1. Agreement to Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and OrderHUBx ("OrderHUBx," "we," "us," or "our") governing your use of the OrderHUBx software platform and related services.
By purchasing, installing, or using OrderHUBx, you agree to be bound by these Terms. If you do not agree, do not use our services.
2. Service Description
2.1 Software License
OrderHUBx is a self-hosted order management system that you deploy on your own infrastructure. Upon payment, we grant you a non-exclusive, non-transferable license to use the OrderHUBx software.
2.2 Services Provided
Our services include:
- Software Delivery: Complete OrderHUBx application codebase
- Installation & Setup: Technical assistance with initial deployment (if purchased)
- Configuration: Channel integration setup and customization (if purchased)
- Training: Team training on system usage (if purchased)
- Support: Technical support as per your selected support tier
- Updates: Access to software updates and security patches
2.3 Self-Hosted Nature
OrderHUBx is deployed on YOUR infrastructure. You are responsible for:
- Server hosting and maintenance
- Database management
- Backups and disaster recovery
- System security and updates
- Data sovereignty compliance
3. Eligibility
You must be:
- At least 18 years of age
- Authorized to represent your company or organization
- Legally capable of entering into binding contracts
- Operating a legitimate business
4. Account Registration
To use OrderHUBx, you may need to create an account. You agree to:
- Provide accurate, current, and complete information
- Maintain the security of your account credentials
- Notify us immediately of any unauthorized access
- Accept responsibility for all activities under your account
5. Pricing and Payment
5.1 One-Time Setup Fees
OrderHUBx operates on a one-time payment model. Pricing includes:
- Basic Setup Package: Starting at $3,500 USD
- Standard Package: Starting at $5,500 USD
- Complete Package: Starting at $7,500 USD
All prices are in US Dollars and exclude applicable taxes.
5.2 Optional Support Plans
Annual support plans are optional and priced separately:
- Bronze Support: Email support, business hours
- Silver Support: Priority support, extended hours
- Gold Support: 24/7 support, dedicated account manager
5.3 Payment Terms
- 50% deposit due upon contract signing
- Remaining 50% due before software delivery
- Payment methods: Bank transfer, credit card, check
- Late payments subject to 1.5% monthly interest
5.4 Taxes
You are responsible for all applicable taxes (sales tax, VAT, GST, HST, etc.) except taxes on our income.
6. License Grant and Restrictions
6.1 License Grant
We grant you a perpetual, non-exclusive, non-transferable license to:
- Install and use OrderHUBx on your infrastructure
- Modify the source code for your internal business purposes
- Access updates and improvements during your support period
6.2 Restrictions
You may NOT:
- Resell, redistribute, or sublicense OrderHUBx
- Offer OrderHUBx as a service to third parties (SaaS)
- Remove or alter proprietary notices
- Reverse engineer (except as permitted by law)
- Use OrderHUBx for illegal purposes
- Create competing products based on OrderHUBx
7. Intellectual Property Rights
7.1 Ownership
OrderHUBx retains all rights, title, and interest in the OrderHUBx software, including all intellectual property rights. Your license does not transfer ownership.
7.2 Custom Modifications
You own custom modifications you create. However, core OrderHUBx code remains our property.
7.3 Feedback
Any feedback, suggestions, or ideas you provide become our property and may be used without compensation or attribution.
8. Support and Maintenance
8.1 Initial Support
Included with setup packages (30-90 days depending on tier):
- Installation assistance
- Configuration support
- Bug fixes related to initial deployment
- Team training
8.2 Ongoing Support
After initial period, support is optional via annual plans. Without a support plan:
- You can still use OrderHUBx indefinitely
- You have access to community forums
- You can purchase hourly consulting as needed
- Critical security patches remain available
8.3 Updates
We provide updates for:
- Security patches (available to all customers)
- Bug fixes (customers with active support)
- New features (customers with active support)
9. Customer Responsibilities
9.1 Technical Requirements
You must provide:
- Compatible server infrastructure (Linux/Windows server)
- MySQL or compatible database
- PHP 7.4 or higher
- SSL certificate for secure connections
- Adequate storage and bandwidth
9.2 Data Backup
You are solely responsible for backing up your data. We strongly recommend:
- Daily automated backups
- Off-site backup storage
- Regular backup testing
- Disaster recovery planning
9.3 Security
You must implement reasonable security measures including:
- Firewall protection
- Regular security updates
- Strong password policies
- Access control management
9.4 Compliance
You are responsible for complying with all applicable laws, including:
- Data privacy regulations (GDPR, CCPA, PIPEDA, etc.)
- E-commerce regulations
- Tax laws
- Consumer protection laws
10. Warranties and Disclaimers
10.1 Limited Warranty
We warrant that OrderHUBx will substantially conform to its documentation for 90 days from delivery. Our sole obligation is to correct defects or refund fees paid.
10.2 DISCLAIMER
EXCEPT AS EXPRESSLY PROVIDED, ORDERHUBX IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
WE DO NOT WARRANT THAT:
- OrderHUBx will be uninterrupted or error-free
- Defects will be corrected
- OrderHUBx will meet your specific requirements
- Results from use will be accurate or reliable
11. Limitation of Liability
11.1 Exclusion of Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ORDERHUBX SHALL NOT BE LIABLE FOR:
- Indirect, incidental, special, or consequential damages
- Loss of profits, revenue, data, or business opportunities
- Service interruptions or data loss
- Third-party claims
- Costs of substitute services
11.2 Liability Cap
OUR TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM, OR $5,000 USD, WHICHEVER IS GREATER.
11.3 Exceptions
These limitations do not apply to:
- Gross negligence or willful misconduct
- Death or personal injury caused by our negligence
- Fraud or fraudulent misrepresentation
- Liabilities that cannot be excluded by law
12. Indemnification
12.1 Your Indemnification
You agree to indemnify and hold harmless OrderHUBx from claims arising from:
- Your use of OrderHUBx
- Your violation of these Terms
- Your violation of applicable laws
- Your infringement of third-party rights
- Your data or content
12.2 Our Indemnification
We will defend you against claims that OrderHUBx infringes a third party's intellectual property rights, subject to:
- Prompt written notice of the claim
- Sole control of defense and settlement
- Reasonable cooperation from you
13. Confidentiality
Both parties agree to:
- Protect confidential information
- Use confidential information only for purposes of this agreement
- Not disclose to third parties without consent
- Return or destroy confidential information upon request
Confidential information does not include information that is publicly available, independently developed, or lawfully obtained from third parties.
14. Term and Termination
14.1 Term
These Terms remain in effect as long as you use OrderHUBx.
14.2 Termination by You
You may stop using OrderHUBx at any time. Upon termination, your license continues but support ends.
14.3 Termination by Us
We may terminate your license if you:
- Breach these Terms materially
- Fail to pay amounts due (30 days after notice)
- Use OrderHUBx for illegal purposes
- Violate intellectual property rights
14.4 Effect of Termination
Upon termination:
- Your right to use OrderHUBx ends
- You must cease all use of the software
- You may retain a backup copy for archival purposes
- No refunds of fees paid
- Provisions that should survive (liability, indemnification, etc.) continue
15. Modifications to Terms
We may modify these Terms at any time. Changes will be effective:
- For existing customers: 30 days after notice
- For new customers: Immediately upon acceptance
Continued use after changes constitutes acceptance. If you disagree with changes, your remedy is to stop using OrderHUBx.
16. Dispute Resolution
16.1 Informal Resolution
Before filing a claim, contact us to attempt informal resolution: legal@orderhubx.com
16.2 Arbitration (US Customers)
For US customers, disputes will be resolved through binding arbitration under the American Arbitration Association (AAA) Commercial Arbitration Rules.
16.3 Class Action Waiver
You agree to bring claims individually, not as part of a class action, consolidated action, or representative action.
16.4 Canadian Customers
Canadian customers may choose arbitration or court proceedings. For Quebec residents, these Terms are subject to Quebec consumer protection laws.
17. Governing Law and Jurisdiction
17.1 Governing Law
- US Customers: Laws of [State], United States, excluding conflict of law provisions
- Canadian Customers: Laws of [Province], Canada
17.2 Venue
Any court proceedings must be brought in the courts of [County/Province], and you consent to personal jurisdiction.
18. General Provisions
18.1 Entire Agreement
These Terms, along with your purchase agreement, constitute the entire agreement and supersede all prior communications.
18.2 Severability
If any provision is found unenforceable, the remaining provisions continue in effect.
18.3 Waiver
Failure to enforce any right does not waive that right.
18.4 Assignment
You may not assign these Terms without our consent. We may assign our rights and obligations.
18.5 Force Majeure
Neither party is liable for delays caused by events beyond reasonable control (natural disasters, war, strikes, government actions, etc.).
18.6 Independent Contractors
The parties are independent contractors. These Terms do not create a partnership, joint venture, or employment relationship.
18.7 Export Compliance
You agree to comply with all export laws and restrictions. You will not export or re-export OrderHUBx to prohibited countries or individuals.
18.8 Government Use
If you are a US government entity, OrderHUBx is "commercial computer software" subject to restricted rights under FAR 12.212 and DFARS 227.7202.
19. Contact Information
For questions about these Terms, contact:
OrderHUBx
Email: legal@orderhubx.com
Phone: [Phone Number]
Address: [Company Address]
By using OrderHUBx, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.
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