Terms of Use

PLX360 is a multi-tenant software-as-a-service platform for product lifecycle management, operated by TNX Inc. (“TNX”, “we”, “us”). PLX360 is a product of TNX Inc., which is the contracting party under these Terms. By accessing or using PLX360 (the “Service”) you (“Customer”, “you”) agree to these Terms of Use.

You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. If you suspect unauthorized use, contact us immediately.

Supplier users invited to PLX360 only have access to the products and fields explicitly assigned to them. You are responsible for managing supplier invitations within your organization.

Each individual who creates or activates a PLX360 account agrees to these Terms for themselves, whether they signed up directly or accepted an invitation from an existing organization or supplier.

You agree not to use PLX360 to:

• Upload illegal content or content that violates third-party rights.
• Distribute malware or attempt to compromise the platform or its users.
• Misuse supplier or third-party data accessed through the platform.
• Attempt to reverse engineer, scrape, or circumvent access controls.

We may suspend access without notice if we reasonably believe these rules have been violated.

Fees are billed every 30 days in advance, based on your active plan and usage. Products, users and suppliers added during a period are billed prorated, on their own invoice once they reach $10.00 or otherwise on the next invoice. Failure to pay within 14 days of the due date may result in suspension of the service.

Payments are processed by Stripe. You authorize us and Stripe to charge the payment method on file for all fees when due. Fees are in U.S. dollars, plus applicable taxes.

Subscriptions renew automatically each 30-day billing period, at the then-current rate, until cancelled.

Plan changes are made by PLX360 staff at your request; contact us to make one.

We will give you at least 30 days' notice of a price increase, effective at your next renewal.

You can update your payment method and see your invoices in the billing portal linked from your account.

Failed payments. If a payment fails, we will retry the charge. If it still fails, access to the account is paused until the balance is paid. Your data is kept.

Cancellation. To cancel, contact us before your next renewal. Cancellation takes effect at the end of the current billing period, and you keep access until then.

Refunds. Fees are non-refundable except where required by law.

Portions of the Service may be identified as beta, preview, early access, or free-of-charge. Such features are provided AS IS and AS AVAILABLE, without warranty of any kind, express or implied. They carry no service-level commitment or availability guarantee; may be modified, suspended, or withdrawn at any time without notice; and may lose data, including reset or deletion of data created during the beta period. Access during a free period creates no entitlement to continued access or to any pricing after the period ends. If you provide feedback about beta features, you grant TNX Inc. a perpetual, irrevocable, royalty-free license to use it without restriction or obligation to you.

Either party may terminate the agreement with 30 days written notice. Upon termination, your data will remain available for export for 30 days, after which it will be deleted from primary storage as described in our Privacy Policy.

We may terminate immediately for material breach of these Terms, including non-payment beyond the cure period or violations of the acceptable use rules above.

You retain all rights to the data and product information you upload to PLX360. By uploading, you grant us a limited license to process and display that content for the sole purpose of providing the service to you.

PLX360 and TNX Inc. retain all rights to the platform, including its software, design, and documentation. These Terms do not grant you any rights to PLX360's intellectual property other than the right to use the service as offered.

The Service's generation and suggestion tools (including model-number and identifier generation) do not perform trademark, patent, or other intellectual-property clearance, and TNX Inc. makes no representation that any output is available for use. You are solely responsible for clearance, adoption decisions, and all consequences of use.

You agree to defend, indemnify, and hold harmless TNX Inc., PLX360, and their officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or connected with:

• (a) content or data you upload to or process through the Service, including any claim that such content infringes or misappropriates a third party's intellectual property, publicity, or privacy rights;
• (b) your use of the Service in violation of these Terms or applicable law;
• (c) product names, model numbers, identifiers, or other output you create, generate, or adopt using the Service or its tools, including any claim of trademark, trade dress, copyright, or patent infringement; and
• (d) your products themselves, including their design, manufacture, labeling, safety, and sale.

The service is provided “as is” and “as available” without warranty of any kind, express or implied. We do not guarantee uninterrupted availability or perfect file durability beyond commercially reasonable efforts.

To the maximum extent permitted by law, each party's total aggregate liability arising out of or relating to these Terms or the Service is limited to the greater of (a) the fees you paid us in the 12 months immediately preceding the event giving rise to the claim, or (b) one hundred United States dollars (US$100).

Exclusions from the cap. The limitation above does not apply to: your indemnification obligations under Section 9; either party's breach of its confidentiality obligations under Section 12; or either party's willful misconduct or gross negligence.

Waiver of indirect damages. Neither party is liable to the other for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill, however caused and on any theory of liability, even if advised of the possibility of such damages.

Each party will protect the other's confidential information using the same care it uses for its own confidential information, and at minimum reasonable care.

These Terms are governed by the laws of the Commonwealth of Kentucky, without regard to its conflict of law principles. Subject to Section 14 (Dispute resolution), which governs where and how disputes are resolved, the venue for these Terms is the state or federal courts located in Kentucky, and any dispute not subject to arbitration under Section 14 will be brought there.

Binding arbitration. Any dispute arising out of or relating to these Terms or the Service that cannot be resolved informally within 30 days of written notice will be resolved by final and binding arbitration administered under the Commercial Arbitration Rules of a recognized administrator (AAA or JAMS), before a single arbitrator, seated in the venue specified in the Governing Law section. Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver. Claims may be brought only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate claims or preside over any form of representative proceeding. If this waiver is found unenforceable as to a particular claim, that claim (and only that claim) will proceed in court, and the remainder of this section remains in force.

Carve-outs. Either party may bring an individual claim in small-claims court, and either party may seek temporary or permanent injunctive relief in a court of competent jurisdiction to protect its intellectual property or confidential information, without waiving this section.

Opt-out. You may opt out of this arbitration provision by delivering written notice within 30 days of first accepting these Terms; opting out does not affect any other provision.

Fees. Administrative and arbitrator fees are allocated under the administrator's rules.

We may update these Terms from time to time. We will notify you of material changes at least 30 days in advance via the email address on your account. Continued use after the effective date constitutes acceptance of the updated Terms.

Questions about these Terms? Contact us, or write to TNX Inc., 200 Mockingbird Gardens Dr., Louisville, KY 40207.