Terms & Conditions
LAST UPDATED: APRIL 20th, 2023
Please read these terms and conditions carefully before using Our Service.
Interpretation and Definitions
For the purposes of these Terms and Conditions:
- Affiliate means an entity that controls, is controlled by or is under common control with a party, where “control” means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
- Application and Telios Nexus mean Telios’s proprietary software-as-a-service platform.
- Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Telios Technologies, Inc., 3916 Oleander Drive #7153, Wilmington, NC 28406.
- Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
- Intellectual Property Rights means all intellectual property rights arising from or under laws, directives, rules and regulations worldwide, including but not limited to rights to copyrights, trademarks, trade secrets, patents and any registrations or applications for registration of any of the foregoing, including, with respect to patents, any divisionals, continuations and continuations-in-part, and any patents issuing therefrom, and reissues thereof, and any foreign counterpart patent applications or patents claiming priority therefrom.
- Services means the Website and for purposes of free access, the Application.
- Terms and Conditions (also referred as the “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service. This Terms and Conditions agreement has been created with the help of the Terms and Conditions Generator.
- Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
- Website refers to Telios, accessible from https://telios.io
- You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms set out the rights and obligations of all users regarding the use of the Service.
Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.
By accessing or using the Service, You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms then You may not access the Service.
You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.
Links to Other Websites
Our Service may contain links to third-party websites or services that are not owned or controlled by the Company.
The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise You to read the terms and conditions and privacy policies of any third-party websites or services that You visit.
We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.
Upon termination, Your right to use the Service will cease immediately.
Limitation of Liability
Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of these Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You through or for the Service, if any.
To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, or loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party’s liability will be limited to the greatest extent permitted by law.
The Service is provided to You “AS IS” and “AS AVAILABLE,” with all faults and defects without warranty of any kind. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, WE, ON OUR OWN BEHALF AND ON BEHALF OF OUR AFFILIATES AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. Without limiting the foregoing, We (a) provide no warranty or undertaking, and make no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected; and (b) make no representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.
We may offer free access to portions of the Telios Nexus Application on the Website for demo purposes or short trial period. Registration for or use of the Service is conditioned on Your agreement to the following additional provisions:
- Indemnification You indemnify and hold Us and Our and Affiliates, officers, directors, employees and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with any claim alleging that use of the Application or Your data infringes the rights of, or has caused harm to, a third party.
- Data Retrieval You are solely responsible for exporting, downloading or archiving Your data from Telios Nexus prior to termination of Your free access period. Upon expiration of such period, We may immediately remove or delete Your data from the Service without any liability.
- User Responsibilities With free access to the Application, You shall be responsible (i) at Your own cost, for providing and maintaining any equipment and third-party software, and any other connectivity requirements, necessary to access the Internet for the purposes of using Telios Nexus; (ii) for the security of passwords provided to You for use with Your account and by Your authorized users; (iii) for the accuracy, quality and legality of Your data and of the means by which You acquired such data, except to the extent, if any, that such financial data is provided by Us; and (iv) to ensure compliance with these Terms by Your users, employees, business associates and agents. You shall (a) use commercially reasonable efforts to prevent unauthorized access to or use of Telios Nexus, and notify Use promptly of any such unauthorized access or use; (b) use Telios Nexus only in accordance with their supporting documentation and applicable laws and government regulations; and (c) remain solely responsible for backing-up Your and communications maintained or transmitted through use of Telios Nexus Application. Accordingly, We shall have no responsibility or liability for the deletion or failure by You to store any such data or communications.
- Restrictions With free access to the Application, You may not (i) modify, reverse engineer, decompile, disassemble or otherwise attempt to obtain the source code or underlying algorithms or functionalities of the Applications; (ii) offer use of Telios Nexus to any third party (e.g., as a part of a service bureau, time-sharing or other similar arrangement) or for the benefit of any third party; (iii) attempt to disable or circumvent any security mechanisms used by Telios Nexus or any applications running on the Telios Nexus Dashboard, or otherwise gain or attempt to gain unauthorized access to the Application or Our equipment or computer networks used to provide the Service; (iv) interfere with or disrupt the Telios Nexus Service or Our equipment or computer networks connected thereto; or (v) access the Application for purposes of bringing any intellectual property suit against Us or for monitoring its availability, performance, functionality, or any other benchmarking or competitive purposes. Additionally, You may not use Telios Nexus in violation of any applicable laws or rights of third parties including, without limitation, to (a) send spam or unsolicited electronic mail messages; (b) store prohibited material including any content, application or data that infringes the proprietary or privacy rights of others, is obscene, threatening, libelous, or otherwise unlawful or tortuous or material harmful to children; or (c) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs.
- Ownership; Software License All right, title and interest, including all Intellectual Property Rights, in and to the Your data (but excluding the Telios Nexus Service used in connection therewith) are and shall remain Your property. All right, title and interest, including all Intellectual Property Rights, in and to Telios Nexus and the Application, including but not limited to proprietary lending data and all other data related to the Application, are and shall remain Our sole property. In consideration of these Terms, We grant You an irrevocable, fully paid-up, non-exclusive license during the Term to use Telios Nexus consistently with Your rights and obligations under this Agreement. You acknowledge and agree that You have no ownership interest or legal right to Telios Nexus, the Application software and related functionalities, algorithms and information, or to use of same, except and only as provided by these Terms.
- User Data You hereby grant to Us an irrevocable, fully paid-up, non-exclusive license during the Term to use, store, reproduce and transmit Your data as necessary for Us to provide the Telios Nexus Service in accordance with this Agreement and for Us to improve, modify or upgrade the Application.
- Reservation of Intellectual Property Rights The software, workflow processes, designs, know-how and other technologies provided by Us as part of the Telios Nexus Service and Application are the proprietary property of Us and our licensors. All right, title and interest in and to such items, including all associated Intellectual Property Rights, remain solely with Us. We reserve all Intellectual Property Rights other than as specifically and expressly granted in these Terms.
The laws of the Country, excluding its conflicts of law rules, shall govern this Terms and Your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws.
If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company. In the event a lawsuit or arbitration proceeding is initiated to compel compliance with or arising from alleged breach of these Terms, the prevailing party shall, in addition to any actual damages recoverable, be entitled to an award of costs and reasonable attorneys’ fees. Any claims brought against Us may be pursued ONLY ON AN INDIVIDUAL PARTY BASIS, AND NOT AS PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING.
For European Union (EU) Users
If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.
United States Legal Compliance
You represent and warrant that (i) You are not located in a country that is subject to a United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.
Severability and Waiver
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.
These Terms and Conditions may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.
Changes to These Terms and Conditions
We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least thirty (30) days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.
By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised Terms. If You do not agree to the new Terms, in whole or in part, please stop using the website and the Services.
If you have any questions about these Terms and Conditions, You can contact us:
- By email: email@example.com