Terms of Service

We are Praxion ("Company," "we," "us," "our"), a software project and service currently operated by its founder as an individual, pending the incorporation of a legal entity.

We operate the website https://praxionapp.com (the "Site"), as well as any other related products and services that refer or link to these legal terms (the "Legal Terms") (collectively, the "Services").

You can contact us by email at support@praxionapp.com.

These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you"), and the individual operator of Praxion ("Praxion," "we," "us," or "our"), pending the incorporation of a legal entity that may subsequently assume operation of the Services, concerning your access to and use of the Services. You agree that by accessing the Services, you have read, understood, and agreed to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.

We will provide you with prior notice of any scheduled changes to the Services you are using. The modified Legal Terms will become effective upon posting or notifying you by support@praxionapp.com, as stated in the email message. By continuing to use the Services after the effective date of any changes, you agree to be bound by the modified terms.

The Services are intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Services.

We recommend that you print a copy of these Legal Terms for your records.

The information provided when using the Services is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

The Services are not tailored to comply with industry-specific regulations (such as HIPAA or FISMA in the United States), so if your use of the Services would be subject to such laws, you should confirm with us in writing whether the Services are appropriate for your intended use before relying on them for that purpose.

The Services are offered to businesses, not to consumers

The Services are made available only to companies, organizations, and individuals acting in the course of a trade, business, craft, or profession, and solely for internal business purposes. They are not offered or directed to consumers acting outside that capacity. Registration requires an organization account, and the Services are provisioned to that organization rather than to an individual.

If, despite the above, mandatory consumer protection law nonetheless applies to you, that law prevails over any conflicting provision of these Legal Terms, and the protections described in the "Governing Law" and "Limitations of Liability" sections below continue to apply to you.

Our intellectual property

All rights, title, and interest in and to the Services, including the software, source code, technology, architecture, algorithms, interfaces, documentation, designs, trademarks, and other intellectual property associated with Praxion are owned by the founder and operator of Praxion and/or its licensors. Nothing in these Terms transfers ownership of Praxion intellectual property to any Customer or User. The Services include all source code, databases, functionality, software, website designs, and other content in the Services (collectively, the "Content"), as well as the trademarks, service marks, and logos contained therein (the "Marks").

Our Content and Marks are protected by copyright and trademark laws (and various other intellectual property rights and unfair competition laws) and treaties.

The Content and Marks are provided in or through the Services "AS IS" for your internal business purpose only.

Your use of our Services

Subject to your compliance with these Legal Terms, including the "Prohibited Activities" section below, we grant you a non-exclusive, non-transferable, revocable license to access the Services and to download or print a copy of any portion of the Content to which you have properly gained access, solely for your internal business purpose.

Except as set out in this section or elsewhere in our Legal Terms, no part of the Services and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

If you wish to make any use of the Services, Content, or Marks other than as set out in this section, please address your request to support@praxionapp.com. We reserve all rights not expressly granted to you in and to the Services, Content, and Marks.

Any breach of these Intellectual Property Rights will constitute a material breach of our Legal Terms and your right to use our Services will terminate immediately.

Your submissions and feedback

By directly sending us any question, comment, suggestion, idea, feedback, or other information about the Services ("Submissions"), you agree to assign to us all intellectual property rights in such Submission, and that we may use and share it for any lawful purpose without acknowledgment or compensation to you. You confirm that your Submissions do not violate the rights of any third party and are not illegal, harassing, or unlawful, and you agree to be solely responsible for any Submission you send us.

By using the Services, you represent and warrant that: (1) all registration information you submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update it as necessary; (3) you have the legal capacity and agree to comply with these Legal Terms; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Services through automated or non-human means, whether through a bot, script, or otherwise, except as expressly authorized in connection with our software agent; (6) you will not use the Services for any illegal or unauthorized purpose; (7) your use of the Services will not violate any applicable law or regulation; and (8) you are registering and using the Services in the course of a trade, business, craft, or profession, and not as a consumer, and you have authority to bind the organization on whose behalf you register.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Services.

You may be required to register to use the Services. You agree to keep your credentials confidential and will be responsible for all use of your account. We reserve the right to remove, reclaim, or change a username or organization name you select if we determine, in our sole discretion, that it is inappropriate, obscene, or otherwise objectionable.

Payments are processed through our third-party payment processor and may be made using the major debit and credit cards supported by that processor from time to time. You agree to provide current, complete, and accurate billing and account information, and to promptly update such information — including your payment method and its expiration date — so that we can complete your transactions and contact you as needed. Applicable taxes will be added to the price of purchases as required by law. We may change prices at any time, subject to the notice requirements described in the "Subscriptions" section below. All prices are quoted, and all payments are charged, in United States Dollars (USD) unless otherwise agreed in writing. If your payment method is denominated in another currency, your bank or card issuer may apply its own exchange rate and cross-border fees; those are set by them, not by us, and are not included in the amounts we quote.

You agree to pay all charges at the prices then in effect for your purchases, and you authorize us to charge your chosen payment method for such amounts. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.

We reserve the right to refuse any registration or order placed through the Services, and to limit the number of free trials or promotional offers per person, organization, payment method, or household, including where the same payment method or billing details are used across multiple accounts, in order to prevent abuse of trial or promotional terms.

Billing and Renewal

Your subscription will continue and automatically renew unless canceled. You consent to our charging your payment method on a recurring basis without requiring your prior approval for each recurring charge, until such time as you cancel the applicable subscription. The length of your billing cycle is monthly, unless otherwise agreed in writing.

Free Trial

We offer a 15-day free trial to new organizations that register with the Services, subject to the usage limits described on our pricing page (including limits on the number of connected databases and AI-powered queries included during the trial). A valid payment method is required to start the trial. Your account will be automatically charged according to your chosen subscription at the end of the free trial unless you cancel before it ends.

Cancellation and Refunds

Except as set out below or as required by applicable law, purchases are non-refundable. You can cancel your subscription at any time from your account settings. Your cancellation will take effect at the end of the current paid billing period. If you have any questions or are unsatisfied with our Services, please email us at support@praxionapp.com.

We will refund a charge where we have taken payment but have not made the corresponding plan available to your organization. This includes accounts enrolled in an evaluation or beta programme, whose usage limits are set by us and are not changed by a payment: if such an account is charged for a paid plan while those limits remain in force, the charge is refunded on request rather than converted into a plan. We may also issue a refund at our discretion in other circumstances.

Nothing in this section limits any statutory right to a refund, cancellation, or withdrawal that applies to you and cannot be waived by agreement.

Fee Changes

We may, from time to time, make changes to subscription fees and will communicate any price changes to you in accordance with applicable law and with reasonable advance notice before they take effect on your account.

The Services include software components, including a software agent intended for deployment within your own infrastructure ("Agent Software"). If such software is accompanied by a separate end user license agreement ("EULA"), the terms of that EULA will govern your use of it. Otherwise, we grant you a non-exclusive, revocable, non-transferable license to install and use the Agent Software solely in connection with the Services and in accordance with these Legal Terms, for as long as your subscription remains active.

The Agent Software and any related documentation are provided "AS IS" without warranty of any kind, express or implied, including the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. You accept any and all risk arising from your deployment, configuration, and use of the Agent Software within your own infrastructure. You may not reproduce, redistribute, decompile, or reverse engineer the Agent Software except as permitted by applicable law or these Legal Terms.

You may not access or use the Services for any purpose other than that for which we make them available. As a user of the Services, you agree not to:

• Systematically retrieve data or other content from the Services to create or compile a collection, compilation, database, or directory without our written permission.
• Trick, defraud, or mislead us or other users, including in any attempt to learn sensitive account information such as passwords or API keys.
• Circumvent, disable, or otherwise interfere with security-related features of the Services, including rate limits, usage caps, or authentication mechanisms.
• Use any information obtained from the Services to harass, abuse, or harm another person.
• Make improper use of our support channels or submit false reports of abuse or misconduct.
• Use the Services in a manner inconsistent with any applicable laws or regulations.
• Upload or transmit viruses, malware, or other material that interferes with the use, features, or operation of the Services.
• Engage in unauthorized automated use of the Services (scripts, scraping, or data-mining tools) outside of the Agent Software and any officially supported API or integration.
• Attempt to impersonate another user, organization, or person.
• Attempt to bypass any measure of the Services designed to prevent or restrict access.
• Decompile, disassemble, or reverse engineer any software comprising the Services, except as permitted by applicable law.
• Use the Services as part of any effort to build a competing product or service using access, data, or functionality obtained from the Services in a manner not authorized by these Legal Terms.

The Services do not currently offer a feature for publicly posting or sharing user-generated content. Any feedback, suggestions, or other Submissions you send us directly are governed by the "Your submissions and feedback" provision in Section 2 above.

We reserve the right, but not the obligation, to: (1) monitor the Services for violations of these Legal Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms; (3) restrict or disable access to any account or content, to the extent technologically feasible; and (4) otherwise manage the Services in a manner designed to protect our rights and property and the proper functioning of the Services.

We care about data privacy and security. Please review our Privacy Policy at praxionapp.com/privacy. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Legal Terms.

The Services are currently hosted using infrastructure providers located in the European Union (including Germany and France). We may, in the future, also use infrastructure located outside the European Economic Area, including in the United States, to operate or scale the Services. Where personal data is transferred outside the European Economic Area, United Kingdom, or Switzerland, we will implement appropriate safeguards as required by law, such as Standard Contractual Clauses or other legally recognized transfer mechanisms, as described in more detail in our Privacy Policy.

These Legal Terms shall remain in full force and effect while you use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SERVICES TO ANY PERSON FOR ANY REASON, INCLUDING FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE LEGAL TERMS OR OF ANY APPLICABLE LAW. WE MAY TERMINATE YOUR USE OR DELETE YOUR ACCOUNT AT ANY TIME, IN OUR SOLE DISCRETION, SUBJECT TO ANY DATA RETENTION AND DELETION OBLIGATIONS DESCRIBED IN OUR PRIVACY POLICY OR APPLICABLE DATA PROCESSING AGREEMENT.

If we terminate or suspend your account for cause, you are prohibited from registering a new account under your name, a fake or borrowed name, or the name of any third party. In addition to terminating or suspending your account, we reserve the right to pursue appropriate legal action.

We reserve the right to change, modify, or remove the contents of the Services at any time, but we have no obligation to update any information on the Services. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Services, except as required by applicable law or by our then-current Service Level commitments, if any.

We cannot guarantee the Services will be available at all times, and we may need to perform maintenance that results in interruptions or delays. Nothing in these Legal Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates, or releases in connection therewith, beyond what is separately agreed with a Customer.

These Legal Terms are governed by and interpreted following the laws of Spain, and the application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. If your habitual residence is in the EU and you are a consumer, you additionally retain the protection provided to you by the mandatory provisions of the law of your country of residence. Praxion and you both agree to submit to the non-exclusive jurisdiction of the courts of Madrid, meaning you may bring a claim to defend your consumer protection rights in relation to these Legal Terms either in Spain or in the EU country in which you reside.

Informal Negotiations

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Legal Terms (a "Dispute"), the parties agree to first attempt to negotiate any Dispute informally for at least thirty (30) days before initiating arbitration or litigation. Informal negotiations commence upon written notice from one party to the other.

Binding Arbitration

Subject to the mandatory consumer protections described in Section 14 above, any Dispute arising from the relationship between the parties to these Legal Terms may be determined by one arbitrator chosen in accordance with the Arbitration and Internal Rules of the European Court of Arbitration, part of the European Centre of Arbitration, seated in Strasbourg, in force at the time the request for arbitration is filed. The seat of arbitration shall be Madrid, Spain, and the language of the proceedings shall be Spanish, unless otherwise agreed by the parties. Where you are a consumer resident in the EU, nothing in this clause limits your right to bring a claim before the competent courts of your place of residence instead of arbitration, to the extent required by applicable consumer protection law.

Restrictions

Any arbitration shall be limited to the Dispute between the parties individually. To the fullest extent permitted by law: (a) no arbitration shall be joined with any other proceeding; (b) there is no right to arbitrate any Dispute on a class-action basis; and (c) there is no right to bring any Dispute in a representative capacity on behalf of the general public or other persons.

Exceptions

Disputes seeking to enforce or protect intellectual property rights, disputes arising from allegations of unauthorized use, and claims for injunctive relief are not subject to the informal negotiation or arbitration provisions above, and may be brought before the courts identified in Section 14.

There may be information on the Services that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, and availability. We reserve the right to correct any such errors and to update information on the Services at any time.

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE OPTIMIZATION RECOMMENDATIONS, COST ESTIMATES, OR OTHER OUTPUTS GENERATED BY THE SERVICES WILL BE ERROR-FREE OR SUITABLE FOR EVERY DATABASE ENVIRONMENT. YOU ARE SOLELY RESPONSIBLE FOR REVIEWING AND APPROVING ANY CHANGE BEFORE IT IS APPLIED TO YOUR DATABASE. NOTHING IN THIS SECTION LIMITS ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, INCLUDING LIABILITY FOR DEATH, PERSONAL INJURY, OR FRAUD.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE OR OUR AGENTS BE LIABLE TO YOU FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT OR LOST REVENUE, ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY TO YOU FOR ANY CAUSE ARISING OUT OF OR RELATED TO THE SERVICES WILL BE LIMITED TO THE AMOUNT YOU PAID US IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. NOTHING IN THIS SECTION EXCLUDES OR LIMITS LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED, INCLUDING UNDER MANDATORY CONSUMER PROTECTION LAW APPLICABLE TO YOU.

You agree to defend, indemnify, and hold us harmless, including our officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: (1) your use of the Services; (2) your breach of these Legal Terms; (3) your breach of the representations and warranties set forth herein; or (4) your violation of the rights of a third party. We reserve the right, at your expense, to assume the exclusive defense of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

We will maintain certain data that you transmit to the Services for the purpose of managing their performance, as well as data relating to your use of the Services, in accordance with our Privacy Policy and any applicable Data Processing Agreement. Although we perform routine backups of Praxion's own platform data, you remain solely responsible for the accuracy and integrity of the underlying database systems you connect to the Services, and for maintaining your own independent backups of that data.

Visiting the Services, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices and records of transactions initiated or completed through the Services.

These Legal Terms, together with our Privacy Policy and any Data Processing Agreement or order form entered into with a Customer, constitute the entire agreement between you and us regarding the Services. Our failure to enforce any right or provision of these Legal Terms shall not operate as a waiver of that right or provision. We may assign any or all of our rights and obligations to others, including to a legal entity established to operate the Services, at any time, subject to applicable law and any required notice to Customers. If any provision of these Legal Terms is found unlawful, void, or unenforceable, that provision is severable and does not affect the validity of the remaining provisions. No joint venture, partnership, employment, or agency relationship is created between you and us by these Legal Terms.

Corporate Transition

Praxion is currently operated by its founder as an individual. The operator may establish or designate a legal entity to operate the Services in the future. Upon such transition, the relevant rights, obligations, contracts, assets, and data protection responsibilities relating to the Services will be transferred to the successor entity in accordance with applicable law, which will assume the applicable obligations relating to the Services.

In order to resolve a complaint regarding the Services or to receive further information about their use, please contact us at: support@praxionapp.com