that you have the necessary authority to enter into and perform your obligations under this MSA.

 

General Disclaimer of Warranties

 

The Site and Service are provided on an “as-is” and “as available” basis.  Except as expressly stated in this MSA, there are no representations or warranties about the nature or quality of the Site or Service.  XaaS Pricing has not and cannot make any guarantee that any information contained on or made available through the Site is an accurate reflection of real-world facts.

 

Disclaimer of Specific Warranties.

 

XaaS Pricing makes no warranty, express or implied, as to the accuracy of the Site or Service, including but not limited to any content available on or through the Site, and expressly disclaims any condition or quality and implied warranties of title, non-infringement, accuracy, merchantability, or fitness for a particular purpose.  XaaS Pricing also disclaims any warranties arising through course of dealing or usage of trade.  You represent that you have not relied upon any warranty or representation made by XaaS Pricing except as specifically stated in this MSA.  No part of this section of the MSA is intended to limit the general nature of the General Disclaimer of Warranties.

 

User’s Assumption of Risk

 

Any decisions that you make on the basis of the Site or Service are made solely at your own risk.  XaaS Pricing has no responsibility or liability arising from such decisions.

 

Additional Disclaimers

 

The contents of the site and Service are solely those of XaaS Pricing and represent its interpretation and analysis of information generally available to the public or released by the subject companies and not subject to nondisclosure at the time of publication. However, there is no guarantee as to accuracy or completeness. Under no circumstances is any confidential material provided by any party contained on or in our Site or Service.

 

XaaS Pricing has exercised its best efforts in the preparation of the Site and Service. However, XaaS Pricing shall have no liability for any loss or expense, which may result from incompleteness, or any inaccuracy of the information provided through the Site or Service. Further, neither party shall be liable to the other, regardless of the form of action, whether in contract, tort or otherwise, for lost profits, for business interruption or for any direct, indirect, incidental, special, consequential, exemplary or punitive damages arising or relating to XaaS Pricing research, even if such party has been advised of the possibility of such damages.

 

XaaS Pricing does not warrant that the availability of, or the functions contained, in the Site or Service will be uninterrupted or error-free, that defects will be corrected, or that the Site or the server that makes it available are free of viruses or other harmful components or that the Site or Service or server do not violate any patent or other intellectual property rights of any person or entity. XaaS Pricing does not warrant or make any representations regarding the use or the results of the use of the Site or Service in terms of their correctness, accuracy, reliability, or otherwise.

 

You acknowledge that: (i) the Site and Service are provided for information purposes only and are not intended for trading purposes; (ii) the Site and Service may include certain information taken from stock exchanges and other sources from around the world; (iii) XaaS Pricing does not guarantee the sequence, accuracy, completeness, or timeliness of the Site or Service or any information, facts, views, opinions, statements or recommendations contained on or in the Site or Service; (iv) the provision of certain parts of the Site and Service is subject to the terms and conditions of other agreements to which XaaS Pricing is a party; (v) none of the information contained on the Site constitutes a solicitation, offer, opinion, endorsement or recommendation by XaaS Pricing to buy or sell any security, or to provide legal, tax, accounting, or investment advice or services regarding the profitability or suitability of any security or investment; and(vi) the information provided on the Site is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to law or regulation. Accordingly, anything to the contrary herein set forth notwithstanding, XaaS Pricing, its suppliers, agents, directors, officers, employees, representatives, successors, and assigns shall not, directly or indirectly, be liable, in any way, to you or any other person for any: (a) inaccuracies or errors in or omissions from the Site or Service including, but not limited to, quotes and financial data; (b) delays, errors, or interruptions in the transmission or delivery of the Site or Service; or (c) loss or damage arising therefrom or occasioned thereby, or by any reason of nonperformance.

 

 

 

Privacy

 

Click here to access this Site’s Privacy Policy.

 

Export Control Compliance

 

You must comply with all relevant export and trade control laws, regulations, or requirements of the United States and other relevant jurisdictions, including, without limitation, the U.S. Export Administration Regulations (15 C.F.R Part 730 et seq.) and U.S. economic sanctions and embargoes (codified in 31 C.F.R Chapter V). Without limiting the general nature of the previous sentence, you must comply with all relevant laws governing your purchase, receipt, use, disclosure, or re-export of any goods (including any hardware, software or technology) provided to you under this MSA.

 

Non-United States Residents & Jurisdictional Issues.

XaaS Pricing operates the Site in the United States. XaaS Pricing makes no representation that the Site or any services provided through the Site, are appropriate or available for use in locations other than the United States. If you access the Site from locations outside of the U.S. you do so on your own initiative and at your own risk, and you are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

The Site is controlled and operated by XaaS Pricing from its offices within the United States. XaaS Pricing makes no representation that materials in this site are appropriate or available for use in other locations.

 

Arbitration

 

By using this site in any way, you unconditionally consent and agree that: (1) any claim, dispute, or controversy (whether in contract, tort, or otherwise) you may have against XaaS Pricing and/or its parent, subsidiaries, affiliates and each of their respective current or former members, officers, directors and employees (all such individuals and entities collectively referred to herein as the “XaaS Pricing Entities”) arising out of, relating to, or connected in any way with the website or the determination of the scope or applicability of this agreement to arbitrate, will be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) and conducted before a sole arbitrator in accordance with the rules of AAA; (2) this arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16; (3) the arbitration shall be held in Manchester, New Hampshire, United States; (4) the arbitrator’s decision shall be controlled by the terms and conditions of this MSA and any of the other agreements referenced herein that the applicable user may have entered into in connection with the website; (5) the arbitrator shall apply New Hampshire law consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (6) there shall be no authority for any claims to be arbitrated on a class or representative basis, arbitration can decide only your and/or the applicable XaaS Pricing Entity’s individual claims, and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (7) the arbitrator shall not have the power to award punitive damages against you or any XaaS Pricing Entity; (8) in the event that the administrative fees and deposits that must be paid to initiate arbitration against any XaaS Pricing Entity exceed $125 USD, and you are unable (or not required under the rules of AAA) to pay any fees and deposits that exceed this amount, XaaS Pricing agrees to pay them and/or forward them on your behalf, subject to ultimate allocation by the arbitrator. In addition, if you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, XaaS Pricing will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (9) with the exception of subpart (6) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the rules of AAA, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (6) is found to be invalid, unenforceable or illegal, then the entirety of this Arbitration Provision shall be null and void, and neither you nor XaaS Pricing shall be entitled to arbitrate their dispute. For more information on AAA and/or the rules of AAA, visit their website at https://www.adr.org/.

 

Minors

 

The Site is not intended for use by children under 13 years of age.  Any child under 13 years of age must have his or her parent’s permission to use the Site.  Additional restrictions may apply to the use of some or all of the services available through the Site for users who are over the age of 13 as well.

 

Governing Law & Interpretation

 

This MSA shall be governed by and construed in accordance with the laws of the State of New Hampshire, without reference to its choice of law principles.

 

The MSA shall also be construed without regard to any presumption or other rule requiring the construction of an agreement against the draftsman thereof.

 

Entire Agreement & Amendments

 

This MSA constitutes the entire agreement of the parties with respect to the subject matter of the MSA and, except as expressly provided herein, supersedes all other agreements between the parties, whether written or oral.  This Agreement may not be amended, except in a writing signed by each of the parties hereto.

 

 

Severability

 

If any provision of this MSA is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement shall remain in full force and effect.  Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable.  The parties further agree to replace such invalid or unenforceable provision of this MSA with a valid and enforceable provision that will achieve, to the extent possible, the economic, business and other purposes of such invalid or unenforceable provision.

 

Excuses for Failure to Perform

 

Neither party will be liable for any failure or delay in the performance of its obligations under this MSA if such failure or delay is directly caused by unforeseen events beyond the party’s control.

 

Links to Third-Party Sites

 

The Site may contain links to other web sites (“Linked Sites”). The Linked Sites are not under XaaS Pricing’s control and XaaS Pricing is not responsible for the contents or operation of any Linked Site. XaaS Pricing provides these links only as a convenience, and the inclusion of any link does not imply endorsement by XaaS Pricing of the Linked Sites or any association with its operators.