Terms of Use

These Terms of Use (“Terms”) are an agreement between Axcede Corporation (“Axcede,” “we,” “us,” or “our”), which offers the application under the ATLSX name, and the person or organization that accepts these Terms (“you” or “Customer”). ATLSX is the product name; it is not a separate contracting entity. If you accept for an organization, you represent that you have authority to bind it, and “you” means that organization.

These Terms govern your purchase, download, installation, activation, and use of the ATLSX accounting and business operations software (“Software”), and related purchasing and billing websites, license accounts, documentation, updates, support, and optional paid add-ons identified in your order (collectively, the “Services”). Your order, checkout page, or other written agreement with Axcede (an “Order”) identifies the license fee, permitted number of users or installations, and any optional subscriptions you purchased. If a signed agreement expressly conflicts with these Terms, that agreement controls for its subject matter.

You accept these Terms by selecting an acceptance control, placing an Order, activating a product key, or using the Services. If you do not agree, do not use the Services. You must be at least 18 and able to enter a binding contract. The Services are intended for business use.

Dispute notice: Section 13 contains an arbitration agreement and class action waiver, including a right to opt out of arbitration within 30 days.

1What ATLSX does

ATLSX helps businesses record and organize sales, purchases, inventory, banking entries, and reports. Features may differ by version and Order. Product descriptions and documentation explain the features included in your purchase. The Software does not initiate a bank transfer merely because you record a payment or transfer in ATLSX. You must separately arrange movement of funds with your bank or payment provider.

ATLSX is strictly self-hosted. You install and operate the Software in your own Customer Environment. Axcede does not offer hosting for the Software or the business records you keep in it. Axcede’s purchasing, billing, license activation, and support systems do not host your ATLSX installation.

The Services are designed for use by businesses in the United States. If you use them elsewhere, you are responsible for determining whether that use is permitted and suitable under applicable law.

2Accounts and authorized users

You must provide accurate account and billing information and keep it current. You are responsible for your account credentials and for activity by your employees, contractors, and other people you authorize (“Authorized Users”). Give each Authorized User only the access that person needs, and promptly deactivate access that is no longer needed. Notify us at [email protected] if you suspect unauthorized access.

You are responsible for obtaining any notices or permissions required before entering personal information about employees, customers, vendors, or others into ATLSX. You must ensure that your use of the Services and your users’ actions comply with applicable law and these Terms.

3Software license

3.1 Perpetual license

After full payment of the one-time license fee and issuance of a product or serial key, Axcede grants you a perpetual, nonexclusive, nontransferable (except under Section 14), nonsublicensable license to install and use the Software in the computers, servers, and networks you control (your “Customer Environment”) for your internal business purposes, within the user, installation, and other limits in your Order. You may make reasonable backup copies. You are responsible for the hardware, operating systems, networks, and third-party software needed to run the Software.

“Perpetual” means your right to use the version you purchased does not expire because you end an optional subscription. It does not transfer ownership of the Software or, by itself, include future major versions, updates, support, or optional add-ons. The Order or documentation must state which updates and support, if any, are included. Axcede will not terminate a properly paid perpetual license solely because an optional subscription ends. You may obtain an offline activation file by requesting one from [email protected], or you may download one after successfully installing the Software and activating your product key online. You may use that file to reinstall and reactivate the Software within the limits of your license and the activation instructions. You are responsible for keeping a backup of the file.

3.2 Product keys

You must keep your product or serial key and offline activation file confidential and use them only within the scope of your Order. We may deactivate a key used fraudulently or beyond the licensed scope, with advance notice when practical. Contact [email protected] if a legitimate activation fails.

3.3 Restrictions

Except where law permits despite this restriction, you may not: (a) copy the Software beyond reasonable backup copies; (b) reverse engineer, decompile, or disassemble the Software; (c) bypass security or license controls; (d) sell, rent, sublicense, or provide the Software as a service to others; (e) remove ownership notices; or (f) use the Services unlawfully. You may not use another person’s account or product key without authorization.

3.4 Ownership and feedback

Axcede and its licensors retain ownership of the Services, software, documentation, designs, and related intellectual property. These Terms grant only the rights expressly stated. ATLSX and Axcede names and logos belong to Axcede or its licensors; no trademark license is granted except to identify the Services accurately. If you voluntarily submit product feedback, Axcede may use it without compensation or obligation to you. Feedback does not include Customer Data.

Third-party and open-source components may have separate license terms identified in their notices. Those terms control for the component where required.

4Orders, payment, and taxes

To make a purchase, you provide your company name, your name, company address, email address, phone number, and payment method. You agree that this information is accurate and that you are authorized to purchase for the company and use the payment method. We use the order information to process your purchase, provide the Software and product key, manage your account, and contact you about the Order, as described in our Privacy Policy.

Prices, billing periods, and included features appear in your Order before you purchase. Fees are in U.S. dollars unless the Order says otherwise. You authorize Axcede and its payment processor to charge the payment method you provide for the charges you approve. We may use a third-party payment processor, and that processor may collect and handle your payment credentials under its own terms and privacy notice.

You are responsible for applicable sales, use, and similar taxes, excluding taxes on Axcede’s income. We will collect taxes when required. If a subscription payment fails, we may retry the charge, notify you, and suspend the affected optional paid service after giving reasonable notice. A failed payment for an optional subscription does not itself cancel a separately purchased perpetual license.

An Order is effective only when Axcede accepts it. We may reject or cancel an Order for suspected fraud, a pricing error, or a violation of these Terms. If we cancel after collecting payment and before delivering the Software and product key, we will refund the amount charged for that Order.

Perpetual-license refunds: You may request a refund of the one-time Software license fee within 60 days after purchase by emailing [email protected] from the email address associated with your Order. If we issue the refund, your license ends, your product key will be deactivated, and you must stop using and uninstall the Software and stop using its offline activation file. We will return the payment to the original payment method unless applicable law requires otherwise. This policy does not limit any refund or remedy required by law or the warranty remedy in Section 10. Subscription refunds are addressed in Section 5.

5Subscriptions and renewal

This section applies only when an Order identifies a recurring subscription. A subscription renews for the period, and at the price, disclosed at checkout until you cancel. Taxes may be added where required. We will show the renewal terms, charge amount and frequency, any trial or promotional conversion, and cancellation method before obtaining payment information or charging you. We will obtain your express consent to recurring charges separately from acceptance of these Terms and send a confirmation you can keep.

You may cancel a subscription yourself at any time through your account at https://atlsx.app/account. If you need help with subscription cancellation, contact [email protected]. Online cancellation will not require a call or a conversation with a representative. Cancellation stops future renewals; unless the Order or applicable law provides otherwise, access to the optional subscription service continues through the paid period. Except where required by law or expressly stated in the Order, subscription charges are nonrefundable and are not prorated for partial periods. We will confirm cancellation by email. Ending an optional subscription does not end a separately purchased perpetual license.

If an Order includes a trial that will convert to paid service, checkout will disclose the trial end date, resulting price and billing frequency, and how to cancel before the first charge. For a free or discounted trial longer than 31 days, we will send a reminder seven days before the trial ends. For a subscription with an initial term of one year or longer that renews automatically, we will send a renewal notice 30 days before renewal. We will provide notice of an accepted subscription fee change 14 days before it takes effect and obtain any consent required by law. We will give at least 30 days’ notice of other material subscription changes, with a way to cancel before the change takes effect. We will send an annual reminder of active subscriptions. We will keep records of subscription consent for at least three years or one year after the subscription ends, whichever is longer.

6Customer Data and privacy

“Customer Data” means information you or your Authorized Users enter into or create with the Software, including accounting records and contact information. As between you and Axcede, you retain your rights in Customer Data. The Software and Customer Data reside in your Customer Environment, which you host and control. Axcede does not host your ATLSX installation or Customer Data as part of providing the Software. You are responsible for the accuracy, legality, security, and backups of Customer Data in your environment. Your license does not give Axcede ownership of Customer Data.

The Software may contact Axcede’s licensing systems for product-key activation, license verification, and updates. Those systems do not host your ATLSX installation or Customer Data. Our Privacy Policy at https://atlsx.app/legal/privacy-policy describes the personal information collected for purchasing, licensing, and support. We access Customer Data only when you request support and provide it to us, or when law requires it. You grant us a limited right to process data you provide for those purposes. We will use reasonable safeguards for information we receive. Do not send sensitive records in an ordinary support email unless we provide a suitable method.

You can access, retain, and export Customer Data in your own Customer Environment, subject to the Software’s available functions and your backups. Ending an optional subscription does not transfer ownership of Customer Data to Axcede or remove local files from your systems. Account and payment information held by Axcede is addressed in the Privacy Policy.

7Updates, support, and third parties

We may provide updates and may require a supported Software version for license verification or third-party integrations. The applicable Order or documentation identifies any promised support or update period. Your perpetual license lets you continue using the version you purchased even if an optional subscription or update period ends. We do not promise future versions or support indefinitely unless expressly agreed in writing.

The Software may connect from your Customer Environment to third-party products or use third-party data if you enable an integration. Those products are governed by their providers’ terms. Axcede does not control them and is not responsible for their availability or accuracy. If a third-party integration ends, we may stop supporting that integration after reasonable notice when practical.

If we discontinue the Software, a properly paid perpetual license continues for the version you have. We may end support, updates, and optional add-ons after notice where practical. If online activation is no longer available, a customer who obtained an offline activation file under Section 3.1 can use it to reinstall and reactivate within the limits of that license.

8No professional advice

ATLSX is a tool for recording, organizing, and reporting business information. It does not provide accounting, tax, financial, investment, legal, or other professional advice. Reports, calculations, templates, and support responses may contain errors or may not reflect your circumstances or current law. You are responsible for reviewing entries and outputs, keeping required records, filing returns, and making business decisions. Consult a qualified professional when appropriate. Use of the Services does not create an accountant-client, attorney-client, fiduciary, or advisory relationship with Axcede.

9Acceptable use and export compliance

You may not submit unlawful content, compromise our purchasing or licensing systems, attempt unauthorized access, or use the Software to harm others. You must comply with applicable U.S. export control and sanctions laws. We may suspend access to our online account, license activation, support, or optional add-ons when reasonably necessary to address fraud, security threats, or unlawful use, and will notify you when lawful and practical. Termination of a Software license is governed by Section 12.

10Warranty and disclaimers

Axcede warrants for 60 days after delivery that the Software will substantially perform as described in its documentation when used in a supported environment. If you report a reproducible failure during that period, Axcede will, at its option, repair or replace the Software or refund the affected license fee and end that license. This warranty does not cover misuse, unauthorized changes, unsupported environments, third-party products, or problems caused by Customer Data.

Except for the express warranty above and any nonwaivable legal rights, the Software and related Services are provided “as is.” To the extent permitted by law, Axcede disclaims implied warranties of merchantability, fitness for a particular purpose, title, and noninfringement. We do not promise error-free operation or that ATLSX will satisfy any particular accounting, tax, or regulatory requirement.

11Liability and indemnity

To the extent permitted by law, neither party is liable to the other for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits or business interruption, arising from these Terms or the Services, even if advised of the possibility. This exclusion does not limit liability that cannot legally be limited.

To the extent permitted by law, Axcede’s total liability arising from these Terms or the Services will not exceed the greatest of (a) the amount you paid Axcede for the affected Services during the 12 months before the event giving rise to the claim, (b) the one-time license fee you paid for the affected Software, or (c) one hundred U.S. dollars ($100). This cap does not apply to liability that cannot legally be limited. The parties do not exclude liability for fraud, willful misconduct, or other liability that applicable law makes nonwaivable.

You will defend and indemnify Axcede and its personnel against a third-party claim arising from your unlawful Customer Data, your material violation of these Terms, or your use of the Services in violation of law, to the extent the claim is caused by your conduct. Axcede will promptly notify you of the claim, allow you to control its defense with qualified counsel, and cooperate at your expense. You may not settle a claim in a way that admits wrongdoing by or imposes an obligation on Axcede without its written consent.

12Term and termination

These Terms begin when you accept them and continue while you use the Services or have an active Order. To cancel your perpetual Software license or request a license refund, contact [email protected]. Cancelling the license ends your right to use the Software; a refund is available only under Section 4 or where required by law. You may cancel optional subscriptions yourself as described in Section 5 and request account closure at [email protected]. Cancelling an optional subscription does not cancel your perpetual Software license.

Either party may terminate an affected Order for the other party’s material breach if the breach is not cured within 30 days after written notice. Axcede may terminate immediately for license-key fraud, piracy, a serious security threat, or unlawful use where a cure period would be impractical. We will not terminate a properly paid perpetual license solely because an optional subscription is cancelled.

When a Software license is terminated for breach, you must stop using and delete the Software and copies. Termination of an optional subscription does not end your perpetual license. Customer Data stored in your Customer Environment remains under your control. Accrued payment duties and provisions that by nature should survive, including ownership, disclaimers, liability, dispute resolution, and general provisions, survive termination.

13Dispute resolution

Please read this section carefully. It affects how disputes are resolved. Before filing a claim, a party must send the other a written description of the dispute and requested relief. Send notices to Axcede at [email protected] and 2020 Main St., STE 1200, Irvine, CA 92614. The parties will try to resolve the dispute in good faith for 30 days after receipt. This step does not prevent a party from seeking urgent relief or filing a claim before a limitations period expires.

Except for eligible individual small-claims matters and claims seeking to protect intellectual property or confidential information, disputes arising from these Terms or the Services will be resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules before one neutral arbitrator. The Federal Arbitration Act governs this arbitration agreement. Arbitration may occur by video unless the arbitrator finds an in-person hearing necessary. The arbitrator may award any individual relief available in court. Fees will be allocated under the provider’s applicable rules and law.

You and Axcede agree to bring claims only in an individual capacity, not as a class, collective, consolidated, or representative action, to the extent permitted by law. If a court determines that a request for public injunctive relief cannot be waived or arbitrated, that request will be heard in court after any arbitrable claims are resolved. Neither party waives relief that applicable law makes nonwaivable.

You may opt out of arbitration by emailing [email protected] within 30 days after first accepting these Terms. Include your name or business name, account email, and a clear statement that you opt out of arbitration. Opting out does not affect the rest of these Terms.

California law governs these Terms, without its conflict-of-laws rules, except where federal law applies. Any nonarbitrable claim must be brought in the state or federal courts in Orange County, California, and both parties consent to those courts’ jurisdiction, except where applicable law requires another forum.

14Changes and general terms

We may revise these Terms by posting an updated version and sending notice of material changes to the account email at least 30 days before they take effect, unless a shorter period is necessary for law or security. Subscription fee-change notices are governed by Section 5. Changes do not apply retroactively to a dispute that arose before the effective date. If you do not agree with a change, you may stop using the affected Services and cancel a subscription before the change takes effect. A material change to a paid fixed-term Order will not reduce your rights during that term unless law requires it or you agree.

These Terms, the applicable Order, and any separately agreed data processing terms are the entire agreement regarding the Services. If part of these Terms is unenforceable, the rest remains effective. Failure to enforce a provision once is not a waiver. Neither party is liable for delay caused by events beyond reasonable control, except payment obligations.

You may not assign these Terms or a license except in connection with a merger, reorganization, or sale of substantially all of your business if the successor accepts these Terms, you notify Axcede, and you stop using any transferred copy of the Software. Axcede may assign these Terms to an affiliate or successor, including a future entity that acquires the ATLSX business, only as part of a valid transfer of the relevant business or assets and with notice to you. Any new entity must assume Axcede’s remaining obligations under the affected Orders. Any transfer of personal information will follow the Privacy Policy and applicable law.

The parties are independent contractors. Notices to you may be sent to your account email. You agree to electronic notices and electronic acceptance to the extent permitted by law. Headings are for convenience only.

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