Axur Platform Terms of Use

These Terms of Use of the AXUR PLATFORM (“Terms of Use”) regulate the general rules for access and use by the USER and CUSTOMER of the AXUR PLATFORM (as defined below) owned by AXUR SEGURANÇA E DEFESA CIBERNÉTICA LTDA., with its registered office at Mostardeiro Street, 777, 14th floor, Rio Branco district, ZIP Code 90430-001, in Porto Alegre, State: RS, Brazil, enrolled with the Corporate Taxpayer Identification (CNPJ/ME) under No. 10.318.969/0001-69, and by AXUR, INC., ,a corporation incorporated and existing under the laws of the State of Delaware, with registered offices at 601 Brickell Key Drive, Suite 901, Miami, FL, 33131, United States of America, Taxpayer Identification Number 30-0963555, hereinafter collectively referred to as “AXUR.”

By registering on the AXUR PLATFORM, the USER determined by the CUSTOMER or MSSP CUSTOMER or PARTNER declares that they have read, understood, and agree to all the rules and policies of these Terms of Use, affirming they have the authority to act on behalf of the company and are at least 18 (eighteen) years old, with full and express capacity. The USER fully adheres to these Terms of Use and commits to comply with their conditions.

1. DEFINITIONS

1.1 The terms listed below shall have the following definitions in these Terms of Use:

“CUSTOMER”: means the legal entity contracting the License to use the AXUR PLATFORM in the paid or trial version.

“MSSP CUSTOMER”: means the legal entity contracting the AXUR PLATFORM in the paid or trial version under the MSSP (Managed Security Service Provider) partnership model.

“END CUSTOMER, END CUSTOMERS OF THE MSSP customer AND/OR END CUSTOMERS OF THE VAR PARTNER”: end customers of AXUR, the VAR partner, or the MSSP customer receiving services provided through the AXUR PLATAFORM.

“INSTANCES/TENANT”: refers to the creation of a sub-account on the AXUR PLATFORM in the Partner’s area for their End customers (VAR and MSSP).

“LICENSE”: refers to the license to use the AXUR Platform in the SaaS – Software as a Service – model for monitoring Digital Assets using the Products. This license is non-exclusive, non-transferable, and temporary, with sublicensing rights only granted to MSSP CUSTOMERS and/or VAR PARTNERS depending on the contracted model.

“PARTNER”: means the legal entity with a Partnership Agreement, possessing various rights and obligations according to the partnership modality specified in the respective contract.

“VAR PARTNER”: A contractor of the AXUR Platform that can choose to act exclusively in marketing the AXUR Platform or also take responsibility for integrating managed services and support for its end customers via the AXUR Platform.

“AXUR PLATFORM”: means the Cyber Threat Intelligence and Digital Risk Protection platform, made available in a cloud environment, which uses machine learning technologies for the automated monitoring of signals across multiple providers and relevant sources on the surface, deep, and dark web. The AXUR PLATFORM enables structured querying of such data and the automatic takedown of illicit content, including phishing, online piracy, fake profiles, and data leaks. The AXUR PLATFORM comprises various modules and features..

“PRODUCTS”: refer to the functionalities of the AXUR PLATFORM contracted by the customer, MSSP customer, and/or PARTNER, exclusively owned by AXUR.

“SERVICES”: refer to the services to be provided by AXUR to the customer, MSSP CUSTOMER, and/or PARTNER, as per the contractual agreement.

“TAKEDOWN”: sending extrajudicial notifications to remove unauthorized or illegal digital content.

“TERMS OF USE”: refer to these Terms of Use of the AXUR PLATFORM, which establish the general terms and conditions applicable to the use of the AXUR PLATFORM by the USER, depending on the contracted model.

“USER” or “USERS”: are the users designated by the CUSTOMER, MSSP CUSTOMER, and/or PARTNER, who, after registering and accepting the Terms of Use, access and use the services and features provided by the AXUR PLATFORM within the restricted area of the CUSTOMER, MSSP CUSTOMER, and/or PARTNER.

“CYBER THREAT INTEL (CTI)”: module of the AXUR PLATFORM that applies artificial intelligence to identify, correlate, and synthesize cyber threats based on public sources, generating customized and actionable insights regarding vulnerabilities and risks related to the infrastructure of the CUSTOMER, MSSP CUSTOMER, and/or PARTNER.

2. REGISTRATION

2.1 Access to the AXUR PLATFORM depends on prior registration, in which the USER must provide the data requested by AXUR.

2.2 The USER, along with the AXUR CUSTOMER, MSSP CUSTOMER, and/or PARTNER and their END CUSTOMERS, is responsible for providing and keeping the registration information updated. AXUR is not responsible for verifying or correcting such data.

2.3 Notwithstanding the above, AXUR may, at any time and at its sole discretion, verify the registered information and request documents or proof from the USER. Registration and access emails must be corporate.

2.4 AXUR will allow the customer, MSSP CUSTOMER, and PARTNER to create, manage, and grant access to the AXUR PLATFORM to a specific number of USERS through the provision of logins and access passwords as determined by AXUR or applicable to the respective Products.

2.5 AXUR is not responsible for improper use and disclosure of login and password information to third parties. The USER and customer and/or MSSP CUSTOMER and/or PARTNER are fully responsible for the data they register and any actions or omissions they commit.

3. LOGIN AND PASSWORD

3.1 The customer receives a Manager password upon contracting the service, which is used to create new passwords for its USERS. All passwords are personal and non-transferable. Each USER will have an individualized access that does not allow simultaneous logins. Each USER must fully accept and adhere to the AXUR PLATFORM Terms of Use and Privacy Notice.

3.2 In addition to credentials, all USERS of the AXUR PLATFORM must have a configured second authentication factor, which the USER is also fully responsible for protecting.

3.3 USERS of the AXUR PLATFORM must keep all access credentials confidential, including login, password, and API credentials (such as API Key).

3.4 The USER is responsible for protecting login credentials, password, API credentials, devices used for access (e.g., smartphone, tablet, computer, or others), and the second authentication factor against unauthorized access, including but not limited to the use of security tools such as antivirus, and avoiding access to the PLATFORM on public computers, public Wi-Fi networks, or third-party devices. The USER assumes full responsibility for damages resulting from security breaches, improper use, or credential sharing.

3.5 Authentication and authorization of APIs will be performed via API Key, which is also personal, non-transferable, and must be kept confidential to prevent unauthorized access or disclosure. AXUR is not responsible for credential leaks resulting from inadequate protection controls.

3.6 AXUR reserves the right to change the passwords of any USER of the PLATFORM at any time for security reasons or to ensure the integrity and confidentiality of the information. In such cases, AXUR will inform the customer about the issuance of new credentials to ensure the continuity of authorized access.

3.7 AXUR is authorized to respond to access requests to USER accounts made by governmental authorities through official notification, providing the requested access as required.

3.8 The USER and customer or MSSP CUSTOMER or PARTNER undertake to: (i) notify AXUR of any unauthorized use of login and/or password that they become aware of; (ii) perform the logoff procedure at the end of using the AXUR PLATFORM. AXUR may also log off users after a period of inactivity at its sole discretion.

4. USE OF THE PLATFORM

4.1 To register and use the Platform’s features, the USER agrees to read, understand, and accept the terms of this document and the Platform’s Privacy Policy and Privacy Notice.

4.2 The AXUR PLATFORM is accessed via an Internet browser (browser) from any location with Internet access. The customer is responsible for meeting any technical requirements necessary for access, which may be updated periodically by AXUR.

4.3 AXUR grants the USER a personal, temporary, non-transferable, and non-exclusive license, exclusively intended for the registered USER with legitimate usage rights.

4.4 USERS, CUSTOMERS, MSSP CUSTOMERS, and AXUR PARTNERS may use the Platform exclusively as provided for by the available features and under the contractual modality established with AXUR.

4.4.1 The Cyber Threat Intel (CTI) module of the AXUR PLATFORM is designed to provide specialized and actionable cybersecurity insights by correlating public threat intelligence sources. Tailored to the infrastructure mapping of the CUSTOMER, MSSP CUSTOMER, and/or PARTNER, the module performs automated risk prioritization, generates customized alerts, and delivers a synthetic and integrated view of the data, with multiple communication channels for sending notifications.

4.5 AXUR reserves the right to modify the Platform, its services, and products due to contractual, legal, and/or judicial restrictions or prohibitions. AXUR will notify the CUSTOMER, MSSP CUSTOMER, and PARTNERS of changes impacting the Platform’s features with reasonable notice whenever possible. If necessary, AXUR may temporarily or permanently interrupt the provision of the Platform or its features. The Parties exempt AXUR from any liability in such situations, provided the terms of this clause are complied with.

4.5.1 AXUR may, at any time and without prior notice, modify the content, format, elements, parameters, customizations, and functionalities of the AXUR PLATFORM, provided it respects the contractual object.

4.5.2 By using the Platform, even in the trial/test version, the USERacknowledges and is aware that AXUR may monitor the activities performed by the USERon the Platform to ensure the security and integrity of the environment. Monitoring includes, but is not limited to, analyzing activities, interactions, and transactions carried out within the Platform.

4.6 AXUR may, at any time and at its sole discretion, warn, suspend, or cancel, either temporarily or permanently, the registration and/or access of any type of USER to the AXUR PLATFORM in the following cases, including but not limited to:

(i) violation of these Terms of Use or any obligations established in the Contract and/or General Terms;

(ii) engagement in or suspicion of fraudulent acts, willful misconduct, or improper use of the Platform, or any action or omission that compromises, damages, or has the potential to impact the operation, security, or integrity of the AXUR PLATFORM;

(iii) provision of false, incorrect, outdated information, or inability to verify the USER's identity;

(iv) use of the PLATFORM for purposes not specified in the Contractor these Terms of Use, including but not limited to: unauthorized access, access by unregistered customers/third parties, illegal practices, unfair competition, deceptive advertising, illicit or unfair advertising, or any usage not tied to the internal and corporate purposes of the customer company and/or the END CUSTOMERof the PARTNERS. Personal use by USERS is expressly prohibited;

(v) damage caused or potentially caused to the PLATFORM, AXUR, third parties, the system, or the confidentiality of data;

(vi) violation of legal provisions, especially concerning privacy, data protection, and intellectual property;

(vii) use of automated tools such as crawlers, bots, or similar technologies to collect data, information, or perform unauthorized queries, except via AXUR’s official APIs;

(viii) sharing access credentials, documents, or information without AXUR's authorization;

(ix) registering assets from different customerS within a single instance/tenant in the case of MSSP CUSTOMERS and PARTNERS;

(x) security failures or negligent use compromising the PLATFORM's integrity;

(xi) contractual noncompliance;

(xii) any other conduct violating the objectives, principles, or usage policies of the AXUR PLATFORM.

In such cases, AXUR may, at its sole discretion, take the following measures:

(a) warn the USER about the identified conduct;

(b) suspend the USER's access, temporarily or permanently;

(c) cancel the USER's registration and terminate the corresponding agreement;

(d) charge additional amounts for unauthorized accesses or queries, as per the current pricing table, Contract, Proposal, or Sales Order;

(e) investigate improper use and request clarifications from the USER or the customer, MSSP CUSTOMER, or PARTNER;

(f) log and create detailed reports of identified behaviors for auditing and potential legal action;

(g) seek compensation for damages, impose contractual penalties, and apply other legal measures as applicable;

(h) notify competent authorities in case of indications of illicit activities.

4.7 AXUR may, at its sole discretion and at no cost, provide the CUSTOMER, MSSP CUSTOMER, PARTNER, or USER with a trial license for accessing the SaaS PLATFORM for a limited period. This license is offered solely for system evaluation and testing purposes and may be revoked or altered by AXUR at any time without prior notice. The Trial License is subject to the same conditions, obligations, and usage restrictions applicable to paid licenses as described in this document.

4.7.1 The CUSTOMER, MSSP CUSTOMER, PARTNER, or USER is strictly prohibited from using the Trial License for any purpose other than evaluating and testing the AXUR PLATFORM.

4.7.2 The provision of the Trial License does not obligate AXUR to continue access after the trial period. Conversion to a paid license will occur only upon acceptance of a proposal and contract signing by the parties.

4.8 The obligations outlined in these Terms of Use remain in effect as long as the USER, CUSTOMER, MSSP CUSTOMER or PARTNER has access to the PLATFORM or data and information derived from the PLATFORM, including during the Trial License period. This validity applies regardless of any delay by AXUR in suspending access upon the conclusion of the authorized or contracted period.

4.9 The CUSTOMER, the MSSP CUSTOMER, the PARTNER, and their USERS acknowledge that the information made available on the PLATFORM is obtained from external public sources, over which AXUR does not exercise control, management, or any form of oversight. AXUR does not guarantee the accuracy, lawfulness, timeliness, or completeness of such information. If access to such sources is restricted or interrupted for reasons beyond AXUR’s control, the services may be impacted, including through unavailability. In such cases, this shall not constitute a breach of contract by AXUR, nor shall any compensation, refund, penalty, or indemnification be owed.

4.10 AXUR reserves the right to suspend access to the AXUR PLATFORM by the CUSTOMER, MSSP CUSTOMER, PARTNER, and their END CUSTOMERS if payments are not made within the timeframes established in the legal relationship with AXUR. Suspension will remain in effect until the CUSTOMER, MSSP CUSTOMER, or PARTNERS resolve their outstanding financial obligations to AXUR, without prejudice to the other provisions outlined in these Terms of Use.

4.10.1 The MSSP CUSTOMER and PARTNERS are solely responsible for any damages that suspension of the Platform may cause to their END CUSTOMERS.

4.11 The CLIENT, MSSP CLIENT, and the PARTNER acknowledge that the AXUR PLATFORM does not guarantee and cannot guarantee the detection of all potential digital risks. The AXUR PLATFORM makes no representations or warranties, express or implied, regarding the success of the platform, the detection of all potential digital risk events, or the effectiveness or success of takedown actions.

5. UPDATES AND SUPPORT

5.1 AXUR may, at its sole discretion, carry out updates, technical improvements, enhancements, bug fixes, patches, version upgrades, and the implementation of new features in the modules and Products of the Axur Platform, including automatically, without the need for prior consent from the CUSTOMER, MSSP CUSTOMER, or PARTNER, provided that the essential contracted functionalities are preserved.

5.1.1 If the CUSTOMER, MSSP CUSTOMER, or PARTNER identifies any vulnerability, security flaw, or suspicious behavior while using the tool, they must promptly notify AXUR through the CSIRT channel via the email csirt@axur.com or through the official support channels. Prompt communication of such occurrences is essential for the swift assessment and mitigation of risks, preserving the security of all parties involved..

5.1.2 In the specific case of the Cyber Threat Intel (CTI) module, updates may include adjustments to analysis algorithms, integration of new intelligence sources, improvements to artificial intelligence models, and enhancements to the threat and risk visualization interfaces, with the goal of providing greater efficiency and usability in the identification and prioritization of cyber risks.

5.2 Changes or implementations of features in the AXUR PLATFORM requested by the CUSTOMER, MSSP CUSTOMER, PARTNERS, and END CUSTOMERS are not covered under the contractual relationship. If these are attended to by AXUR, they will be subject to a specific contract and separately charged.

5.3 AXUR will provide support to the CUSTOMER, MSSP CUSTOMER, and PARTNER. Support includes assistance provided by AXUR to resolve doubts related to technical information about the operation and use of the AXUR PLATFORM.

5.4 The free support provided by AXUR does not cover: (i) changes due to the relocation of the CUSTOMER, MSSP CUSTOMER and PARTNERS; (ii) changes to equipment or operating systems, including new versions and releases; (iii) failures resulting from irregular operation of the computer used to access the AXUR PLATFORM; (iv) disclosure of source code or database model information; (v) changes to database structure; (vi) disclosure of any information considered AXUR Intellectual Property Rights; and (vii) development of improvements, customizations, or integrations.

6. LIMITATIONS ON PLATFORM USE

6.1 AXUR PLATFORM Licensing Agreement (AXUR x CUSTOMER) or any other nomenclature used for this relationship: The use of the AXUR PLATFORM by the CUSTOMER and END CUSTOMERS is limited to personal and/or internal use within their organization for consultative purposes only. AXUR PLATFORM may not be used by third parties, unless specifically and expressly authorized in writing by AXUR. Exceptions are limited to affiliates, subsidiaries, or parent companies directly linked to the CUSTOMER.

6.2 AXUR Partner Program – Modalities: Licensing and managed security services (MSSP) contract for the AXUR Platform or any other nomenclature used for this relationship and Reseller – Value-Added Reseller (VAR): Use of the AXUR PLATFORM by the MSSP CUSTOMER or VAR PARTNER and their END CUSTOMER is limited to personal and/or internal use for their organization or their END CUSTOMERS, depending on the contractual modality and the AXUR Partnership Program terms.

6.3 In any partnership modality, if the AXUR PLATFORM is used for purposes other than those established, including but not limited to: (a) purposes other than those agreed upon in contracts with AXUR, including personal purposes; (b) unregistered customers/third parties; (c) registering assets from different customers in a single instance/tenant; (d) sharing access to the Platform without AXUR's authorization—the PARTNER will, in addition to being subject to contractual breach (at AXUR's sole discretion) and suspension of platform access, be liable for payment of the corresponding license, as per AXUR's prevailing fee schedule at the time the illegality is detected, without prejudice to compensation for damages.

7. PRIVACY AND DATA PROTECTION

7.1 Processing: For any data processing activities related to the AXUR PLATFORM, AXUR, CUSTOMER, MSSP CUSTOMER, PARTNER, and USER commit to fully comply with all applicable data protection laws. Each party will be held accountable for any improper use of Personal Data or Sensitive Personal Data, in violation of the applicable legislation and/or Contract provisions. The parties agree that, under applicable data protection legislation, the data processing agents in this relationship are as follows:

1. AXUR: AXUR will act as a Sole Data Controller for Personal Data it collects to perform its activities, such as platform creation and maintenance, determination of the AXUR PLATFORM’s main purpose, and definition of its target audience. However, when the CUSTOMER, MSSP CUSTOMER, or PARTNER requests the processing of specific data or execution of specific services involving Personal Data, AXUR will act as a Processor, conducting processing exclusively on behalf of and according to the instructions of the CUSTOMER, MSSP CUSTOMER, or PARTNER.
2. END CUSTOMER: The END CUSTOMER will act as a Sole Data Controller for the Personal Data and Sensitive Personal Data processed based on their interaction with the Platform, being solely responsible for defining how and why the Personal Data will be processed.
3. MSSP CUSTOMER and PARTNERS: MSSP CUSTOMERS and PARTNERS will act as Sole Controllers under this Contract. They must ensure their END CUSTOMERS formalize obligations analogous to those stipulated here and comply with legal provisions. They will be solely responsible for defining the processing methods and purposes of Personal Data while respecting the use and purpose restrictions outlined in the contract with AXUR.
4. VAR PARTNER: When VAR PARTNERS are solely reselling the AXUR PLATFORM's usage rights, they will not be considered processing agents; AXUR will remain the Sole Data Controller. When VAR PARTNERS act as a managed service intermediary for the AXUR PLATFORM, they will be considered Sole Data Controllers, and AXUR will act solely as a Processor.

7.1.1 CUSTOMER, MSSP CUSTOMER, and PARTNERS declare that their instructions, documents, images, data, requests, and any information sent and/or shared with AXUR comply with privacy and data protection laws to the extent applicable in the United States and abroad, including the GDPR (General Data Protection Regulation - Europe) and LGPD (General Data Protection Law - Brazil).

7.2 The parties declare that they adopt organizational and technical measures aimed at securing Personal Data and Sensitive Personal Data from unauthorized disclosure, improper access, modification, accidental or unlawful data loss, or breaches.

7.3 AXUR applies best security practices for processing Personal Data but will not be held responsible for cyberattacks beyond market-standard protections or incidents caused by negligence or intent of the data subject, CUSTOMER, MSSP CUSTOMER, or PARTNER, their shareholders, employees, and/or third parties.

7.4 Personal data may be processed and/or shared outside national territory with the adoption of all applicable security measures for legitimate purposes. Transfers may involve companies within AXUR’s economic group or the engagement of services based abroad, such as using cloud servers located in the United States of America and Germany.

7.5 Purpose. The Parties may only process the Personal Data provided through the Platform to fulfill legitimate purposes previously defined and in compliance with applicable and current privacy and data protection laws. Any processing that exceeds the permitted use will be considered a contractual breach and will be the sole responsibility of the party causing it.

7.5.1 It is prohibited to perform any processing, including, but not limited to, copying and sharing any data from the AXUR PLATFORM for purposes not expressly provided for in the contract, except for fulfilling a legal obligation or exercising regular rights in judicial, administrative, or arbitral proceedings.

7.6 Legal Basis. The Parties guarantee that the processing of personal data and sensitive personal data carried out within the scope of the contractual relationship will always be based on a valid and appropriate legal basis, in accordance with applicable law.

7.6.1 In cases where the legal basis for processing is consent, the responsibility for collecting and properly managing consent lies exclusively with the Controller responsible for the processing. It is the Controller's responsibility to inform the Processor in cases where the data subject revokes their consent. It is hereby recorded that AXUR, acting as the Controller in relation to its core business, uses the legal basis of legitimate interest.

7.6.2 It is the responsibility of the Controller of Personal Data, when necessary, to conduct a Legitimate Interest Assessment (LIA) to ensure that the processing of personal data is legitimate, necessary, proportional, and does not violate the rights and privacy of data subjects.

7.6.3 The Parties acknowledge that the processing of Sensitive Personal Data is subject to stricter legal bases and requires greater attention and care, considering the potential impact on the data subject.

7.6.4 The processing of data concerning children and adolescents must consider their best interests and must have an appropriate legal basis.

7.7 Transparency. The CUSTOMER, CUSTOMER MSSP, and PARTNER agree to ensure transparency and provide information to data subjects by adopting appropriate measures for this purpose, including, but not limited to, including clear references in their Privacy Policies or other instruments regarding the processing of data, particularly when it concerns the personal and sensitive personal data of children and adolescents.

7.8 Non-sharing, Maintenance, and Deletion of Data. The Parties hereby declare that: (i) they will not share the data provided or entered on the Platform with third parties unless compelled by court order or Competent Authority; (ii) they will process the data in accordance with the best practices of information security, privacy, and data protection; and (iii) they will delete the data entered or shared within a period not exceeding 30 (thirty) days after the request from the respective Controller. Requests must be submitted to AXUR via help@axur.com.

7.9 Incidents. The Parties are obligated to promptly notify each other of any security incident involving Personal Data processed under this contractual relationship, in accordance with the current privacy and data protection laws. The notification must be made immediately upon becoming aware of the incident, within a maximum of 48 (forty-eight) hours. AXUR's communication channel is privacy@axur.com.

7.9.1 The party reporting the incident must provide detailed information, including a description of the event, identification of the categories and volumes of Personal Data affected, measures taken to contain, mitigate, and remediate the incident, potential impacts identified for the data subjects, and contact details of the person responsible for overseeing the case.

7.9.2 Both parties commit to cooperating with each other to investigate the causes and mitigate the impacts of the incident, as well as to take the necessary measures to ensure communication to the competent authorities and data subjects whenever applicable. Failure to comply with this obligation may result in liability for the non-compliant party, including the obligation to repair any damages caused by the lack or unjustified delay in communication.

7.10 Responsibility of the Parties. Each Party shall be solely and exclusively responsible for the processing it performs on its own, including by its USERS, employees, partners, third parties, and representatives.

7.10.1 In the event that one of the Parties is subjected to inspection and/or held accountable for violations and/or incidents arising from actions and/or omissions of another Party, the responsible party, which caused the violation and/or incident through fault and/or intent, must make every effort to hold the other parties harmless and must fully reimburse any costs and damages within a maximum of 5 (five) days after notification to that effect.

7.10.2 Controllers must indemnify the Processor for any claims, damages, and/or losses arising from the processing they perform with the personal data provided.

7.10.3 Controllers are responsible for ensuring that their USERS, employees, third parties, partners, and representatives are fully aware of data protection laws, the provisions of this Contract, and AXUR's Policies, as well as best practices for data protection and necessary care during the processing of personal data, and must be held accountable for the actions and omissions of these individuals.

7.10.4 The MSSP CUSTOMER and the PARTNERS are fully responsible for the use of personal data carried out in compliance with the data protection obligations agreed herein.

7.11 AXUR Policies. AXUR will process the USER's personal data in accordance with the Privacy Policy available at https://www.axur.com/en-us/privacy-policy/ and the Platform's Privacy Notice, available at https://www.axur.com/en-us/privacy-notice/. The USER, CUSTOMER, MSSP CUSTOMER and PARTNER hereby declare their consent and agreement with its content. The Platform's Privacy Policy, Terms of Use and Privacy Notice may be updated from time to time by AXUR and, should their content be materially altered, the contracting parties will be informed.

8. RESPONSIBILITIES AND WARRANTIES

8.1 The AXUR PLATFORM, including content, features, and information made available, is provided "as is" and "as available," without any warranty, whether express or implied, including warranties of merchantability, fitness for a particular purpose, ownership, or non-infringement, to the extent permitted by applicable law. The CUSTOMER, MSSP CUSTOMER, PARTNER, and USER fully assume the risks associated with using the PLATFORM and the decisions made based on the information generated by the AXUR PLATFORM.

8.1.1 With respect to the Cyber Threat Intel (CTI) module, the CUSTOMER, MSSP CUSTOMER, PARTNER, and USER expressly acknowledge that the content generated does not reflect AXUR’s institutional position, nor does it represent its opinions, political, religious, cultural, or any other convictions. The information made available is automatically collected from public sources, without any prior curation or editorial review by AXUR.

8.2 Without prejudice to the provisions of these Terms of Use, under no circumstances will AXUR be liable for losses and damages, loss of profits, or damages arising, directly or indirectly, from the use of applications and tools made available to the USER, caused to the USER or third parties. This includes, but is not limited to: (i) improper use of the AXUR PLATFORM; (ii) misuse of login and passwords; (iii) transmission of files that impair the functioning of the USER's equipment; (iv) interruptions in access to or use of the AXUR PLATFORM; (v) losses arising from improper use or unauthorized modification of AXUR's applications and files, such as customization or layout definition. AXUR is not responsible for: (i) acts or omissions attributable to the USER; (ii) damages arising from the USER's failure to comply with the obligations set forth in these Terms of Use; (iii) any damage caused by force majeure, unforeseen circumstances, or actions of third parties beyond AXUR's direct control.

8.3 The USER acknowledges that, due to the nature of the internet, AXUR does not guarantee uninterrupted or error-free access to the PLATFORM, failures, or factors beyond its control, such as force majeure or unforeseen circumstances. Unencrypted communications made by the USER may be accessed or altered by third parties, exempting AXUR from liability in such cases.

8.4 The USER shall indemnify AXUR, its partners, subsidiaries, directors, officers, collaborators, representatives and employees for any claim brought by other users or third parties, including attorneys' fees, arising out of their activities on the AXUR PLATFORM or their breach of these TERMS OF USE and other applicable AXUR policies, or the violation of any law or third party rights.

8.5 The CUSTOMER, MSSP CUSTOMER and PARTNERS undertakes, for themselves, users registered by them, or through third parties, not to engage in the following acts, in whole or in part, without AXUR's prior written consent:

(i) sell, sublicense, rent, lease, lend, gift, dispose of, assign, or otherwise transfer, in whole or in part, any Intellectual Property (as defined below) related to the AXUR PLATFORM and related rights;

(ii) reproduce, modify, adapt, translate, integrate with other programs or systems, either proprietary or third-party, offer as collateral or encumber, decompile, disassemble, reverse engineer, or create derivative works of the AXUR PLATFORM, the information accessed through the PLATFORM, or any Intellectual Property related to the AXUR PLATFORM and the associated rights without the prior written approval of AXUR.

8.6 The USER is expressly prohibited from using the AXUR PLATFORM to:

(i) disclose, transmit, or display information that is defamatory, invasive of privacy, abusive, threatening, prejudiced, obscene, immoral, or otherwise unlawful;

(ii) infringe on third-party rights, including patents, trademarks, copyrights, or other intellectual property rights;

(iii) disseminate viruses or malicious code that could compromise the functionality of equipment or systems;

(iv) interfere with, disrupt, or hinder other users' use of the PLATFORM;

(v) access or attempt to access unauthorized systems or networks connected to the PLATFORM;

(vi) violate applicable municipal, state, federal, or international laws or regulations.

8.7 The USER acknowledges that AXUR, in exercising its duties under these Terms of Use, may send extrajudicial notifications to third parties (Takedown requests). In execution of these activities, AXUR acts exclusively as a facilitator and intermediary and is not responsible for the content or consequences of these notifications. Any damage caused to third parties due to notifications requested by the USER or interactions carried out at the USER's request will be the sole and full responsibility of the CUSTOMER and/or MSSP CUSTOMER and/or the corresponding PARTNER.

8.8 When one of the contracted Solutions involves Takedown, the CUSTOMER, MSSP CUSTOMER, and PARTNER acknowledge that they will sign the Takedown Authorization Document (TAD) or an analogous document provided by AXUR, depending on its legitimacy, including for representing third parties. In cases involving PARTNERS and MSSP CUSTOMERS, both declare on their own behalf and that of their END CUSTOMERSthat they authorize AXUR to act on their behalf and execute this Solution with third parties. If the MSSP CUSTOMER acts in Takedown for its END CUSTOMERS, the documents will be issued in the name of the MSSP CUSTOMER and the END CUSTOMERS.

8.8.1 The TAD may be executed between: CUSTOMER and AXUR, MSSP END CUSTOMER and MSSP CUSTOMER, or PARTNER's END CUSTOMER and PARTNER.

8.8.2 The civil, criminal, or any other type of liability for any damage or consequence resulting will fall exclusively on the requester, who will indemnify AXUR against any responsibility in this regard.

9. INTELLECTUAL PROPERTY RIGHTS

9.1 In accordance with USA Laws, foreign Laws and especially Brazilian Law 9.609/98 (Computer Program Intellectual Property), Brazilian Law 9.610/98 (Copyright) and Brazilian Law 9.279/96 (Industrial Property), the USER agrees that the AXUR PLATFORM, as well as its website, works, texts, software, projects, applications, configurations, developments, and any customizations or other intangible assets, except for information originating from the USER itself, are the exclusive property of AXUR or third parties who have licensed them to AXUR. They are protected by applicable laws and international treaties, relating to copyright, intellectual property, and/or trade secrets. The USER is granted a non-exclusive and non-transferable license to use them.

9.2 The USER acknowledges and accepts that the AXUR PLATFORM, along with any product resulting from its use, including websites, works, texts, software, projects, applications, configurations, developments, customizations, or other intangible assets (collectively referred to as “Assets”), and any materials or documentation provided or disclosed under these TERMS OF USE, as well as any alterations, modifications, translations, corrections, improvements, updates, new versions, and derivative works, constitute AXUR's exclusive property (“Intellectual Property”)  and are protected by applicable laws and international treaties on intellectual property and other relevant legislation. The USER agrees to respect and ensure that all individuals and companies related to them also respect AXUR's Intellectual Property and proprietary rights. Under no circumstances shall the USER and/or individuals or entities related to them exercise or claim any ownership or rights over AXUR's Intellectual Property and/or proprietary rights.

9.3 The USER agrees to notify AXUR immediately and in writing about any unauthorized disclosure, possession, or use and/or violation of any Intellectual Property or other rights belonging to AXUR, other customers, or USERS that they become aware of. The USER undertakes, at AXUR's request, to cooperate with AXUR in any procedure that avoids and/or prevents any infringement of AXUR's and/or suppliers' rights.

9.4 In the event of a violation of AXUR's Intellectual Property rights by the USER, compensation for damages will be owed to AXUR, in addition to any applicable legal actions under the civil, copyright, and criminal laws in effect.

10. CONFIDENTIALITY 

10.1 The Parties acknowledge and agree that all information provided or obtained during the term of these Terms of Use and/or contractual relationship, including but not limited to commercial data, strategies, plans, technologies, know-how, and any other data or information related to the AXUR PLATFORM and this instrument ("Confidential Information"), is strictly confidential and will be considered the exclusive property of the Disclosing Party. The Parties agree to maintain the confidential Information in secrecy and not disclose such information to third parties without the prior written consent of the Disclosing Party, except to the extent that such disclosure is necessary to fulfill obligations under these TERMS OF USE or required by law. This confidentiality obligation will remain in effect even after the termination of these TERMS OF USE.

11. TERM OF DURATION

11.1 These TERMS OF USE shall commence upon the USER's use of the AXUR PLATFORM and shall remain in effect for an indefinite period, unless contractually terminated.

11.2 AXUR may amend these TERMS OF USE at any time to enhance and improve the services it provides. The new terms and conditions will take effect upon AXUR's communication to the USER and the USER's acceptance of the new TERMS OF USE electronically on the AXUR PLATFORM.

11.2.1 The use of the AXUR PLATFORM is conditioned upon the full acceptance of these Terms of Use. Should the USER disagree with any provision herein, they must not access or use the AXUR PLATFORM.

11.2.2 The latest published version of the Terms of Use is the one that will govern the relationship between AXUR and the USER via the AXUR PLATFORM. The mere use of the AXUR PLATFORM after any update/modification of these TERMS OF USE constitutes acceptance of and agreement with the most recent version.

11.3 The USER acknowledges and agrees that, even after the termination of these TERMS OF USE and/or the contractual relationship, they will remain bound to their obligations, including but not limited to confidentiality, intellectual property, liability limitation, and personal data protection clauses as set forth in this document.

11.4 The USER understands and agrees that continued use of the AXUR PLATFORM after the termination of any agreements between the Parties and/or this instrument constitutes ongoing acceptance and binding adherence to the TERMS OF USE established herein, subjecting them to the same obligations and responsibilities.

12. GENERAL PROVISIONS AND DISPUTE RESOLUTION

12.1 These TERMS OF USE and their obligations are established unconditionally, irrevocably, and irreversibly, binding the respective Parties, their heirs, and successors in any capacity.

12.2 In the event of any claim or controversy arising from these TERMS OF USE, related to them, or resulting from their violation, the Parties shall make their best efforts to resolve the matter amicably. To this end, the Parties shall negotiate to reach a fair and satisfactory solution.

12.3 If the Parties fail to reach an agreement, they hereby elect the Venue of the Judicial Courts of Delaware - United States of America, as the only court to resolve the issues arising from these TERMS OF USE, waiving any other, however privileged it may be.

12.4 These Terms of Use prevail over any previous, current, or future contracts, agreements, or understandings that conflict with their provisions. In case of discrepancies between the terms provided herein and any prior, current, or future contract or agreement, the provisions of these Terms of Use shall apply with precedence.

13. CONTACT

13.1 If you, as a USER, have any questions about how AXUR uses your data and your rights as a data subject, please access our Privacy Policy or contact our Data Protection Officer at privacy@axur.com.

Last modified on August 04, 2025

The previous version can be accessed at https://discover.axur.com/en-us/terms-of-use-27-05-25