These Terms of Service (the "Terms") govern the commercial relationship between Nuaj Company Inc. ("Nuaj", "we", "us") and the individual or entity that subscribes to, purchases, or uses NuajProtect (the "Customer", "you").
They work alongside two other documents:
The order of precedence among these documents is set out in the Related Documents and Order of Precedence section of the End User License Agreement, and applies here in the same way: a signed agreement governs over all three; the Privacy Policy governs on personal information; these Terms govern on commercial questions — fees, term, renewal, cancellation, support, and the Appliance; the End User License Agreement governs on everything else, including the licence, warranties, and liability.
Capitalized terms used but not defined here have the meaning given in the End User License Agreement.
Nuaj Company Inc.
8250 Lawson Rd., Suite 201
Milton, Ontario L9T 5C6
Canada
Billing and account enquiries: support@nuaj.com
Legal notices: legal@nuaj.com
NuajProtect is offered for business and organizational use only, and is not marketed to or intended for personal, family, or household purposes. By subscribing or purchasing you represent that you are doing so for business or organizational purposes.
Nuaj cannot verify how a unit is deployed. Nothing in this section displaces a mandatory right that applicable consumer protection law confers on a person who is in fact a consumer — see Consumer Rights below.
You must provide accurate account information and keep it current. You are responsible for the activity of every user under your account, for the confidentiality of credentials, and for promptly notifying us of any suspected unauthorized access.
An administrator on your account may create, disable, and remove users. If your account was created for you by an organization, that organization controls it.
You must be able to form a binding contract, and if you accept on behalf of an entity you must have the authority to bind it.
NuajProtect is offered on subscription. The plan you select determines the features, limits, and number of protected endpoints available to you, and is described at the point of purchase.
Included subscriptions. Some hardware ships with a subscription period included in the purchase price. That period activates when the unit is claimed by an account, applies to the account that claims it, and continues on the terms in force at activation. When it ends, continued service requires a paid subscription.
Term and renewal. Subscriptions run for the period selected and renew automatically for successive periods of the same length unless cancelled before the end of the then-current period. We will tell you the renewal date and price in advance where required by applicable law.
Changes to plans. You may upgrade at any time; the change takes effect immediately and is charged pro rata. Downgrades take effect at the next renewal.
Fees are payable in advance in the currency shown at purchase. Payment is taken by our payment processor; Nuaj does not store card details.
Fees are exclusive of taxes. You are responsible for all applicable sales, use, value-added, and withholding taxes, other than taxes on our income.
Price changes apply from the next renewal and will be notified at least thirty (30) days in advance. If you do not accept a price change, you may cancel before it takes effect.
Non-payment. If a payment fails we will attempt to collect and notify you. We may suspend the service if an invoice remains unpaid thirty (30) days after it falls due. Suspension for non-payment does not relieve you of accrued fees.
You may cancel at any time from your account settings or by contacting support. Cancellation stops the next renewal; the service continues until the end of the period you have already paid for.
Fees already paid are non-refundable except where required by applicable law, or where we terminate the service for our convenience — in which case we refund the unused portion of the period on a pro rata basis.
Where you purchase a NuajBridge appliance:
NuajProtect must not be used for any unlawful purpose. You must not use it to:
You are responsible for having the legal authority to monitor and filter the traffic on every network where you deploy NuajProtect, and for determining that your deployment is lawful in your jurisdiction.
Breach of this section is a material breach. Nuaj may suspend or terminate access immediately, without notice and without refund, where use is unlawful or presents a risk to others, and may report unlawful activity to the appropriate authorities.
We aim to keep the hosted service available continuously, and we perform maintenance with as little disruption as we can. We may perform emergency maintenance without notice where security or stability requires it.
Except where a separate written service level agreement applies, the hosted service is provided without an availability commitment, on the terms of the End User License Agreement.
Protected endpoints are designed to keep forwarding traffic if they lose contact with the hosted service. Loss of the control channel does not by itself interrupt the protection already deployed.
We may suspend or terminate your access, in whole or in part, if you materially breach these Terms or the End User License Agreement, if your use threatens the security or integrity of the service or of others, if required by law, or for non-payment as described above.
Except where the breach is severe or the law requires immediate action, we will give notice and a reasonable opportunity to cure.
You may terminate at any time by cancelling and ceasing use.
For thirty (30) days after termination, the configuration and reporting data held in your account remains available for you to export from the dashboard. After that period it may be deleted, subject to the retention described in the Privacy Policy. It is your responsibility to export within that window; Nuaj is not obliged to reconstruct or recover data after it has been deleted.
Self-hosted deployments retain their own data; termination affects licensing and support, not the data on your systems.
Support is provided by email at support@nuaj.com, at the level described for your plan. We aim to respond promptly during business hours.
Response times are targets, not commitments. Nuaj gives no service level guarantee for support or for service availability unless a separate service level agreement is signed by both parties.
We may modify, improve, or discontinue features. Where we discontinue a feature that is material to your paid plan, we will give reasonable notice, and you may cancel. Your sole and exclusive remedy in that case is a pro rata refund of the fees you have prepaid for the remainder of the then-current period.
We may update these Terms. We revise the version identifier shown at the top of this page, and where a change is material we notify account holders through the service or by email before it takes effect. Continued use after the change takes effect constitutes acceptance.
Nothing in these Terms excludes, restricts, or modifies any right, warranty, guarantee, or remedy that applicable consumer protection law confers on you and that cannot be excluded, restricted, or modified by agreement — including under Ontario's Consumer Protection Act, 2002 and Quebec's Consumer Protection Act. Where those laws give you a longer warranty, a broader cancellation right, or a refund entitlement beyond what is stated above, that law governs.
These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The dispute resolution provisions of the End User License Agreement apply to these Terms.
These Terms were drafted in the English language, and the English version is the sole authoritative version. Any translation is provided for convenience only. Les parties ont expressément demandé et convenu que le présent document soit rédigé en langue anglaise.