NEXA13 ScamGuard Terms of Use

Working draft for legal and partner review

This document is a working draft and remains subject to final review and approval by NEXA13, AnyTech365 and legal counsel before implementation, publication or use with end users.

1 Parties and scope

These Terms of Use (the "Terms") govern access to and use of NEXA13 ScamGuard, including the desktop application, related websites, account services, updates, support channels and any paid or free plans made available in connection with the service (collectively, the "Service").

The Service is offered to end users by Nexa13 LLC ("NEXA13", "we", "us" or "our"). The underlying software, build and backend services are provided by AnyTech365 under a separate commercial arrangement with NEXA13.

These Terms apply together with the NEXA13 ScamGuard End User License Agreement ("EULA"), the applicable Privacy Policy, the terms displayed at checkout and any other terms expressly incorporated by reference. In the event of a conflict, mandatory applicable law prevails; the EULA governs matters relating specifically to software licensing and permitted use, the checkout terms govern transaction-specific commercial terms, and these Terms govern other matters relating to the Service, unless the final approved contractual documents expressly provide otherwise.

2 Acceptance and eligibility

By downloading, installing, activating, accessing or using the Service, the user confirms that they have read and accepted these Terms and the EULA. If the user does not agree, they must not install or use the Service.

The user must be at least 18 years old and legally capable of entering into a binding agreement. A person using the Service on behalf of an organization confirms that they have authority to bind that organization.

3 Service description

NEXA13 ScamGuard is an anti-scam software service designed to help users identify and respond to scam-related risks. Available functionality depends on the device, operating system, plan, region and version of the Service.

Features may include protection rules, browser and network protection, suspicious activity alerts, Dark Web monitoring, threat intelligence, remote-access controls, support features and other capabilities described in the application or on the applicable product page. Feature descriptions are informational and do not guarantee that every scam, threat or harmful activity will be detected, blocked or prevented.

4 Free plan and trial

NEXA13 ScamGuard may be made available under a Free Plan or a time-limited Trial License. During the trial period, the User may access features that are not included in the Free Plan.

Unless the User activates a paid Plan, access to trial-only features will end upon expiry of the trial and the Product will revert to the features available under the Free Plan. Expiry of the trial will not result in a charge or automatic activation of a paid subscription unless the applicable automatic conversion, price, billing frequency and renewal terms have been clearly disclosed to the User before the trial commences and expressly accepted by the User.

5 Paid plans and upgrade journey

Users may be offered the option to purchase or activate a paid plan. Selecting Upgrade in the application may redirect the user to a NEXA13-controlled checkout page. The plans, prices, billing periods, taxes, renewal terms and payment methods displayed at checkout apply to that transaction.

No paid plan will be activated until the applicable purchase or activation process has been completed. The entity acting as the seller of record and/or contracting party with the end user is responsible for presenting the commercial terms applicable to the purchase, including any legally required pre-contract information.

6 Account registration and activation

Users may need to create or link an account, verify an email address and enter a valid license activation code. Users must provide accurate information and keep their login credentials secure. License codes may be used only for the plan, period, number of devices and other conditions for which they were issued.

NEXA13 may suspend or reject an activation where a code is invalid, expired, already used, obtained unlawfully or used outside its permitted scope.

7 License and permitted use

The software is licensed, not sold. Subject to compliance with these Terms and the EULA, the user receives a limited, personal, non-exclusive, non-transferable and revocable right to install and use the software for lawful purposes within the scope of the applicable plan.

The user must not copy, resell, sublicense, rent, modify, circumvent, reverse engineer, decompile, disassemble or attempt to derive the source code of the software, except where such restriction is prohibited by applicable law. Full license conditions must be set out in the separate NEXA13 ScamGuard EULA.

8 Acceptable use

The user must not use the Service to violate applicable law, infringe the rights of another person, interfere with the Service, gain unauthorized access, distribute malicious code, misrepresent identity or ownership, or use the Service in a way that may damage NEXA13, AnyTech365, other users or third parties.

9 Updates and changes to the Service

The Service may download or require updates to maintain security, compatibility, functionality or performance. Features may be added, modified, substituted or withdrawn where reasonably necessary for technical, security, legal or regulatory reasons, or to improve the quality, functionality or usability of the Service, subject to applicable law and any commitments applying to a paid subscription. Where a change materially affects the functionality or contractual rights of a paid subscription, NEXA13 will provide advance notice where required by applicable law, and any right to terminate without penalty will be honored where required by applicable law or the applicable contractual terms.

The user is responsible for maintaining a compatible device, supported operating system, internet connection and any permissions reasonably required for the Service to operate.

10 Support

Technical support for the Service may be provided by AnyTech365 under the service arrangement with NEXA13. Customer-facing support channels, contact details, support hours, escalation procedures and any plan-specific support entitlements will be specified by NEXA13 in the applicable support documentation or through the Service.

11 Privacy and data protection

Personal data is handled as described in the Privacy Policy presented to the user and in accordance with the GDPR and other applicable data protection and privacy laws. The Privacy Policy must identify the relevant controller(s) and processor(s), purposes and legal bases for processing, categories of data, recipients, retention periods, international transfers, security measures and available data protection rights.

Where AnyTech365 processes personal data in connection with the provision of the software, backend or support services, the roles of NEXA13 and AnyTech365 shall be determined by the applicable agreements between the parties and accurately reflected in the applicable Privacy Policy. Any processing by AnyTech365 or relevant service providers shall be subject to appropriate data protection arrangements and applicable legal requirements.

12 Third-party services

The Service may rely on third-party infrastructure, security services, payment services, websites or integrations. Use of a third-party service may be subject to separate terms and privacy notices. NEXA13 is not responsible for third-party services except to the extent required by applicable law or expressly agreed.

13 Intellectual property

NEXA13 names, logos, websites and branded materials remain the property of NEXA13 or its licensors. The underlying ScamGuard technology, software components, backend systems and related intellectual property remain the property of AnyTech365 or its licensors, except where otherwise agreed in writing. No ownership rights are transferred to the user. Any unauthorized reproduction, distribution, modification, commercial exploitation or other use of the Service or its protected content is prohibited except to the extent expressly permitted by these Terms, the EULA or applicable law.

14 Prices payments and taxes

Prices and payment terms are those presented through the applicable NEXA13 checkout. The user is responsible for reviewing the plan, price, billing period, taxes and renewal information before completing a purchase. Payment processing may be provided by an authorized third-party payment provider.

If a payment fails, is reversed or is found to be unauthorized, access to paid features may be suspended or terminated, subject to applicable law.

15 Renewal cancellation and refunds

Subscription renewal, cancellation and refund rights will be governed by the terms presented at checkout, the applicable EULA and mandatory consumer law. Where a subscription renews automatically, the User will be informed before purchase of the renewal frequency, the applicable renewal price and the method by which the subscription may be cancelled. The User may cancel the subscription before the renewal takes effect, without penalty, using the cancellation method made available by NEXA13. For consumers, statutory withdrawal rights apply where applicable. For digital content not supplied on a tangible medium, the statutory withdrawal right may cease once supply begins only after the consumer has given prior express consent and acknowledged, where required by law, that the right of withdrawal is thereby lost. For digital services, any consequences of requesting performance during the withdrawal period shall be governed by mandatory applicable consumer law. Nothing in these Terms limits statutory conformity rights or other mandatory consumer remedies. Any voluntary money-back guarantee or other commercial refund commitment, if offered, will be stated expressly at checkout or in the applicable plan terms.

16 Service limitations and user responsibility

NEXA13 ScamGuard is designed to assist users in identifying and responding to scam-related risks, but no security product can detect or prevent every scam, threat, loss or unauthorized activity. The Service does not replace reasonable security practices, independent verification, financial or legal advice, or contacting a bank, platform, law-enforcement authority or emergency service where appropriate.

The user remains responsible for decisions made in response to alerts, messages, recommendations or third-party communications.

17 Disclaimer of warranties

To the maximum extent permitted by applicable law, the Service is provided on an "as is" and "as available" basis. NEXA13 and its service providers disclaim warranties that the Service will be uninterrupted, error-free, fully secure, compatible with every device or capable of detecting or preventing every scam or threat. Nothing in these Terms excludes or limits warranties, conformity requirements, guarantees or other rights and remedies that cannot lawfully be excluded or limited, including mandatory consumer rights relating to digital content or digital services.

18 Limitation of liability

To the maximum extent permitted by applicable law, neither NEXA13 nor its service providers will be liable for indirect, incidental, special, exemplary, punitive or consequential loss, or for loss of profits, data, business opportunity or goodwill arising from or relating to the Service. This limitation does not apply to liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, willful misconduct or gross negligence, or mandatory liability arising under applicable consumer protection or digital content and digital services laws.

19 Indemnification

To the extent permitted by applicable law, the user agrees to indemnify and hold harmless NEXA13, its affiliates, licensors and service providers from third-party claims arising from the user's unlawful use of the Service, infringement of third-party rights or material breach of these Terms. This section does not apply where prohibited by consumer law.

20 Suspension and termination

NEXA13 may suspend or terminate access where the user materially breaches these Terms or the EULA, uses the Service unlawfully, creates a security risk, fails to pay an amount due, or where suspension is reasonably necessary to protect the Service or other users. Where appropriate and legally required, NEXA13 will give written notice specifying the breach and a reasonable opportunity to remedy it. For curable breaches, NEXA13 will provide a reasonable opportunity to remedy the breach and, where a minimum period is required by applicable law or the applicable contractual terms, that period will be no less than fourteen (14) days. A shorter period or immediate suspension may be used only where reasonably necessary to address fraud, unlawful use, security risks or infringement of third-party rights. Any suspension will be proportionate to the circumstances and limited to the minimum scope and duration reasonably necessary.

The user may stop using the Service at any time. Stopping use does not automatically cancel a paid subscription unless the applicable cancellation process has been completed.

21 Governing law and disputes

This Agreement and any disputes or claims arising from or related to the use of the Service shall be governed by the laws of Spain, without regard to its conflict of law provisions. Any legal proceedings against a Customer who is not a Consumer shall be brought before the competent courts of Málaga, Spain, and such Customer submits to their jurisdiction. Where the Customer is a Consumer, this provision shall not deprive the Customer of any protection afforded by mandatory provisions of the law of the Customer’s country of habitual residence. A Consumer may bring proceedings in accordance with the applicable mandatory jurisdiction rules, including before the courts of the place where the Consumer is domiciled.

22 Changes to these Terms

NEXA13 may update these Terms to reflect changes to the Service, law, security requirements or business operations. The updated version will state its effective date. Material changes that significantly affect the user's rights, obligations or the functionality of a paid Service will be communicated in advance where required by applicable law, and any right to terminate without penalty will be honored where required by law or the applicable contractual terms. Continued use after the effective date constitutes acceptance only to the extent permitted by applicable law.

23 Contact

Questions about these Terms or the Service may be sent to:
Nexa13 LLC
15001 Meridian Parkway, Suite A, Riverside, CA 92518
info@nexa13.com