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AEGIS OVERSIGHT

TERMS OF SERVICE

Last Updated: October 27, 2023

Welcome to Aegis Oversight!

These Terms of Service ("Terms") govern your access to and use of the Aegis Oversight software-as-a-service platform (the "Service"), owned and operated by AegisOversight ("Aegis", "we", "us", or "our"). By accessing or using the Service, you agree to be bound by these Terms.

1

Use of Service

1.1 Eligibility

You must be at least 18 years old to use the Service.

1.2 License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable license to use the Service for your internal business purposes during the term of your subscription.

1.3 Your Responsibilities

You are responsible for all activities that occur under your account. You agree not to use the Service for any unlawful purpose or in a way that could harm the Service or impair anyone else's use of it.

2

Fees and Payment

You agree to pay all fees associated with your selected subscription plan. All fees are non-refundable except as required by law. We reserve the right to change our prices and will notify you in advance of any price increases.

2.1 Subscription Plans

  • Trial Plan: 14-day free trial with full access to all features
  • Paid Plans: Monthly or annual billing based on selected tier
  • Payment Terms: Payment is due at the start of each billing period

2.2 Refund Policy

All subscription fees are non-refundable except where required by applicable law. You may cancel your subscription at any time, but you will not receive a refund for any period already paid.

3

Intellectual Property

3.1 Ownership

The Service, including its software, documentation, and all underlying technology, is and will remain the exclusive property of AegisOversight and its licensors. You retain all ownership rights to the data you submit to the Service ("Your Data").

3.2 License to Your Data

You grant us a worldwide, royalty-free license to use, reproduce, and display Your Data solely as necessary to provide the Service to you. We will not use Your Data for any other purpose without your explicit consent.

3.3 Restrictions

  • You may not reverse engineer, decompile, or disassemble the Service
  • You may not copy, modify, or create derivative works of the Service
  • You may not rent, lease, or sublicense access to the Service
  • You may not remove or alter any proprietary notices on the Service
4

Confidentiality

4.1 Your Obligations

You agree to keep confidential any non-public information we provide to you, including but not limited to technical documentation, pricing information, and product roadmaps.

4.2 Our Obligations

We agree to keep Your Data confidential and will not disclose it except as required by law or as necessary to provide the Service. We implement industry-standard security measures to protect Your Data.

5

Term and Termination

5.1 Term

These Terms are effective upon your first use of the Service and continue as long as you have an active subscription.

5.2 Termination by You

You may terminate your subscription at any time through your account settings or by contacting our support team. Upon termination, your access will cease at the end of your current billing period.

5.3 Termination by Us

We may terminate or suspend your access to the Service immediately, without prior notice, for any breach of these Terms, including but not limited to:

  • Violation of applicable laws or regulations
  • Fraudulent or illegal activities
  • Non-payment of fees
  • Abuse of the Service or harm to other users

5.4 Effect of Termination

Upon termination, your right to use the Service will cease immediately. You may request an export of Your Data within 30 days of termination, after which we may delete Your Data in accordance with our data retention policies.

6

Disclaimers and Limitation of Liability

6.1 Service "As Is"

THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

6.2 Limitation of Liability

IN NO EVENT SHALL AEGISOVERSIGHT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

6.3 Maximum Liability

Our total liability to you for all claims arising out of or related to these Terms or the Service shall not exceed the amounts paid by you to AegisOversight in the twelve (12) months preceding the claim.

7

Indemnification

You agree to indemnify, defend, and hold harmless AegisOversight, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:

  • Your access to or use of the Service
  • Your violation of these Terms
  • Your violation of any third-party rights
  • Your Data or any content you submit to the Service
8

Changes to Terms

8.1 Modification Rights

We reserve the right to modify these Terms at any time. We will provide notice of any material changes by:

  • Posting the updated Terms on our website
  • Sending an email notification to your registered email address
  • Displaying a prominent notice within the Service

8.2 Acceptance of Changes

Your continued use of the Service after such changes constitutes your acceptance of the new Terms. If you do not agree to the modified Terms, you must stop using the Service and may terminate your subscription.

9

General Provisions

9.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Maryland, United States, without regard to its conflict of law provisions.

9.2 Dispute Resolution

Any disputes arising out of or relating to these Terms or the Service shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in court for matters relating to intellectual property rights.

9.3 Entire Agreement

These Terms constitute the entire agreement between you and AegisOversight regarding the Service and supersede all prior agreements and understandings, whether written or oral.

9.4 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

9.5 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

9.6 Assignment

You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign these Terms without restriction.

10

Contact Us

If you have any questions about these Terms, please contact us at:

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