Terms and Conditions

1. Acceptance of Terms

By accessing or using the Licquid enterprise integration platform and services ("Services"), you agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. These Terms apply to all visitors, users, and others who access or use the Service.

2. Description of Services

Licquid provides an enterprise integration platform that enables:

• Legacy and modern system coexistence
• Real-time data synchronization
• Bidirectional data flow
• Change Data Capture (CDC) capabilities
• Cloud-agnostic deployment
• Enterprise-grade data integration

Services are provided on a subscription basis according to your selected service plan. All services are subject to availability and may be modified at our discretion.

3. Account Registration

To access certain features of our Services, you must register for an account. When you register for an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update your account information
• Maintain the security of your account credentials
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized use

We reserve the right to refuse service, terminate accounts, or remove content in our sole discretion.

4. Use License

4.1 Grant of License

Subject to your compliance with these Terms, Licquid grants you a limited, non-exclusive, non-transferable, revocable license to use our Services for your internal business purposes during the subscription term.

4.2 License Restrictions

You may not:

• Modify, copy, or create derivative works based on our Services
• Reverse engineer, disassemble, or decompile any part of our Services
• Remove any proprietary notices or labels
• Use our Services to build a competing product or service
• Resell, sublicense, or distribute our Services without authorization
• Use our Services for any illegal or unauthorized purpose
• Violate any laws in your jurisdiction

5. Payment Terms

5.1 Fees and Billing

You agree to pay all fees according to your selected service plan. All fees are:

• Quoted in U.S. dollars unless otherwise specified
• Non-refundable unless otherwise stated
• Subject to applicable taxes
• Due according to the payment terms in your service agreement

5.2 Late Payments

Late payments may result in suspension or termination of Services. We may charge interest on overdue amounts at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

6. Intellectual Property Rights

6.1 Our Property

The Service and its original content, features, and functionality are and will remain the exclusive property of Licquid and its licensors. The Service is protected by copyright, trademark, and other laws. Our trademarks and trade dress may not be used without our prior written consent.

6.2 Your Data

You retain all rights, title, and interest in and to your data. By using our Services, you grant us a limited license to use your data solely to provide the Services to you.

6.3 Feedback

Any feedback, suggestions, or recommendations you provide regarding our Services becomes our property and may be used without compensation or attribution to you.

7. Data Protection and Security

We implement commercially reasonable technical and organizational measures to protect your data. However, no method of transmission over the Internet or electronic storage is 100% secure. You acknowledge that:

• You are responsible for maintaining the security of your account
• You will implement appropriate security measures for your systems
• You will comply with all applicable data protection laws
• You will not transmit any malicious code through our Services

8. Confidentiality

Each party agrees to keep confidential all non-public information received from the other party and marked as confidential. This obligation does not apply to information that: (a) was publicly known before disclosure; (b) becomes publicly known through no breach; (c) was rightfully received from a third party; or (d) was independently developed without use of confidential information.

9. Service Level Agreement

Service levels, uptime commitments, and support response times are defined in your specific service agreement. We will use commercially reasonable efforts to maintain service availability but do not guarantee uninterrupted or error-free operation.

10. Warranties and Disclaimers

10.1 Limited Warranty

We warrant that our Services will perform substantially in accordance with the applicable documentation during your subscription term.

10.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE DISCLAIM ALL WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LICQUID SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES. OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

12. Indemnification

You agree to defend, indemnify, and hold harmless Licquid, its affiliates, and their respective officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any rights of another; or (d) your data or content.

13. Term and Termination

13.1 Term

These Terms commence on your first use of the Services and continue until terminated according to these provisions.

13.2 Termination

Either party may terminate these Terms:

• Upon expiration of the subscription term
• For cause, with 30 days written notice of material breach if not cured
• Immediately for violations of license restrictions or confidentiality

13.3 Effect of Termination

Upon termination: (a) all licenses granted herein terminate; (b) you must cease all use of the Services; (c) each party must return or destroy confidential information; (d) accrued rights and obligations survive.

14. Export Compliance

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control, and the International Traffic in Arms Regulations.

15. Governing Law and Disputes

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of [State/Country], without regard to its conflict of law provisions.

15.2 Dispute Resolution

Any disputes arising out of or relating to these Terms shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in [Location], and judgment may be entered in any court of competent jurisdiction.

16. Modifications to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes at least 30 days before they take effect. Your continued use of the Services after such modifications constitutes acceptance of the updated Terms.

17. General Provisions

17.1 Entire Agreement

These Terms, together with any applicable service agreements, constitute the entire agreement between you and Licquid regarding the Services.

17.2 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

17.3 Waiver

No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.

17.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

17.5 Force Majeure

Neither party shall be liable for any failure to perform due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemic, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

18. Contact Information

For questions about these Terms and Conditions, please contact us at: