TERMS AND CONDITIONS

Thank you for concidering our serivece.
You must agree to our terms when you use our products and services .
So please take a few minutes to read over the below-mentioned Terms and Conditions before using our website.

PLEASE BE ADVISED THAT YOUR CONTINUED USE OF THIS SITE OR THE SERVICES PROVIDED THEREBY SHALL INDICATE YOUR CONSENT AND AGREEMENT TO THESE TERMS AND CONDITIONS.
You hereby accept the fact that you have read, understood, and are willing to abide by the terms and conditions laid down in this agreement. You further agree that the terms and conditions set out under this agreement are fair, reasonable, and just given the matters set out under this agreement and you waive any and all rights to have any claims against us on grounds set out above.

Definitions 

This document titled "Terms and Conditions of Service and Use" is now in effect for the entity referred to as "we" or "us" or "our" or "Site" or "Company." This document serves to amend and restate any prior terms and conditions regarding the use of Optimatrix.xyz, without waiving or releasing any rights or obligations under those prior terms and conditions.

SECTION 1 - ACCEPTANCE 

You agree to these Terms and enter into a binding contract with us when you sign up for an Optimatrix.xyz account by clicking “Sign Up” or similar buttons on our website. If you do not agree to any portion of these Terms of Service, please do not use or access the Service.
We may change these Terms from time to time. You should check the website (optimatrix.xyz/legal) from time to time to review the then-current Terms, as they are binding on you.

SECTION 2- NATURE OF SERVICE

Our Service is web-based and allows registration for an account to access our online platform to generate school timetables and associate digital products and services. You may register for an account only if you are the administrator or representative of a private or public educational institution. (“School Administrator”).
When utilizing the Service, it is required that you: - Provide accurate and thorough information according to the specified standards. - Collaborate with us on all matters pertaining to the Service.

SECTION 3 - PRICING AND SUBSCRIPTION

You have the flexibility to create your account without any upfront charges. Your first charge will occur only when you generate your first order with us. This means that you can explore our offerings, browse our test school, and get to know our platform without any immediate financial commitment. When you are setup and ready to generate your first schedule, that's when you'll be billed.  
The fees for using our Service are set out on our website, charged annually, and will be auto-renewed unless you cancel your annual subscription. In some circumstances, we may agree to a different process for the payment of our fees, in which case, each invoice submitted to you is payable within 10 days from the date of the invoice.
Prices for products and subscriptions are liable to change at any time, but changes will not affect contracts that have come into force. If you wish to contest any payment made to us, it is imperative that you promptly reach out to us and furnish comprehensive information regarding your claim.
By subscribing, you agree to the recurring payment feature and are responsible for all charges until cancellation. Your subscription will automatically renew at the current rate for each subsequent period. If you decide to cancel, you will not receive a refund for any remaining days of the current subscription period. We reserve the right to revoke your subscription at any time. Membership is void where prohibited by law.

Refusal of your Order

We reserve the right to discontinue the sale of any service listed on the Site at any time without notice. We reserve the right, at our sole discretion, to refuse or cancel any subscription for any reason.

Refund Policy

This refund policy outlines how we handle refund requests from subscribers of our timetabling service.

Refund Eligibility

• This refund policy outlines how we handle refund requests from subscribers of our timetabling service.
• Refunds are not available for any other products or services offered by our website.

No Money-Back Guarantee

• We do not offer monetary refunds as part of our subscription-based service. This is because we guarantee a conflict-free schedule based on the data provided by the subscriber during the timetabling process.
• We commit to providing an accurate and conflict-free schedule based on the information provided by subscribers. However, we cannot control factors beyond the data provided by subscribers, and we cannot guarantee individual satisfaction with the final schedule.

Exceptional Circumstances

• In exceptional circumstances, where we are unable to provide any timetabling services due to technical issues on our end or other factors beyond the subscriber's control, we may consider a refund on a case-by-case basis.
• To request a refund in these circumstances, please submit a written request to our customer support team at hi at optimatrix.xyz

SECTION 4 - ACCOUNT REGISTRATION AND USAGE

Upon completing your registration, you will gain immediate access to our platform, allowing you to set up your institution, upload data, and take full advantage of our services. However, please be aware that to create an account, you must be 18 years of age or older.
You have the flexibility to create your account without any upfront charges. Your first charge will occur only when you generate your first order with us. This means that you can explore our platform without any immediate financial commitment.

Modifying your Account

Your account is a dynamic space that can be customized to suit your needs. You can make necessary modifications using the features available on your personalized dashboard.

Account Inactivity

For your convenience, we will maintain your account's accessibility for a period of 14 months after your last login. This is designed to facilitate your return to our platform, should you decide to use our services again. Prior to closing your account and deleting your content, we will make an earnest effort to notify you via email, using the address associated with your account. This notification serves as an opportunity for you to either keep your account active or export any essential data you wish to preserve.

Closing Your Account

If you decide to close your account, please follow this simple procedure: send an email to our customer support team at hi at optimatrix.xyz from the email address registered as the owner of the account. We kindly remind you that we do not provide refunds for any fees already paid for our services or for any remaining credits at the time of account closure. Before you decide to close your account, we strongly advise you to take precautions and back up any content that you wish to retain. This can be done effortlessly through the export function on your dashboard. Please keep in mind that once your account is closed, your content will be irreversibly deleted.

Account Security

Ensuring the security of your account is paramount. You are responsible for maintaining the confidentiality of your account and bear full responsibility for all activities conducted through it using your access credentials. If you have been issued a password or API key, or if you have selected one yourself for gaining access to your account or specific sections of our website or apps, or if you have invited team members to access your account or parts of our site or apps, it is imperative that you safeguard this password or API key. Sharing your password or API key with others is strictly prohibited. You also agree to promptly notify us by emailing privacy@optimatrix.xyz should you become aware of any unauthorized use of your password, API key, account, or other security breaches. We cannot be held responsible for any losses or damages resulting from your failure to meet this requirement.

SECTION 5 - USAGE POLIICIE

Optimatrix.xyz is not an agent. Our services are only administrative. You agree you will rely on your own judgment and research independent of any communications or information you receive from us in deciding which available subscriptions, and plans best suits your needs and financial situation. You aim to accurately represent the information provided to us on or through our website. You acknowledge that you are participating voluntarily in using our website and that you are solely and personally responsible for your choices, actions, and results, now and in the future. You accept full responsibility for the consequences of your use, or non-use, of any information provided on or through this website, and you agree to use your own judgment and due diligence before implementing any idea, suggestion, or recommendation from our website to your life, family or business. You understand and acknowledge that special requests are not binding instruction, although every effort is made to comply with the client’s wishes. We will do our best to honor the requests but do not undertake to guarantee any specific requests.

SECTION 6 - LIMITED LICENSE

We grant you a limited, non-assignable, non-transferable, non-exclusive, revocable license to use our service. You may not reproduce, resell, distribute, or enable any third parties to resell the products and services purchased by you, display on any website, or otherwise publish the services or any content obtained from a service to generate income from it or to use it for the development, production, or marketing of a service or product substantially similar to ours, unless you have been specifically permitted to do so under a separate agreement with the company.

SECTION 7 - INDEMNIFICATION AGREEMENT

To the fullest extent permitted by applicable law, you commit to indemnify, defend, and protect Optimatrix.xyz and all our past, present, and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors, and assigns (referred to collectively as the "Optimatrix.xyz Parties"). This indemnification extends to all actual or alleged claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, but not limited to, attorneys’ fees and expenses), and costs (including, but not limited to, court costs, settlement costs, and indemnification and insurance-related costs) of every kind and nature imaginable. These claims may be known or unknown, foreseen or unforeseen, matured or unmatured, suspected or unsuspected, arising in law or equity, and whether grounded in tort, contract, or any other legal theory (collectively known as "Claims"). These Claims encompass, but are not limited to, damages to property or personal injury, and they arise from or are connected to the following: (a) Your utilization or misuse of the Sites, Content, or Services, (b) Any Feedback you provide, (c) Your violation of these Terms, (d) Your infringement upon another party's rights, (e) The use or misuse of the Site or Services by any third party connected to you, and (f) Any User Content that you generate, post, share, or store on the Site or our pages or feeds on third-party social media platforms. You pledge to promptly inform Optimatrix.xyz about any third-party Claims and cooperate with the Optimatrix.xyz Parties in the defense of such Claims. Furthermore, you consent to the Optimatrix.xyz Parties having control over the defense or resolution of any third-party Claims. This indemnity provision operates alongside, rather than replacing, any other indemnities established in a written agreement between you and Optimatrix.xyz.

SECTION 8 - GOVERNING LAW AND JURISDICTION

These Terms and Conditions shall follow and be interpreted in accordance with the laws of the United States, and the courts of the United States of America shall have the authority to settle any dispute arising from or in connection with these sales terms without excluding any other possible jurisdiction.

SECTION 9 -BINDING ARBITRATION AGREEMENT

In the event of any disagreement, claim, or dispute arising from or related to this Agreement, including issues such as breaches, terminations, enforcement, interpretations, fairness, or validity, the parties involved commit to resolve such matters through mandatory and binding arbitration. It is understood and agreed that this arbitration process will be administered by the American Arbitration Association ("AAA") in accordance with its established rules and procedures, and an arbitrator will be chosen by the AAA. The decision rendered by the arbitrator will be conclusive and not subject to alteration or annulment. This decision can be enforced in a court with jurisdiction over the parties. Should either party fail to adhere to the arbitrator's ruling, the injured party has the right to petition the circuit court for enforcement. The parties also acknowledge that any claims against one another can only be brought in an individual capacity and not as a plaintiff or member of any purported class or representative proceeding. Furthermore, it is mutually agreed that the arbitrator is not authorized to consolidate proceedings involving multiple individuals' claims or preside over any form of representative or class proceeding. The cost of arbitration will be shared equally by the parties, excluding attorney fees. In the event that one party fails to initiate arbitration, unsuccessfully challenges the arbitrator's decision, or refuses to comply with the arbitrator's decision, the other party is entitled to recover the costs of legal action, including reasonable attorney fees incurred in compelling arbitration or defending or enforcing the decision. Binding Arbitration entails both parties waiving their right to a trial by jury or access to the court system, except for limited circumstances where enforcement of this provision is necessary. It also implies that the arbitrator may impose significant restrictions on the discovery process. This arbitration clause, along with its requirements, will remain in effect even after the termination of this Agreement. All parties involved in this arbitration agreement, including the arbitrator(s), are obligated to maintain strict confidentiality regarding any Confidential Information disclosed during the arbitration proceedings. The parties agree not to disclose, directly or indirectly, such Confidential Information, including trade secrets, to any third party, nor shall they utilize such information for any purpose other than the arbitration process.

SECTION 10- OWNERSHIP OF INTELLECTUAL PROPERY

Unless explicitly stated otherwise, this website is our exclusive intellectual property, encompassing all source code, databases, features, software, website designs, audio, video, text, images, and graphics found on the site (referred to collectively as the "Content"), as well as the trademarks, service marks, and logos within (referred to as the "Marks"). These elements are either under our ownership or licensed to us, and are safeguarded by copyright, trademark laws, and a variety of other intellectual property and unfair competition regulations within the United States, international jurisdictions, and global conventions. The Content and Marks are offered on the site "AS IS" for your personal information and usage only. Unless specifically provided for in these Terms of Use, no part of the site, Content, or Marks may be duplicated, replicated, aggregated, republished, uploaded, posted, publicly exhibited, encoded, translated, transmitted, distributed, licensed, or otherwise utilized for any commercial purpose without our explicit prior written consent.

SECTION 11- SECURITY MEASURES

It's important to note that the transmission of information over the Internet is not entirely secure. We are unable to guarantee the complete security of your data during transmission to our site, and any transmission is carried out at your own risk. Upon receiving your information, we will promptly enforce stringent protocols and deploy advanced security measures to prevent unauthorized access. See our Privacy Policy for Data Complience Protection Regulations.

SECTION 12 - SERVICE TERMINATION

We may terminate, change, suspend or discontinue any aspect of the site or the site's products or services at any time. We may restrict, suspend or terminate your access to the site and/or its products or services if we believe you are in breach of these Terms and Conditions or applicable law, you are a repeat infringer of intellectual property rights, or for any other reason without notice or liability.

SECTION 13 - LIMITED LIABILITTY

IN NO EVENT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, WILL WE OR ANY OF OUR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE "PROTECTED ENTITIES") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS, PRODUCTS, SERVICES, AND FUNCTIONS RELATED TO THE SITE, YOUR PROVISION OF INFORMATION VIA THE SITE, LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS TO THE EXTENT REQUIRED BY APPLICABLE LAW.

SECTION 14 - PAYMENT PROCESSORS

If the payment service requires you to set up an account with the Payment Processor you wish to use, which will be subject to the Payment Processor's terms and conditions and privacy policy. You will have a direct relationship with the Payment Processor. You must read and accept their terms and conditions before taking payments from Consumers via the payment services offered through our Service. In carrying out certain functions, the Payment Processor acts as a data processor to both you and us, but in other respects, it acts as the controller. Payment Processor activities carried out as controller are per the Payment Processor's privacy policy. By utilizing our payment service, you acknowledge and consent to sharing personal information and/or transactional details with the Payment Processor. Suppose we receive notification from the Payment Processor regarding any violations of their terms or any agreements between you and them pertaining to your use of our payment service.
In that case, you and us or you and a Consumer or appears fraudulent, in breach of money laundering regulations, or as part of other harmful activity, The Payment Processor retains the right to undertake necessary actions to address your violation, which may encompass rectifying the breach, revoking your access to our payment service, and/or suspending or terminating your account. The use of our payment services can be denied to individuals at the discretion of the Payment Processor, without restriction to any particular reason or timeframe. See the Stripe terms and privacy policy in Stripe Services Agreement and Stripe Global Privacy Policy. We have no responsibility for and hereby disclaim all liability (including, but not limited to) any losses, costs, fees, and penalties of whatever nature arising from the Service provided to you by the Payment Processor, including the acts and omissions of the Payment Processor.

SECTION 15 - HELP VIDEOS AND MANUALS

We provide our users with user tutorials that help them navigate the services and features of our website. You may require multiple compatible devices and high-speed internet access to ensure smooth video sessions. You are solely responsible for all computer hardware, other equipment, and fees for services (such as internet and wireless) required to access and use digital products. You should regularly update our applications to access our video sessions. You acknowledge and agree that such system requirements, which may be changed occasionally, are your responsibility and must be procured at your own cost.

SECTION 16 - TRANSFER OF CONTRACTUAL RIGHTS AND RESPONSIBILITIES

By using the site, you agree and recognize that we have the authority, at our sole discretion, to freely assign or transfer any or all of the rights and responsibilities outlined in this Agreement concerning the provision of our services to you. You are not permitted to assign any of your rights and responsibilities without obtaining our prior consent. Despite these aforementioned provisions, this agreement will remain legally binding for the involved parties and will also extend its benefits to their respective successors and assignees.

SECTION 17 - COMMUNICATIONS

You agree to receive emails from our company by providing us with your email address. These emails may be transactional or relationship communications relating to the subscriptions or services we offer, such as administrative notices and service announcements or changes, or emails containing commercial offers, promotions, or special offers from us.

SECTION 18 - WAIVERS

Our failure to act with respect to a breach of these Terms and Conditions by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches.

SECTION 19 - FORCE MAJURE

The parties hereto are not responsible for delays or failures in performance beyond their reasonable control. Delays or failures that can be deemed acceptable may arise due to various factors, including but not limited to strikes, lockouts, riots, rebellions, accidental explosions, floods, storms, and similar events.

SECTION 20- COPYRIGHT

©2023 Optimatrix.xyz All rights reserved. The materials provided on this website are subject to copyright and are owned by either us or other specified individuals or entities. Unauthorized activities such as republishing, transmitting, reproducing, downloading, storing, or distributing any part or whole of the materials found on this website are strictly prohibited.

SECTION 21 - ACCEPTING THESE TERMS OF USE

By accepting this agreement, you acknowledge that the terms and conditions outlined herein are equitable, rational, and justifiable in light of the matters discussed within this agreement. Furthermore, you expressly relinquish any and all entitlement to bring forth any claims against us based on the aforementioned reasons.