Terms and conditions
Any reference to "you" in these Terms includes yourself and any person that accesses or uses the Site, or Services on your behalf, whether as a guest or a registered user.
If you're using our Services on behalf of an organization or entity ("Organization"), then you are agreeing to these Terms on behalf of that Organization and you represent and warrant that you have the authority to bind the Organization to these Terms. In that case, "you" and "your" refers to that Organization.
Please read these Terms carefully before using this Site or Services. By using our Site or Services, you confirm that you accept these Terms, agree to comply with them, and understand that you are establishing a legal, enforceable and binding agreement. Your agreement to comply with and be bound by these Terms is deemed to occur upon your first use of our Site or Services. If you do not agree to these Terms, you must not use our Site.
Other applicable Terms
Information about us
Our Site is owned and operated by NXT Ltd. (C93016), registered at No. 40, Triq L-Uqija, Swieqi, SWQ2332, Malta.
Changes to these Terms
We may revise these Terms at any time by amending this page. Please check this page from time to time for any changes, as they are binding on you upon your first use of the Site or App after the changes have been introduced. In the event of any conflict between the current version of these Terms and any previous version(s), the provisions that are current and in effect will prevail (unless it is expressly stated otherwise).
Changes to our Site
We may update our Site from time to time, and may change the content and Services at any time. However, any of the content on our Site may be out of date at any given time, and we are under no obligation to update it. We do not guarantee that our Site or any content in it will be free from errors or omissions.
Accessing our Services
The Services are intended and offered only for lawful use by individuals or organizations with the legal capacity and authority under applicable law to enter into a contract for such Services. We do not offer the Services to minors or where prohibited by law. By using the Services, you represent and warrant that you have the legal capacity and authority to enter into a binding agreement to adhere to these Terms, and that you will only use the Services in accordance with these Terms and with all applicable laws. If you are using the Services on behalf of an entity or organization (Entity), you warrant and represent that you are duly authorized to agree to these Terms on behalf of the Entity and to bind the Entity to them.
NXT will implement and maintain facilities, equipment, and programming, collectively making up a host data center, as necessary to provide you access to our Site and Services. We do not guarantee that our Services, our Site or any content in it will always be available or be uninterrupted. Access to our Site is permitted on an "as is" temporary basis. We may suspend, withdraw, discontinue or change all or any part of our Site or Services without notice. We will not be liable to you if for any reason our Site is unavailable at any time or for any period.
You are responsible for making all arrangements necessary for you to have access to our Site (including providing your own Internet access and computer or mobile equipment). You are also responsible for ensuring that all persons who access our Site through your internet connection are aware of these Terms and other applicable terms and conditions, and that they comply with them.
You may access the Service only through the interfaces and protocols provided or authorized by NXT. You are solely responsible for protecting the information on your computer such as by installing anti-virus software, updating your applications, password protecting your files, and not permitting third party access to your computer. You are solely responsible for your (and your employees, consultants and affiliates) conduct and use of the Services.
We have the right, at our sole discretion, to deny use of and access to the Services to anyone who we deem to be using the Services in a manner not reasonably intended by us, or in violation of law or these Terms (including but not limited to suspending or terminating your account and license to use our Software or Services.
Your Account and Password
Access to our Site requires creating an account, username and password. Your account must be active to access the Site. You agree to provide accurate and complete information when you register, and you agree to keep such information accurate and complete during the entire time that you use the Services.
When you choose, or you are provided with, a username, user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party. You are solely responsible for any consequences arising in whole or in part out of your failure to maintain the confidentiality of your username and/or password.
We have the right to terminate your use of our Services and disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these Terms.
If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us at joinnxt.com/contact. We will not be liable for any unauthorised use of your account.
In order to use the Services beyond a trial period or free plan, you are required to purchase a subscription license to the Software (via the purchase link provided in the Software or at www.joinnxt.com/pricing). We use third party e-commerce service providers to process the initial purchase and subscription renewals, and you will need to accept these providers' terms when activating your subscription. NXT automatically renews your subscription (as per the terms presented during checkout). You may at our discretion receive a reminder email prior to your renewal date.
You can cancel your subscription at any time before the end of the current billing period through our Site or by contacting us at www.joinnxt.com/contact. You may permanently close your account at any time through our Site or by contacting us at www.joinnxt.com/contact.
Support and maintenance
During the term of your subscription, you are entitled to support and maintenance (pursuant to our support and maintenance policy). Support policies are subject to change without prior notice. Proof of legal ownership and/or registration is required to obtain support. We do not provide any assurance that specific errors or discrepancies in any of our Services will be corrected.
Intellectual Property Rights and Use of Material on our Site
We are the owner or the licensee of all intellectual property rights on our Site, and in the material published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved and, subject to the below, you may not reproduce, copy, distribute, sell, sub-licence, store, or in any other manner re-use content from our Site unless given express written permission to do so by us.
You may print off one copy and may download extracts of any page(s) from our Site for your personal use. You may draw the attention of others within your organisation to content posted on our Site.
You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
Our status (and that of any identified contributors) as the authors of content on our Site must always be acknowledged.
You must not use any part of the content on our Site for commercial purposes without obtaining a licence to do so from us or our licensors.
If you print off, copy or download any part of our Site in breach of these Terms, your right to use our Site will cease immediately and you must, at our discretion, return or destroy any copies of the materials you have made. You agree that you will not use our intellectual property rights in any way other than allowed under these Terms and any infringement by you thereof will be a material breach of these Terms.
No reliance on Information
The content on our Site is provided for general information only. It is not intended to amount to advice on which you should rely. It is your responsibility to ensure that our Site or any Services or information available through it (either directly or indirectly) meet your specific requirements. You are solely responsible for the results obtained from use of our Services.
Although we make reasonable efforts to update the information on our Site, we make no representations, warranties or guarantees, whether express or implied, that the content on our Site is accurate, complete or up-to-date.
In no event shall NXT or any of its representatives be liable to You or any Third Party for any direct, indirect, special, exemplary, punitive or other consequential or incidental damages (including but not limited to any lost profits or revenue, interruption, loss of programs or other information, or any other measurable loss) arising directly or indirectly from: (i) Your use of or access to Our Site and/or Software, or any content, products or services distributed on or provided through Our Site and/or Services, (ii) for any failure or interruption of Our Site and/or Software; whether arising out of errors, omissions, loss of Data, defects, viruses, interruptions or delays in operations or transmission or any other cause, whether based on warranty, contract, tort (including negligence) or any other legal theory, even if NXT or its suppliers have been expressly advised of the possibility of such damages. This limitation of liability does not apply to direct damages for which NXT is liable due to NXT’s violation of a Third Party’s Intellectual Property Rights.
In any event, NXT's total maximum aggregate liability under this Agreement, shall not exceed Your monthly subscription fee.
These limitations do not apply in case NXT has willfully caused the damage.
Content that you upload to our Site using our Services is your content, and includes anything you upload using the Services, including budgets, approval processes and associated information, text, files and other materials (your "Your Content"). You retain ownership of your Content, but by uploading it onto the Site, you are granting us a license to use, copy, reproduce, process, adapt, publish, transmit, host and display that Content for the purpose of providing you the Site, Services and associated support, as well as analysing it to improve the operation of the Site and Services. Your Content must comply with the Content Standards section below.
- Responsibility for Your Content. You understand that you are solely responsible for Your Content. You are solely responsible for correcting input errors and data corruption problems, and for the content of any data file, the selection and implementation of controls on access to your Content, and the use and security of your Content. You warrant that you have all necessary rights to Your Content and that you are not infringing or violating any third party's rights by posting it or uploading it to the Site. You agree to indemnify us for any loss or damage suffered by us as a result of your breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty.
- Permission to Use Your Content. By posting, submitting or transmitting your Content on or via our Site, you grant us a licence to use it. We don't claim any ownership to Your Content, but we have your permission to use it to in the form of a limited, non-exclusive, non-transferable license to copy, store, record, transmit, display, view, print, or otherwise use your Content to the extent necessary to perform our Services. That way, we won't infringe any rights you have over your Content and use it to deliver our Services to you. You agree that our license to store and maintain your Content will survive the end of the Service Period (defined below).
- Administrator Access to Your Content. When you sign up for our Services via the Site, you associate one or more email addresses with your account. If you use an email address provided to you by a third party Entity, entity of which you are a part (such as firstname.lastname@example.org or email@example.com) (each an "Entity") you hereby grant that Entity and its administrator(s) permission to access, use, download, export, disclose, share, restrict and/or remove Content that you have associated with the email address that includes their domain. You acknowledge and understand that an Entity may elect to utilize one or more third party applications in connection with the use of the Service and that, by associating Content with an email address that includes an Entity's domain, you are granting permission to have such Content shared with such third party application(s). You also acknowledge and understand that an Entity may restrict or terminate your access to Content associated with the email address that includes their domain.
- Reporting Unauthorized Content. We take intellectual property rights very seriously, and are committed to following appropriate legal procedures to remove infringing content from our Site or Services. If content that you own or have rights to (including Your Content) has been uploaded to the Site without your permission and you want it removed, please contact us at www.joinnxt.com/contact). If Your Content infringes another person's intellectual property, we will remove it if we receive proper notice. If any third party claims that any material posted or uploaded by you to the Site or Services violates their intellectual property rights, or their right to privacy, we have the right to disclose your identity to them. We'll notify you if that happens.
- Inappropriate, False or Misleading Content. You agree that you will not post any content that is abusive, threatening, defamatory, obscene, vulgar or otherwise offensive or in violation of our Terms (including the Content Standards set out below). You also agree not to post any content that is false and misleading or uses the Site or Services in a manner that is fraudulent or deceptive. We will not be responsible, or liable to any third party, for Your Content or the accuracy of any materials uploaded by you or any other user of the Site.
- Security. We will use industry standard technical and organizational security measures in connection with the storage, processing and transfer of your Content that are designed to protect the integrity of that Content and to guard against unauthorized or unlawful access to, use of, or processing of such Content.
- Transmission of Your Content. You understand that the technical processing and transmission of electronic communications is fundamentally necessary to your use of the Site and Services. You expressly consent to our interception and storage of electronic communications and your Content. You acknowledge and understand that your electronic communications will involve transmission over the Internet and over various networks (only part of which are owned and operated by us).
- Retention of Your Content. Upon termination of the Service Period (defined below), all of the Content in our Site's system database files will still be available to you for one year. After that, all of your Content in the Site system database files will only be available to you when we receive payment for activating a subscription. You acknowledge and agree that we may store and maintain your Content for such period of time as we deem necessary.
We do not guarantee that our Site will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programmes and platform in order to access our Site. You should use your own virus protection software.
You must not misuse our Site by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to our Site, the servers on which our Site areis stored or any server, computer or database connected to our Site. You must not attack our Site via a denial-of-service attack or a distributed denial-of service attack. A breach of this provision is a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will cooperate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Site and Services will cease immediately.
Linking to our Site or App
You may link to our Site or App home pages, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to our Site in any website that is not owned by you. Our Site must not be framed on any other website, nor may you create a link to any part of our Site other than the home page. We reserve the right to withdraw linking permission without notice. The website to which you are linking must comply in all respects \ with the Content Standards paragraph set out below (Content Standards).
If you wish to make any use of content on our Site other than that set out above, please contact us at www.joinnxt.com/contact).
You may use our Site and Services only for lawful purposes. You may not use our Site and Services:
- In any way that breaches any applicable local, national or international law or regulation. In any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect.
- For the purpose of harming or attempting to harm minors in any way.
- To send, knowingly receive, upload, download, use or reuse any material which does not comply with our content standards described in the next paragraph (Content Standards).
- To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).
- To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
You also agree:
- Not to reproduce, duplicate, copy or resell any part of our Site in contravention of these Terms.
Not to access without authority, interfere with, damage or disrupt:
- any part of our Site;
- any equipment or network on which our Site is stored;
- any software used in the provision of our Site; or
- any equipment or network or software owned or used by any third party.
These content standards apply to any and all material which you upload or contribute to our Site (contributions), and to any interactive services associated with it. You must comply with the spirit and the letter of the following standards. The standards apply to each part of any contribution as well as to its whole.
- Be accurate (where they state facts).
- Be genuinely held (where they state opinions).
- Comply with applicable law in Malta and in any country from which they are posted.
Contributions must not:
- Contain any material which is defamatory of any person.
- Contain any material which is obscene, offensive, hateful or inflammatory.
- Promote sexually explicit material.
- Promote violence.
- Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
- Infringe any copyright, database right or trademark of any other person.
- Be likely to deceive any person.
- Be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
- Promote any illegal activity.
- Be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety.
- Be likely to harass, upset, embarrass, alarm or annoy any other person.
- Be used to impersonate any person, or to misrepresent your identity or affiliation with any person.
- Give the impression that they emanate from us, if this is not the case.
- Advocate, promote or assist any unlawful act such as (by way of example only) copyright infringement or computer misuse.
NXT (referred to in this section as the "Licensor") is willing to license the software we provide via the Site (the "Software") or provide the Services to the Entity you are a part of (referred to in this section as "Licensee" or "you") on the condition that you accept and abide by all of the Terms. These Terms apply to any updates or support services for the Software or Services (unless other terms specifically cover those items).
The Services provide the capability to store and retrieve your Content on our systems via the Internet during the Service Period (as defined below). The Software is an internet control product that consists of client software installed on or transferred to your personal device that interacts with NXT's (and our third party providers') servers. The client software on your device connects to a server network infrastructure via the Internet and operated as a managed service by NXT and other service providers. All or portions of the Services may be provided by a third-party provider. The "Service Period" shall begin on the date the Service is activated, and shall continue for the period of time set forth in the applicable order accepted by NXT.
16.1. Right to Access Software
16.1.1. Subscription Service. Subject to the Terms, NXT grants you a non-exclusive, non-transferable, non-sublicensable license to use the Software as part of the hosted Services on a subscription basis, for your internal business purposes only, for the number of companies licensed to you. The "Service Period" begins on the date the Services are activated and continues for the period of time described in the applicable order accepted by us.
16.1.2. Trial Period. NXT will provide you with a free 30-day trial for hosted to the Software (on the terms described in more detail below). If you decide not to purchase a subscription at the end of the 30-day trial period, your access to the Software will be remain available for one year after your trial period ends. However, your connection with your accounting system will be disabled and you will no longer be allowed to approve or change any information within the application.
16.2. Restrictions and Ownership. The Software and its structure, organization, source code, and documentation contain valuable trade secrets of NXT and its licensors, and accordingly you agree not to (and agree not to allow your affiliates, employees, agents or third parties to):
(1) modify, adapt, translate, or prepare derivative works from the Software or Service,
(2) decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Software or Services,
(3) decrypt data or extract portions of the Software's files for use in other applications,
(4) remove, obscure, or alter NXT's or any third party's trademarks or copyright or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Software or Service, or
(5) publicly disseminate performance information or analysis (including, without limitation, benchmarks) from any source relating to the Software or Services.
This Agreement confers a limited license to the Software and Services and does not constitute a transfer of title to or sale of all or a portion of the Software or Services. No implied licenses are granted by us. NXT retains all rights, titles and interests in and to the Software and Services.
Suspension and termination
We will determine, at our own discretion, whether there has been a breach of these Terms. When a breach has occurred, we may take such action as we deem appropriate, including any of the following actions:
Immediate, temporary or permanent withdrawal of your right to use our Site or Services (including suspension or termination of your account)
Immediate, temporary or permanent removal of any posting or material uploaded by you to our Site.
Issue of a warning to you.
Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach.
Further legal action against you.
Disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
We exclude liability for actions taken in response to breaches of these Terms. The responses described in this policy are not limited, and we may take any other action we reasonably deem appropriate. You agree to fully reimburse us for all losses (including loss of profit, revenue, goodwill or reputation), costs and expenses arising out of any breach of these Terms by you, or any other act or omission by you in using the Site or Services or by any other person accessing the Site or Services using your personal information with your authority that results in any legal responsibility on our part to any third party.
If your account is terminated or deactivated (by you or by us), Your Content may no longer be accessible through your account. We encourage you to maintain your own backup of Your Content. We are not a backup service and you agree that you will not rely on the Site for the purposes of backup or storage of Your Content. Whilst we will take all reasonable steps to keep Your Content secure, we do not guarantee that others will not gain access to your information or that Your Content will be stored safely. You acknowledge that the Internet may be subject to breaches of security and that the submission of content or other information may not be secure.
Modifications to the Services
The Services may be modified from time to time, often without prior notice to you. Your continued use of the Services constitutes your acceptance of such modifications. If you are not satisfied with a modification we make to the Service, your sole remedy is to terminate your use of the Services.
You agree to defend, indemnify and hold harmless NXT and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from your use of and access to the Service or the Software, or from or in connection with Your Content uploaded to the Service through your account by a third party using your account with your knowledge or consent. You agree to reimburse us for any costs or fees related to our enforcement of these Terms (including expert fees and attorney fees).
The Services are provided on an "as is" and "as available" basis without any warranty of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement. NXT is not responsible for any third party content that you download or otherwise obtain through use of the Site or Services or for any damage or loss of data that may result. We do not warrant, endorse, guarantee, or assume responsibility for any third party application or service that provides access to our Services.
Clause headings are inserted for convenience only and shall not affect the interpretation of these Terms. We will not lose our rights under these Terms by reason of any delay by us in enforcing those rights.
If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
These Terms, and all incorporated documents referred to herein, constitutes the entire agreement as to your use of and our provision of the Site and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral.
You acknowledge that, in entering into this agreement, you do not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms or any incorporated documents referred to herein.
To contact us, please send a message through the form that can be found at www.joinnxt.com/contact.