Terms of Service

1. Agreement to terms

These Terms of Service ("Terms") form a binding agreement between you ("you", "Customer", or "User") and Nextcore Technology Inc., a corporation organized under the laws of the Republic of the Philippines ("Nextcore", "we", "us", or "our"). By accessing or using our website (nextcoretechnology.com) or any of our products (QuickDesk, GrootHR, NextPOS, Next-EMR, and any future Nextcore products, collectively the "Services"), you agree to these Terms.

If you do not agree to these Terms, do not use the Services.

2. Eligibility

You must be at least 18 years old and legally able to enter into a contract. If you accept these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, and "you" refers to that entity.

3. Account registration and security

• You agree to provide accurate, current, and complete information when creating an account.
• You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
• You agree to notify us promptly at sales@nextcoretechnology.com of any unauthorized use or suspected security breach.
• We may suspend or terminate accounts that violate these Terms.

4. Subscriptions and billing

Most Nextcore products are offered on a subscription basis. Each product has its own subscription terms covering pricing, billing cycles, free trials, refunds, upgrades, and downgrades. By subscribing to a product, you also accept that product's subscription agreement, which is incorporated by reference into these Terms.

• Free trials are offered for some products. Unless you cancel before the trial ends, your subscription will automatically convert to a paid plan at the then-current rate.
• Payments are processed by our payment provider (Stripe). You authorize us to charge the payment method on file for all applicable fees and taxes.
• Currency: QuickDesk is billed in USD. Other products may be billed in PHP or your local currency.
• Late payment: overdue accounts may have access suspended after notice.

5. Acceptable use

You agree not to:

• Use the Services for any unlawful purpose or in violation of any applicable law or regulation;
• Upload or transmit malicious code, viruses, or any other harmful content;
• Attempt to gain unauthorized access to the Services, other accounts, or our infrastructure;
• Reverse engineer, decompile, or disassemble any part of the Services, except to the extent expressly permitted by law;
• Use the Services to send unsolicited messages (spam) or to harass, defame, or threaten any person;
• Use the Services in a way that interferes with or disrupts other users' use;
• Resell, sublicense, or redistribute the Services without our written consent.

6. Intellectual property rights

Our IP. Nextcore and our licensors retain all right, title, and interest in and to the Services, including all software, content, trademarks, and other intellectual property. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services in accordance with these Terms.

Your data. You retain all rights in the data you upload to or generate through the Services ("Customer Data"). You grant us a limited license to host, process, and display Customer Data solely as necessary to provide the Services to you.

Feedback. If you provide feedback or suggestions about the Services, you grant us a perpetual, irrevocable, royalty-free license to use that feedback.

7. Confidentiality

Each party agrees to protect the other party's Confidential Information using the same degree of care it uses for its own confidential information of a similar nature, but in no event less than reasonable care. "Confidential Information" includes any non-public information disclosed in connection with the Services.

8. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION.

Specific service-level commitments, where offered, are governed by the per-product subscription agreement.

9. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• Neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunities;
• Each party's total cumulative liability arising out of or related to these Terms shall not exceed the amounts paid by you to Nextcore for the Services in the twelve (12) months preceding the event giving rise to the claim;
• The above limitations do not apply to (a) gross negligence or willful misconduct, (b) breach of confidentiality obligations, (c) indemnification obligations, or (d) liability that cannot be limited or excluded by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless Nextcore, its affiliates, officers, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising out of or related to (a) your use of the Services, (b) your breach of these Terms, or (c) your violation of any law or third-party rights.

11. Term and termination

These Terms remain in effect while you use the Services. You may terminate your subscription at any time as described in the relevant product's subscription agreement. We may suspend or terminate your access if you materially breach these Terms.

Upon termination, your right to use the Services ends immediately. We will retain or delete Customer Data in accordance with the relevant product's data retention policy and our Privacy Policy.

12. Governing law and jurisdiction

These Terms are governed by and construed in accordance with the laws of the Republic of the Philippines, without regard to conflict-of-law principles. The courts located in Metro Manila, Philippines, shall have exclusive jurisdiction over any disputes arising out of or related to these Terms, subject to Section 13.

13. Dispute resolution

The parties shall first attempt to resolve any dispute arising out of these Terms through good-faith negotiation. If a dispute cannot be resolved within thirty (30) days, either party may submit the dispute to mediation or to the courts referenced in Section 12.

Nothing in this section limits a party's right to seek injunctive or equitable relief in court.

14. Changes to these Terms

We may update these Terms from time to time. When we do, we'll post the revised version here and update the "Last updated" date. For material changes, we'll notify you by email or a prominent notice on our website at least thirty (30) days before the changes take effect, unless a shorter period is required by law.

Your continued use of the Services after the effective date constitutes acceptance of the revised Terms.

15. General provisions

• Entire agreement: these Terms, together with the relevant per-product subscription agreement and our Privacy Policy, constitute the entire agreement between you and Nextcore regarding the Services.
• Severability: if any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force.
• Waiver: our failure to enforce any provision is not a waiver of that or any other provision.
• Assignment: you may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all of our assets.
• Force majeure: neither party is liable for delays or failures caused by events beyond its reasonable control (natural disasters, government actions, internet outages, etc.).
• Notices: notices to Nextcore must be sent to sales@nextcoretechnology.com. We may give notice to you by email to the address on file or by posting on our website.

16. Contact us

Questions about these Terms? Contact us at sales@nextcoretechnology.com or via the contact form.