xCaria
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Terms of Service

Last Updated: May 1, 2025

1. Introduction and Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between you (whether an individual or entity) and xCaria ("we," "our," or "us") governing your access to and use of our website, applications, products, and services (collectively, the "Services").

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING OUR SERVICES. BY ACCESSING OR USING ANY PART OF THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN YOU MAY NOT ACCESS OR USE THE SERVICES.

We may modify these Terms at any time at our sole discretion. All changes are effective immediately upon posting and apply to all access to and use of the Services thereafter. Your continued use of the Services following the posting of revised Terms means that you accept and agree to the changes.

2. Eligibility and Registration

2.1 Eligibility

To use our Services, you must be at least 18 years old and have the legal capacity to enter into a binding contract with xCaria. By using our Services, you represent and warrant that you meet these requirements.

If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. In such cases, "you" and "your" will refer to both you and that organization.

2.2 Account Registration

Some features of our Services may require you to register for an account. When you register, you agree to:

  • Provide accurate, current, and complete information
  • Maintain and promptly update your account information
  • Keep your account credentials secure and confidential, and not share them with any unauthorized person
  • Notify us immediately of any unauthorized access to or use of your account

We reserve the right to disable any account, at any time and without notice, if we believe you have violated these Terms or if we determine, in our sole discretion, that your account activity poses a risk to xCaria or other users.

3. Services and Subscription

3.1 Service Description

xCaria provides AI-powered business solutions, including but not limited to forecasting tools, chatbots, and data analytics services. The specific features and functionality available to you depend on the particular Services you access and the subscription plan you select.

We continuously strive to improve our Services and may add, modify, or remove features at any time without prior notice. We may also suspend or discontinue any Service or part thereof at our sole discretion.

3.2 Subscription Plans and Fees

Access to certain Services may require payment of fees according to our subscription plans. By selecting a paid subscription, you agree to pay all fees in accordance with the billing terms in effect at the time of your subscription.

All fees are exclusive of taxes, which may be added to the fees charged to you. You are responsible for paying all taxes associated with your use of the Services.

Unless otherwise specified, subscription fees are non-refundable. We reserve the right to change our prices at any time. If we change our prices, we will provide notice of the change on the website or by email, at our option.

3.3 Free Trials and Promotional Offers

We may offer free trials or promotional offers for our Services. These offers are subject to the terms specified at the time of the offer. Unless otherwise specified, free trials automatically convert to paid subscriptions at the end of the trial period unless you cancel before the trial ends.

3.4 Billing and Renewal

For subscription Services, your subscription will automatically renew at the end of each subscription period unless you cancel it before the renewal date. By subscribing, you authorize us to charge your payment method for the subscription fees at the then-current rates.

If your payment cannot be processed, we may suspend or terminate your access to the Services. You are responsible for all charges incurred up to the time of cancellation.

4. User Obligations and Restrictions

4.1 Acceptable Use

You agree to use our Services only for lawful purposes and in accordance with these Terms. You agree not to:

  • Use the Services in any way that violates any applicable federal, state, local, or international law or regulation
  • Use the Services to transmit or facilitate the transmission of any content that is illegal, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services
  • Attack the Services via a denial-of-service attack, distributed denial-of-service attack, or similar activities
  • Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material on the Services
  • Use any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose
  • Use any device, software, or routine that interferes with the proper working of the Services
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful
  • Attempt to decompile, reverse engineer, disassemble, or otherwise attempt to derive the source code for the Services

4.2 User Content

Our Services may allow you to upload, submit, store, send, or receive content ("User Content"). You retain ownership of your User Content, but by submitting User Content to our Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, and distribute such User Content in any and all media or distribution methods now known or later developed.

You represent and warrant that:

  • You own or control all rights in and to your User Content and have the right to grant the license granted above
  • Your User Content does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any other rights of any person or entity
  • Your User Content does not contain any material that is false, defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable

We are not responsible or liable for the content or accuracy of any User Content. We reserve the right to remove any User Content from our Services at our sole discretion, without notice and without liability.

4.3 API Usage and Rate Limits

If you use our APIs, you must comply with any documentation or restrictions we provide. We may set and enforce limits on your use of our APIs (e.g., limiting the number of API requests that you may make or the number of users you may serve).

You agree not to circumvent or attempt to circumvent these limitations. We may monitor your use of our APIs to ensure compliance with these Terms and our API documentation.

5. Intellectual Property Rights

5.1 Our Intellectual Property

The Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by xCaria, 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.

These Terms do not grant you any right, title, or interest in the Services, our trademarks, logos, or other proprietary information, or that of third parties. All rights not expressly granted to you are reserved by xCaria and its licensors.

5.2 Feedback

If you provide us with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you grant us an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use such Feedback for any purpose without compensation or obligation to you.

5.3 AI-Generated Content

Our Services may generate content using artificial intelligence technologies ("AI-Generated Content"). The intellectual property rights to AI-Generated Content are determined as follows:

  • Content Generated Based on Your Inputs: If the AI-Generated Content is created based on your specific inputs or instructions, you receive a license to use such content for your internal business purposes, subject to your compliance with these Terms and any applicable subscription limitations. However, xCaria retains ownership of all intellectual property rights in the underlying AI technology and systems.
  • Pre-Generated Content: For AI-Generated Content that is not created based on your specific inputs (e.g., pre-generated examples or templates), xCaria retains all intellectual property rights, and you receive a limited license to use such content in accordance with these Terms and any applicable subscription limitations.

You acknowledge that AI-Generated Content may inadvertently include material similar to existing third-party content. xCaria does not include material similar to existing third-party content. xCaria does not warrant that AI-Generated Content is original or non-infringing. You are solely responsible for evaluating and determining whether AI-Generated Content is appropriate for your intended use and complies with applicable laws and third-party rights.

6. Confidentiality

You may gain access to confidential information through your use of the Services. Confidential information includes non-public information about our technology, business plans, and operations. You agree to:

  • Maintain the confidentiality of such information
  • Use it solely for purposes of using our Services as permitted under these Terms
  • Not disclose it to any third party without our prior written consent

These confidentiality obligations survive the termination of these Terms and continue for as long as the information remains confidential.

7. Disclaimers and Limitations of Liability

7.1 Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, XCARIA EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

XCARIA MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. XCARIA MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY INFORMATION OR CONTENT AVAILABLE THROUGH THE SERVICES, INCLUDING BUT NOT LIMITED TO AI-GENERATED CONTENT.

YOU ACKNOWLEDGE THAT AI TECHNOLOGIES ARE INHERENTLY IMPERFECT AND MAY GENERATE CONTENT THAT IS INACCURATE, INCOMPLETE, OR INAPPROPRIATE. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ALL SERVICES, INFORMATION, AND AI-GENERATED CONTENT.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM XCARIA OR THROUGH THE SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

7.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XCARIA AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS SHALL NOT 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 SERVICES;
  • ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES;
  • ANY CONTENT OR AI-GENERATED CONTENT OBTAINED FROM THE SERVICES;
  • UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT;
  • ANY BUSINESS DECISIONS MADE BASED ON THE USE OF OUR SERVICES;
  • ANY OTHER MATTER RELATING TO THE SERVICES.

IN NO EVENT SHALL XCARIA'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE SERVICES EXCEED THE AMOUNT PAID BY YOU TO XCARIA FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE.

THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN XCARIA AND YOU.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

8. Indemnification

You agree to defend, indemnify, and hold harmless xCaria, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:

  • Your violation of these Terms
  • Your User Content
  • Your use of the Services, including, but not limited to, your use of AI-Generated Content
  • Your violation of any third party's rights, including but not limited to intellectual property rights
  • Any claim that your User Content caused damage to a third party

This indemnification obligation will survive these Terms and your use of the Services.

9. Term and Termination

9.1 Term

These Terms shall remain in full force and effect while you use the Services or maintain an account with us.

9.2 Termination by You

You may terminate these Terms at any time by canceling your account (if you have one) and discontinuing use of the Services. If you have a paid subscription, you may cancel it according to our cancellation policy, but no refunds will be provided unless expressly stated otherwise.

9.3 Termination by xCaria

We may terminate or suspend your account and access to the Services immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms.

We also reserve the right to discontinue any or all of the Services at any time, with or without notice. We will not be liable to you or any third party for any termination of your access to the Services.

9.4 Effect of Termination

Upon termination, your right to use the Services will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

We may, but are not obligated to, delete any of your User Content following termination. You are responsible for backing up any User Content you wish to retain.

10. Governing Law and Dispute Resolution

10.1 Governing Law

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws determined at xCaria's sole discretion, without regard to its conflict of law provisions.

10.2 Jurisdiction

Any legal action or proceeding arising under these Terms shall be brought exclusively in the courts located in a jurisdiction determined solely by xCaria, and you hereby consent to the personal jurisdiction and venue of such courts. xCaria reserves the right to select the jurisdiction and venue for any disputes or legal proceedings at its sole discretion, regardless of your country of residence or the location where you access our Services.

10.3 Dispute Resolution

Before filing a claim against xCaria, you agree to attempt to resolve the dispute informally by contacting info@xcaria.com. If a dispute is not resolved within 30 days of submission, you may proceed with filing a formal claim.

Any dispute, controversy, or claim arising out of or relating to these Terms, including the formation, interpretation, breach, or termination thereof, including whether the claims asserted are arbitrable, shall be referred to and finally determined by arbitration in accordance with the rules and procedures determined by xCaria at its sole discretion.

The arbitration shall be conducted by one arbitrator selected by xCaria, and the language of the arbitration shall be English. The place of arbitration shall be determined solely by xCaria.

YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND XCARIA ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

11. Miscellaneous

11.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and xCaria concerning the Services and supersede all prior or contemporaneous communications, whether electronic, oral, or written, between you and xCaria with respect to the Services.

11.2 Waiver and Severability

No waiver by xCaria of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of xCaria to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

11.3 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without xCaria's prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void.

xCaria may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

11.4 Notices

Any notices or other communications provided by xCaria under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

11.5 Force Majeure

xCaria shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, natural disasters, war, terrorism, riots, civil unrest, embargoes, labor disputes, power failures, network failures, or acts of government.

11.6 Export Control

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, and trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control.

11.7 No Third-Party Beneficiaries

These Terms do not confer any third-party beneficiary rights on any person or entity who is not a party to these Terms.

12. Contact Information

If you have any questions about these Terms, please contact us at:

Email: info@xcaria.com
Phone: (651) 503-9126

By using our Services, you acknowledge that you have read and understood these Terms and agree to be bound by them.