A) PAYMENT OBLIGATIONS:
Invoicing for the access fee will be issued each month, starting with the month from when you changed your Trial subscription to another subscription plan. Access fees are invoiced for the following period of one month of use. X-Counts will continue to invoice you monthly until such time as this agreement is terminated in accordance with clause 9 of these terms and conditions. All invoices are made available on the website for download. Payment must be made, or suitable arrangements entered into, of all specified amounts on the invoice, by the due date or within 5 days of the invoice date. Invoices do not include taxes and duties, they remain the sole responsibility of the subscriber. Inactive subscribers will be automatically removed from X-Counts inventory after 6 weeks of unpaid subscription as a result of subscription cancellation or failed monthly payments. Subscribers on a free trial basis will be removed from X-Counts inventory after 2 weeks from the expiry of the trial date if paid subscription has not been initiated. Cancellation of active monthly or yearly subscriptions will not result in a refund. We have a strict no refund policy on subscriptions. X-Counts asserts the right to vary subscription prices over time.
B) PREFERENTIAL PRICING OR DISCOUNTS:
Preferential pricing or discounts on your access fee may be offered to you from time to time as a result of the number of organisations that you have added to the service or that have been added on your authority. Eligibility for any such preferential pricing or discounts is at the discretion of X-Counts and is conditional on your acceptance of responsibility for payment of access fees in relation to all organisations added by you. Without prejudice to any other rights that X-Counts have outlined in these terms, or to any relevant law, X-Counts reserves the right to issue full invoices, without discounts, or to suspend or terminate your use of the service in respect any or all of your organisations, in the event that access fees are not paid in full by the due date stated on the invoice. The cancellation of an active subscription will result in any and all current discounts to be waived and the preceding month’s access fees will need to be paid in full without discount.
C) GENERAL OBLIGATIONS:
The use of the service and the website are intended for your own lawful internal business purposes only, in accordance with these terms and any notices or conditions sent directly to you or posted on the website by X-Counts. The service and the website can likewise be used on behalf of others or in order to provide services to others but you must ensure that you have authorisation to do so and that all persons for whom or to whom services are provided comply with and accept all terms of this agreement. Invited users are the sole responsibility of the subscriber and X-Counts will not be made liable for any actions taken by an invited user.
D) ACCESS CONDITIONS:
1. All usernames and passwords required to access the service must be kept secure and confidential. In the event of an unauthorised use of your password, or any other breach of security, X-Counts is to be notified immediately to reset your password. You must take all other actions deemed reasonable by X-Counts to maintain or enhance security of X-Counts’s computing systems and networks, and your access to the services. 2. When accessing and using the services, as a condition of these terms, you must: (i) Not make any attempt to undermine the integrity or security of X-Counts’s computing systems or networks, or of any third party’s computing systems and networks upon which the services are hosted (ii) Not impair the functionality of the services or website, other systems used to deliver the services, or any other user of the services, by your use or misuse of the system (iii) Not attempt to gain unauthorised access to any materials or any computer system on which the services are hosted, other than to those materials you have been given express permission to access. (iv) Not input into the website, or otherwise transmit, any files that may cause damage to any other person’s computing devices or software; offensive content; or material that violates any law (including copyright or trade secret law) and; (v) Not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used for the delivery of services for operation except as is strictly necessary for normal operation.
E) REASONABLE USE POLICY
X-Counts Inventory is to be used in reasonable way. If your use of X-Counts Inventory is deemed not reasonable or your use is causing performance degradation for other Users, we may impose limits on your use of X-Counts Inventory. Where possible, you will be given at least 24 hours prior notice and request for your usage to be reduced before imposing any limits. Limitations on your use of X-Counts Inventory may include (but are not limited to) the quantities and volumes of the following parameters, per account: (i) storage required to host and backup user data; (ii) sales/purchase transactions per calendar month; (iii) API (application programming interface) calls per five (5) minute period; (iv) page views per five (5) minute period; (v) bandwidth usage per twenty four (24) hour period; (vi) support tickets opened per calendar month; or (vii) users, products and customers.
F) COMMUNICATION CONDITIONS
You agree, as a condition of these terms, that any use of communication tools available through the website, such as forum, chat room or message centre, are to be used only for lawful and legitimate purposes. You must not use any such communication tool for posting or disseminating any material unrelated to the services. This includes, but is not limited to: offers of sale for goods and services, unsolicited commercial email, files that may result in damage to the computing devices or software of other people, offensive content or any content that may be deemed offensive by other users, or content that violates any law, including those of copyright or trade secrets. It is your obligation to ensure that any communications made on the website are lawful and in accordance with these terms and conditions, as outlined above. As with any other web-based forum, you must exercise caution when using the available communication tools. However, X-Counts does reserve the right to remove any communication it deems breaches these conditions at any time in its sole discretion.
G) INDEMNITY
X-Counts shall not be liable for any claims, costs, damages or loss arising from your breach of any of these terms and obligations. X-Counts will not be held responsible for any human-error resulted in incorrect irreversible data entry. We are not liable for any service interruption caused by internal windows azure platform problems.