Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“you” or “your”) and 10X ERP (“we,” “us,” or “our”), governing your access to and use of the 10X ERP website at 10xerp.com (the “Site”) and any related services.

By accessing or using our Site, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Site.

If you are using the Site or Service on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms, in which case “you” refers to that entity.

10X ERP provides a cloud-based enterprise resource planning (ERP) software platform designed for small-to-mid-sized distribution companies (the “Service”). The Service includes inventory management, order processing, customer relationship management, AI-powered analytics, and related business tools.

Access to the Service is provided under separate subscription agreements between 10X ERP and its customers. These Terms govern your use of the publicly accessible Site. If you are a subscriber to the Service, your use of the platform is also governed by your Subscription Agreement and any applicable Service Level Agreement, which take precedence over these Terms in the event of any conflict.

Certain features of the Service require you to create an account. When you create an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and update your information to keep it accurate
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activities that occur under your account
• Notify us immediately of any unauthorized use of your account

We reserve the right to suspend or terminate your account if any information provided is inaccurate, not current, or incomplete, or if we reasonably suspect unauthorized activity.

You agree not to use the Site or Service to:

• Violate any applicable federal, state, local, or international law or regulation
• Infringe upon the intellectual property or other rights of any third party
• Transmit any viruses, malware, or other malicious code
• Attempt to gain unauthorized access to any part of the Site, Service, or any connected systems or networks
• Interfere with or disrupt the integrity or performance of the Site or Service
• Use automated means (bots, scrapers, etc.) to access the Site without our prior written consent
• Reverse engineer, decompile, or disassemble any aspect of the Service
• Use the Service to process data for any illegal or unauthorized purpose

The Site, Service, and all content, features, and functionality (including but not limited to software, code, text, graphics, logos, icons, images, audio, video, data compilations, and the design and arrangement thereof) are owned by 10X ERP, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

The 10X ERP name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of 10X ERP. You may not use these marks without our prior written permission.

Nothing in these Terms grants you any right, title, or interest in the Site, Service, or any content, other than a limited, non-exclusive, non-transferable, revocable license to access and use the Site in accordance with these Terms.

You retain all rights to the data you submit to the Service (“Customer Data”). By using the Service, you grant us a limited license to host, store, process, and display your Customer Data solely for the purpose of providing and improving the Service.

We will not access, use, or share your Customer Data except as necessary to provide the Service, as required by law, or as otherwise authorized by you. Our handling of personal information is described in our Privacy Policy.

You are responsible for the accuracy, quality, and legality of your Customer Data and the means by which you acquired it.

We strive to maintain high availability of our Service but do not guarantee uninterrupted access. We may modify, suspend, or discontinue the Site or any part of the Service at any time, with or without notice.

We reserve the right to perform scheduled maintenance, during which the Service may be temporarily unavailable. We will make reasonable efforts to provide advance notice of scheduled maintenance.

We may update, enhance, or modify the features and functionality of the Service from time to time. Such changes may alter or remove existing features. For paying subscribers, material changes to the Service will be communicated in accordance with the applicable Subscription Agreement.

Access to the Service is provided on a subscription basis. Pricing, billing cycles, and payment terms are set forth in your Subscription Agreement.

• All fees are quoted in U.S. dollars unless otherwise specified
• Subscription fees are billed in advance according to your billing cycle
• All fees are non-refundable unless otherwise stated in your Subscription Agreement
• We reserve the right to change pricing with at least 30 days' notice before the start of a new billing cycle
• Overdue payments may result in suspension of access to the Service

Each party agrees to treat any non-public information received from the other party as confidential (“Confidential Information”). This includes, but is not limited to, business plans, customer data, technical information, pricing, and product roadmaps.

Neither party shall disclose the other's Confidential Information to any third party without prior written consent, except as required by law or as necessary to provide the Service (e.g., to authorized subprocessors bound by confidentiality obligations).

THE SITE AND SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

10X ERP does not warrant that: (a) the Site or Service will be uninterrupted, timely, secure, or error-free; (b) the results obtained from the use of the Service will be accurate or reliable; or (c) the quality of any information or other material obtained through the Service will meet your expectations.

Notwithstanding the foregoing, for paying subscribers, any warranties provided in your Subscription Agreement shall apply as stated therein.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL 10X ERP, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your access to or use of, or inability to access or use, the Site or Service
• Any conduct or content of any third party on the Service
• Any content obtained from the Service
• Unauthorized access, use, or alteration of your transmissions or content

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE OR SERVICE EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO 10X ERP IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY, AND YOU MAY HAVE ADDITIONAL RIGHTS.

You agree to defend, indemnify, and hold harmless 10X ERP and its officers, directors, employees, agents, and affiliates from and against any claims, damages, obligations, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising from:

• Your use of and access to the Site or Service
• Your violation of these Terms
• Your violation of any third-party right, including intellectual property, privacy, or proprietary rights
• Any claim that your Customer Data caused damage to a third party

We may terminate or suspend your access to the Site or Service immediately, without prior notice or liability, for any reason, including if you breach these Terms.

For paying subscribers, termination of Service access is subject to the terms of your Subscription Agreement.

Upon termination, your right to use the Site or Service will immediately cease. All provisions of these Terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnification, and limitations of liability.

Upon termination or expiration of a subscription, we will make your Customer Data available for export for a period of 30 days. After that period, we may delete your Customer Data from our systems.

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law provisions.

Any legal action or proceeding arising under these Terms shall be brought exclusively in the federal or state courts located in Harris County, Texas, and you consent to the personal jurisdiction and venue of such courts.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

Before initiating any legal proceeding, you agree to first attempt to resolve any dispute informally by contacting us at info@10xerp.com. We will attempt to resolve the dispute through good-faith negotiations for a period of at least 30 days.

If the dispute cannot be resolved informally, either party may pursue resolution through the courts as described in the Governing Law section above.

• Entire Agreement: These Terms, together with our Privacy Policy and any applicable Subscription Agreement, constitute the entire agreement between you and 10X ERP regarding the use of the Site and Service.
• Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
• Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign our rights and obligations under these Terms without restriction.
• No Waiver: No waiver of any term shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
• Force Majeure: We shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, power outages, or internet disruptions.

We reserve the right to modify these Terms at any time. When we make changes, we will update the “Last updated” date at the top of this page.

Your continued use of the Site or Service after any changes to these Terms constitutes your acceptance of the revised Terms. If you do not agree to the new Terms, please stop using the Site and Service.

For material changes that significantly affect your rights, we will provide at least 30 days' notice before the changes take effect.