Updated June 17, 2025
Inpla Inc. ("Inpla") grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services solely for its internal business purposes, provided that Customer remains current on all fees and complies with this Agreement.
Customer shall not (i) resell or distribute the Services, (ii) decompile or reverse-engineer the software, (iii) use the Services for unauthorized purposes or to compete with Inpla, or (iv) circumvent any security or usage restrictions.
Customer is responsible for obtaining all necessary consents to process Customer Data and ensuring such data complies with all applicable laws, including data protection regulations.
Customer must manage and safeguard the confidentiality of access credentials for its Authorized Users and promptly notify Inpla of any actual or suspected unauthorized use.
Customer agrees to use the Services in compliance with all applicable laws and not for any unlawful activities or in any manner that could compromise platform security.
Inpla provides standard email support during business hours and access to an online knowledge base for all subscription plans.
Inpla guarantees 99.5% monthly availability of the Services, excluding scheduled maintenance windows.
Customer retains all rights, title, and interest in its Customer Data; Inpla will use such data solely to provide, improve, and secure the Services.
Each party agrees to protect the other's Confidential Information with at least the same degree of care it uses to protect its own sensitive information.
All rights, title, and interest in the Services, software, and documentation—including all enhancements and derivative works—are and shall remain the exclusive property of Inpla and its licensors. No rights are granted to the Customer except as expressly set forth herein.
Inpla warrants that the Services will operate substantially in accordance with the applicable documentation. Except for this limited warranty, the Services are provided "AS IS" without any other warranty, express or implied, including warranties of merchantability or fitness for a particular purpose.
In no event shall Inpla's total liability under or in connection with this Agreement exceed the total fees paid by the Customer during the twelve (12) months immediately preceding the claim. In no event shall Inpla be liable for any indirect, incidental, special, or consequential damages.
The Customer will defend, indemnify, and hold Inpla harmless against any third-party claims arising out of Customer's misuse of the Services or breach of this Agreement. Inpla will defend and indemnify the Customer against any claim that the Services infringe a third party's intellectual property rights.
This Agreement becomes effective upon the Customer's electronic acceptance and continues until all subscriptions expire or the Agreement is terminated as provided herein.
Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within thirty (30) days after written notice. Upon termination, Customer's access to the Services will end, and Inpla will delete Customer Data in accordance with its data retention policy.
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, USA. Any dispute arising under this Agreement will be resolved by binding arbitration.
Inpla may update these Terms of Service upon thirty (30) days' prior notice via email or portal announcement. Continued use of the Services after the effective date of any changes constitutes acceptance of those changes.
The parties are independent contractors. Customer may not assign or delegate its rights or obligations under this Agreement without Inpla's prior written consent, except to an affiliate or in connection with a merger or sale of substantially all of its assets.
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