Terms and Conditions

1.1 Binding Agreement

By using our Services, you agree to be bound by this Agreement. If you do not agree to be bound by this Agreement, do not use the Services. You may use the Services only if you are 18 years or older and capable of forming a binding contract with Plexicus, and not otherwise barred from using the Services under applicable law to the fullest extent permitted by law.

1.2 Authority to Bind

If you are accessing and using the Services on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that entity to this Agreement. In that case, “you” or “Customer” will refer to that entity.

1.3 Electronic Acceptance

By clicking "I Agree" or using the Services, you consent to electronic communications and agree that these electronic communications satisfy any legal requirements for written communications.

2.1 Access and Use

Subject to the terms and conditions of this Agreement, Plexicus will provide Customer with access to the Services, which consist of an AI-powered Application Security Posture Management (ASPM) and Cloud Native Application Protection Platform (CNAPP) provided as a Software-as-a-Service (SaaS), solely for Customer’s internal use in accordance with any documentation provided by Plexicus (the 'Documentation').

2.2 Authorized Users

Customer may be permitted to designate additional users who may access the Services (the 'Authorized Users'). Customer will be responsible for any acts or omissions of any user (including any Authorized Users) that it allows to access the Services.

2.3 Service Modifications

Plexicus is constantly improving the Services. Plexicus will provide at least 30 days' prior written notice for any material adverse changes to the core functionality of the Services. Plexicus reserves the right to discontinue the Services, in which case it will provide Customer with at least 90 days' notice.

2.4 Service Level and Support

Plexicus will use commercially reasonable efforts to make the Services available with an annual uptime percentage of at least 99.5%, excluding scheduled maintenance and circumstances beyond our reasonable control. The specific levels of technical support (such as email or phone support and response times) provided to Customer are dependent on the subscription plan purchased.

3.1 Trial Period and Subscription

The Services may be made available to Customer on a trial basis, free of charge. Upon conclusion of the trial period, continued use of the Services requires the purchase of a subscription. All applicable fees and features corresponding to different subscription tiers are detailed on our pricing page or in a separate order form.

3.2 Refund Policy

Subscription fees are non-refundable except where required by law. If a subscription is canceled, access to the Services will continue until the end of the current billing cycle, without a refund for the partial period.

3.3 Automatic Renewal

Subscriptions will automatically renew for successive periods unless canceled by the Customer before the end of the current billing cycle. Customer may cancel the subscription at any time through their account settings.

3.4 Payment and Taxes

Customer agrees to pay all applicable fees for the Services. Plexicus may ask Customer to supply payment information, such as a credit card number, expiration date, and billing addresses. Customer represents and warrants that it has the legal right to use the payment method(s) provided. Customer is responsible for all taxes and duties imposed by any governmental authority on the amounts payable, excluding taxes based on Plexicus’s net income.

4.1 Provision of Information and Resources

Customer will provide information (including any data, source code, and credentials necessary for use of the Services), make available personnel, and take other such actions as requested by Plexicus that are reasonably necessary for delivery of the Services.

4.2 Security Measures

Customer agrees to implement and maintain appropriate security measures to protect its data and access credentials for the Services.

4.3 Cooperation

Customer will cooperate with Plexicus in establishing login and authentication control mechanisms or other procedures for verifying that only designated Authorized Users of Customer have access to the Services and Plexicus Materials.

4.4 Compliance with Laws

Customer shall use the Services in compliance with all applicable local, state, national, and international laws and regulations.

5.1 Access Restrictions

Customer will not at any time and will not permit any third party (including, without limitation, Authorized Users) to, directly or indirectly, engage in restricted activities such as reverse engineering, modifying, reselling, or tampering with the Services.

5.2 Customer Materials and Confidentiality

Customer retains full ownership of any data, code, content, access tokens, or other materials it provides for use with the Services ('Customer Materials'). All Customer Materials, including but not limited to source code repositories and credentials, shall be considered the Confidential Information of the Customer. Plexicus agrees to treat such materials with the highest degree of care and will not use them for any purpose other than providing and improving the Services for the Customer as permitted herein.

5.3 Ownership of Output

Customer retains all ownership rights to the reports, analyses, and other data generated by the Services based on their Customer Materials ('Output'). Plexicus retains no rights to the Output, except for the limited right to process it on behalf of the Customer during the term of this Agreement.

5.4 Plexicus Materials

Plexicus retains all rights, title, and interest in and to the Services, including all related intellectual property rights. Customer is granted a limited, non-exclusive, non-transferable license to access and use the Services as permitted by this Agreement.

5.5 Data Use

Plexicus may use de-identified and aggregated data derived from Customer’s use of the Services for analytical purposes to improve its offerings, but will not disclose any information that could personally identify the Customer or its users.

5.6 Ownership of Customizations

Any custom developments or modifications requested by Customer will be addressed in a separate agreement.

5.7 Feedback

Customer grants Plexicus a perpetual, royalty-free license to use any feedback or suggestions for the purpose of improving the Services.

6.1 Definition of Confidential Information

"Confidential Information" includes all non-public information disclosed by either party, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. This explicitly includes all Customer Materials provided by the Customer.

6.2 Exceptions to Confidentiality

Confidential Information does not include information that is publicly known through no fault of the receiving party, rightfully received from a third party without a breach of any confidentiality obligation, or independently developed without use of the other party's Confidential Information.

7.1 Termination for Convenience

Either party may terminate this Agreement by providing 30 days' written notice to the other party.

7.2 Termination for Cause

Either party may terminate this Agreement immediately upon written notice if the other party breaches any material term and fails to cure such breach within 30 days of receiving notice.

7.3 Effect of Termination and Data Export

Upon termination, Customer must cease use of the Services. For a period of 60 days following termination, Plexicus will make Customer Materials and any generated Output available for export. After this period, Plexicus may securely delete all Customer Materials and Output. Provisions intended to survive termination, such as Confidentiality and Intellectual Property, shall remain in effect.

10.1 Governing Law and Jurisdiction

This Agreement shall be governed by the laws of Spain. Any dispute arising from this Agreement shall be finally settled by binding arbitration administered by the Corte de Arbitraje de Madrid, with the arbitration taking place in Madrid, Spain.

10.2 Entire Agreement

This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements, understandings, and communications, whether written or oral.

10.3 Amendments

No amendment or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of both parties.

10.4 Severability

If any provision of this Agreement is found to be unenforceable, the remaining provisions will continue in full force and effect.

10.5 Waiver

The failure by either party to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of that right or provision.

10.6 Assignment

Neither party may assign this Agreement without the other party's prior written consent, which shall not be unreasonably withheld.

11.1 Data Protection and GDPR Compliance

Plexicus will process personal data in accordance with its Privacy Policy and applicable data protection laws, including the General Data Protection Regulation (GDPR).

11.2 Export Control

Customer agrees to comply with all applicable export and re-export control laws and regulations.

11.3 Indemnification

Each party (the 'Indemnifying Party') agrees to indemnify, defend, and hold harmless the other party (the 'Indemnified Party') from any claims, damages, and expenses arising from a third-party claim alleging that the Indemnifying Party's materials (Customer Materials for Customer, and the Services for Plexicus) infringe on that third party's intellectual property rights.

11.4 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under this Agreement due to causes beyond its reasonable control, including acts of God, war, terrorism, or natural disasters.