This End User License Agreement (“Agreement”) is a contract between Nexagen Networks LLC (“Nexagen”, “we”) and the entity that subscribes to or otherwise accesses the OrionHub platform (“Customer”, “you”). By using OrionHub you agree to be bound by this Agreement.
Customers who subscribe through AWS Marketplace are also bound by AWS’s standard SaaS subscription terms, which govern billing, cancellation, and refunds. Where this Agreement and the AWS terms conflict on payment matters, the AWS terms control.
1. License grant
Subject to your compliance with this Agreement and timely payment of applicable fees, Nexagen grants you a non-exclusive, non-transferable right to access and use the Service for your internal business purposes during the subscription term.
2. Prohibited uses
You may not, and may not permit any third party to:
- Reverse engineer, decompile, or disassemble the Service.
- Resell, sublicense, or offer the Service as a hosted service to third parties without a separate written reseller agreement.
- Use the Service to develop a competing product, train a competing model, or to benchmark for the purpose of competing analyses.
- Use the Service in violation of applicable export controls.
- Use the Service for activities that could result in death, serious personal injury, or environmental harm without separate written consent.
3. Customer data — ownership and use
You retain all rights, title, and interest in and to Customer Data. We process Customer Data only to provide and improve the Service. See the Privacy Policy and Data Handling Disclosure for details.
4. Data export
At any time during the subscription term, an authorized tenant Owner may request a machine-readable export of all Customer Data via the GET /tenants/<slug>/export endpoint or by emailing support@nexagen.com. Exports are delivered as a ZIP archive within five business days and contain: members, repositories, deployments, audit log, license records, support tickets, and secret metadata (never plaintext secret values).
5. Data deletion
Customer Data is deleted on the earlier of:
- Thirty (30) days after the subscription terminates or expires without renewal.
- Thirty (30) days after Nexagen receives a verified deletion request from an authorized tenant Owner.
Audit log entries are retained for an additional 365 days beyond the deletion date to satisfy security and regulatory requirements, then purged. Encrypted backups expire on their standard 35-day rolling schedule; data inside expired backups is unrecoverable. We will certify deletion in writing on request.
6. Audit log retention
Audit log records are retained for at least 395 days from the date the event occurred. Customer may request an export of audit log records during the subscription term or within 30 days of termination.
7. Service Level Agreement
Nexagen’s availability and support commitments are defined in the Service Level Agreement, incorporated into this Agreement by reference.
8. Confidentiality
Each party shall protect the other’s Confidential Information with the same degree of care it uses for its own Confidential Information of similar importance, and not less than a reasonable standard of care.
9. Warranties and disclaimer
Nexagen warrants that the Service will perform materially as documented during the subscription term. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” AND NEXAGEN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
10. Limitation of liability
EXCEPT FOR BREACHES OF CONFIDENTIALITY, INFRINGEMENT, OR GROSS NEGLIGENCE, EACH PARTY’S TOTAL LIABILITY IS LIMITED TO THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. NEITHER PARTY IS LIABLE FOR INDIRECT, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.
11. Indemnification
Nexagen will defend Customer against third-party claims that the Service infringes a U.S. patent or copyright, subject to standard carve-outs (combinations, modifications, customer-supplied content).
12. Term and termination
This Agreement starts on the subscription start date and continues for the term shown on AWS Marketplace or a separately-executed Order Form. Either party may terminate for material breach if the breach is not cured within 30 days of written notice. Termination triggers the data-deletion obligations in Section 5.
13. Governing law
This Agreement is governed by the laws of the State of [State — legal review required] without regard to conflict-of-laws principles. Disputes are resolved in the state or federal courts located in [Venue].
14. Contact
Legal notices: legal@nexagen.com
Support: support@nexagen.com
Security: security@nexagen.com