Terms of Service

These Terms of Service ("Terms", "Agreement") govern your access to and use of the ApeX platform, website, and related services (collectively, the "Services") provided by ApeX by Wrap_OS ("ApeX", "we", "us", or "our").

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.

If you are accessing the Services on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to these Terms, and the terms "you" and "your" shall refer to both you and that entity.

ApeX is a cloud-based business operating system providing accounting, invoicing, inventory, point of sale (POS), human resources, payroll, taxation, reporting, and related business management tools for UAE-based small and medium enterprises.

The Services include access to the ApeX platform, AI-powered automation features, integrations with third-party services, and managed accounting services where subscribed.

We may modify, suspend, or discontinue any part of the Services at any time, with or without notice. We will not be liable to you or any third party for any such modification, suspension, or discontinuance.

To access certain features of the Services, you must register for an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate.

You are responsible for maintaining the security of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other security breach.

We may suspend or terminate your account if we believe, in our sole discretion, that you have violated these Terms or if your account has been compromised.

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation.

• Upload, transmit, or store any data that infringes the intellectual property rights, privacy, or other rights of any third party.

• Attempt to gain unauthorized access to any part of the Services, other accounts, or computer systems or networks connected to the Services.

• Introduce any virus, worm, Trojan horse, or other malicious code into the Services.

• Use the Services to send unsolicited communications, including spam.

• Reverse engineer, decompile, or disassemble any part of the Services, except as permitted by applicable law.

• Use the Services in a manner that could damage, disable, overburden, or impair the Services or interfere with any other user's use of the Services.

Certain features of the Services require a paid subscription. Subscription plans, pricing, and billing terms are displayed on our pricing page and may be updated from time to time.

Subscription fees are billed in advance on a recurring basis (monthly or annually, depending on your selected plan) and are non-refundable, except as required by law or as explicitly stated in these Terms.

You authorize us to charge your designated payment method for all subscription fees and any applicable taxes. If a payment fails, we may suspend your access to the Services until payment is received.

You may cancel your subscription at any time. Cancellation takes effect at the end of the current billing period. No refunds or credits are provided for partial billing periods.

Lifetime license products are governed by their specific license terms and the applicable product listing on the ApeX marketplace.

The Services, including all content, software, features, and materials provided through the Services, are owned by ApeX and are protected by intellectual property laws, including copyright, trademark, and trade secret laws.

These Terms do not grant you any right, title, or interest in the Services, except for the limited right to use the Services in accordance with these Terms.

You retain all rights to the data you submit to the Services. By submitting data, you grant ApeX a non-exclusive, worldwide, royalty-free license to process your data for the purpose of providing and improving the Services.

Lifetime license products may grant additional rights as specified in the applicable license agreement. Source code ownership and IP rights for such products are governed by the terms of the specific license purchased.

Your use of the Services is also governed by our Privacy Policy, which describes how we collect, use, and protect your personal data.

Business customers are further subject to our Data Processing Agreement, which sets out the respective roles and obligations of Controller and Processor under UAE Federal Decree-Law No. 45 of 2021 (PDPL).

In the event of any conflict between these Terms and the Privacy Policy or Data Processing Agreement on matters of data protection, the more specific document shall prevail.

The Services are provided on an "as is" and "as available" basis, without warranties of any kind, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.

ApeX does not warrant that the Services will be uninterrupted, error-free, secure, or that defects will be corrected.

ApeX does not warrant that the Services will meet your specific requirements or that the results obtained from use of the Services will be accurate or reliable.

Any material downloaded or obtained through the Services is at your own risk, and you are solely responsible for any damage to your device or loss of data that results from such download.

To the maximum extent permitted by applicable law, in no event shall ApeX, its officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business, or goodwill, arising out of or in connection with your use of the Services.

ApeX's total aggregate liability for all claims arising out of or in connection with these Terms or the Services shall not exceed the amount you paid to ApeX for the Services in the twelve (12) months preceding the event giving rise to the claim.

The limitations of liability set out in this section shall not apply to liability that cannot be excluded or limited under applicable law, including liability for gross negligence, willful misconduct, or breach of data protection obligations.

You agree to indemnify and hold harmless ApeX, its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses, including reasonable attorney's fees, arising out of or in connection with:

• Your use of the Services or your violation of these Terms.

• Your violation of any applicable law or regulation or the rights of any third party.

• Any data or content you submit to or through the Services.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you will cooperate with us in asserting any available defenses.

You may terminate your account and subscription at any time by following the instructions in your account settings.

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

Upon termination, your right to use the Services will cease immediately. We may retain your data for a period of 7 years as required for financial record retention under UAE Federal Law and Federal Tax Authority (FTA) regulations, after which it will be securely deleted.

Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

The Services may contain links to third-party websites or services, and may integrate with third-party applications. We do not control and are not responsible for the content, privacy policies, or practices of any third-party site or service.

You acknowledge and agree that ApeX shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of any such third-party site or service.

Integrations with third-party services are subject to the terms and conditions of those services. ApeX is not responsible for the availability, accuracy, or reliability of third-party integrations.

These Terms shall be governed by and construed in accordance with the laws of the United Arab Emirates, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or in connection with these Terms or the Services shall be resolved through good-faith negotiations between the parties.

If the dispute cannot be resolved through negotiation within 30 days, it shall be submitted to the exclusive jurisdiction of the courts of the United Arab Emirates.

We may modify these Terms at any time. We will notify you of any material changes by posting the updated Terms on this page and, where appropriate, by sending a notification to the email address associated with your account.

We will update the "Effective Date" at the top of this page whenever the Terms are revised. Your continued use of the Services after the effective date of any changes constitutes acceptance of the updated Terms.

If you do not agree to the updated Terms, you must stop using the Services and terminate your account.

If you have any questions about these Terms, please contact us at privacy@apx-erp.com.

You may also contact us by mail at our registered office in the United Arab Emirates.