Terms of Service
OVERVIEW
These terms and conditions (T&C) govern all use of the XQmsg.com Website (the “Website”) and all content, services and products available at or via the Website. The using the Website, all content, services and products available on the Website you consent without modification to all of the terms and conditions contained herein and all other operating rules, policies and procedures that may be published from time to time on the Website.
Please read this T&C carefully before accessing or using the Website content, services and products. By accessing or using any part of the Website, you agree to become bound by the T&C. If you do not agree to all the T&C, then do not access the Website. If the provisions of this T&C are considered an offer by XQ Message under applicable law, your acceptance is expressly limited to these terms. The Website is available only to individuals who are at least 13 years of age and older.
Electronic Communications. When you visit the Website or send digital correspondence to us, you are communicating with us electronically. You therefore consent to receive communications from us electronically. We will only communicate with you by e-mail or by posting notices on the Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Intellectual Property. All content included on the Website is the property of XQ Message and protected by US and international copyright, trademark and patent laws. The compilation of all content on this Website is the exclusive property of XQ Message and protected by US and international copyright laws. All software used on the Website is the property of XQ Message or its software suppliers and protected by US and international copyright laws. Other trademarks, service marks, graphics and logos used in connection with the Website may be the copyrights or trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use anything on the Website.
Your XQ Message Account and Site. If you use the Website, you are responsible for maintaining the confidentiality of your XQ Message account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. XQ Message reserves the right to refuse service, terminate accounts, remove or edit content in its sole discretion and you consent to same.
Changes. XQ Message reserves the right, at its sole discretion, to modify or replace any part of the T&C. It is your responsibility to check the T&C periodically for changes. Your continued use of or access to the Website following the posting of any changes to the T&C constitutes acceptance of those changes. XQ Message may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall be subject to the T&C.
Payment and Renewal. No payment is required for services provided free of charge on the Website. Once registered for free services, you will continue to receive those services unless XQ Message terminates those services or you terminate those services. For paid subscription services, to receive those services, payment must be made upon registration and then monthly thereafter or periodically according to a separate Services Agreement with you. Failure to make initial, monthly, or periodic payments will result in termination of the services. The services will automatically renew upon monthly or periodic payments and extension of any Services Agreement with you, as applicable. If XQ Message has credit card or other payment mechanism on file for you, XQ will charge that payment mechanism unless otherwise directed by you. Paid services may be terminated by XQ Message at any time for any reason.
General Terms. Paid services are available on the Website (any such services, an “Upgrade”). By selecting an Upgrade you agree to pay XQ Message the monthly or periodic subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the day you sign up for an Upgrade and will cover the use of that service for a monthly or periodic subscription period. Upgrade fees are nonrefundable.
Cancellation and Termination. You are solely responsible for properly canceling your account. All of your content stored by XQ Message will be immediately deleted upon cancellation. This information cannot be recovered once your account is canceled. All service charges accrued up until the cancellation date must be paid in full. XQ Message, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other XQ Message service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all content in your Account. XQ Message reserves the right to refuse service to anyone for any reason at any time. All provisions of this Agreement which by their nature should survive cancellation or termination shall survive cancellation or termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Limitation of Liability. Our service is designed to encrypt and decrypt your messages. XQ Message is not responsible for your intentional or inadvertent sharing of data with third parties. In no event will XQ Message, its officers, employees, agents, or its suppliers or licensors, be liable with respect to any subject matter of the T&C under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to XQ Message during the twelve (12) month period prior to any cause of action. XQ Message shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty. You represent and warrant that (i) your use of the Website will be in strict accordance with the XQ Message Privacy Policy, with this T&C and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Website will not infringe upon or misappropriate the intellectual property rights of any third party.
Indemnification. You agree to indemnify and hold harmless XQ Message, its officers, employees, agents, contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorney fees, arising out of your use of the Website, including but not limited to your violation of the T&C.
Miscellaneous. These T&C except to the extent applicable law, if any, provides otherwise, will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in San Francisco County, California.
Arbitration. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent California court without the posting of a bond), any dispute arising under these T&C shall be finally settled in accordance with the Comprehensive Arbitration Rules of the American Arbitration Association (“AAA”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in San Francisco, California, in the English language and the arbitral decision may be enforced in any court. You also agree that you will only proceed in a dispute on your behalf and non on behalf of any class as a class representative.
Severability. If any part of these T&C is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of these T&C or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
Assignability. You may not assign your rights under these T&C to any party. XQ Message may assign its rights under the T&C to any other party without any notice. The T&C will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.