Please read these Terms of Service (“Terms”) carefully. These Terms are a contract between you and OryxLabs Technologies - Sole Proprietorship L.L.C. (“Oryx”). The Terms cover important information about Oryx’s services. Unless otherwise stated, these Terms apply to all Oryx-branded, and future-branded cyber security products and services (collectively, the “Service” or “Services”). You accept and agree to comply with, and be bound by, these Terms when you (a) sign the order form; or (b) use Oryx’s Services. If you do not wish to accept these terms please do not do any of the above noted actions.
These Terms incorporate and include the following documents (collectively, the “Other Documents”) as part of the contract between you and Oryx:
To the extent that these Terms conflict with the provisions of any of the Other Documents, then these Terms shall control, unless Oryx has expressly stated or agreed otherwise in writing, and the conflicting provisions of the Other Document(s) shall be deemed modified to the minimum extent necessary to be read consistently with these Terms.
Oryx offers Services for purchase. Services can be obtained through the Oryx website. If you want to learn more about purchasing our Services, please contact us by email at [email protected]. All Services and related information, documents and materials delivered to you by Oryx, and all names, service marks, trademarks, trade names, logos, domain names, and patents of Oryx, are and will remain the sole property of Oryx. If you purchase a Service, Oryx grants to you, and you accept, a non-assignable, nontransferable, non-sublicensable, and nonexclusive right to access and use the applicable Service only as authorized and outlines in these Terms of Service and related documentation for (i) the duration of the applicable subscription term; and (ii) for the number of licenses purchased. Additional rights and restrictions may apply to Services in which you have purchased as set out in the order form provided by Oryx (“Order Form”), and in such cases, the terms of the Order Form and/or supporting agreements will govern where conflicts exist between these Terms and the Order Form or supporting agreements. You may be required to download and install software in order to use our Services (“Software”). If so, you are granted a limited, non-assignable, nontransferable, non-sublicensable and non-exclusive right to use the Software solely to the extent required to use the Service and only for the term that you are entitled to use the Service. In your use of the Software, you may be granted access to certain open source code third-party software that is provided for use in combination with the Software. Such third-party software installed shall be governed by that third-party’s end-user license agreement. By accepting these Terms, you agree to accept the terms of those third-party end-user license agreements and to look solely to the provider(s) of such third-party software to handle and resolve any problems or issues relating to the use or installation of any such third-party software.
Payment Terms. You are required to pay Oryx the applicable fee(s) for use of the Service as set out in the Order Form. All fees shall be due and payable upon the commencement of the subscription term and on the first day of each renewal subscription term. All amounts owed hereunder are non-refundable and payable in United Arab Emirates Dirham (unless otherwise specified) and are based on the Service(s) purchased and not on actual usage. You agree to pay Oryx such fees within thirty (30) days from the date on which Oryx provides you an invoice. Delinquent payments shall bear a late payment fee of 2% per month . You will be responsible for all reasonable expenses (including attorneys’ fees and costs) incurred by Oryx in collecting unpaid or delinquent amounts. Oryx reserves the right to suspend the Services (of which it shall provide advance notice, which may be by email) until you pay all past due amounts. Oryx can change any of the Terms (including any documents incorporated within the Terms) at any time. Oryx will provide you notice of any material changes through your invoice or by email to the most recent email address associated with your Oryx account. Changes will become effective on the date Oryx sends notice. Except as otherwise provided below, if you continue to use the Service after Oryx sends notice, this will mean that you have agreed to be bound by the changes announced in that notice.
Credit Card. For Services that are purchased by credit card, you expressly agree that Oryx is permitted to invoice and charge your credit card or accepted payment account the applicable fees and any other charges that you may incur with Oryx in connection with your use of such Service. Such fees related charges will be billed to the credit card or accepted payment account that you provide at the time a fee or charge is due and payable. You agree to allow Oryx, or our affiliates or services providers, to process and store your payment information. If payment is not received or cannot be charged to your credit card or accepted payment account for any reason in advance of the applicable subscription term, Oryx reserves the right to either suspend or terminate your access to the Service, and at Oryx’s sole discretion, terminate these Terms.
Renewal Terms. Unless stated otherwise on an applicable Order Form, your subscription to the applicable Service will automatically renew for additional, successive subscription terms equal in duration to the expiring subscription term at Oryx’s then-current price for the Services, unless terminated by either party upon sixty (60) days written notice of non-renewal prior to the expiration of the then-current subscription term. Subscriptions are non-cancelable before the end of the then-current subscription term and fees are non-refundable. If you originally paid by credit card, then you acknowledge and agree that Oryx will automatically charge your credit card or accepted payment account on record with Oryx for the then-current subscription term upon the commencement of any renewal period.
This section includes important statements about the scope of the sole warranty made to you and a description of certain things for which Oryx will not be liable in connection with the Service.
a. DISCLAIMER OF REPRESENTATIONS AND WARRANTIES. ORYX AND ITS PARENTS, SUBSIDIARIES AND AFFILIATES, AND THE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, AGENTS, AND SUPPLIERS OF EACH SUCH ENTITY (THE “ORYX PARTIES”) DISCLAIM ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, AVAILABILITY, NON-INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICE, OR NON-INFRINGEMENT. ANY STATEMENTS MADE IN ANY PACKAGING, MANUALS, OR OTHER DOCUMENTS NOT EXPRESSLY INCORPORATED HEREIN (SEE “OTHER DOCUMENTS”), AND ANY STATEMENTS MADE BY ANY ORYX EMPLOYEES OR REPRESENTATIVES, ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND NOT AS REPRESENTATIONS OR WARRANTIES OF ANY KIND BY ANY ORYX PARTIES. ORYX DOES NOT AUTHORIZE ANYONE TO MAKE A WARRANTY OF ANY KIND ON ORYX’S BEHALF, AND YOU SHOULD NOT RELY ON ANY SUCH STATEMENT. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR USE OF THE SERVICE.
b. LIMITATION OF LIABILITY. THE ORYX PARTIES SHALL NOT BE LIABLE OR OBLIGATED IN CONNECTION WITH THESE TERMS, UNDER ANY THEORY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, PRIVACY, SECURITY, STRICT OR PRODUCT LIABILITY, BREACH OF WARRANTY, OR OTHER LEGAL OR EQUITABLE THEORY, FOR:
You will defend, indemnify, and hold harmless the Oryx Parties from and against any and all claims, demands, actions, causes of action, judgments, liabilities, damages, losses, injuries, costs and expenses arising from (a) the use or misuse of the Service by you or by any person you allow to use the Service, or (b) any breach of these Terms by you, including, but not limited to, claims by any owner of the primary location where you use the Service. You also agree to pay each Oryx Party’s reasonable attorneys’ fees and costs related to prosecuting or defending such claims and to enforcing these Terms, including any and all such fees incurred in connection with any appeal.
These Terms, and any disputes arising between you and Oryx related in any way to these Terms or the Service, including but not limited to disputes over billing, service, privacy, advertising, or Oryx’s communications with you will be governed by the laws of the United Arab Emirates as it is applied in the Emirate of Abu Dhabi and both parties hereby submit to the jurisdiction of said court and the judgments thereof; provided, however, that Oryx may bring a claim in any court of competent jurisdiction of any city in which you maintain your corporate headquarters or primary place of business.
a. Assignment and Successors in Interest. These Terms will be binding upon, inure to the benefit of, and be enforceable against your respective successors and permitted assignees. You may not assign these Terms, or any of your rights, interests, or obligations in connection with your use of the Service, without seeking and obtaining the prior written consent of Oryx in each instance. Any such assignment without such consent will be void and of no force and effect.
b. Entire Agreement/Severability. The Terms consist of (i) the terms and conditions set forth in this document and (ii) the Other Documents, each as they may be amended from time to time by Oryx (or in the case of third-party end-user license agreements, by the owner of such licensed software). The Terms, as incorporating the Other Documents, comprise the entire agreement and understanding of you and Oryx regarding the Service and supersede and replace all other representations, whether electronic, written or verbal, regarding the subject matter of these Terms. If a court determines, in a final non-appealable judgment, that any provision of these Terms is invalid, illegal, or otherwise unenforceable, such provision will be deleted and the remainder of the Terms shall be enforced as nearly as possible in accordance with the stated intention of the parties.
c. Notices. Written notices to you from Oryx will be deemed given:
You are responsible for promptly notifying Oryx of any changes in your email and/or street/mailing address. Written notice to Oryx will be effective when directed to Oryx’s customer service department and received at the following email address [email protected]. Except as specifically provided in these Terms, notices from you to Oryx must be in writing to be effective. You also agree that all correspondence and communications sent to you by Oryx, including account statements, account status, payment and billing information, and changes to these Terms, may be sent by Oryx electronically to the email address most recently provided by you.
d. Survival. The rights, obligations, and commitments in the Terms that, by their nature, would logically continue beyond the termination of Services (including, but not limited to, those relating to billing, payment, disclaimer and limitation of liability and indemnification), shall be deemed to survive any termination of Services.
e. Modifications/Amendments. Oryx reserves the right, at any time and without notice, to make any amendments to the Terms as it deems necessary. No changes, modifications or waivers are to be made to these Terms by you without prior written approval by Oryx. In the event that any provision of these Terms shall be determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable.