Terms of Service

Tasdemir LLC (“XenChats”, “we”, “us”, “our”) — 243 Harmony Lake Drive, Canton, GA 30115, USA — info@xenworker.com

PLEASE READ THESE TERMS CAREFULLY. THEY CONTAIN A BINDING ARBITRATION CLAUSE AND A CLASS ACTION WAIVER (SECTION 21), A NO-REFUND POLICY (SECTION 7), AN AUTOMATIC RENEWAL AUTHORIZATION (SECTION 5), DISCLAIMERS OF WARRANTY (SECTION 16) AND LIMITATIONS OF OUR LIABILITY (SECTION 17). THEY AFFECT YOUR LEGAL RIGHTS.

1. Acceptance — Electronic Binding Agreement

1.1 This is a binding legal contract. These Terms of Service (“Terms”) govern your access to and use of XenChats: the agent app, the chat widget and chat page, tickets, the e-mail and text-message channels, the AI features, reports, automation, the API, webhooks and MCP server, the apps and integrations, the XenChats website and related services (together, the “Service”). By creating an account, starting a free trial, starting a paid subscription, or otherwise using the Service, you (“Customer”, “you”) agree to these Terms in their entirety, together with the Privacy Policy, the Refund Policy and the Data Processing Addendum in Annex A, all of which are part of these Terms.

1.2 Electronic acceptance and records. Your electronic acceptance, including clicking a button or checking a box, is a legally binding electronic signature under the Electronic Signatures in Global and National Commerce Act (15 U.S.C. ch. 96) and the Georgia Uniform Electronic Transactions Act (O.C.G.A. § 10-12-1 et seq.), with the same force as a handwritten signature. We may keep a record of your acceptance (your e-mail address, the version of these Terms, your IP address, browser identifier and the time), and you agree that this record may be used as evidence of your acceptance.

1.3 Consent to electronic communications. You consent to receive all notices, disclosures, invoices, receipts, renewal reminders and other communications about the Service electronically, by e-mail to the address of your account or by a notice in the Service. You may withdraw this consent by e-mail to info@xenworker.com; because the Service cannot be provided without electronic communications, we may then end your subscription. You may ask for a paper copy of these Terms by e-mail.

1.4 Business use only. The Service is a business tool offered to businesses, professionals and organizations. You represent that you use it for business or professional purposes and not for personal, family or household purposes, that you are at least 18 years old and able to enter into a contract, and that you are not barred from receiving services under the laws of the United States (including sanctions and export-control laws) or any other applicable jurisdiction.

1.5 Authority. If you accept on behalf of a company or other organization, you represent that you have authority to bind it, and “you” includes that organization.

1.6 If you do not agree to every part of these Terms, do not create an account, do not start a trial or subscription, and do not use the Service.

2. The Service — a Hosted Subscription

2.1 XenChats is a hosted live chat, AI agent and help desk service. Your company adds the chat widget to its websites or shares its chat page, and your team answers chats, e-mails and text messages and works on tickets in the agent app in a web browser (which can also be installed as an app on computers and phones). The Service runs on infrastructure we operate with a cloud infrastructure provider.

2.2 Nothing is delivered to you. You do not receive, download or own any source code, database or software. You receive a right to use a hosted service for the term of your subscription. The Service is not a sale of goods, and the Uniform Commercial Code does not apply to it.

2.3 Company accounts and users. A subscription belongs to one company account (“Account”). The person who creates the Account is its owner; the owner and the Account’s admins can invite teammates and choose their roles. Each person who signs in to the agent app to answer chats or tickets is a user and needs a seat on your plan. Every user must have their own sign-in; sign-ins may not be shared.

2.4 Features change. We may add, change, replace or remove features, limits, integrations and supported third-party services at any time. Our website, plan descriptions, screenshots, demos, help articles, chat answers and support statements describe the Service as it is at that time; they are not promises that a feature will exist, remain or work in a particular way in the future. Where a change materially reduces the core function of your subscription we will give reasonable notice, and your remedy is to cancel under Section 8.

2.5 Beta and labelled features. Features labelled beta, preview, experimental or similar are offered for evaluation, may be withdrawn at any time, and are excluded from every warranty and commitment in these Terms.

2.6 Providers. We use subcontractors and third-party providers to run the Service (cloud hosting, database and file storage, network delivery and security, payment processing, e-mail delivery). Those providers may change their services or terms; we are not liable for their acts, omissions or outages. Services that your company connects itself are covered by Section 13.

3. Your Account and Your Responsibilities

3.1 You must give and keep accurate, complete and current account and billing information.

3.2 Credentials. You are responsible for keeping your passwords, two-step sign-in codes, API tokens and the keys and passwords you enter for connected services confidential, for every person you invite to your Account and the role you give them, and for all activity under your Account, whether or not you authorized it. Use a strong, unique password; you may turn on two-step sign-in and limit sign-in to approved IP addresses. Tell us at once at info@xenworker.com if you suspect unauthorized access. We are not liable for loss or damage caused by your failure to protect your credentials.

3.3 Your conversations are yours. You are solely responsible for everything your team and your AI agent write, send or show through the Service, including chat and e-mail replies, text messages, greetings and campaigns, forms, canned responses, products and offers, files, knowledge sources, AI skills and instructions, workflows, and the systems your skills, workflows and webhooks call.

3.4 Laws that apply to your business. You are solely responsible for your own compliance with every law that applies to your business, your websites and your use of the Service, including: (a) telling the visitors of your websites and your customers, in your own privacy notice, that you use a chat service that records their conversations and visits (pages viewed, IP address, approximate location, browser, device and a device identifier), that your team can see what they type before they send it, and that answers may come from an AI agent, and obtaining any consent the law requires before the chat widget starts (the widget can be set to start only after consent); (b) the CAN-SPAM Act, the Telephone Consumer Protection Act and similar laws for the e-mails, text messages and campaigns you send; (c) laws on recording or monitoring communications; (d) consumer-protection, advertising, pricing and refund laws for what you sell; (e) website accessibility requirements; (f) rules of your profession or sector; and (g) the rights of others in the material you send or publish.

3.5 Sensitive data. The Service is not designed for, and we do not act as a “business associate” under HIPAA for, protected health information. You must not use the Service to collect or store protected health information, payment card numbers, bank account numbers, government identification numbers, passwords or other highly sensitive personal data. The Service hides card numbers it recognizes in chat messages before storing them, but this is a safeguard, not a guarantee. If you collect such data in breach of this Section, you do so at your sole risk and indemnify us under Section 18.

3.6 Your own copies. You are responsible for keeping your own copies of the data you need. The agent app lets you export chats, customer lists and reports, and download everything about one customer. We do not offer a backup service for your data (Section 12.4).

3.7 No sharing or resale. You may not share, transfer, sublicense or resell your subscription or access to your Account without our prior written consent.

4. Your Websites, Channels and Connected Services

4.1 Websites. You may install the chat widget only on websites and apps you own or are authorized to operate. You can limit the websites the widget runs on in the trusted-domains setting.

4.2 E-mail. E-mails the Service sends for your company (for example ticket replies, chat transcripts, invitations and report e-mails) go out through the mail server your company connects in Settings, and e-mails become tickets from the mailbox your company connects. Your mail provider’s terms apply to them. We do not guarantee that any e-mail is delivered, received or read.

4.3 Text messages. Text messages are sent and received through your own Twilio account. Twilio’s terms and fees apply, and you are responsible for having your customers’ consent to text them.

4.4 Apps, webhooks and API access. When your company connects an app (for example Slack, HubSpot, Mailchimp or Segment), adds a webhook, creates an API token or connects an AI assistant through the MCP server, the Service sends that service the data the connection needs, on your instruction (Section 13).

5. Free Trial, Subscription, Billing and Automatic Renewal

NOTICE: A PAID SUBSCRIPTION RENEWS AUTOMATICALLY AT THE END OF EACH BILLING PERIOD AND YOUR PAYMENT METHOD IS CHARGED AUTOMATICALLY UNTIL YOU CANCEL. YOU MAY CANCEL AT ANY TIME FROM SETTINGS › BILLING IN THE APP OR BY E-MAIL (SECTION 8).

5.1 Plans and prices. Plans are priced per user (seat) per month, billed annually or monthly:

The features and limits of each plan are those shown on our pricing page when you subscribe. Fees depend on your plan, your billing period and the number of users on your Account; when you add or remove users or change plans, your fees change accordingly from the time the change takes effect.

5.2 Free trial. Each new Account starts with a free trial of 3 days. The trial is for evaluating the Service. When the trial ends, continued use of the Service requires a paid subscription; if no paid subscription starts, we may pause the Account, and its data is kept as described in Section 8.4. We offer one free trial per company and may refuse or end a trial we reasonably believe abuses this offer.

5.3 Automatic renewal. Unless you cancel before the end of the current billing period, your subscription renews automatically for another period of the same length at the then-current price, without further action by you. By starting a paid subscription you expressly authorize Tasdemir LLC and its payment processor, Stripe, to charge your payment method on a recurring basis. Where the law requires it, we will remind you before an annual renewal.

5.4 When you are charged. Your payment method is charged at the start of each paid billing period. All charges are in US dollars. Prices exclude taxes (Section 6).

5.5 Price changes. We may change prices on at least 30 days’ notice by e-mail. The new price applies from your next renewal after the notice period; if you do not wish to pay it, cancel before that renewal.

5.6 Payment processor. Payments are made by card and processed by Stripe (stripe.com). By giving your payment details you agree to Stripe’s terms. Your card details are entered with Stripe; we do not receive or store your full card number.

5.7 Failed payments. If a charge fails we will try to tell you by e-mail and may retry it. If the amount due is not paid within 7 days we may suspend your Account until it is paid, and we may end the subscription if it remains unpaid for 30 days.

5.8 Enterprise. Enterprise subscriptions are priced and described in a written offer. Where that offer conflicts with these Terms, the offer prevails for what it covers.

6. Fees and Taxes

6.1 All prices are in US dollars and exclude taxes. You are responsible for all federal, state, local and foreign taxes, levies and duties arising from your purchase or use of the Service, other than taxes on our net income. Where the law requires us to collect a tax, we add it to your charge.

6.2 You agree to give us any tax identification or exemption information we reasonably request.

7. No Refunds — All Sales Final

7.1 All charges are final and non-refundable once processed, whether for a first payment, a renewal, added users, unused time after cancellation, a partial period, or a renewal you did not cancel in advance. There are no prorated refunds and no credits.

7.2 Dissatisfaction is not a refund ground. Because you can try the Service free for 3 days before you pay, and because features may change (Section 2.4), dissatisfaction with a feature, a change to the Service, or the results you obtain is not a ground for a refund. Your remedy is to cancel under Section 8.

7.3 Mandatory law. Nothing in this Section limits a right to a refund that applicable law grants and that cannot be waived by contract; where such a law applies, we honor it.

7.4 Chargebacks and payment disputes. You agree to contact us at info@xenworker.com and give us 10 business days to resolve a billing question before disputing a charge with your bank or card issuer. If a chargeback or payment dispute is opened: (a) the subscription covered by the disputed payment may be suspended while the dispute is open; (b) if the dispute is resolved in our favor, the subscription is reinstated; (c) if it is resolved against us, the subscription ends, the disputed amount and any dispute fee charged to us become due from you, and we may refuse future service; and (d) we may report fraudulent disputes to the payment processor and the authorities. You agree that the records of your account, your subscription and your acceptance of these Terms may be given to the card issuer as evidence.

BY STARTING A PAID SUBSCRIPTION YOU ACKNOWLEDGE AND ACCEPT THIS NO-REFUND POLICY.

8. Cancellation, Suspension, Export and Deletion

8.1 Cancel any time. You may cancel your subscription at any time, without a fee, from Settings › Billing in the app, or by e-mail to info@xenworker.com from the e-mail address of the Account owner, naming the Account. A cancellation takes effect at the end of the current paid period; we aim to confirm an e-mail cancellation within 2 business days, and it takes effect at the end of the paid period regardless of when we confirm it.

8.2 Effect of cancellation. Your subscription stops renewing and you are not charged again. You keep the Service until the end of the period you have paid for. No refund is given for the rest of that period.

8.3 Suspension. When the paid period (or the free trial) ends without a paid subscription, we may pause the Account; your team may then lose access to the agent app, and the chat widget may stop taking chats on your websites. We may also suspend the Account under Sections 5.7, 7.4, 11 and 19.

8.4 Retention, export and deletion. We keep the data of a paused Account for at least 30 days. During that time you may start a new subscription to use it again, or ask us by e-mail for an export of your chats, tickets and customer records in the formats the Service offers. After that time, or earlier on your written request, we may permanently delete the Account and its data. Permanent deletion cannot be undone. We may keep billing records and records of your acceptance of these Terms for as long as the law requires.

8.5 Data you delete. Data your team deletes, and data removed by the data-retention setting your company chooses, is deleted from the Service and cannot be restored by us.

9. Customer Content and License

9.1 Your ownership. You keep ownership of the content and data you and your customers put into the Service: chats, messages, e-mails, text messages, files, tickets, customer records, notes, knowledge sources, canned responses and settings (“Customer Content”). We claim no ownership of it.

9.2 License to us. You grant Tasdemir LLC a non-exclusive, worldwide, royalty-free license to store, copy, process, transmit, display, translate and summarize Customer Content as needed to provide, secure and maintain the Service, to send it to the services your Account connects, to comply with law and to enforce these Terms. The license lasts while the content is in the Service and for the retention periods in Section 8.4.

9.3 Your representations. You represent and warrant that you have all rights and consents needed to put Customer Content into the Service and to have it processed as these Terms describe, and that it does not infringe or violate any law or any right of a third party.

9.4 Removal. We may remove or disable any Customer Content we reasonably believe violates these Terms, infringes rights, exposes us to liability or harms the Service, with or without notice and without liability to you.

9.5 Feedback. We may use suggestions, ideas and feedback you give us freely and without obligation to you.

9.6 Publicity. You permit us to name your company and show its logo as a customer of XenChats; you may withdraw this permission at any time by e-mail to info@xenworker.com.

10. Our Intellectual Property

10.1 The Service, including its software, the agent app, the chat widget, designs, AI prompts, documentation and all improvements, is and remains the exclusive property of Tasdemir LLC and its licensors, protected by copyright, trade-secret and other laws.

10.2 Your subscription gives you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to use the Service for your business during your subscription, as these Terms describe. No other right is granted.

10.3 You may not copy, scrape, reverse-engineer, decompile, modify, create derivative works of, frame, mirror or distribute any part of the Service, or use it to build a competing product. Because a breach of this Section causes harm that money cannot fully repair, we are entitled to injunctive relief in addition to every other remedy, without posting a bond.

10.4 The Service includes third-party components (for example fonts, icons and software libraries) under their own licenses, which you agree to respect.

11. Acceptable Use

You agree not to use the Service to: send spam or unsolicited commercial messages, or messages that violate the CAN-SPAM Act, the Telephone Consumer Protection Act or similar laws; send or publish content that is unlawful, defamatory, obscene, harassing, fraudulent, deceptive, threatening or hateful, or that infringes anyone’s rights; impersonate any person or organization; set up the AI agent to deny that it is automated when a person sincerely asks, or to mislead people in a way the law forbids; track visitors or collect personal data without the notices and consents the law requires, or in breach of Section 3.5; sell or promote illegal goods or services; distribute malware; gain or try to gain unauthorized access to any system, account or data; probe, scan or test the Service’s security without our written consent; interfere with, overload or degrade the Service or the experience of other customers; access the Service by automated means other than the API, webhooks and MCP server we provide, within their limits; resell, sublicense or share the Service; or use the Service to build or benchmark a competing product. We may investigate suspected violations, remove content, limit, suspend or end your Account without notice or refund where we reasonably believe a violation has occurred, and cooperate with law enforcement and rights-holders.

12. Availability, Security and Data Loss — What We Do and Do Not Promise

12.1 No service-level guarantee. We aim for high availability, but we do not guarantee that the Service, the chat widget, the agent app or any channel will be available at any particular time or for any particular percentage of time. These Terms contain no service-level agreement, no uptime commitment and no service credit, unless an Enterprise offer agreed in writing says otherwise. Outages, slowdowns, maintenance, attacks and failures of the internet or of our providers may happen without notice.

12.2 Missed conversations. You must not rely on the Service as the only way your customers can reach you for anything business-critical. We are not liable for any chat, message, e-mail, text message, lead, sale or opportunity that is missed, delayed or lost while the Service or any part of it is unavailable, slow or not working as expected, for whatever reason.

12.3 Security. We apply commercially reasonable technical and organizational measures, including encrypted connections, passwords stored only as salted scrypt hashes, sign-in sessions in cookies that page scripts cannot read, optional two-step sign-in, optional limits on the IP addresses your team can sign in from, an audit log of changes, API tokens stored only as hashes, and keys and passwords for connected services that are kept on the server and never sent back to a browser. No system is secure against every attack. We do not warrant that the Service is free of vulnerabilities or that unauthorized access will not occur. You are responsible for the security of your own credentials, devices, networks, websites and connected accounts. If we become aware of a security incident affecting your data, we will notify you as the law requires.

12.4 No backup service. We do not offer a backup service for your data and do not promise that data that is lost, deleted or damaged can be recovered. Your protection against data loss is your own export (Section 3.6).

12.5 Sole remedy. Your sole and exclusive remedy for any unavailability, defect, security incident, data loss or dissatisfaction with the Service is to cancel under Section 8, subject to Section 17.

13. Connected Services and Third-Party Dependencies

13.1 Services you connect. Some features work only with a service your company connects with its own account, key or password: the AI model provider that runs the AI features (Section 14), Twilio for text messages, your mail server and mailbox, Slack, HubSpot, Mailchimp, Segment, webhooks, API tokens and AI assistants connected through the MCP server. Your relationship with each of those services, its fees, its terms and its handling of the data it receives are solely between you and that service. The Service sends it the data the connection needs, on your instruction.

13.2 Changes by third parties. Third-party services may change, limit, charge for or withdraw access at any time. A feature that stops working, wholly or partly, because a third party changed is not a defect in the Service, not a breach of these Terms and not a ground for a refund.

13.3 Your own setup. Skills, workflows, webhooks, API calls and the code that adds the widget to your websites run as you set them up and at your own risk; we are not obliged to support or repair their effects.

13.4 Discontinuation. We may discontinue a feature or an integration on reasonable notice.

14. AI Features

14.1 The Service includes features that use artificial-intelligence models of third-party AI model providers: the AI agent that answers your customers, the copilot, reply suggestions, text edits, translations, summaries, ticket triage, product suggestions and personal welcome messages. When your company turns these features on, the text a feature needs (for example chat and ticket messages, the knowledge you add, pictures customers send, and the title and address of the page a visitor is on) is sent to the AI model provider that runs the feature, which is the provider your company selects in Settings, using the API key your company supplies. Without a key, the AI agent runs in a demo mode that matches your knowledge sources without sending anything to an AI model provider.

14.2 AI output may be inaccurate, incomplete, out of date or inappropriate. You are responsible for what the AI agent tells your customers, for the knowledge, skills and instructions you give it, for choosing when it hands a chat to a person, and for reviewing AI suggestions before your team sends them. We do not warrant the accuracy, legality or fitness of any AI output and are not liable for any decision, statement or loss based on it. AI models and providers may change or become unavailable at any time.

14.3 You must tell your customers that they may be talking to an AI agent wherever the law requires it, you must not use AI features in breach of Section 11, and you must not put into them any data restricted by Section 3.5.

15. No Professional Advice; No Guarantee of Results

15.1 Help articles, templates, sample texts and support answers are offered for convenience only and are not legal, tax, financial or other professional advice.

15.2 We make no promise about chats, leads, sales, revenue, response times, savings or any other business outcome from using the Service.

16. Warranty Disclaimer

THE SERVICE, EVERY FEATURE, INTEGRATION AND AI OUTPUT, AND ALL SUPPORT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, TASDEMIR LLC DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY AND QUIET ENJOYMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT DATA WILL NOT BE LOST, OR THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THE REQUIREMENTS OF ANY LAW THAT APPLIES TO YOUR BUSINESS. NO STATEMENT ON OUR WEBSITE, IN A DEMO, IN MARKETING, IN A CHAT OR BY OUR STAFF CREATES A WARRANTY OR CHANGES THESE TERMS.

17. Limitation of Liability

17.1 EXCLUDED DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, TASDEMIR LLC AND ITS MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS AND PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SALES, BUSINESS, GOODWILL, DATA, CONTENT OR OPPORTUNITY, OR FOR THE COST OF SUBSTITUTE SERVICES, OR FOR ANY DAMAGES ARISING FROM UNAVAILABILITY, DOWNTIME, SLOWNESS, DEFECTS, SECURITY INCIDENTS, UNAUTHORIZED ACCESS, DATA LOSS OR CORRUPTION, THIRD-PARTY SERVICES, AI OUTPUT OR CHANGES TO THE SERVICE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17.2 CAP. OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE LESSER OF (A) THE FEES YOU ACTUALLY PAID TO TASDEMIR LLC FOR THE SERVICE IN THE THREE (3) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, AND (B) ONE HUNDRED US DOLLARS ($100); WHERE THE LAW DOES NOT PERMIT A CAP THIS LOW, THE CAP IS THE FEES PAID IN THE TWELVE (12) MONTHS BEFORE THAT EVENT.

17.3 BASIS OF THE BARGAIN. THE FEES REFLECT THIS ALLOCATION OF RISK. THESE LIMITATIONS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND TO THE FULLEST EXTENT PERMITTED IN EACH JURISDICTION.

17.4 Time to bring claims. Any claim arising out of or relating to these Terms or the Service must be brought within one (1) year after it arises, or it is permanently barred, to the fullest extent permitted by law.

18. Indemnification

You will defend, indemnify and hold harmless Tasdemir LLC and its members, officers, employees, contractors, agents, licensors and providers from and against all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Customer Content and anything your team or your AI agent sends or shows through the Service; (b) your business, your products and services, and your dealings with your customers and website visitors; (c) your breach of these Terms, of any law or of any right of a third party; (d) any claim that your use of the Service violates privacy, consumer-protection, advertising, messaging, recording or sector rules; (e) data collected in breach of Section 3.5; (f) the services you connect, your skills, workflows, webhooks and API use; and (g) any use of your Account, whether or not you authorized it. We may take over the defense of any such matter at your expense, and you will cooperate with us. You may not settle a claim that imposes an obligation on us without our written consent.

19. Term, Termination and Survival

19.1 These Terms start when you first accept them or use the Service and continue until your Account has ended and its data has been exported or deleted under Section 8.

19.2 We may suspend or end your subscription and these Terms, without refund, if you breach these Terms and (where the breach can be fixed) do not fix it within 7 days of our notice; breaches of Sections 3.5, 10 or 11 may lead to immediate suspension or termination without a cure period. We may also end the Service for convenience on 30 days’ notice, in which case we refund the unused part of any prepaid period as your sole remedy.

19.3 Termination does not release you from amounts owed before it. Sections 1.2, 1.3, 2.2, 3, 6, 7, 8.4, 9, 10, 12, 13.1, 14, 15, 16, 17, 18, 19.3, 21, 22 and Annex A survive termination.

20. Copyright Complaints (DMCA)

If you believe material made available through the Service infringes your copyright, send a notice meeting the requirements of 17 U.S.C. § 512(c)(3) to our designated agent at info@xenworker.com (subject “DMCA Notice”) or by mail to Tasdemir LLC, 243 Harmony Lake Drive, Canton, GA 30115, USA. We will remove or disable access to the material and notify the customer, who may send a counter-notice under 17 U.S.C. § 512(g). We terminate repeat infringers. Removal of material under this Section is not a breach of these Terms.

21. Governing Law, Binding Arbitration, Class Action Waiver

21.1 Governing law. These Terms and every dispute arising out of or relating to them or the Service are governed by the laws of the State of Georgia, USA, and applicable federal law (including the Federal Arbitration Act), without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

21.2 Informal resolution first. Before starting arbitration or any other proceeding, the party with a dispute must send the other a written notice describing the dispute and the relief sought (to us: info@xenworker.com; to you: the e-mail address of your Account). The parties will try in good faith to resolve the dispute for 60 days after the notice. Any limitation period is paused during this time.

21.3 BINDING ARBITRATION. ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICE OR THE RELATIONSHIP BETWEEN YOU AND TASDEMIR LLC, INCLUDING ITS FORMATION, VALIDITY, INTERPRETATION, PERFORMANCE, BREACH OR TERMINATION, THAT IS NOT RESOLVED UNDER SECTION 21.2 SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION UNDER ITS COMMERCIAL ARBITRATION RULES, BEFORE A SINGLE ARBITRATOR, IN ATLANTA, GEORGIA, IN ENGLISH. THE ARBITRATOR, AND NOT ANY COURT, DECIDES ALL QUESTIONS OF ARBITRABILITY. THE ARBITRATOR MAY AWARD ONLY RELIEF AVAILABLE UNDER THESE TERMS AND APPLICABLE LAW, AND ONLY TO THE INDIVIDUAL PARTY SEEKING IT. JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT OF COMPETENT JURISDICTION. Each party bears its own attorneys’ fees and costs, except that the arbitrator may award fees and costs to the prevailing party where the law or these Terms permit. Claims within the jurisdiction of a small-claims court may instead be brought in the small-claims court of Cherokee County, Georgia.

21.4 CLASS ACTION AND JURY TRIAL WAIVER. YOU AND TASDEMIR LLC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE PROCEEDING. IF THIS WAIVER IS FOUND UNENFORCEABLE FOR A PARTICULAR CLAIM, THAT CLAIM SHALL PROCEED IN COURT UNDER SECTION 21.6 AND NOT IN ARBITRATION. TO THE EXTENT ANY DISPUTE PROCEEDS IN COURT, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY.

21.5 Opt-out. You may opt out of Sections 21.3 and 21.4 by e-mail to info@xenworker.com within 30 days after you first accept these Terms, giving the e-mail address of your Account and saying that you opt out of arbitration. Opting out does not affect any other part of these Terms.

21.6 Courts; injunctive relief. For any matter not subject to arbitration, the state and federal courts located in Fulton County, Georgia, USA have exclusive jurisdiction and venue, and each party consents to personal jurisdiction there. Either party may seek temporary injunctive relief in those courts to protect intellectual property or confidential information.

21.7 Attorneys’ fees. In any action to enforce these Terms, the prevailing party is entitled to recover its reasonable attorneys’ fees and costs, to the fullest extent permitted by law.

22. General Provisions

22.1 Changes to these Terms. We may update these Terms from time to time. For material changes we will give at least 14 days’ notice by e-mail or by a notice in the Service. Continued use of the Service after the effective date is your acceptance of the updated Terms; if you do not agree, cancel before that date.

22.2 Entire agreement. These Terms, with the documents named in Section 1.1 and any Enterprise offer agreed in writing, are the entire agreement between you and Tasdemir LLC about the Service and replace all prior proposals, statements and agreements about it.

22.3 Order of precedence. If these Terms conflict with another document, these Terms prevail, except that an Enterprise offer prevails as described in Section 5.8 and Annex A prevails for the processing of personal data on your behalf.

22.4 Severability; interpretation. If a provision is held invalid or unenforceable, it is enforced to the maximum extent permissible and the rest remains in effect. Headings are for convenience only. “Including” means “including without limitation”. These Terms will not be construed against the party that drafted them.

22.5 Waiver. A failure or delay in enforcing a provision is not a waiver of it.

22.6 Assignment. You may not assign or transfer these Terms or your Account without our written consent. We may assign these Terms freely, including to an affiliate or a successor in a merger, acquisition or sale of assets.

22.7 Force majeure. We are not liable for any failure or delay caused by events beyond our reasonable control, including natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, government action, failures of the internet, power or telecommunications, cyber-attacks, and failures or changes of third-party providers.

22.8 Independent parties; no third-party beneficiaries. The parties are independent contractors. Except for the indemnified persons in Section 18, no third party has any right under these Terms.

22.9 Export and sanctions. You represent that you are not located in, and will not use the Service from or for the benefit of, a country or person subject to US sanctions or embargo, and that you are not on any US government restricted-party list.

22.10 Notices. Notices to you are sent to the e-mail address of your Account and are effective when sent. Notices to us must be sent to info@xenworker.com and, for legal process, by mail to Tasdemir LLC, 243 Harmony Lake Drive, Canton, GA 30115, USA.

22.11 Language. These Terms are written in English. Any translation is for convenience only; the English text governs.

23. Contact

Tasdemir LLC — 243 Harmony Lake Drive, Canton, GA 30115, USA — info@xenworker.com

Annex A — Data Processing Addendum

A.1 Roles. “Customer Data” means the personal data the Service processes for you: the visitors of your websites and chat page, your customers and contacts, and the members of your team, including chats and messages, e-mails and text messages, files, tickets, contact details and notes, form answers and ratings, and visitor details such as IP address, approximate location, browser, operating system, device, a device identifier, pages viewed and the page a visitor came from. For Customer Data you are the controller (or “business”) and Tasdemir LLC is your processor (or “service provider”), acting on your documented instructions, which are these Terms and your use and configuration of the Service. For our own relationship with you (your Account, billing and support) we are an independent controller under our Privacy Policy.

A.2 Your obligations. You are responsible for the lawfulness of Customer Data, for having a lawful basis, giving the notices and obtaining the consents the law requires (Section 3.4), for answering the requests of the people the data is about, and for configuring the Service (for example when the widget starts, data retention, file sharing and which services you connect) appropriately. You must not instruct us to process data in a way that violates the law.

A.3 Our obligations. We process Customer Data only to provide, secure and maintain the Service, to comply with law, and as you instruct through the Service. We do not sell it, use it for our own marketing, or combine it with the data of other customers. We keep it confidential, restrict access to the personnel and providers who need it, and apply the security measures described in Section 12.3. The Service lets you download or delete everything about one person; where that is not enough, we will reasonably help you answer requests from the people the data is about. We will notify you without undue delay after becoming aware of a personal-data breach affecting Customer Data.

A.4 Sub-processors. You authorize the categories of sub-processors we use to run the Service: our cloud infrastructure provider (hosting, database, file storage, network delivery and security) and, for our own account and billing e-mails, an e-mail delivery provider. The current list of named sub-processors is available on written request. If you object to a new sub-processor on reasonable data-protection grounds and we cannot accommodate you, you may cancel under Section 8. Services your company connects itself (Section 13), including the AI model provider of your choice, receive Customer Data on your instruction under your own agreement with them; they are not our sub-processors.

A.5 International transfers. Customer Data is processed in the United States and in other countries where our infrastructure provider operates. Where a transfer mechanism is required by law, the parties agree to the standard contractual clauses or other mechanism that applies, incorporated by reference.

A.6 Retention, deletion and return. Customer Data is kept until you or your data-retention setting delete it, and after your Account ends it is kept, exportable and deleted as set out in Section 8.4.

A.7 Information. On written request, no more than once a year, we will give you reasonable written information about our security measures sufficient to show compliance with this Annex. On-site audits are not offered.

A.8 Liability. Our liability under this Annex is subject to Section 17.