1. Acceptance of Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Nionax Systems ("Company," "we," "us," or "our") regarding your use of our website development and mobile app services. By accessing, using, or subscribing to our services, you acknowledge that you have read, understood, and agree to be bound by these Terms.
If you do not agree to these Terms, you may not access or use our services. These Terms apply to all users of our services, including visitors, customers, and subscribers.
2. Description of Services
Nionax Systems provides comprehensive digital solutions for small and medium-sized businesses, including:
2.1 Website Development Services
- Custom website design and development
- Responsive web design for mobile and desktop
- Search engine optimization (SEO)
- Content management systems
- E-commerce integration
- Website hosting and maintenance
2.2 Mobile Application Development
- iOS and Android app development
- Cross-platform mobile solutions
- App store submission and management
- Push notification systems
- Mobile payment integration
- App maintenance and updates
2.3 Additional Services
- Digital marketing and analytics
- Customer relationship management
- Online booking and scheduling systems
- Payment processing integration
- Technical support and maintenance
- Training and consultation services
3. User Accounts and Registration
To access our services, you must create an account and provide accurate, complete, and current information. You are responsible for:
3.1 Account Security
- Maintaining the confidentiality of your account credentials
- All activities that occur under your account
- Notifying us immediately of any unauthorized use
- Ensuring your contact information remains current
2 Account Requirements
- You must be at least 18 years old or have parental consent
- You must provide accurate business information
- You must have the authority to enter into this agreement
- You must comply with all applicable laws and regulations
4. Payment Terms and Billing
Our payment terms are designed to be transparent and fair:
4.1 Pricing and Billing
- Comprehensive onboarding and launch support for all new customers
- Monthly or annual billing cycles available
- All prices are in USD and exclude applicable taxes
- Automatic renewal unless cancelled before the renewal date
- Payment is due in advance for each billing period
4.2 Payment Methods
- Credit cards (Visa, MasterCard, American Express)
- Debit cards
- Bank transfers (for annual plans)
- Digital payment platforms (PayPal, Stripe)
4.3 Refunds and Cancellations
- No refunds for partial months or unused services
- Cancellation must be requested at least 30 days before renewal
- Refunds may be provided at our discretion for technical issues
- Setup fees and one-time charges are non-refundable
4.4 Price Changes
We may change our prices with 30 days' written notice. Price changes will not affect your current billing period but will apply to subsequent renewals.
5. Service Level Agreement
We are committed to providing reliable and high-quality services:
5.1 Uptime Guarantee
- 99.9% uptime for hosted services
- Planned maintenance with advance notice
- Service credits for qualifying downtime
- 24/7 monitoring and support
5.2 Support Response Times
- Critical issues: 4 hours
- High priority: 24 hours
- Medium priority: 48 hours
- Low priority: 72 hours
5.3 Security and Maintenance
- Regular security updates and patches
- Automated backups and disaster recovery
- SSL certificates and encryption
- Compliance with industry standards
6. Intellectual Property Rights
Intellectual property ownership is clearly defined to protect both parties:
6.1 Your Content
- You retain ownership of your business content, data, and materials
- You grant us a license to use your content to provide services
- You represent that you have rights to all content you provide
- You are responsible for obtaining necessary permissions
6.2 Our Intellectual Property
- We retain ownership of our platform, software, and technology
- Our trademarks, logos, and branding remain our property
- You may not reverse engineer or copy our software
- We grant you a limited license to use our services
6.3 Work Product
- Custom code and designs created for you become your property
- We retain rights to general methodologies and frameworks
- Open source components remain under their respective licenses
- Third-party integrations are subject to their terms
7. Acceptable Use Policy
You agree to use our services only for lawful purposes and in accordance with these Terms:
7.1 Permitted Uses
- Legitimate business operations
- Professional communication with customers
- Marketing and promotional activities (compliant with laws)
- Data collection and analytics for business purposes
7.2 Prohibited Uses
You may not use our services for:
- Illegal activities or content that violates laws
- Spam, phishing, or unsolicited communications
- Malicious software, viruses, or security threats
- Infringement of intellectual property rights
- Harassment, discrimination, or hate speech
- Resale or redistribution of our services
- Activities that could harm our systems or other users
8. Data Protection and Privacy
We are committed to protecting your data and privacy:
8.1 Data Security
- Encryption of data in transit and at rest
- Regular security assessments and updates
- Access controls and authentication measures
- Compliance with applicable data protection laws
8.2 Data Processing
- We process data only as necessary to provide services
- We do not sell or rent your personal information
- We may share data with trusted service providers
- We retain data only as long as necessary
8.3 Your Rights
- Access to your personal data
- Correction of inaccurate data
- Deletion of your data (subject to legal requirements)
- Data portability and export options
9. Service Modifications and Updates
We reserve the right to modify our services:
9.1 Service Changes
- We may update features and functionality
- We may discontinue certain services with notice
- We may change service specifications
- We will provide reasonable notice of material changes
9.2 Maintenance and Downtime
- Scheduled maintenance will be announced in advance
- Emergency maintenance may occur without notice
- We will minimize service disruptions
- Service credits may be provided for extended downtime
10. Termination
Either party may terminate this agreement under the following conditions:
10.1 Termination by You
- You may cancel your subscription at any time
- 30 days' written notice required for annual plans
- Immediate cancellation available for monthly plans
- No refunds for partial periods
10.2 Termination by Us
We may terminate your account immediately if you:
- Violate these Terms or our policies
- Engage in fraudulent or illegal activities
- Fail to pay fees when due
- Use our services in a manner that harms us or other users
10.3 Effect of Termination
- Your access to services will be suspended
- You may export your data within 30 days
- We may delete your data after the retention period
- Certain provisions of these Terms survive termination
11. Limitation of Liability
To the maximum extent permitted by applicable law:
11.1 Disclaimer of Warranties
Our services are provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.
11.2 Limitation of Damages
In no event shall Nionax Systems be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or business opportunities, arising from your use of our services.
11.3 Maximum Liability
Our total liability to you for any claims arising from these Terms or our services shall not exceed the amount you paid us in the twelve (12) months preceding the claim.
12. Indemnification
You agree to indemnify, defend, and hold harmless Nionax Systems and its officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:
- Your use of our services
- Your violation of these Terms
- Your violation of any third-party rights
- Your violation of applicable laws or regulations
13. Dispute Resolution
Any disputes arising from these Terms or our services will be resolved as follows:
13.1 Negotiation
We encourage you to contact us first to resolve any disputes informally.
13.2 Mediation
If informal resolution fails, disputes may be submitted to mediation before pursuing legal action.
13.3 Arbitration
Any remaining disputes will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.
14. Governing Law and Jurisdiction
These Terms are governed by and construed in accordance with the laws of the State of Utah, without regard to conflict of law principles. Any legal action or proceeding arising from these Terms will be brought exclusively in the courts of Utah.
15. General Provisions
15.1 Entire Agreement
These Terms, together with our Privacy Policy, constitute the entire agreement between you and Nionax Systems regarding your use of our services.
15.2 Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
15.3 Waiver
Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.
15.4 Assignment
You may not assign or transfer your rights under these Terms without our written consent. We may assign our rights and obligations under these Terms.
15.5 Force Majeure
We are not liable for any failure to perform our obligations due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, or government actions.
16. Changes to These Terms
We may update these Terms from time to time to reflect changes in our services or applicable laws. We will notify you of any material changes by:
- Posting the updated Terms on our website
- Sending you an email notification
- Providing notice through our services
Your continued use of our services after any changes constitutes acceptance of the updated Terms.
17. Contact Information
If you have any questions about these Terms or our services, please contact us:
For legal inquiries, please include "Terms of Service Inquiry" in the subject line of your email.