Terms of Service

Acceptance

These Terms of Service ("Terms") govern your access to and use of the Binlogic platform and binlogic.com (together, the "Service"). By creating an account or using the Service, you agree to these Terms. If you're entering into the Terms on behalf of a company, you confirm you have authority to bind that company.

The service

Binlogic is a warehouse and inventory management system provided as a hosted service. Specific features, limits, and service levels available to you are defined in your order form or subscription plan.

Accounts

You're responsible for the accuracy of the information you provide, for keeping credentials confidential, and for all activity under your account. Notify us promptly of any unauthorized access at security@binlogic.com.

Subscriptions & fees

Paid subscriptions are billed in advance based on your order form. Fees are non-refundable except where required by law or expressly stated otherwise. We may change pricing for renewal terms with at least 30 days' notice.

Customer content

You retain all rights to the data you upload to the Service ("Customer Content"). You grant us a limited licence to host, process, and transmit Customer Content as needed to provide the Service and as instructed by you.

Acceptable use

You agree not to:

• Reverse engineer, decompile, or attempt to derive source code from the Service.
• Use the Service to violate law, infringe rights, or transmit malicious code.
• Probe, scan, or test the vulnerability of the Service without our written permission.
• Resell or sublicense the Service except as expressly permitted in your order form.

Intellectual property

Binlogic and Novacrest retain all rights, title, and interest in and to the Service, including all software, design, trademarks, and documentation. No rights are granted other than those expressly stated.

Confidentiality

Each party agrees to protect the other's confidential information using the same degree of care it uses to protect its own, and not less than a reasonable standard of care.

Warranty disclaimer

The Service is provided "as is" and "as available". To the maximum extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages. Our aggregate liability for any claim arising out of these Terms will not exceed the fees paid by you for the Service in the 12 months preceding the claim.

Indemnification

You will defend and indemnify Binlogic against third-party claims arising from your Customer Content or your use of the Service in violation of these Terms. We will defend you against claims that the Service infringes a third party's intellectual property rights, subject to standard exclusions.

Term & termination

These Terms apply for the duration of your subscription. Either party may terminate for material breach not cured within 30 days of written notice. On termination, your right to use the Service ends and Customer Content is deleted in accordance with our Privacy Policy.

Governing law

Unless your order form states otherwise, these Terms are governed by the laws of the jurisdiction of incorporation of the contracting Binlogic entity, without regard to conflict-of-laws rules.

Changes

We update these Terms when needed. Material changes will be communicated by email or in-product notice at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance.

Contact

Questions about these Terms? Email legal@binlogic.com.

This page is a starting template and will be revised by counsel. Customers under contract should refer to their executed agreement, which takes precedence.