Please read these Terms of Service ("Terms," "Agreement") carefully before accessing or using the Proxiant platform. By accessing or using Proxiant in any manner, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Platform.
1. Acceptance of Terms
1.1 Agreement by Use
By creating an account, accessing the Proxiant website, using the Proxiant web or mobile application, or consuming the Proxiant API, you ("User," "you," or "your") agree to these Terms in their entirety. Your continued use of the Platform following the posting of any changes constitutes acceptance of those changes.
1.2 Age Requirement
You must be at least 18 years of age to use the Platform. By using the Platform, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into a binding agreement.
1.3 Authority to Bind Your Firm
If you are using the Platform on behalf of a business entity, organization, or firm (collectively, a "Firm"), you represent and warrant that: (a) you have the authority to bind that entity to these Terms; (b) you are authorized to use the Platform on behalf of that entity; and (c) your agreement to these Terms will be treated as the agreement of the entity. In such case, "you" and "your" will refer to that entity, as well as to you individually.
1.4 Updates to Terms
Proxiant, Inc. ("Proxiant," "we," "us," or "our") reserves the right to modify these Terms at any time. We will provide at least 30 days' advance notice of material changes as described in Section 20. Non-material changes may be made without prior notice.
2. Definitions
The following capitalized terms have the meanings set forth below:
- "Platform" means the Proxiant software-as-a-service application, including the web application, mobile application, API, The Hive marketplace, client portal, all associated services, and the Proxiant website (proxiant.co).
- "Firm" means a process serving business, solo process server, or other legal support services entity that uses the Platform for business operations, job management, or related purposes.
- "Server" means an individual process server — whether employed by or contracted with a Firm, or operating as an independent contractor through The Hive — who is assigned to or accepts jobs through the Platform.
- "Client" means a law firm, attorney, paralegal, or other legal professional or entity that accesses the Platform through the Proxiant client portal to submit jobs, track service status, retrieve affidavits, or communicate with a Firm.
- "Job" means a process serving assignment created in the Platform, including all associated metadata, attempt records, GPS data, status updates, and documents.
- "Affidavit" means a Proof of Service, Affidavit of Service, or similar legally significant document generated by or through the Platform based on data entered by a Server or Firm.
- "The Hive" means the Proxiant marketplace feature through which Firms may post Jobs to be claimed and completed by independent process Servers, and through which independent Servers may discover and accept available Jobs.
- "API Key" means the unique authentication credential issued to a User that permits programmatic access to the Proxiant API.
- "Content" means all data, text, documents, images, GPS coordinates, case information, recipient information, and other materials submitted to, generated through, or stored on the Platform by a User.
- "Subscription" means an active paid billing plan entitling a Firm to a specified volume of Jobs and features per billing cycle.
3. Account Registration
3.1 Accurate Information
You agree to provide accurate, current, and complete information when registering for an account and to keep that information updated. Proxiant reserves the right to suspend or terminate accounts containing materially inaccurate or misleading information.
3.2 One Account Per Entity
Each Firm is permitted to maintain one (1) primary account. Creating multiple accounts for the same entity to circumvent usage limits, billing, or platform policies is prohibited and may result in immediate termination of all associated accounts.
3.3 Password Security and Account Responsibility
You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to use a strong, unique password and to enable any multi-factor authentication options made available by Proxiant. You are responsible for all actions taken by any person who accesses your account using your credentials.
3.4 Breach Notification
You agree to notify Proxiant immediately at hello@proxiant.co if you become aware of any unauthorized access to or use of your account or credentials. Proxiant will not be liable for any loss or damage arising from your failure to comply with this requirement.
3.5 Team Members and User Seats
A Firm account may add multiple user seats (team members) as permitted by the applicable Subscription tier. Each team member must agree to these Terms. The Firm account holder is responsible for ensuring all team members comply with these Terms, and is liable for the acts and omissions of all users operating under the Firm's account.
4. Subscription and Billing
4.1 Subscription Tiers
Proxiant offers multiple paid Subscription tiers with varying job volume allowances, feature sets, and pricing. Current plan details, pricing, and feature comparisons are available at proxiant.co/pricing. Proxiant reserves the right to modify plan offerings, features, and pricing upon 30 days' notice to existing subscribers.
4.2 Burst Billing
If a Firm's Job volume in a given billing cycle exceeds the allotment included in its Subscription, additional Jobs will be billed at the per-job overage rate applicable to that Subscription tier, which is set at one hundred twenty-five percent (125%) of the standard per-job rate for that tier ("Burst Rate"). You authorize Proxiant to charge the payment method on file for all Burst usage incurred. You may monitor your usage and projected overage charges within the Proxiant dashboard at any time.
4.3 Payment Terms
Subscription fees are billed in advance on a monthly or annual basis depending on the billing cycle selected. All amounts are payable in United States Dollars. Payment is processed through Stripe, Inc., our third-party payment processor. By providing payment information, you authorize Proxiant to charge the applicable fees to your designated payment method.
4.4 Failed Payments
If a payment fails, Proxiant will attempt to process the charge again within 3 and 7 days of the initial failure. If payment remains outstanding after three (3) failed attempts, your account may be downgraded to the Free Tier or suspended at Proxiant's discretion, pending resolution of the outstanding balance. Access to your data will be maintained during any suspension period, but full Platform functionality may be restricted.
4.5 Auto-Renewal
Subscriptions automatically renew at the end of each billing cycle unless canceled prior to the renewal date. Annual subscriptions renew for successive one-year terms. You will receive an advance email reminder before any annual renewal.
4.6 Cancellation
You may cancel your Subscription at any time through the account settings in your Proxiant dashboard or by contacting support at hello@proxiant.co. Cancellation takes effect at the end of the then-current billing period. You will retain access to all paid features through the end of the period for which you have paid.
4.7 Refunds; No Refunds on Used Credits
All fees paid are non-refundable except as expressly required by applicable law. Proxiant does not issue refunds for partial billing periods, unused Job credits within a billing cycle, or Burst usage charges that have already been incurred. If you believe a charge was made in error, you must notify Proxiant within 30 days of the charge date at hello@proxiant.co.
4.8 Taxes
Subscription fees do not include applicable taxes. You are responsible for all sales, use, value-added, and similar taxes assessed on the Platform in connection with your use, except for taxes based on Proxiant's net income.
5. Free Tier
5.1 Free Tier Availability
Proxiant offers a no-cost Free Tier that includes access to core Platform features with the following limitations: up to five (5) Jobs per calendar month, no credit card required for registration, and a subset of paid Subscription features as determined by Proxiant from time to time.
5.2 Free Tier Limitations
Free Tier accounts may not access certain features, including but not limited to: advanced Affidavit customization, The Hive marketplace, client portal access, bulk imports, priority support, and API access above standard rate limits. Proxiant may modify Free Tier feature inclusions at any time with reasonable notice.
5.3 Discontinuation of Free Tier
Proxiant reserves the right to discontinue the Free Tier or to modify its terms at any time. If Proxiant decides to discontinue the Free Tier entirely, Proxiant will provide at least thirty (30) days' advance notice to Free Tier users via email to the address on file. During the notice period, Free Tier users will have the opportunity to export their data or upgrade to a paid Subscription.
5.4 No Warranty for Free Tier
The Free Tier is provided "as is" without any guarantee of continued availability, feature parity, or uptime commitments. Proxiant's support obligations to Free Tier users are limited to community resources and documentation.
6. The Hive Marketplace
6.1 Nature of The Hive
The Hive is a technology marketplace platform that enables Firms to post Jobs available for completion by independent process Servers, and enables independent Servers to discover and accept posted Jobs. Proxiant provides The Hive solely as a technology intermediary and is not a party to any transaction, agreement, or arrangement between a Firm and a Server facilitated through The Hive.
6.2 Proxiant Is Not a Staffing Agency
Proxiant does not employ, supervise, or control the independent Servers who use The Hive. Independent Servers are not employees, agents, contractors, or representatives of Proxiant. The relationship between a Firm and an independent Server engaged through The Hive is solely between those parties.
6.3 No Guarantee of Service
Proxiant does not guarantee that any posted Job will be accepted by a Server, that a Server will successfully complete a Job, that a Server's work will meet any particular quality standard, or that the information provided by a Server (including credentials) is accurate or current. Proxiant makes no representations about the suitability, reliability, or qualifications of any Server listed in The Hive.
6.4 User Responsibility for Agreements
Firms and Servers are solely responsible for negotiating, entering into, and fulfilling the terms of any agreement between them regarding Jobs completed through The Hive, including payment, scope of service, timeliness, quality, and compliance with applicable law. Proxiant is not responsible for any disputes arising between Firms and Servers. Proxiant may, in its sole discretion, provide a framework agreement template, but use of any such template does not make Proxiant a party to that agreement.
6.5 Fees for The Hive
Access to The Hive may require a paid Subscription or be subject to transaction fees as described in the applicable plan details. Proxiant reserves the right to introduce or modify fees for use of The Hive upon 30 days' notice.
6.6 Prohibited Hive Activity
Users may not use The Hive to: circumvent Proxiant's billing system; solicit Servers for work outside of The Hive in order to avoid platform fees; post false or misleading Job listings; offer Jobs that involve illegal activities; or engage in any discriminatory conduct in connection with selecting or rejecting Servers.
7. Legal Documents and Affidavits
7.1 User Responsibility for Accuracy
The accuracy of all Affidavits and other legal documents generated through the Platform is the sole responsibility of the User who submits the underlying data. Proxiant's Affidavit generation feature produces documents based on information entered by Users. By generating an Affidavit through the Platform, the User represents and warrants that all information submitted is true, accurate, and complete to the best of their knowledge.
7.2 Proxiant Is Not a Law Firm
Proxiant is a technology company, not a law firm, and the Platform does not provide legal advice. Nothing in the Platform — including Affidavit templates, guided workflows, automated fields, or any AI-generated text — constitutes legal advice, and no attorney-client relationship is created between Proxiant and any User.
7.3 No Representation of Legal Sufficiency
Proxiant does not represent or warrant that any Affidavit or document generated through the Platform complies with the laws, rules, court requirements, or procedural requirements of any particular jurisdiction. Requirements for Proofs of Service and Affidavits of Service vary by state, county, and court. It is the User's responsibility to verify that any document generated through the Platform meets applicable jurisdictional requirements before filing.
7.4 Legal Significance
Users acknowledge that Affidavits generated through the Platform may be submitted to courts, opposing counsel, and other parties in legal proceedings, and that false statements in such documents may constitute perjury or other criminal or civil offenses under applicable law. Proxiant shall have no liability for any consequences arising from the submission of inaccurate Affidavits or other legal documents generated through the Platform.
7.5 Document Retention Recommendation
Proxiant recommends that Users independently download and store copies of all Affidavits and legal documents generated through the Platform. While Proxiant maintains document storage as part of the Platform, Proxiant does not guarantee permanent preservation of any document and Users should maintain their own copies for legal record-keeping purposes.
8. Process Server Accounts
8.1 Free Server Accounts
Individual process Servers may create a Proxiant Server account at no charge. Server accounts allow Servers to receive job assignments from Firms that employ or contract with them, and, where applicable, to access The Hive marketplace to find independent work.
8.2 Credential Self-Attestation
When creating a Server account, Servers may be asked to provide information about their licensing, registration, certifications, and geographic areas of service. By submitting such information, a Server attests that it is true and accurate as of the date submitted.
8.3 Proxiant Does Not Verify Credentials
Proxiant does not independently verify, validate, or endorse any credential, license, registration, or certification provided by a Server. Any credential information displayed on a Server's profile is provided solely as self-reported information. Firms are responsible for independently verifying the credentials and licensing of any Server they hire or engage, whether through The Hive or otherwise.
8.4 Licensing Compliance
Process serving is regulated differently in each U.S. state, and many jurisdictions require process servers to hold a license, registration, or certification before serving process. Each Server is solely responsible for ensuring their own compliance with all applicable licensing requirements in every jurisdiction in which they perform service of process. Proxiant assumes no responsibility for a Server's compliance or non-compliance with any licensing requirement.
8.5 Independent Contractor Status
Nothing in these Terms creates an employment, agency, joint venture, or partnership relationship between Proxiant and any Server. Servers using The Hive to find work are independent contractors with respect to both Proxiant and any Firm they may work with through The Hive.
9. API Use
9.1 API Access
Proxiant may grant certain Subscribers access to the Proxiant API ("API") via an API Key. API access is subject to these Terms, the Proxiant API Documentation (available at proxiant.co/api), and any additional usage policies published by Proxiant from time to time.
9.2 Permitted Uses
You may use the API solely to: (a) integrate Proxiant functionality into your own internal business applications; (b) automate Job creation, status retrieval, or document generation for your authorized users; and (c) access data associated with your own Proxiant account. All other uses require express written authorization from Proxiant.
9.3 Rate Limits
API access is subject to rate limits as published in the API documentation. Exceeding rate limits may result in temporary or permanent suspension of API access. Proxiant may modify rate limits at any time.
9.4 Prohibited API Uses
You may not use the API to: (a) scrape, harvest, or systematically extract data from the Platform for any purpose; (b) resell API access to third parties; (c) build a competing product or service; (d) access data belonging to other Proxiant users; (e) conduct load testing without prior written authorization; or (f) reverse engineer any aspect of the Platform.
9.5 API Key Security
Your API Key is confidential. You are responsible for all activity conducted using your API Key. You must not share, publish, or embed your API Key in publicly accessible code repositories or client-side code. If you believe your API Key has been compromised, you must revoke it immediately through the Proxiant dashboard and notify Proxiant.
9.6 Revocation for Abuse
Proxiant reserves the right to revoke or suspend any API Key at any time, without notice, if Proxiant determines, in its sole discretion, that the API Key is being used in a manner that violates these Terms, harms the Platform, or creates unacceptable risk to Proxiant or other users.
10. Intellectual Property
10.1 Proxiant Ownership
Proxiant and its licensors own all right, title, and interest in and to the Platform, including all software, algorithms, visual design, trademarks, trade names, service marks, logos, documentation, and all other intellectual property rights therein. These Terms do not grant you any ownership rights in the Platform. The Proxiant name, hexagon logo, and "Built for servers who need more." tagline are trademarks of Proxiant, Inc.
10.2 User Data Ownership
You retain all ownership rights in and to your Content — including Job data, recipient information, uploaded documents, GPS records, Affidavits, and case information — submitted to the Platform. Proxiant does not claim ownership of your Content.
10.3 License Grant to Operate the Service
By submitting Content to the Platform, you grant Proxiant a limited, non-exclusive, worldwide, royalty-free license to use, store, copy, process, transmit, and display your Content solely as necessary to: (a) provide and operate the Platform and its features; (b) perform maintenance and technical operations; (c) comply with legal obligations; and (d) respond to support requests from you. This license terminates when you delete your Content or close your account, subject to reasonable retention periods described in the Privacy Policy.
10.4 Feedback
If you provide Proxiant with any feedback, suggestions, or ideas about the Platform ("Feedback"), you grant Proxiant a perpetual, irrevocable, royalty-free license to use such Feedback in any manner without obligation to you. Proxiant has no obligation to implement any Feedback.
10.5 Limited License to Use Platform
Subject to your compliance with these Terms and payment of applicable fees, Proxiant grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your internal business purposes during the term of your Subscription.
11. User Content
11.1 User Responsibility
You are solely responsible for all Content you submit, upload, transmit, or otherwise make available through the Platform, including Job records, recipient information, uploaded documents, photos, notes, GPS data, case details, and communications. Proxiant does not review or pre-screen User Content.
11.2 Content Standards
You represent and warrant that your Content: (a) is accurate and not misleading; (b) does not infringe any third party's intellectual property rights; (c) does not violate any applicable law or regulation; (d) does not include protected health information governed by HIPAA unless you have obtained Proxiant's prior written consent and executed a Business Associate Agreement; and (e) is not defamatory, harassing, abusive, or unlawful.
11.3 No Illegal Content
You may not use the Platform to store, transmit, or process any Content that: constitutes or facilitates illegal activity; violates the privacy rights of any individual without lawful basis; contains malware, viruses, or malicious code; is subject to export control restrictions that would prohibit storage in the United States; or is otherwise prohibited by applicable law.
11.4 Content Removal
Proxiant reserves the right (but has no obligation) to remove or disable access to Content that violates these Terms or is the subject of a valid legal complaint, without prior notice.
12. Privacy
Your use of the Platform is also governed by Proxiant's Privacy Policy, available at proxiant.co/privacy, which is incorporated into these Terms by this reference. By using the Platform, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy. For Users subject to the General Data Protection Regulation ("GDPR") or California Consumer Privacy Act ("CCPA"), Proxiant's Data Processing Agreement, available at proxiant.co/dpa, governs Proxiant's processing of personal data on your behalf.
13. Confidentiality
13.1 Firm Data as Confidential
Proxiant treats all Content belonging to a Firm — including Job data, case information, client data, recipient information, and business processes — as confidential information belonging to that Firm. Proxiant will not share a Firm's Content with any other Firm or third party except as expressly permitted by these Terms or the Privacy Policy.
13.2 Isolation of Firm Data
Proxiant implements technical and organizational measures to isolate each Firm's data from other Firms' data, including row-level security controls in the Platform's database. One Firm's account users cannot access another Firm's data through normal use of the Platform.
13.3 Proxiant Access for Operations
Proxiant's authorized personnel may access your Content on a need-to-know basis for purposes of: (a) providing technical support at your request; (b) investigating reported bugs, errors, or security incidents; (c) complying with applicable law, legal process, or valid governmental orders; and (d) enforcing these Terms. Proxiant will not access or use your Content for advertising purposes.
13.4 Legal Disclosures
Proxiant may disclose your Content if required to do so by law, court order, subpoena, or government request. Where legally permitted, Proxiant will notify you before making such disclosure so that you may seek a protective order or other appropriate relief.
14. Prohibited Uses
In addition to other prohibitions stated throughout these Terms, you agree not to use the Platform to:
- Engage in, facilitate, or promote any illegal activity, including unauthorized interception of communications, stalking, harassment, identity theft, fraud, or unlawful collection of personal information;
- Violate any applicable federal, state, or local law or regulation, including laws governing process serving, privacy, data protection, and the unauthorized practice of law;
- Circumvent, disable, or interfere with any security feature of the Platform, including authentication systems, access controls, or encryption;
- Introduce viruses, trojans, worms, or other malicious code into the Platform;
- Attempt to gain unauthorized access to any part of the Platform or to any other user's account or data;
- Use automated tools (bots, scrapers, crawlers) to extract data from the Platform without express written authorization;
- Impersonate any person or entity, or falsely represent your identity, credentials, or affiliation;
- Submit false or fabricated Job records, attempt records, GPS data, or Affidavit information;
- Harass, threaten, or abuse Proxiant staff or other users;
- Resell, sublicense, or otherwise commercially exploit access to the Platform without authorization;
- Use the Platform in a way that imposes an unreasonable or disproportionately large load on Proxiant's infrastructure;
- Use the Platform to store or process classified information, protected health information (absent a signed BAA), or government-restricted data;
- Use the Platform in any manner that violates the legal rights of any person, including privacy rights and rights of publicity.
15. Termination
15.1 Termination by You
You may terminate your account and these Terms at any time by canceling your Subscription and deleting your account through the Proxiant dashboard, or by contacting hello@proxiant.co. Termination by you does not entitle you to any refund of prepaid fees, except as required by applicable law.
15.2 Termination or Suspension by Proxiant
Proxiant may terminate or suspend your account and access to the Platform, with or without notice, if: (a) you materially breach these Terms and fail to cure the breach within 10 days of notice (where the breach is curable); (b) you materially breach these Terms in a manner that is not curable; (c) you fail to pay any amounts owed; (d) required by applicable law; or (e) Proxiant determines, in its reasonable discretion, that continued access poses a risk to the Platform, other users, or third parties.
15.3 Effect of Termination
Upon termination of your account: (a) your right to access and use the Platform ceases immediately; (b) Proxiant will cease processing new Jobs under your account; and (c) the provisions of these Terms that by their nature should survive termination will survive, including Sections 7, 10, 13, 16, 17, 18, and 19.
15.4 Data Export Window
Following termination of your account for any reason, Proxiant will make your Content available for download for a period of thirty (30) days following the termination date ("Export Window"). You are responsible for exporting any Content you wish to retain before the end of the Export Window. After the Export Window closes, Proxiant will delete your Content from its production systems in accordance with the Privacy Policy, subject to legal hold obligations.
16. Disclaimer of Warranties
16.1 As-Is Basis
THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FINALHIVE EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
16.2 No Uptime Guarantee
FINALHIVE DOES NOT WARRANT THAT THE PLATFORM WILL BE AVAILABLE AT ALL TIMES, UNINTERRUPTED, OR ERROR-FREE. THE PLATFORM MAY BE TEMPORARILY UNAVAILABLE DUE TO SCHEDULED OR EMERGENCY MAINTENANCE, THIRD-PARTY INFRASTRUCTURE FAILURES, OR OTHER FACTORS OUTSIDE FINALHIVE'S REASONABLE CONTROL. FINALHIVE DOES NOT GUARANTEE ANY SPECIFIC UPTIME PERCENTAGE UNLESS SET FORTH IN A SEPARATE, SIGNED SERVICE LEVEL AGREEMENT.
16.3 No Warranty of Fitness for Legal Purposes
FINALHIVE DOES NOT WARRANT THAT THE PLATFORM, AFFIDAVIT GENERATION FEATURES, OR ANY OUTPUT OF THE PLATFORM WILL SATISFY ANY LEGAL REQUIREMENT, COURT RULE, OR JURISDICTIONAL STANDARD. THE USER IS SOLELY RESPONSIBLE FOR VERIFYING THE LEGAL SUFFICIENCY OF ANY DOCUMENT GENERATED THROUGH THE PLATFORM.
17. Limitation of Liability
17.1 Exclusion of Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL FINALHIVE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, OR INTERRUPTION OF SERVICE, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF FINALHIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
17.2 Liability Cap
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FINALHIVE'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM — WHETHER IN CONTRACT, TORT, STATUTE, OR OTHERWISE — SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES ACTUALLY PAID BY YOU TO FINALHIVE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS ($100.00).
17.3 Basis of the Bargain
You acknowledge that the limitations set forth in this Section 17 are an essential element of the basis of the bargain between Proxiant and you, and that Proxiant would not have entered into these Terms without these limitations.
17.4 Jurisdictional Limitations
Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, Proxiant's liability will be limited to the maximum extent permitted by applicable law. Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.
18. Indemnification
18.1 User Indemnification
To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Proxiant, Inc. and its officers, directors, employees, agents, contractors, successors, and assigns (collectively, "Proxiant Parties") from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of or access to the Platform; (b) your Content, including any claim that your Content violates the rights of a third party; (c) your violation of these Terms; (d) your violation of any applicable law, rule, or regulation; (e) inaccurate Affidavits or legal documents generated through your account; (f) your engagement of any Server through The Hive; or (g) any dispute between you and any other user of the Platform.
18.2 Indemnification Procedure
Proxiant will: (a) promptly notify you of any claim for which it seeks indemnification; (b) give you reasonable control of the defense and settlement of the claim, provided that Proxiant retains the right to participate in the defense at its own expense; and (c) provide reasonable assistance in connection with the defense at your expense. You may not settle any claim in a manner that imposes liability or restrictions on Proxiant without Proxiant's prior written consent.
19. Governing Law and Dispute Resolution
19.1 Governing Law
These Terms and any dispute arising out of or related to these Terms or the Platform shall be governed by and construed in accordance with the laws of the State of [State TBD], without regard to its conflict of law principles.
19.2 Exclusive Jurisdiction
Any legal action or proceeding arising out of or related to these Terms shall be brought exclusively in the federal or state courts located in [County, State TBD], and each party irrevocably consents to the exclusive personal jurisdiction and venue of such courts.
19.3 Informal Resolution
Before initiating any formal legal action, you agree to first contact Proxiant at hello@proxiant.co and attempt to resolve any dispute informally for a period of at least thirty (30) days ("Informal Resolution Period"). This requirement does not apply to claims for injunctive or other emergency equitable relief.
19.4 Jury Trial Waiver
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY WAIVES ITS RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATED TO THESE TERMS.
19.5 Class Action Waiver
YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION AGAINST FINALHIVE.
19.6 Limitation Period
Any claim or cause of action arising out of or related to your use of the Platform or these Terms must be filed within one (1) year after the claim or cause of action arose, regardless of any statute of limitations to the contrary. Claims not filed within this period are permanently barred.
20. Changes to Terms
20.1 Notice of Material Changes
Proxiant will provide at least thirty (30) days' advance notice of any material changes to these Terms via email to the address on file for your account and/or by posting a prominent notice on the Platform. "Material changes" include changes that affect your rights, expand Proxiant's rights, limit available remedies, or modify payment obligations.
20.2 Continued Use as Acceptance
Your continued use of the Platform after the effective date of any changes constitutes your binding acceptance of those changes. If you do not agree to the modified Terms, you must stop using the Platform and terminate your account prior to the effective date of the changes.
20.3 Non-Material Changes
Proxiant may make non-material changes (such as formatting corrections, typographical fixes, and clarifications that do not alter the substance of the Terms) at any time without prior notice. The "Last Updated" date at the top of this page will be revised to reflect any changes.
21. Contact
If you have questions about these Terms, wish to report a violation, or need to contact Proxiant for any legal purpose, please reach out at:
- Email: hello@proxiant.co
- Website: proxiant.co/contact
For notices that must be delivered to Proxiant under these Terms, please send them to the email address above with the subject line "Legal Notice — Terms of Service."
These Terms of Service constitute the entire agreement between you and Proxiant with respect to the Platform and supersede all prior agreements, representations, and understandings between the parties. If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect. Proxiant's failure to enforce any right or provision will not be deemed a waiver of such right or provision.