Terms of Service

2.1 Overview

Axion ERP is an Enterprise Resource Planning Platform that provides businesses with integrated tools for managing various aspects of their operations. The Service is provided on a Software-as-a-Service (SaaS) basis.

2.2 Core Features

Axion ERP includes, but is not limited to, the following features:

• Finance & Accounting: General ledger, accounts payable/receivable, bank reconciliation, financial reporting, budgeting, and multi-currency support
• Human Resources & Payroll: Employee management, attendance tracking, leave management, payroll processing, and HR analytics
• CRM & Sales Pipeline: Customer relationship management, lead tracking, opportunity management, and sales forecasting
• Inventory Management: Stock control, warehouse management, product tracking, and inventory valuation
• Commerce & POS: Point of sale, e-commerce integration, order management, and customer transactions
• Reporting & Analytics: Business intelligence, custom reports, dashboards, and data visualization
• Multi-Company Management: Support for managing multiple business entities within a single account
• ZATCA & VAT Compliance: E-invoicing compliance, VAT calculation and reporting, and regulatory documentation
• User Management: Role-based access control, permissions, and audit trails
• Integrations: API access and third-party service integrations

2.3 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. We may also impose limits on certain features or restrict access to parts or all of the Service without liability. However, we will make reasonable efforts to notify you of any material changes that affect your use of the Service.

2.4 Beta Features

From time to time, we may offer beta or experimental features. These features are provided "as is" and may not function as intended. We may discontinue beta features at any time without notice.

2.5 Service Availability

While we strive to provide reliable service, we do not guarantee that the Service will be available at all times. The Service may be subject to maintenance, updates, or unexpected downtime. We aim for 99.9% uptime but cannot guarantee uninterrupted access.

3.1 Age and Capacity

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use Axion ERP. By using the Service, you represent and warrant that you meet these requirements.

3.2 Business Authorization

If you are using Axion ERP on behalf of a business or organization, you represent and warrant that you have the authority to bind that entity to these Terms and that the entity agrees to be responsible for your use of the Service.

3.3 Account Registration

To use Axion ERP, you must create an account by providing:

• Accurate and complete information
• A valid email address
• A secure password
• Company or business information

You agree to keep your account information current and accurate at all times.

3.4 Account Security

You are responsible for:

• Maintaining the confidentiality of your password and account credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access or security breach
• Logging out of your account at the end of each session
• Using strong passwords and enabling two-factor authentication

We are not liable for any loss or damage arising from your failure to protect your account credentials.

3.5 One Account Per Entity

Each business entity may maintain only one active account. You may not create multiple accounts to circumvent usage limits, pricing tiers, or trial periods.

3.6 Account Suspension

We reserve the right to suspend or terminate your account if we determine that you have violated these Terms, engaged in fraudulent activity, or pose a security risk to the Service or other users.

4.1 Payment Processing

Payment processing for Axion ERP subscriptions is handled by Stripe, a third-party payment processor. By subscribing to our Service, you agree to Stripe's terms of service and privacy policy. We do not store your complete credit card information.

4.2 Cloud Hosting

Axion ERP is hosted on secure cloud infrastructure provided by reputable third-party providers. These providers comply with industry-standard security practices and certifications.

4.3 Third-Party Integrations

Axion ERP may integrate with various third-party services (such as payment gateways, shipping providers, or accounting tools). Your use of these integrations is subject to the terms and privacy policies of those third-party providers. We are not responsible for the practices or content of third-party services.

4.4 API and Integration Limitations

We may impose rate limits, usage restrictions, or other limitations on API access and third-party integrations. We reserve the right to disable integrations that violate these Terms or pose security risks.

4.5 No Warranty for Third-Party Services

We do not warrant, endorse, or guarantee any third-party service. Any issues with third-party services should be directed to the respective service provider.

5.1 Acceptable Use

You agree to use Axion ERP only for lawful purposes and in accordance with these Terms. You are responsible for:

• Ensuring your use complies with all applicable laws and regulations
• Maintaining the accuracy and integrity of your business data
• Obtaining necessary consents for processing employee and customer data
• Complying with tax, labor, and financial regulations in your jurisdiction
• Using the Service in a manner that does not harm or interfere with others

5.2 Prohibited Activities

You agree NOT to:

• Violate any applicable laws, regulations, or third-party rights
• Use the Service for any illegal, fraudulent, or unauthorized purpose
• Upload or transmit malicious code, viruses, or harmful software
• Attempt to gain unauthorized access to the Service or other users' accounts
• Reverse engineer, decompile, or disassemble the Service
• Scrape, crawl, or use automated tools to extract data from the Service
• Interfere with or disrupt the Service or servers
• Impersonate any person or entity or falsely represent your affiliation
• Use the Service to transmit spam, unsolicited messages, or phishing attempts
• Circumvent usage limits, pricing tiers, or access controls
• Share your account credentials with unauthorized users
• Resell or redistribute the Service without authorization
• Use the Service to compete with us or develop competing products
• Process data in violation of data protection laws (GDPR, CCPA, etc.)
• Store or transmit illegal or infringing content

5.3 Data Accuracy and Compliance

You are solely responsible for the accuracy, quality, and legality of your business data and the means by which you acquired it. You must ensure compliance with all applicable laws regarding data collection, processing, and storage.

5.4 Employee and Customer Data

If you process employee or customer data through Axion ERP, you represent and warrant that you have obtained all necessary consents and have a lawful basis for processing such data under applicable data protection laws.

5.5 Reporting Violations

If you become aware of any violation of these Terms, please report it to support@axionerp.co.

6.1 Your Data Ownership

You retain all ownership rights to your business data, including financial records, customer information, employee data, and all other content you upload to Axion ERP ("Your Data"). We do not claim ownership of Your Data.

6.2 License to Process Your Data

By using Axion ERP, you grant us a limited, non-exclusive, worldwide license to access, use, process, and store Your Data solely for the purpose of providing the Service to you. This license terminates when you delete Your Data or terminate your account.

6.3 Our Intellectual Property

The Service, including its design, features, functionality, code, graphics, and user interface, is owned by NovaMind Technologies FZE and protected by intellectual property laws. Our intellectual property includes:

• Axion ERP software and source code
• Trademarks, service marks, and logos
• Documentation, guides, and training materials
• Design elements and user interfaces
• Algorithms, processes, and methodologies

6.4 Limited License to Use the Service

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use Axion ERP for your internal business purposes in accordance with these Terms. This license does not include the right to sublicense, sell, or redistribute the Service.

6.5 Feedback and Suggestions

If you provide us with feedback, suggestions, or ideas about Axion ERP, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such feedback into the Service without compensation or attribution to you.

6.6 Restrictions

You may not copy, modify, distribute, sell, lease, reverse engineer, or create derivative works based on the Service without our express written permission.

6.7 Aggregated Data

We may create aggregated, anonymized data from Your Data and other users' data for analytics, research, and product improvement purposes. This aggregated data does not identify you or your business and belongs to us.

7.1 Free Trial

Axion ERP offers a 14-day free trial for new users. No credit card is required to start the trial. At the end of the trial period, you must subscribe to a paid plan to continue using the Service. If you do not subscribe, your access will be limited and your data will be retained for 30 days before deletion.

7.2 Subscription Plans

Axion ERP offers various subscription plans with different features and pricing tiers. Current pricing is available on our website at axionerp.co/pricing. Subscription plans include:

• Monthly and annual billing options
• Per-user pricing models
• Feature-based tiers (Starter, Professional, Enterprise)
• Custom enterprise plans with negotiated pricing

7.3 Pricing and Currency

All prices are listed in UAE Dirhams (AED) unless otherwise specified. Prices exclude applicable taxes (such as VAT), which will be added to your invoice as required by law.

7.4 Billing and Payment

By subscribing to Axion ERP, you agree to the following:

• Subscriptions are billed in advance on a monthly or annual basis
• Payment is processed automatically using your chosen payment method
• You must provide valid payment information and keep it up to date
• You authorize us to charge your payment method for all fees
• Invoices are sent to your registered email address
• Payment must be received within the billing period

7.5 Price Changes

We reserve the right to change our pricing at any time. If we increase your subscription price, we will notify you at least 30 days in advance. The new price will apply starting with your next billing cycle. If you do not agree to the price change, you may cancel your subscription before the new price takes effect.

7.6 Failed Payments

If a payment fails, we will attempt to charge your payment method again. If payment cannot be processed after multiple attempts, we may suspend or terminate your access to the Service. You remain responsible for all unpaid fees.

7.7 Refund Policy

Subscription fees are non-refundable except as required by law or as explicitly stated in these Terms. If you cancel your subscription, you will retain access to the Service until the end of your current billing period. No refunds or credits will be provided for partial months or unused features.

7.8 Cancellation

You may cancel your subscription at any time through your account settings or by contacting support@axionerp.co. Cancellation takes effect at the end of your current billing period. You will not be charged for subsequent periods after cancellation.

7.9 Taxes

You are responsible for any applicable taxes (including VAT, sales tax, or other consumption taxes) associated with your use of the Service. We will collect and remit taxes as required by law.

7.10 Overdue Accounts

If your account is overdue, we reserve the right to suspend your access to the Service until payment is received. We may also charge interest on overdue amounts at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower).

8.1 Termination by You

You may terminate your account at any time by canceling your subscription and requesting account deletion through your account settings or by contacting support@axionerp.co. Upon termination, your access to the Service will cease at the end of your current billing period.

8.2 Termination by Us

We may suspend or terminate your account immediately if:

• You violate these Terms
• You engage in fraudulent or illegal activity
• Your account is used in a manner that poses security risks
• You fail to pay fees when due
• We are required to do so by law
• We discontinue the Service (with reasonable notice)

We will make reasonable efforts to notify you before termination, except in cases of serious violations or legal requirements.

8.3 Effect of Termination

Upon termination of your account:

• Your access to the Service will be immediately revoked
• You will no longer be able to access Your Data through the Service
• We will retain Your Data for 90 days to allow for data recovery
• After 90 days, Your Data will be permanently deleted
• Financial records required for legal or tax purposes will be retained as required by law
• Provisions that by their nature should survive termination will remain in effect

8.4 Data Export Before Termination

You are responsible for exporting Your Data before terminating your account. We recommend downloading all necessary data, reports, and documents before cancellation. We are not responsible for data loss after account termination.

8.5 Data Portability

You have the right to export Your Data at any time in standard formats (CSV, Excel, JSON). Data export features are available through your account settings. For large data exports or assistance with data migration, contact our support team.

8.6 No Refunds Upon Termination

Termination of your account does not entitle you to a refund of any fees paid. You remain responsible for all fees incurred prior to termination.

8.7 Survival

The following provisions will survive termination: payment obligations, intellectual property rights, disclaimers, limitations of liability, indemnification, and dispute resolution.

9.1 Service Provided "As Is"

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AND QUIET ENJOYMENT.

9.2 No Warranty of Accuracy

We do not warrant that the Service will be uninterrupted, error-free, secure, or free from viruses or other harmful components. We do not guarantee the accuracy, reliability, or completeness of any data, reports, or calculations generated by the Service.

9.3 Tax and Legal Compliance

While Axion ERP provides tools to assist with tax compliance, financial reporting, and regulatory requirements, we do not provide legal, tax, or accounting advice. You are solely responsible for ensuring compliance with all applicable laws and regulations. You should consult with qualified professionals regarding your specific tax and legal obligations.

9.4 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOVAMIND TECHNOLOGIES FZE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Business interruption
• Loss of goodwill or reputation
• Cost of substitute services
• Regulatory penalties or fines

THIS LIMITATION APPLIES REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.5 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM, OR AED 1,000, WHICHEVER IS GREATER.

9.6 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, our liability will be limited to the maximum extent permitted by law. These limitations do not apply to liability for death or personal injury caused by our negligence, fraud, or intentional misconduct.

9.7 Your Responsibility

You acknowledge that you are using Axion ERP at your own risk. You are responsible for implementing appropriate backup procedures, verifying data accuracy, and maintaining alternative systems for critical business operations.

9.8 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet failures, or failures of third-party service providers.

11.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the United Arab Emirates and the Dubai International Financial Centre (DIFC), without regard to conflict of law principles.

11.2 Informal Resolution

Before initiating formal legal proceedings, you agree to first contact us at legal@axionerp.co to attempt to resolve the dispute informally. We will make good faith efforts to resolve disputes amicably.

11.3 Arbitration

If we cannot resolve a dispute informally within 60 days, the dispute shall be resolved by binding arbitration administered by the Dubai International Arbitration Centre (DIAC) in accordance with its rules. The arbitration shall be conducted in English in Dubai, UAE. The arbitrator's decision shall be final and binding.

11.4 Exceptions to Arbitration

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened infringement or misappropriation of intellectual property rights.

11.5 Class Action Waiver

You agree that disputes will be resolved on an individual basis only, and not as part of a class action, consolidated action, or representative action. You waive any right to participate in a class action lawsuit or class-wide arbitration.

11.6 Jurisdiction

Subject to the arbitration provisions above, you agree to submit to the exclusive jurisdiction of the courts of Dubai, UAE, and the DIFC Courts for any disputes arising out of these Terms.

11.7 Limitation Period

Any claim or cause of action arising out of these Terms or the Service must be filed within one (1) year after the claim or cause of action arose, or it will be permanently barred.

13.1 Entire Agreement

These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and NovaMind Technologies FZE regarding the Service and supersede all prior agreements and understandings.

13.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect. The invalid provision will be modified to the minimum extent necessary to make it valid and enforceable.

13.3 Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or our right to enforce it in the future.

13.4 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms to any affiliate or in connection with a merger, acquisition, or sale of assets.

13.5 No Agency

These Terms do not create any agency, partnership, joint venture, or employment relationship between you and NovaMind Technologies FZE.

13.6 Third-Party Beneficiaries

There are no third-party beneficiaries to these Terms. No third party has any right to enforce any provision of these Terms.

13.7 Notices

We may provide notices to you via email, through the Service, or by posting on our website. You agree that electronic notices satisfy any legal requirement that notices be in writing. Notices to us should be sent to legal@axionerp.co.

13.8 Language

These Terms are written in English. Any translations are provided for convenience only. In case of conflict between the English version and any translation, the English version shall prevail.

13.9 Export Control

You agree to comply with all applicable export control laws and regulations. You represent that you are not located in a country subject to U.S. or UAE government embargo or designated as a terrorist-supporting country, and that you are not on any government list of prohibited or restricted parties.

13.10 Government Use

If you are a government entity, Axion ERP is provided as "commercial computer software" and "commercial computer software documentation" with only those rights as granted to all other users under these Terms.

13.11 Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.