This Terms and Conditions Agreement (the “Agreement”) is entered into between LEXZUR DWC-LLC, a company incorporated under the laws of the United Arab Emirates, with its registered office at Dubai World Central, P.O. Box 390667, Dubai, UAE (“LEXZUR”, “Lexzur” or “We”), and the individual or legal entity subscribing to or using the Services (“Customer” or “You”).
By accessing, registering for, subscribing to, or using the Services, the Customer acknowledges that it has read, understood, and agrees to be bound by this Agreement.
By accepting this Agreement, the Customer represents and warrants that it has the legal capacity and authority to enter into this Agreement. Where the Customer is acting on behalf of a legal entity, the individual accepting this Agreement confirms that they are duly authorized to bind such entity. The Customer further represents that it is not a competitor of LEXZUR.
LEXZUR and the Customer hereby agree as follows:
2.1LEXZUR offers Services which include the following:
2.2LEXZUR reserves the right at any time, and from time to time, to add, modify or discontinue, temporarily or permanently, any feature associated with the Program, with or without notice.
To the extent reasonably practicable, LEXZUR shall provide prior notice of material changes that substantially and adversely affect the core functionality of the Program. For the avoidance of doubt, modifications made for security, legal, regulatory, infrastructure, performance, usability, maintenance, or feature enhancement purposes shall not constitute a material reduction in functionality.
Any introduction of new modules or features might be subject to additional fees.
The Services may allow you to access, use or integrate with third party providers of products and services (“Third Party Services”). Such Third Party Services are not subject to any terms related to LEXZUR’s Services. The availability of any Third Party Services through the Services does not imply LEXZUR’s endorsement of or affiliation with the provider of such Third Party Services. Access to and use of any Third Party Services are subject to the separate terms and conditions required by the providers of the Third Party Services, which you agree to read and be bound by. LEXZUR does not control the Third Party Services and will have no liability to the Customer in connection with any Third Party Service. LEXZUR has no obligation to monitor or maintain any Third Party Service and may replace, disable or restrict access to any Third Party Service or cancel related integrations at any time, without notice.
LEXZUR shall not be liable for any Third Party Services, and the Customer by using or enabling such services, acknowledges that they shall be fully responsible for all liabilities and remedies towards third party providers and governed by the Third Party Agreement or terms.
If the Customer registers for a free trial of the Program, LEXZUR will make the Program available on a trial basis and free of charge to the Customer until the earlier of (a) the end of the free trial period or (b) the start date of Customer’s subscription. If LEXZUR includes additional terms and conditions on the trial registration Web page, those will apply as well. During the free trial period:
For any issue related to the Services, Customer may contact LEXZUR’s support by emailing [email protected] or raising a support ticket from LEXZUR service desk accessible from the Program used by the Customer. Only the Customer or the Customer’s authorized users may contact LEXZUR’s support teams. Support response times, availability commitments, and applicable service levels shall depend on the support plan purchased by Customer and may vary between standard, premium, or enterprise support offerings.
5.1In accordance with these Terms and Conditions, the Customer is granted a non-exclusive, limited, non-transferable, non-sublicensable right to access and use the Program which is made available online as a cloud software during the Subscription Term.
5.2The Customer’s subscription entitles the Customer to use the Program for the number of users selected. If the Customer needs to increase the number of users or modules, the subscription will be upgraded, and the Customer agrees to pay the consequential increase in the subscription at the then current rates of such additional users and modules.
5.3The Program itself or LEXZUR’s website may provide a list of subscription types and selected additional modules. Some functionalities, services and additional modules may be subject to separate terms and conditions published by module.
5.4Only Customer’s users are entitled to use the Program. Each user requires a unique user ID and password to use the Program. Customer’s users are allowed to choose their own credentials as long as their user IDs are not already in use, aren’t inappropriate or offensive and don’t infringe upon anyone else’s rights. LEXZUR doesn’t authorize sharing user IDs. Passwords and credentials are encrypted and set by the Customer; they shall respect a strong and secure format set at the pages of signup and login to the Program.
The Customer grants Lexzur a non-exclusive, worldwide, royalty-free right to use, store, modify, transmit, collect, and otherwise process the Content and Confidential Information for the sole purpose of providing the Services, performing Lexzur’s obligations and rights under the Agreement.
The Customer is solely responsible for any content and represents and warrants to Lexzur that Customer has made all disclosures, provided all notices, and has obtained all rights, consents, and permissions necessary to provide the content to Lexzur and to permit Lexzur to use and process the content as set forth in this Agreement without violating or infringing any laws, third-party rights, or terms or policies that apply to the content.
6.1The Customer hereby agrees to use the Program only in an authorized manner as per the terms of this Agreement. In case it is found that the Customer’s use of the Program violates the terms of this Agreement or any other law, rule or regulation enacted by the concerned authorities from time to time, LEXZUR reserves the right to stop the Services provided to the Customer with immediate effect.
Customer shall comply with all applicable export control, sanctions, and trade laws and regulations in connection with the use of the Program. Customer shall not access or use the Program in violation of any applicable sanctions or export restrictions.
6.2Customer agrees not to use the Program:
6.3The Services are provided solely for the Customer’s internal business use. The Customer shall not permit the use of the Program for or on behalf of any third party, including for the provision of services, data processing, or any commercial benefit to third parties, unless expressly authorized in writing by LEXZUR.
The Customer shall not assign, sublicense, resell, or otherwise grant access to the Program, in whole or in part, to any third party without LEXZUR’s prior written consent.
6.4The Customer remains fully responsible and liable for all activities conducted through its account, including any access or use by Authorized Users or any third party using the Customer’s credentials.
The Customer shall ensure that the Services are not used in any manner that may harm, misuse, or adversely affect the name, reputation, or goodwill of LEXZUR.
6.5The Customer confirms that LEXZUR may communicate directly with Users in connection with the provision of the services, including operational updates, service-related notices, marketing communications, training materials and product-related communications such as newsletters.
6.6LEXZUR reserves the right to suspend or terminate access to the Program for any violation of this clause.
Customer acknowledges that LEXZUR may use automated systems, artificial intelligence, machine learning, and similar technologies in connection with the provision, maintenance, support, security, monitoring, analytics, and improvement of the Services, subject to applicable law and the Agreement.
Certain features of the Program may incorporate artificial intelligence, machine learning, automated reasoning, retrieval, summarization, recommendation, generative technologies, or similar automated functionalities (“AI Features”).
AI Features may generate outputs, recommendations, summaries, analyses, drafts, search results, or suggested actions based on Customer Data, user prompts, configurations, instructions, retrieved documents, or other information made available through the Program.
AI-generated outputs are provided for informational, operational, and assistance purposes only and do not constitute legal advice, legal opinions, regulatory advice, or professional services.
Customer acknowledges and agrees that AI-generated outputs may contain inaccuracies, omissions, incomplete information, or incorrect interpretations and must be independently reviewed, verified, validated, and approved by appropriately qualified personnel prior to reliance, use, execution, filing, regulatory submission, contractual reliance, or decision-making.
Unless expressly agreed otherwise in writing, AI Features operate as assistive technologies and do not independently execute legally binding actions, approvals, filings, submissions, or contractual commitments on behalf of the Customer.
Customer remains solely responsible for all decisions, actions, use of outputs, legal conclusions, filings, contractual positions, compliance determinations, and business decisions arising from use of the AI Features.
LEXZUR does not guarantee that AI-generated outputs will be accurate, complete, uninterrupted, error-free, legally sufficient, compliant, or suitable for any particular purpose.
AI-generated outputs may vary depending on user inputs, retrieved information, system configurations, third-party model behavior, data quality, and other operational factors.
Customer retains ownership of Customer data submitted to the Program, including documents, and attachments uploaded by the Customer into the Program.
Subject to the Customer’s compliance with this Agreement and to the extent permitted under applicable law, LEXZUR hereby assigns to the Customer any transferable rights it may have, if any, in AI-generated outputs specifically generated for the Customer through the Program based on Customer data (“Outputs”).
Notwithstanding the foregoing, LEXZUR and its licensors retain all rights, title, and interest in and to:
Customer acknowledges that similar or identical outputs may be generated for other customers or users based on similar prompts, inputs, instructions, or data.
AI Features may rely on third-party model providers, infrastructure providers, cloud environments, or AI platforms. Such third-party providers may be subject to separate operational practices, infrastructure limitations, model behaviors, availability constraints, or regional deployment considerations.
Each Party (“Receiving Party”) acknowledges that it may receive or have access to Confidential Information of the other Party (“Disclosing Party”) in connection with this Agreement. The Receiving Party shall keep all Confidential Information strictly confidential and shall not disclose, publish, distribute, or use such Confidential Information except as necessary for the performance of its rights and obligations under this Agreement.
The Receiving Party shall protect the Confidential Information of the Disclosing Party using at least the same degree of care it uses to protect its own confidential information of a similar nature, and in no event less than a reasonable standard of care.
The Receiving Party may disclose Confidential Information only to its employees, affiliates, contractors, professional advisors, auditors, or subcontractors who have a legitimate need to know such information for the purposes of this Agreement and who are bound by confidentiality obligations no less protective than those contained herein.
Confidential Information shall not include information that the Receiving Party can demonstrate:
If the Receiving Party is required by applicable law, regulation, court order, governmental authority, or regulatory authority to disclose Confidential Information, it may do so provided that, where legally permitted, it gives the Disclosing Party reasonable prior notice and cooperates, at the Disclosing Party’s expense, in seeking confidential treatment or protective measures.
Each Party acknowledges that unauthorized use or disclosure of Confidential Information may cause irreparable harm for which monetary damage may be insufficient, and that the Disclosing Party shall be entitled to seek injunctive or equitable relief.
The obligations under this Clause shall survive termination or expiration of the subscription of the Customer to the Program for a period of one (1) year, provided that trade secrets and confidential business information shall remain protected for so long as they remain confidential under applicable law.
It is important that Customer closely monitors the status and identity of each user on its account – particularly users to whom Customer assigns administrative access. Each user has certain abilities and access rights provided by the Program, and LEXZUR assumes no responsibility for acts inconsistent with the guidelines below. Generally, the party who initially activated the account (“Account Owner”) from Customer has the authority, during the period for which the party has paid for access to the account, to: (a) cancel the account (b) add, edit, and delete users (including the ability to grant or deny access to “administrative access” and grant or deny access to other functionalities in the Program); and (c) access any and all data in the account, including the authority to contact LEXZUR’s support.
10.1In the performance of Services, LEXZUR agrees to:
LEXZUR provides the Services “as is”. Customer expressly agrees that use of the Program or receive the Services is at Customer’s sole risk. LEXZUR and its subsidiaries, affiliates, officers, employees, agents, partners, vendors and licensors expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Customer hereby agrees that the terms of this Agreement shall not be altered due to custom or usage or due to the parties’ course of dealing or course of performance under this Agreement.
LEXZUR shall use commercially reasonable efforts, at its own expense, to correct reproducible errors, defects, or failures in the Program for which LEXZUR is directly and solely responsible, provided that the information reasonably necessary to identify, reproduce, and correct such errors is made available to LEXZUR.
Where an eligible service failure or service level breach occurs, Customer may be entitled to receive service credits in accordance with the applicable service credit schedule set out below (“Service Credits”). Service Credits shall constitute Customer’s sole and exclusive remedy for any failure to meet the applicable service levels or for service interruptions covered under this Agreement.
Service Credits shall apply only to failures directly attributable to the malfunctioning of the Program or errors solely caused by LEXZUR personnel in connection with the performance of the Services and shall not apply to failures caused by third parties, Customer systems, integrations, misuse, force majeure events, scheduled maintenance, or circumstances outside LEXZUR’s reasonable control.
To be eligible for correction efforts and/or Service Credits, Customer must notify LEXZUR in writing of the relevant issue within thirty (30) days from becoming aware of such issue and provide sufficient information reasonably requested by LEXZUR for investigation and validation.
| Monthly Uptime (%) | Service Credit (% of Monthly Fee) |
|---|---|
| ≥ 99% | 0% |
| 97.0% – 98.99% | 2% |
| 95.0% – 96.99% | 3% |
| < 95.0% | 5% (Cap) |
LEXZUR and its subsidiaries, affiliates, officers, employees, agents, partners, vendors and licensors shall not be liable for any indirect, incidental, special, punitive or consequential damages, including but not limited to damages for lost profits, business interruption, loss of programs or information, and the like, that result from the use or inability to use the Services or from mistakes, omissions, interruptions, deletion of files or directories, errors, defects, delays in operation, or transmission, regardless of whether LEXZUR has been advised of such damages or their possibility.
LEXZUR is not liable for Third Party Services which are available via and/or integrated with the Program. Consequently, LEXZUR cannot be held liable for the correctness, completeness, quality and reliability of the information or for the results which are achieved by means of such Third Party Services. Moreover, LEXZUR cannot be held liable for the availability, security or functionality of such Third Party Services, including any damage and/or loss caused by such Third Party Services. The Customer is responsible for proving that a loss or damage suffered by the Customer is not attributable to any Third Party Services.
LEXZUR’s total aggregate liability in contract, tort (including negligence), statutory duty, or otherwise arising out of or in connection with this Agreement shall not exceed the total fees paid by the Customer in the twelve (12) months preceding the claim.
11.1Customer agrees to:
Customer shall indemnify and hold harmless LEXZUR from any claims arising out of Customer’s misuse of the Program or violation of applicable laws.
LEXZUR shall indemnify Customer against third-party claims alleging that the Program or Services infringe intellectual property rights, excluding claims arising from Customer data, modifications, misuse, or third-party integrations.
The indemnified Party shall promptly notify the indemnifying Party of any claim subject to indemnification and shall reasonably cooperate in the defense of such claim. The indemnifying Party shall have control over the defense and settlement of the claim, provided that no settlement admitting liability or imposing obligations on the indemnified Party may be entered into without prior written consent.
The initial subscription term shall begin on the effective date of Customer subscription and expire at the end of the period selected during the subscription process.
After placement of order, the Customer is entitled to cancel the order free of charge within a period of 15 days with money back guarantee on subscription fees.
Unless one of the parties gives the other a written notice that he does not intend to renew the subscription, the paid subscription and this Agreement will automatically renew for the period selected by the customer in its latest term (“Renewal Subscription Term”). The written notice of non-renewal must be sent at least 15 days before the end of the Subscription Term. The Renewal Subscription Term will be on the current terms and conditions of this Agreement, and subject to the renewal pricing provided in our standard pricing available on LEXZUR website https://www.LEXZUR.com/. Should you decide not to renew, you may send the notice of non-renewal by email to [email protected] or use the cancellation option within the product interface.
Customer may terminate this Agreement before the end of the Term without liability (except for amounts due for Services provided up to the effective date of termination) if LEXZUR:
In the event that this Agreement is terminated pursuant to this Section, LEXZUR will return the fees paid to it for Services not yet performed pro rata.
LEXZUR may terminate this Agreement or suspend the Services before the end of the Term without liability:
During suspension, the Customer will not be able to access the Services. LEXZUR will use reasonable efforts to give Customer an advance notice in writing of suspension of Service unless a law enforcement or governmental agency directs otherwise or suspension without notice is necessary to protect LEXZUR or its other customers.
Following suspension, LEXZUR shall keep the Customer’s account suspended for the reasons stated above for a maximum period of 90 days. After this period, the account will be deleted and Customer’s data/information with all related backups will be permanently removed from the database of LEXZUR. However, on special request and provided that the Customer assures LEXZUR in a timely manner about resumption of Service, LEXZUR may consider extending the period of suspension and retain the data/information for further specified period of time as agreed with Customer.
Following termination, whether initiated by the Customer or LEXZUR, the Customer’s data and account settings shall be irrevocably deleted within 90 days from the date of termination.
The Customer can also notify LEXZUR’s support at any time after termination to delete its data permanently from LEXZUR servers; and in this case, LEXZUR support shall delete Customer’s Program and data within twenty-four (24) hours.
Customer is responsible for exporting its data prior to termination. LEXZUR shall not be liable for any data loss following deletion in accordance with this Agreement.
14.1The Customer shall own any and all data it provides to LEXZUR or the Program. The Program permits the Customer to export records and data held inside the Program’s database and the Customer agrees to export any and all data prior to termination of the subscription.
14.2LEXZUR will not process any Customer data to generate reports outside the database dedicated to the Customer. Customer data entered into the Program shall be accessible only to authorized users and authorized personnel with a legitimate operational, support, security, compliance, or legal need to access such data.
14.3LEXZUR shall implement commercially reasonable technical and organizational measures to protect Customer data.
14.4At the Customer’s request, LEXZUR will provide sufficient information to enable the Customer to ensure that the said technical and organizational measures have been taken. LEXZUR shall be permitted to charge the Customer for such work at its standard rates when relevant.
14.5LEXZUR has the obligations to delete Customer’s data 90 days after termination of the subscription regardless of the reason for termination. Following termination, Customer data shall be deleted in accordance with this Agreement, Exhibit A, and LEXZUR’s applicable retention procedures, unless retention is required by applicable law, legal process, dispute resolution, enforcement of rights, or legitimate compliance purposes.
14.6LEXZUR may disclose Customer data where required by applicable law, regulation, court order, governmental authority, or legal process, including in connection with insolvency proceedings, regulatory obligations, or enforcement of legal rights.
14.7LEXZUR may use aggregated, anonymized, statistical, and de-identified data derived from Customer’s use of the Program for analytics, benchmarking, security, operational improvement, research, service improvement, analytics, operational enhancement, system improvement, product development, and product enhancement purposes, provided such data does not identify Customer or any individual.
LEXZUR may engage third-party sub processors to provide the Program and in such cases, the list of sub-processors shall be available upon request. LEXZUR shall ensure such sub-processors are bound by appropriate data protection obligations.
The fees set forth in the order form created at the outset of Customer’s account shall be effective for the Initial Term and for each renewal Term of this Agreement, provided that LEXZUR shall have the right to revise these fees at any time. Any fee changes shall apply only upon renewal of the subscription term and will not apply retroactively. In the event that the Customer does not agree with such fee revision, Customer shall have the right to terminate this Agreement upon fifteen (15) days’ written notice, provided that such notice of termination must be received within sixty (60) days from the date of notice of fee increase.
All charges and fees are final, non-refundable and where applicable, non-cancellable, including without limitation all setup fees, implementation charges, subscription fees and other professional services charges, as applicable. For certainty, if you have been approved for semi-annual or quarterly billing cycles and you terminate within a subscription term, you will be required to pay the balance of the subscription fees owing for the remaining of the term then in effect and you authorize LEXZUR to charge the payment method in such circumstances.
LEXZUR will bill the Customer on an annual or any other mutually agreed period basis for all recurring fees published on LEXZUR website https://www.LEXZUR.com/. For recurring fees, no refund or adjustment for plan downgrades, upgrades or elimination of plan features within the current billing term shall be issued. Invoices/payments are irrevocably deemed final and accepted by the Customer unless disputed or sought clarification before subscribing to the Service.
If the Customer is paying by credit card, the Customer shall at all times provide and keep current and updated Customer’s contact, credit card, if applicable, and billing information on the secure administrative control panel. Customer authorizes LEXZUR to charge the Customer credit card or bank account for all fees payable at the beginning of the Initial Subscription Term and all subsequent Billing Periods, including upgrades. Customer further authorizes LEXZUR to use a third party to process payments and to consent to the disclosure of Customer payment information to such third party.
Customer represents and warrants that it is authorized to use the payment method provided to LEXZUR. Customer remains responsible for all charges incurred under its account, including any payment disputes, reversals, chargebacks, failed collections, or unauthorized transactions arising from the Customer’s use of the Services or access credentials.
LEXZUR reserves the right to suspend or terminate access to the Program in the event of suspected fraud, payment abuse, unauthorized payment activity, or excessive chargebacks.
Customer agrees to cooperate in good faith with any investigation relating to payment disputes or fraudulent transactions and acknowledges that LEXZUR may provide relevant account, transaction, and usage information to financial institutions, payment processors, or competent authorities, where reasonably necessary for fraud prevention, dispute resolution, or legal compliance.
Customer acknowledges that all applicable taxes, duties or government levies whatsoever are not included in the fees and expenses charged under this Agreement. Customer will make timely payment of all such taxes, duties or government levies related to this Agreement.
16.1LEXZUR strives towards the highest possible operational stability but shall not be responsible for or liable for any breakdowns or service interruptions, including interruptions caused by factors beyond LEXZUR’s control, such as but not limited to power failures, defective equipment, Internet connections, or telecoms connections. The Program and the Services are provided “as is” and LEXZUR expressly disclaims any further representations, warranties, conditions or other terms, express or implied, by statute, collaterally or otherwise, including but not limited to implied warranties, conditions or other terms of satisfactory quality, fitness for a particular purpose or reasonable care and skill.
16.2In the event of an interruption of service, LEXZUR will use reasonable endeavors to restore normal operations as soon as possible.
16.3Planned interruptions will mainly take place based on prior notifications to the Customer.
LEXZUR may update, amend, modify or supplement the terms and conditions of this Agreement from time to time and will use reasonable efforts to notify the Customer regarding the changes. The Customer is responsible for regularly reviewing the most current version of this Agreement at any time. If at any time the Customer does not agree with any amendment, modification or supplement to the terms and conditions of this Agreement, the Customer may terminate this Agreement for convenience, as per Clause 8 mentioned aforesaid. The Customer’s continued use of the Customer’s account and/or the services after the notice period will be conclusively deemed to be acceptance by the Customer of any such modifications or amendments.
All Intellectual Property Rights, including any Software, owned by a party, its licensors or subcontractors as on the effective date of this Agreement shall continue to be owned by such party, its licensors or subcontractors and, except as expressly provided in this Agreement, the other party shall not acquire any right, title or interest in or to such Intellectual Property Rights. LEXZUR shall own all rights, titles and interests in and to any materials created or developed by LEXZUR or its subcontractors.
The Program and any information provided by it, other than the Customer’s data, is protected by copyright and other intellectual property rights and is owned by or licensed to LEXZUR or any of its group companies. Any development or adaptations made to such intellectual property by Customer shall vest in LEXZUR. The Customer shall notify LEXZUR of any actual or suspected infringement of LEXZUR’s intellectual property rights and any unauthorized use of the Program that the Customer is aware of. No intellectual property rights are assigned to the Customer.
The Customer represents and warrants that no uploaded material or Customer data will infringe third party rights or intellectual property rights and will not contain any material that is obscene, offensive, inappropriate or in breach of any applicable law.
Customer agrees to let LEXZUR use its organization’s logo in LEXZUR’s customer list and at other places on its website.
Customer can notify LEXZUR to remove its organization’s logo from LEXZUR’s website in written notice and LEXZUR shall remove it within fifteen (15) days.
Customer agrees to grant to LEXZUR, solely for LEXZUR’s provision of the Services, access to any tool or application used by the Customer and required by LEXZUR in order to troubleshoot and perform its Services, license during the Term to use any Intellectual Property Rights, including any Software, owned by or licensed to the Customer by third parties and that is necessary for providing the Services to Customer and otherwise, performing its obligations under this Agreement. With respect to any Intellectual Property Rights and Software used by LEXZUR to provide the Services, Customer represents and warrants that: (a) Customer is either the owner of such Intellectual Property Rights or Software or is authorized by its owner to include it under this Agreement; and (b) LEXZUR has the right during the Term to use such Intellectual Property Rights and Software for the purpose of providing the Services to Customer as contemplated by this Agreement.
Customer acknowledges that LEXZUR makes no representation, warranty or assurance that Customer’s equipment and software will be compatible with LEXZUR’s equipment, software and systems or the Services.
This Agreement shall be governed by and construed in accordance with the laws of England. The Customer agrees, in the event any claim or suit is brought in connection with this Agreement, it shall be brought to the exclusive jurisdiction of the courts of London.
In the event that anyone or more of the provisions contained herein shall, for any reason, be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any of the other provisions of this Agreement; and this Agreement shall be construed as if such provision(s) had never been contained herein, provided that such provision(s) shall be curtailed, limited, or eliminated only to the extent necessary to remove the invalidity, illegality, or unenforceability.
No waiver by LEXZUR of any breach by the Customer of any of the provisions of this Agreement shall be deemed a waiver of any preceding or succeeding breach of this Agreement. No such waiver shall be effective unless it is in writing signed by the parties hereto and then only to the extent expressly set forth in such writing.
Neither party may assign or transfer this Agreement or any rights or obligations hereunder, in whole or in part, except with the prior written consent of the other party, which shall not be withheld unreasonably; provided that LEXZUR may assign or transfer this Agreement, or any rights or obligations hereunder without any prior consent, in whole or in part: (i) to an affiliate of LEXZUR; or (ii) in connection with a merger, amalgamation or sale of all or a substantial part of the business of LEXZUR, which assignments and/or transfers shall operate novation and discharge LEXZUR hereunder. A change of control of the Customer shall be deemed to be an assignment and transfer hereunder and shall be governed by the requirements of this provision.
Neither party shall be held liable for any failure or delay in performing their obligations under this Agreement due to a Force Majeure Event. A “Force Majeure Event” refers to circumstances beyond a party’s control, including but not limited to acts of nature, war, strikes, or government actions. If a Force Majeure Event occurs, the affected party will promptly notify the other party and make reasonable efforts to resume performance. During the event, both parties’ obligations will be temporarily suspended. If the event continues for more than sixty (60) days, either party may terminate the Agreement without liability.
Notices under this Agreement shall be in writing and may be delivered by email or through the Program to the contact details provided by the parties.
Any provisions of this Agreement which by their nature should survive termination or expiration, including without limitation provisions relating to confidentiality, intellectual property, payment obligations, limitation of liability, indemnification, governing law, dispute resolution, and data protection, shall survive termination or expiration of this Agreement.
Customer may provide feedback or suggestions regarding the Program, and in this case, LEXZUR may use such feedback without any restriction or obligation.
In the event of any conflict or inconsistency between the documents forming part of this Agreement, the following order of precedence shall apply solely with respect to the relevant subject matter:
Except as expressly stated above, all documents forming part of the Agreement shall be interpreted consistently to the extent possible.
This Agreement constitutes the entire agreement between LEXZUR and the Customer regarding the Services and supersedes all prior or contemporaneous agreements, negotiations, discussions, representations, and communications, whether written or oral, relating to its subject matter, including any prior versions of this Agreement.
Customer acknowledges and agrees that acceptance of this Agreement by electronic means, including by clicking to accept, registering for, accessing, or using the Program, constitutes a legally binding agreement.
Customer acknowledges that it has not relied on any representation, warranty, statement, promise, marketing material, or undertaking not expressly set out in this Agreement.