Terms and Conditions

This Agreement may apply to you individually, to the business or other legal entity you represent, or to both. If you are using the Site or Services on behalf of a company or other legal entity, you represent and warrant that you have the authority to enter into this Agreement on behalf of that entity. By accessing, registering for or using the Services, you (1) acknowledge that you have read and understand this Agreement, (2) agree to be bound by it in its entirety, and (3) are entering into a legally binding agreement with us. In this Agreement, unless separately identified as applying to either an individual or an entity, “you” and “your” refer to both you individually and the entity on whose behalf you are entering into this Agreement.

BY ACCESSING OR USING THE SERVICES, YOU SIGNIFY THAT YOU HAVE READ THE AGREEMENT AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY IT. IF YOU HAVE NOT READ THE AGREEMENT, DO NOT UNDERSTAND OR AGREE TO BE BOUND BY IT, OR ARE NOT ABLE TO CONSENT TO BE BOUND BY IT (FOR EXAMPLE, IF YOU ARE NOT OLD ENOUGH TO ENTER INTO A BINDING LEGAL CONTRACT), DO NOT USE OUR SERVICES.

NOTE THAT DISPUTES ABOUT THIS AGREEMENT OR RELATING TO THE SERVICES GENERALLY MUST BE RESOLVED BY BINDING ARBITRATION AND ON AN INDIVIDUAL BASIS ONLY. See Section 19 for details.

Raxis is a technology-enabled services company that gives organizations a clear view of their security posture through high-quality penetration testing and related services. The specific features and functionality of our Services may change from time to time.

We reserve complete and sole discretion over the operation of our Services. We reserve the right to change terms and warranties without notice, and to withdraw, suspend or discontinue any functionality or feature of our Services at any time.

Additional terms may apply to your use of our Services, including the following:

Privacy Policy. All personal information you submit to us, or that we collect from your use of the Services, is held and used in accordance with our Privacy Policy, which describes how we collect, use and disclose information about our users.

This Agreement, together with our Privacy Policy and all applicable Raxis rules and policies, constitutes the “Agreement” between you and Raxis regarding your use of our Services. For more on our security controls, certifications and data handling practices, visit the Raxis Trust Center.

Anyone who accesses or uses our Services is a “user.” The Agreement sets out your rights and obligations as a user with respect to your access to and use of our Services, and your use of any information or data of any kind arising from that access or use, including, without limitation, any text, graphics, sound recordings, audio, video and artwork.

We reserve the right, at our sole discretion, to change this Agreement (including the Privacy Policy) from time to time without prior notice, as further described in Section 17. You should review the Agreement each time you access our Services. Your access to our Services is deemed to be your acceptance of the Agreement, and of any changes to it, in place at the time you access the Services.

If you are accessing or using our Services on behalf of any business, organization or other entity, you represent and warrant that you are authorized (a) to accept these terms on its behalf and (b) to bind that business, organization or entity to the Agreement.

The Services are not intended or authorized for use by persons under the age of eighteen (18). By using the Services, you represent and warrant that you are eighteen (18) years of age or older and that you agree to abide by all of the terms and conditions of the Agreement. If we believe that you are under the age of eighteen (18), or that you are not old enough to consent to and be legally bound by the Agreement, we may, at any time, in our sole discretion, and with or without notice, (i) terminate your access to or use of the Services, or any portion, aspect or feature of them, or (ii) delete any account or information you have provided through the Services.

We reserve the right to deny access to our Services at our discretion and for any reason, including any breach of the Agreement.

To use some of the Services, such as the Raxis One portal, we may ask you to create an account, select a password or provide us with certain personal information. This information is held and used in accordance with our Privacy Policy. You agree to provide accurate, complete and current information on your account. You are responsible for maintaining the security of your account, and we recommend that you do not share your account details or password with others. You are solely responsible for any activity in your account, whether or not authorized by you. Please notify us immediately of any actual or suspected loss, theft, fraud or unauthorized use of your account or password.

The Services could include inaccuracies or errors, and unauthorized third parties could make additions, deletions or alterations to them. Although we attempt to ensure the integrity of the Services, we make no guarantees as to the completeness, correctness or accuracy of the Services or of any content in them. If you believe any portion of our Services includes an error or inaccuracy, please notify us.

As between you and Raxis, Raxis owns and retains all proprietary rights in the Services. The Services contain proprietary content and information of Raxis and its licensors, including, but not limited to, the design, layout, artwork and other elements of the Services and any text, audio, video, logo, information, data, software, documentation, services or other materials they contain (“Raxis Content”), which is protected by copyright and other intellectual property laws. You may view, download, print and copy the Raxis Content for your own personal, informational use, provided that (i) you do not modify the Raxis Content and (ii) you retain all copyright and proprietary notices originally contained in it on any copies. Nothing in this Agreement grants any license or right to use the Services or any materials they contain, including any Raxis Content, except as expressly provided here. You acknowledge that we will enforce our intellectual property rights in the Raxis Content to the fullest extent of the law, including, without limitation, by seeking criminal prosecution.

Any feedback, comments, ideas, improvements or suggestions (collectively, “Suggestions”) you provide to us about the Services remain the sole and exclusive property of Raxis. We are free to use, copy, modify, publish or redistribute the Suggestions for any purpose and in any way, without credit or compensation to you.

In connection with your use of our Services, you may not:

• alter or modify our Services, or make any electronic reproduction, adaptation, distribution, performance or display of our Services or any portion of them, except to the extent required for the limited purpose of reviewing material on our Services;
• sell, rent, lease, transfer, distribute, broadcast, display, provide or otherwise assign to any third party any rights to our Services or related materials;
• remove or modify any proprietary notice or label on our Services or related materials, including author attribution and copyright notices, or use any of our trademarks as meta tags on any other website or application;
• use our Services for any unauthorized commercial purpose or any illegal purpose;
• access or use any password-protected, secure or non-public area of our Services, or access data on our Services not intended for you, except as specifically authorized in writing by us;
• impersonate any person or entity or misrepresent your affiliation with one;
• use any automated means to access or use our Services, including scripts, bots, scrapers, data miners or similar software, or display our Services or portions of them by other means, such as framing, without our express written permission;
• attempt to or actually disrupt, impair, interfere with, alter or modify our Services, or any information, data or materials posted or displayed by Raxis;
• attempt to probe, scan or test the vulnerability of our Services, or breach any security or authentication measure, regardless of your motives or intent; or
• attempt to interfere with or disrupt access to or use of our Services by any user, processor, host or network, including, without limitation, by submitting a virus, worm, Trojan horse or other malicious code.

Our Services may refer to physical venues, geographical sites, websites, products or services that are not under our control or maintained by us (“Third-Party Properties”). Unless expressly stated otherwise, such references do not constitute an affiliation with or endorsement by us of any Third-Party Property. We provide references to Third-Party Properties solely as a convenience to you, and we are not responsible for any injury, harm, damages or negative experience you may encounter by accessing, visiting or using them. We do not endorse or make any representations about any Third-Party Property. If you access, visit or use any Third-Party Property referred to in our Services, you do so at your own risk.

Our Services may contain materials submitted by third parties. Any such materials are provided solely as a convenience to you. Unless expressly stated otherwise, we have not tested or evaluated these materials and do not endorse or make any representations about them or your use of them. If you use any third-party materials, you do so at your own risk. In no event shall we be liable for any loss, claim, damages or costs that may arise in connection with your use of these materials.

It is not possible to operate our Services with guaranteed uptime. We will make reasonable efforts to keep our Services operational. However, technical difficulties, routine maintenance and upgrades, and other events may, from time to time, interrupt the Services or take them offline. We also reserve the right, at any time and from time to time, to modify or discontinue, temporarily or permanently, certain functions of our Services, with or without notice. You agree that we shall not be liable to you or to any third party for any direct or indirect consequence of any modification, suspension, discontinuance or interruption of our Services.

YOU EXPRESSLY AGREE THAT ACCESS TO AND USE OF OUR SERVICES IS AT YOUR SOLE RISK. OUR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT MAKE, AND HEREBY DISCLAIM, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, REGARDING (A) OUR SERVICES AND (B) ANY PRODUCTS AND SERVICES OFFERED THROUGH OUR SERVICES, OR ANY PORTION OF THEM, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, AND ANY WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OF TRADE. WE MAKE NO REPRESENTATION OR WARRANTY THAT ANY MATERIAL, CONTENT, PRODUCTS OR SERVICES DISPLAYED ON OR OFFERED THROUGH OUR SERVICES ARE ACCURATE, COMPLETE, APPROPRIATE, RELIABLE OR TIMELY. WE ALSO MAKE NO REPRESENTATIONS OR WARRANTIES THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT YOUR ACCESS TO AND USE OF OUR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, FREE OF VIRUSES, MALICIOUS CODE OR OTHER HARMFUL COMPONENTS, OR OTHERWISE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL RAXIS OR ANY OF ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS OR ASSIGNEES BE LIABLE TO YOU OR ANY OF YOUR PARTNERS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS OR ASSIGNEES FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN CONTRACT, EQUITY, TORT OR OTHERWISE (INCLUDING BREACH OF WARRANTY, NEGLIGENCE AND STRICT LIABILITY IN TORT), INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING FROM DELAY, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO DATA, INTERRUPTION IN USE OR AVAILABILITY OF DATA, LOSS OF USE OF MONEY OR USE OF PRODUCTS, LOST PROFITS, REVENUE OR SAVINGS (ACTUAL OR ANTICIPATED), OR OTHER ECONOMIC LOSS ENSUING FROM OR IN CONNECTION WITH (A) THE SERVICES OR (B) ANY PRODUCTS AND SERVICES OFFERED THROUGH THE SERVICES, OR ANY PORTION OF THEM, EVEN IF WE OR ANY OF OUR AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

IF, DESPITE THE FOREGOING LIMITATION OF LIABILITY FOR DAMAGES, A COURT OR OTHER TRIBUNAL OF COMPETENT JURISDICTION DECIDES TO AWARD MONETARY DAMAGES TO YOU FOR ANY CLAIM OR CAUSE OF ACTION ARISING FROM THE SAME, THE AMOUNT OF MONETARY DAMAGES FOR SUCH CLAIM OR CAUSE OF ACTION SHALL BE NO GREATER THAN ONE HUNDRED U.S. DOLLARS ($100).

YOU UNDERSTAND AND AGREE THAT YOU ARE PERSONALLY RESPONSIBLE FOR YOUR BEHAVIOR IN CONNECTION WITH THE SERVICES. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS RAXIS, ITS PARENTS, SUBSIDIARIES AND AFFILIATES, AND ITS AND THEIR RESPECTIVE DIRECTORS, OFFICERS, PARTNERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS AND ASSIGNS FROM AND AGAINST ALL CLAIMS, DEMANDS, LAWSUITS, DAMAGES, LIABILITIES, LOSSES, COSTS OR EXPENSES (INCLUDING, BUT NOT LIMITED TO, REASONABLE FEES AND DISBURSEMENTS OF COUNSEL AND COURT COSTS), JUDGMENTS, SETTLEMENTS AND PENALTIES OF EVERY KIND ARISING FROM OR RELATING TO ANY VIOLATION OF THIS AGREEMENT AND ANY ACTIVITY RELATED TO YOUR USE OF THE SERVICES.

You agree that we may, in our sole discretion and without prior notice, terminate your access to or use of any of our Services at any time and for any reason, with or without cause.

We take copyright violation seriously and will protect the rights of legal copyright owners. We may remove material from the Services that appears, in our sole discretion, to infringe the intellectual property rights of others. If you believe a work protected by a U.S. copyright you own appears in the Services without authorization, you may notify us and provide the following information:

• a physical or electronic signature of the person authorized to act on behalf of the copyright owner;
• identification of the copyrighted work or works claimed to have been infringed;
• a detailed description of the material you claim is infringing, together with information sufficient to enable us to locate it, including the URL where it appears;
• your name, mailing address, telephone number and email address;
• a statement that you have a good faith belief that the copyrighted material identified is being used in a manner not authorized by the copyright owner, its agent or the law; and
• a statement that the above information is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of the copyright allegedly infringed.

To notify us of claimed copyright infringement, contact infosec@raxis.com or write to:

At any time and in our sole discretion, we may add to, delete or modify the Agreement, the Services or any functionality provided through the Services. If you find any such change to the Agreement unacceptable, you must stop accessing and using the Services. All changes to the Agreement are effective immediately.

We may also from time to time provide enhancements or improvements to the features or functionality of the Services, which may include patches, bug fixes, updates, upgrades and other modifications (“Updates”). All Updates are subject to this Agreement. Updates may modify or remove certain features or functionality of the Services. You acknowledge and agree that we have no obligation to (i) provide any Updates or (ii) continue to provide or enable any particular feature or functionality.

The Services are hosted in the United States, and our corporate office and activities are located in and directed from the United States. If you access the Services from outside the United States, your information may be transferred to and maintained on computers and servers located outside your state, province, country or other governmental jurisdiction, where the privacy laws may not be as protective as those in your jurisdiction. Your consent to the Agreement, followed by your submission of such information, represents your agreement to the transfer of that information to the United States and to its collection, use and disclosure in accordance with United States law and our Privacy Policy. We make no representation that the Services, or any aspect of them, will be available or appropriate for use outside the United States. Those who access the Services from outside the United States do so at their own risk and are responsible for compliance with local laws and regulations, and with all United States export laws and regulations when exporting any products, services, content or materials provided through the Services.

Any dispute, controversy or claim arising out of, in connection with or relating to this Agreement, the breach or alleged breach of this Agreement, or the termination, enforcement, interpretation or validity of this Agreement, including extra-contractual claims and any determination of the scope or applicability of this provision to arbitrate, shall, upon the request of any party involved, be submitted to and settled by arbitration in the City of Atlanta, State of Georgia, before one (1) arbitrator. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures. Any award rendered shall be final and conclusive upon the parties and non-appealable, and judgment upon such award may be entered in any court of competent jurisdiction. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the cost of its own experts, evidence and counsel’s fees, and provided further that, in the discretion of the arbitrator, the arbitrator may, in the award, allocate all or part of the costs of the arbitration, including the fees of the arbitrator and the reasonable attorneys’ fees of the prevailing party. Notwithstanding the foregoing, either party may apply to any court of competent jurisdiction for a temporary restraining order, preliminary injunction or other interim, conservatory or equitable relief, as necessary, without breach of this arbitration agreement and without any abridgment of the powers of the arbitrator.

Notwithstanding the foregoing, you agree that any violation by you of the Agreement will constitute an unlawful and unfair business practice that will cause irreparable harm to us for which monetary damages would be inadequate. You consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate in such circumstances, without the need for a bond. These remedies are in addition to any other remedies we may have at law or in equity.

This Agreement, the rights of the parties under it, and any disputes between the parties shall be governed by, construed and enforced in accordance with the substantive and procedural laws of the State of Georgia, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction. The parties expressly and unconditionally agree that any dispute, case or controversy in any way related to, arising under or in connection with this Agreement, including extra-contractual claims (an “Action”), shall only be instituted in the State of Georgia and in the Georgia State-wide Business Court, provided that if the Georgia Business Court lacks jurisdiction over any Action, that Action shall be brought in any appropriate state court sitting in Fulton County, Georgia, or in the United States District Court for the Northern District of Georgia, Atlanta Division (collectively, the “Permitted Courts”). Each party irrevocably (a) consents to the jurisdiction of the Permitted Courts in such Actions, (b) agrees not to plead or claim that litigation brought in the Permitted Courts has been brought in an improper or inconvenient forum, and (c) waives the right to object, with respect to such Actions, that such court does not have jurisdiction over that party. In any suit, arbitration, mediation or other proceeding to enforce any right or remedy under this Agreement, or to interpret any provision of it, the prevailing party will be entitled to recover its costs, including reasonable attorneys’ fees, and all costs and fees incurred on appeal or in a bankruptcy or similar action.

No action arising out of this Agreement or your access to or use of our Services, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or, if there are multiple causes, from the date the first such cause arose), and you hereby waive any longer statute of limitations that may be permitted by law.

Unless otherwise specified here, this Agreement constitutes the entire agreement between you and us with respect to the Services and supersedes all prior or contemporaneous communications and proposals, whether oral, written or electronic, between you and us with regard to the Services. If any part of the Agreement is determined to be invalid or unenforceable under applicable law, including, but not limited to, the warranty disclaimers and liability limitations above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original, and the remainder of the Agreement shall continue in effect. No failure or delay in enforcing any provision, exercising any option or requiring performance shall be construed as a waiver of that or any other right in connection with the Agreement. You may not assign, by operation of law or otherwise, any rights or delegate any duties under the Agreement to any third party without our prior written consent. Any purported assignment lacking such consent will be void at its inception. We may assign all or part of our rights, or delegate all or part of our duties, under the Agreement to any party, at any time and in our sole discretion, upon notice of assignment posted on the Services. If you have any comments or questions about our Services, please contact us at infosec@raxis.com.