This Ascendx Consulting Terms of Service (“Agreement”) is entered into by and between Ascendx Consulting LLC (“Ascendx Consulting”) and the entity or person placing an order for or accessing the Services (“Customer”). This Agreement consists of the terms and conditions set forth below and any Order Form. The “Effective Date” of this Agreement is the date which is the earlier of (a) Customer’s initial access to the Services through any online provisioning, registration or order process or (b) the Effective Date of the first Order Form. This Agreement will govern Customer’s initial purchase on the Effective Date as well as any future purchases made by Customer that reference this Agreement. Ascendx Consulting may modify this Agreement from time to time.

Capitalized terms shall have the meanings set forth in Section 1, or in the section where they are first used.

Definitions

“Authorized Devices” means those mobile, desktop, or other devices with which the Services can be accessed and used.

“Content” means code, content, fonts, graphics, designs, documents, or materials created using the Services by Customer and its Users or imported into the Services by Customer and its Users.

“Documentation” means the technical materials made available by Ascendx Consulting to Customer and/or its Users in hard copy or electronic form describing the use and operation of the Services.

“Services” Ascendx Consulting’s proprietary web-based products and services, along with downloadable desktop and mobile apps. Each Order Form will identify details of Customer’s Services subscription.

“Order Form” means a document signed by both Parties identifying the Enterprise Services to be made available by Ascendx Consulting pursuant to this Agreement.

“Packages” or “Components” means add-on modules made available within the Services. Packages and Components may be created by Ascendx Consulting, Customer, or other third parties. Packages and Components created by Ascendx Consulting are supported as part of the Services. Ascendx Consulting will use reasonable efforts to support Customer’s use of Packages and Components created by third parties but disclaims all warranties as to such Packages and Components.

“User” means an employee, contractor, or other individual associated with Customer who has been provisioned by Customer with access to the Services.

“Services” means Ascendx Consulting’s SaaS product, web design software, tools, along with downloadable desktop and mobile apps. Each Order Form will identify details of Customer’s subscription to the Services.

License and use rights

Services. Ascendx Consulting hereby grants Customer a non-exclusive, non-transferable license during the Term (as defined above) to: (a) use the Services and to download and install desktop or mobile applications as applicable on the number and type of Authorized Devices solely for Customer’s internal business purposes in accordance with the Documentation, and/or (b) use our SaaS product, hosted systems, design software, tools, and build websites under the ascendxconsulting.com domain. The Services are delivered electronically.

Provisioning the Services. Ascendx Consulting will provide to Customer the necessary passwords, security protocols, policies, network links or connections (“Access Protocols”) to allow Customer and its Users to access the Services as described herein; no other access to the website or servers from which the Services are delivered is permitted. Customer will provision its Users to access and use the features and functions of the Services through the Access Protocols. Customer may select one or more Users to act as administrators and control, manage, and use the Services on Customer’s behalf. Customer shall be responsible for all acts and omissions of its Users.