Terms and Conditions
- Version
- 1.0
- Effective Date
- February 1, 2026
- Last Updated
- January 15, 2026
1. Introduction and Acceptance of Terms
Welcome to Reixen ("Platform," "we," "us," or "our"), a business-to-business (B2B) electronic marketplace operated by Reixen Inc., a Delaware corporation with principal offices at 1209 Orange Street, Wilmington, Delaware 19801, United States.
These Terms and Conditions ("Terms," "Agreement") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("User," "you," "your," "Buyer," or "Seller," as applicable), and Reixen Inc., governing your access to and use of the Platform, including any content, functionality, and services offered on or through reixen.com and all associated subdomains, mobile applications, and APIs (collectively, the "Services").
BY ACCESSING OR USING THE PLATFORM, CREATING AN ACCOUNT, OR CLICKING "I AGREE" OR SIMILAR ACCEPTANCE MECHANISM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS, OUR PRIVACY POLICY, AND ALL APPLICABLE LAWS AND REGULATIONS.
If you do not agree with any part of these Terms, you must immediately discontinue use of the Platform and any Services. Your continued use of the Platform following the posting of revised Terms constitutes your acceptance of such changes.
We reserve the right to modify, amend, or update these Terms at any time in our sole discretion. Material changes will be notified to registered Users via email or prominent notice on the Platform at least thirty (30) days prior to becoming effective, unless the changes are required by law or relate to new features or security matters, in which case they may take effect immediately.
1.1 Eligibility
The Platform is intended solely for use by businesses, commercial enterprises, and professionals acting in their business capacity. By using the Platform, you represent and warrant that:
- You are at least eighteen (18) years of age or the age of legal majority in your jurisdiction, whichever is higher;
- You have the legal authority and capacity to enter into binding contracts on behalf of yourself or the entity you represent;
- You are authorized to bind the business, company, or legal entity on whose behalf you are using the Platform;
- You are not a consumer acting for personal, family, or household purposes;
- You are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods or services, or that has been designated by the U.S. Government as a "terrorist supporting" country;
- You are not listed on any U.S. Government list of prohibited or restricted parties, including the Specially Designated Nationals List, Denied Persons List, or Entity List;
- Your use of the Platform does not violate any applicable law or regulation in your jurisdiction.
We reserve the right to verify your eligibility and to refuse service, terminate accounts, or cancel transactions at our sole discretion if we reasonably believe you do not meet these eligibility requirements.
1.2 Scope of Services
Reixen operates as an online marketplace platform that connects Buyers and Sellers of industrial products, raw materials, manufactured goods, and related services. Reixen is not a party to any transaction between Users. We do not:
- Manufacture, store, ship, or deliver any products listed on the Platform;
- Take title to or possession of any products;
- Act as agent, distributor, or representative of any Buyer or Seller;
- Guarantee the identity, legitimacy, quality, safety, or legality of any listed products;
- Guarantee the truth or accuracy of any product listings, User content, or User information;
- Guarantee that Buyers or Sellers will complete transactions;
- Guarantee the ability of Sellers to sell or Buyers to pay;
- Provide escrow, payment processing, or financial services (except through designated third-party providers).
The Platform serves solely as a venue for Users to identify potential business partners and negotiate transactions. All contractual relationships arising from transactions are exclusively between the relevant Buyer and Seller.
2. Definitions
For purposes of these Terms, the following definitions shall apply:
- "Account" means the registered user account created by a User to access the Platform's Services.
- "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the specified entity.
- "Buyer" means any User who uses the Platform to browse, inquire about, negotiate for, or purchase products or services from Sellers.
- "Confidential Information" means any non-public information disclosed by one party to another that is designated as confidential or that reasonably should be understood to be confidential.
- "Content" means all text, images, photographs, graphics, video, audio, data, listings, reviews, messages, and other materials uploaded, posted, or transmitted through the Platform.
- "Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, trade names, domain names, and all other intellectual property rights recognized in any jurisdiction.
- "Listing" means a product or service offering posted by a Seller on the Platform, including all associated descriptions, specifications, images, prices, and terms.
- "Minimum Order Quantity" or "MOQ" means the minimum quantity of a product that a Seller requires for a single order.
- "Platform" means the Reixen website, mobile applications, APIs, and all related services and tools.
- "Request for Quotation" or "RFQ" means a formal request submitted by a Buyer to one or more Sellers seeking price quotations for specific products or services.
- "Seller" means any User who uses the Platform to list, offer, market, or sell products or services to Buyers.
- "Services" means all features, tools, functionalities, and offerings provided through the Platform.
- "Transaction" means any purchase, sale, exchange, or other commercial dealing between Users initiated through the Platform.
- "User" means any individual or entity that accesses or uses the Platform, whether as Buyer, Seller, or both.
- "User Content" means any Content uploaded, posted, or submitted to the Platform by a User.
- "Verification" means the process by which Reixen or its designated agents review and confirm certain information provided by Users.
3. Account Registration and Security
Access to certain features and Services requires registration of an Account. By registering an Account, you agree to the following terms regarding account creation, maintenance, and security.
3.1 Registration Requirements
To register an Account, you must provide accurate, current, and complete information as prompted by the registration process, including but not limited to:
- Legal business name and registration number;
- Business type and industry classification;
- Primary contact person's name, title, and contact information;
- Business address, including country, state/province, city, and postal code;
- Valid business email address and telephone number;
- Tax identification number or VAT number where applicable;
- Banking and payment information for transaction purposes;
- Any certifications, licenses, or permits required for your business activities.
You agree to promptly update your Account information to maintain its accuracy and completeness. Failure to maintain accurate Account information may result in suspension or termination of your Account and inability to use the Services.
3.2 Verification Process
Reixen may, at its sole discretion, require Users to undergo verification processes to confirm identity, business legitimacy, or other relevant information. Verification may include:
- Document verification (business licenses, certificates of incorporation, tax documents);
- Site visits or inspections by Reixen representatives or authorized third parties;
- Video verification calls;
- Third-party background checks and credit reports;
- Reference checks with previous business partners;
- Bank account verification.
IMPORTANT: Verification status, badges, or indicators on the Platform are based on information provided by Users and available at the time of verification. Reixen does not guarantee the ongoing accuracy of verified information, the quality or legality of products, or the performance of verified Users. Users are solely responsible for conducting their own due diligence before entering into any Transaction.
3.3 Account Security
You are solely responsible for maintaining the confidentiality and security of your Account credentials, including your username, password, and any API keys or access tokens. You agree to:
- Create a strong, unique password that is not used for any other online service;
- Enable multi-factor authentication when available;
- Not share your Account credentials with any third party;
- Immediately notify Reixen of any unauthorized access or suspected security breach;
- Log out of your Account at the end of each session, especially on shared or public devices;
- Regularly review your Account activity for unauthorized actions.
You are fully responsible for all activities that occur under your Account, whether or not authorized by you. Reixen shall not be liable for any loss or damage arising from your failure to maintain adequate security of your Account credentials.
3.4 Multiple Accounts
Each legal entity may maintain only one Account on the Platform, unless expressly authorized in writing by Reixen. Multiple Accounts created by the same entity without authorization may be terminated, and the User may be permanently banned from the Platform. Affiliated entities under common ownership or control may maintain separate Accounts, provided each Account represents a distinct legal entity and operates independently.
4. Seller Terms and Obligations
In addition to the general obligations applicable to all Users, Sellers agree to the following specific terms and conditions governing the listing and sale of products and services on the Platform.
4.1 Product Listings
Sellers are solely responsible for the accuracy, completeness, and legality of all Listings. Each Listing must include:
- Accurate product name and description;
- Complete and truthful specifications, dimensions, weights, and technical details;
- Clear, accurate images that fairly represent the actual product;
- Current pricing information, including currency, unit of measure, and any applicable discounts;
- Minimum Order Quantity (MOQ) requirements;
- Accurate stock availability and lead times;
- Shipping options, estimated delivery times, and shipping costs or terms (FOB, CIF, etc.);
- Applicable certifications, compliance marks, and quality standards;
- Country of origin and manufacturing location;
- Warranty terms and conditions, if applicable;
- Return and refund policies.
Sellers must not:
- Post Listings for products they do not own, control, or have authority to sell;
- Misrepresent product characteristics, origin, certifications, or quality;
- Use misleading images, including images of different products or digitally altered images;
- Post duplicate Listings for the same product;
- Include contact information in Listing descriptions intended to circumvent Platform communications;
- Manipulate Listing rankings through artificial means.
4.2 Prohibited Products
The following categories of products and services are strictly prohibited from listing on the Platform. This list is non-exhaustive, and Reixen reserves the right to remove any Listing at its sole discretion:
- Illegal Items: Products that are illegal to manufacture, sell, or possess under applicable law, including controlled substances, drug paraphernalia, and counterfeit goods;
- Weapons and Explosives: Firearms, ammunition, explosives, military equipment, and related components, except as expressly permitted by law and with appropriate licensing;
- Hazardous Materials: Hazardous chemicals, radioactive materials, and toxic substances that cannot be legally shipped or sold, or that lack proper safety documentation;
- Counterfeit Goods: Products that infringe upon trademarks, patents, copyrights, or other intellectual property rights of third parties;
- Stolen Property: Products known or suspected to be stolen, misappropriated, or obtained through illegal means;
- Recalled Products: Products subject to government or manufacturer recall due to safety concerns;
- Regulated Products Without Authorization: Products requiring special licenses, permits, or certifications that the Seller does not possess;
- Sanctioned Goods: Products subject to trade embargoes, export controls, or sanctions administered by OFAC, BIS, or equivalent authorities;
- Human Remains and Body Parts: Human remains, organs, body parts, or bodily fluids;
- Wildlife and Protected Species: Products derived from endangered species or violating CITES or similar regulations;
- Adult Content: Pornographic materials or sexually explicit products;
- Gambling Equipment: Gambling devices or services where prohibited by law.
4.3 Regulatory Compliance
Sellers are solely responsible for ensuring that their products and business practices comply with all applicable laws, regulations, and standards, including but not limited to:
- Product safety regulations and standards (e.g., CE, UL, FCC, FDA, EPA);
- Import and export regulations, including customs requirements and duties;
- Trade sanctions and export control laws;
- Labeling and packaging requirements;
- Environmental regulations and restrictions;
- Consumer protection laws;
- Industry-specific regulations (e.g., food safety, pharmaceuticals, chemicals);
- Tax obligations, including VAT, GST, and sales tax collection and remittance;
- Data protection and privacy laws applicable to customer information.
Reixen does not provide legal, regulatory, or compliance advice. Sellers are strongly encouraged to consult with qualified professionals regarding their compliance obligations.
4.4 Seller Fees and Commissions
Sellers agree to pay the applicable fees and commissions as set forth in the Seller Fee Schedule, which is incorporated herein by reference and available on the Platform. Fees may include:
- Subscription Fees: Monthly or annual fees for access to seller features and tools;
- Listing Fees: Fees for posting product listings beyond any included allowance;
- Transaction Commissions: Percentage-based fees calculated on the gross transaction value;
- Payment Processing Fees: Fees charged by payment service providers for processing transactions;
- Verification Fees: Fees for optional verification services;
- Advertising Fees: Fees for promoted listings and advertising services;
- Value-Added Services: Fees for optional services such as trade assurance, inspection, or logistics.
Fees are non-refundable except as expressly stated in these Terms or required by applicable law. Reixen reserves the right to modify fees upon thirty (30) days' notice to Sellers. Continued use of the Platform after fee changes constitutes acceptance of the new fees.
4.5 Performance Standards
To maintain the integrity and quality of the marketplace, Sellers must meet the following performance standards:
- Response Time: Respond to Buyer inquiries within forty-eight (48) business hours;
- Order Fulfillment: Ship orders within the timeframe specified in the Listing or as agreed with the Buyer;
- Accuracy: Maintain an order accuracy rate of at least 95%;
- Quality: Ensure products match their descriptions and meet stated quality standards;
- Dispute Resolution: Work in good faith to resolve Buyer complaints and disputes;
- Rating Maintenance: Maintain a minimum seller rating as specified in the Seller Guidelines.
Failure to meet performance standards may result in account restrictions, reduced visibility, suspension, or termination.
5. Buyer Terms and Obligations
In addition to the general obligations applicable to all Users, Buyers agree to the following specific terms and conditions governing the purchase of products and services on the Platform.
5.1 Due Diligence
Buyers acknowledge and agree that they are solely responsible for conducting appropriate due diligence before entering into any Transaction. Due diligence may include:
- Verifying Seller identity, business registration, and legitimacy;
- Requesting and reviewing product samples before placing bulk orders;
- Verifying product certifications, test reports, and compliance documentation;
- Conducting independent inspections or engaging third-party inspection services;
- Reviewing Seller ratings, reviews, and transaction history;
- Confirming shipping terms, delivery times, and logistics arrangements;
- Understanding and accepting applicable customs, duties, and import regulations;
- Obtaining appropriate insurance coverage for shipments.
REIXEN DOES NOT GUARANTEE THE QUALITY, SAFETY, LEGALITY, OR SUITABILITY OF ANY PRODUCTS. BUYERS ASSUME ALL RISK ASSOCIATED WITH THEIR TRANSACTIONS.
5.2 Payment Obligations
Buyers agree to pay for all products purchased in accordance with the terms agreed upon with the Seller. Payment terms are established directly between Buyer and Seller, unless processed through a Reixen-designated payment service. Buyers acknowledge:
- Payment methods and terms are subject to Seller acceptance;
- Currency conversion rates and fees may apply;
- International wire transfers may be subject to bank fees and delays;
- Letters of credit and other trade finance instruments are subject to their own terms and conditions;
- Failure to pay may result in legal action by Sellers and account restrictions by Reixen.
5.3 Product Acceptance and Inspection
Buyers are responsible for inspecting products upon receipt and notifying Sellers of any defects, damages, or discrepancies within the timeframe specified in the Transaction terms or, if not specified, within seven (7) calendar days of delivery. Failure to provide timely notice may constitute acceptance of the products and waiver of claims related to apparent defects.
5.4 Prohibited Conduct
Buyers shall not:
- Submit fraudulent RFQs or inquiries with no genuine intent to purchase;
- Misrepresent their identity, business capacity, or purchasing authority;
- Use the Platform to gather competitive intelligence without intent to transact;
- Attempt to circumvent Platform fees by completing transactions outside the Platform;
- Harass, threaten, or abuse Sellers;
- Submit false or fraudulent claims, chargebacks, or disputes;
- Resell products in violation of applicable laws or Seller restrictions.
6. Transactions and Trade Terms
This section governs the general rules applicable to Transactions conducted through the Platform.
6.1 Contract Formation
Product Listings on the Platform constitute invitations to treat, not binding offers. A binding contract between Buyer and Seller is formed only when:
- The Buyer submits an order or offer to purchase;
- The Seller accepts the order or offer in writing (including electronic acceptance); and
- Any required deposits or initial payments are received.
The specific terms of each contract are determined by the agreement between Buyer and Seller, including any purchase orders, invoices, or other documentation exchanged between the parties. Reixen is not a party to these contracts and has no obligations or liability arising from them.
6.2 Shipping and Incoterms
Unless otherwise agreed between Buyer and Seller, shipping terms shall be interpreted in accordance with the International Chamber of Commerce Incoterms® in effect at the time of the Transaction. Common shipping terms include:
- EXW (Ex Works): Seller makes goods available at their premises; Buyer bears all transport costs and risks;
- FOB (Free on Board): Seller delivers goods on board the vessel; risk transfers when goods pass ship's rail;
- CIF (Cost, Insurance, and Freight): Seller pays costs and freight to destination port and provides insurance;
- DDP (Delivered Duty Paid): Seller bears all costs and risks to final destination, including duties.
Buyers and Sellers are responsible for clearly specifying applicable shipping terms in their Transaction documentation.
6.3 Customs and Import/Export
Users are solely responsible for compliance with all applicable customs, import, and export laws and regulations. This includes:
- Obtaining necessary import and export licenses and permits;
- Accurately classifying products under applicable tariff schedules;
- Preparing and submitting required customs documentation;
- Paying applicable duties, taxes, and fees;
- Complying with country-of-origin marking requirements;
- Adhering to trade agreements and preferential tariff programs.
Reixen does not provide customs brokerage services and is not responsible for delays, seizures, or penalties resulting from customs issues.
6.4 Currency and Pricing
Prices displayed on the Platform are indicative and subject to change. Final Transaction prices are determined by agreement between Buyer and Seller. Users acknowledge:
- Prices may be displayed in various currencies for convenience but are subject to exchange rate fluctuations;
- Currency conversion is the responsibility of the transacting parties;
- Displayed prices may not include taxes, shipping, insurance, or other charges;
- Bulk pricing, negotiated discounts, and promotional offers are at Seller discretion.
7. Intellectual Property
This section governs the intellectual property rights relating to the Platform and User Content.
7.1 Platform Intellectual Property
The Platform and its entire contents, features, and functionality, including but not limited to all information, software, code, text, displays, graphics, photographs, video, audio, design, presentation, selection, and arrangement, are owned by Reixen, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
The Reixen name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Reixen or its affiliates. You may not use such marks without the prior written permission of Reixen. All other names, logos, product and service names, designs, and slogans on the Platform are the trademarks of their respective owners.
7.2 User Content License
By uploading, posting, or submitting any Content to the Platform, you grant Reixen a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, transferable, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such Content in connection with operating and promoting the Platform and Services.
You represent and warrant that:
- You own or control all rights to the Content you submit;
- The Content is accurate and not misleading;
- The Content does not violate these Terms or any applicable law;
- The Content does not infringe upon the intellectual property, privacy, publicity, or other rights of any third party.
7.3 Intellectual Property Infringement Claims
Reixen respects the intellectual property rights of others and expects Users to do the same. If you believe that any Content on the Platform infringes your intellectual property rights, you may submit a notice to our designated agent containing:
- Identification of the copyrighted work or other intellectual property claimed to have been infringed;
- Identification of the allegedly infringing material and its location on the Platform;
- Your contact information, including name, address, telephone number, and email;
- A statement that you have a good faith belief that the use is not authorized by the rights owner;
- A statement, under penalty of perjury, that the information in the notice is accurate and that you are authorized to act on behalf of the rights owner;
- Your physical or electronic signature.
Notices should be sent to: legal@reixen.com or to our registered agent address.
Reixen may remove or disable access to allegedly infringing Content and may terminate the Accounts of repeat infringers in appropriate circumstances.
8. Disputes Between Users
This section governs the resolution of disputes arising between Users in connection with Transactions.
8.1 User-to-User Dispute Resolution
Users agree to first attempt to resolve any disputes arising from Transactions directly with each other in good faith. Reixen encourages Users to:
- Communicate clearly and promptly regarding any issues;
- Provide supporting documentation (photos, shipping records, inspection reports);
- Consider reasonable compromise solutions;
- Escalate to Reixen's dispute resolution service if direct negotiation fails.
8.2 Reixen Dispute Assistance
Reixen may, at its sole discretion, offer dispute resolution assistance as a value-added service. Such assistance may include:
- Review of Transaction documentation and evidence;
- Facilitation of communication between disputing parties;
- Non-binding mediation or recommendations;
- Referral to third-party arbitration or inspection services.
REIXEN'S DISPUTE ASSISTANCE IS PROVIDED AS A CONVENIENCE AND DOES NOT CONSTITUTE LEGAL ADVICE OR BINDING ARBITRATION. REIXEN IS NOT LIABLE FOR THE OUTCOME OF ANY DISPUTE BETWEEN USERS.
8.3 Legal Action Between Users
Nothing in these Terms prevents Users from pursuing legal remedies against each other in courts of competent jurisdiction. Reixen may, but is not obligated to, provide Transaction records and other information in response to valid legal process, subject to applicable privacy laws and our policies.
9. Disclaimers and Limitation of Liability
PLEASE READ THIS SECTION CAREFULLY AS IT LIMITS REIXEN'S LIABILITY TO YOU.
9.1 Disclaimer of Warranties
THE PLATFORM AND ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, REIXEN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:
- IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT;
- WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE;
- WARRANTIES THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE;
- WARRANTIES REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY CONTENT;
- WARRANTIES REGARDING THE CONDUCT, IDENTITY, OR LEGITIMACY OF ANY USER;
- WARRANTIES REGARDING THE QUALITY, SAFETY, LEGALITY, OR SUITABILITY OF ANY PRODUCTS;
- WARRANTIES REGARDING THE OUTCOME OF ANY TRANSACTION OR DISPUTE.
9.2 Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
- REIXEN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES;
- REIXEN SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM TRANSACTIONS BETWEEN USERS, INCLUDING BUT NOT LIMITED TO PRODUCT DEFECTS, DELIVERY FAILURES, PAYMENT DISPUTES, OR FRAUD;
- REIXEN SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY RELIANCE ON INFORMATION OBTAINED THROUGH THE PLATFORM;
- REIXEN'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) THE FEES PAID BY YOU TO REIXEN IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).
THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, INCLUDING CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, AND REGARDLESS OF WHETHER REIXEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES. IN SUCH JURISDICTIONS, THE ABOVE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
9.3 Indemnification
You agree to defend, indemnify, and hold harmless Reixen, its affiliates, and their respective officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:
- Your violation of these Terms;
- Your User Content;
- Your products, services, or business practices (if you are a Seller);
- Your Transactions with other Users;
- Your violation of any law, regulation, or third-party right;
- Any claim that your Content infringes the intellectual property or other rights of any third party;
- Any dispute between you and any other User.
Reixen reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Reixen in asserting any available defenses.
10. Term and Termination
This section governs the duration of these Terms and the circumstances under which your Account or access may be terminated.
10.1 Term
These Terms are effective from the date you first access or use the Platform and continue until terminated in accordance with this section.
10.2 Termination by User
You may terminate your Account at any time by submitting a termination request through your Account settings or by contacting our support team. Upon termination:
- Your Account will be deactivated and your access to the Platform will be suspended;
- Outstanding Transactions must be completed or properly cancelled;
- Outstanding fees remain due and payable;
- Subscription fees are non-refundable except as required by law;
- Your Content may be retained for archival, legal, or legitimate business purposes.
10.3 Termination by Reixen
Reixen may suspend or terminate your Account and access to the Platform at any time, with or without cause, and with or without notice. Grounds for termination include, but are not limited to:
- Violation of these Terms or any applicable policies;
- Fraudulent, abusive, or illegal activity;
- Conduct harmful to other Users, Reixen, or third parties;
- Extended inactivity;
- Failure to pay fees or commissions;
- Request by law enforcement or government agency;
- Discontinuation or material modification of the Platform;
- Unexpected technical or security issues.
In cases of serious violations, Reixen may terminate without prior notice and may report conduct to appropriate authorities.
10.4 Effect of Termination
Upon termination for any reason:
- All licenses and rights granted to you under these Terms immediately terminate;
- You must cease all use of the Platform;
- Reixen may delete your Account data, subject to legal retention requirements;
- Sections of these Terms that by their nature should survive termination shall survive, including but not limited to: Intellectual Property, Disclaimers and Limitation of Liability, Indemnification, Dispute Resolution, and General Provisions.
11. Privacy and Data Protection
Your privacy is important to us. Our collection, use, and protection of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you consent to the collection and use of your information as described in the Privacy Policy.
Users are responsible for their own compliance with applicable data protection laws, including but not limited to the General Data Protection Regulation (GDPR), California Consumer Privacy Act (CCPA), and other privacy regulations applicable to their business operations and customer relationships.
12. Confidentiality
Users may receive Confidential Information from Reixen or from other Users in connection with their use of the Platform. You agree to:
- Maintain the confidentiality of all Confidential Information;
- Use Confidential Information only for purposes authorized by these Terms or the disclosing party;
- Not disclose Confidential Information to any third party without prior written consent;
- Protect Confidential Information with at least the same degree of care as your own confidential information, but no less than reasonable care.
Confidential Information does not include information that: (a) is or becomes publicly available without breach of these Terms; (b) was known to you prior to disclosure; (c) is independently developed by you without use of Confidential Information; or (d) is lawfully obtained from a third party without restriction.
13. Governing Law and Dispute Resolution
This section governs the resolution of disputes between you and Reixen.
13.1 Governing Law
These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without giving effect to any choice or conflict of law provision or rule.
13.2 Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
You and Reixen agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Platform ("Disputes") will be resolved exclusively through final and binding arbitration, rather than in court, except that you may assert individual claims in small claims court if your claims qualify.
Arbitration shall be conducted by JAMS under its Comprehensive Arbitration Rules and Procedures, as modified by these Terms. The arbitration shall be held in Wilmington, Delaware, or at another mutually agreed location. The arbitrator shall apply Delaware law consistent with the Federal Arbitration Act.
The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party shall bear its own costs and attorneys' fees, unless the arbitrator determines that a claim or defense was frivolous or brought in bad faith.
13.3 Class Action Waiver
YOU AND REIXEN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.
The arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of representative, class, or collective proceeding. If this class action waiver is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.
13.4 Exceptions to Arbitration
Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights, confidentiality obligations, or other proprietary rights.
14. General Provisions
14.1 Entire Agreement
These Terms, together with the Privacy Policy, Seller Fee Schedule, and any other policies or guidelines incorporated by reference, constitute the entire agreement between you and Reixen regarding the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.
14.2 Severability
If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, shall be severed from these Terms. The remaining provisions shall continue in full force and effect.
14.3 Waiver
No waiver by Reixen of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure of Reixen to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
14.4 Assignment
You may not assign, transfer, or sublicense any of your rights or obligations under these Terms without Reixen's prior written consent. Reixen may assign these Terms, in whole or in part, at any time without notice to you. Any attempted assignment in violation of this section shall be null and void.
14.5 Notices
All notices to Reixen should be sent to: legal@reixen.com or Reixen Inc., 1209 Orange Street, Wilmington, Delaware 19801, United States.
Notices to you may be sent to the email address or physical address associated with your Account. Notices shall be deemed received when delivered personally, one business day after being sent by overnight courier, three business days after being sent by first-class mail, or immediately upon sending by email (unless an error is received).
14.6 Force Majeure
Reixen shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from any cause beyond Reixen's reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics or pandemics, strikes, power outages, telecommunications failures, or internet service disruptions.
14.7 Relationship of Parties
Nothing in these Terms shall be construed to create a joint venture, partnership, employment, or agency relationship between you and Reixen. Neither party has the authority to bind the other or to incur any obligation on the other's behalf.
14.8 Third-Party Beneficiaries
These Terms do not confer any rights on any third party as a beneficiary, except that Reixen's affiliates are intended third-party beneficiaries of these Terms.
14.9 Language
These Terms are drafted in English. Any translations provided are for convenience only. In the event of any conflict between the English version and any translation, the English version shall prevail.
14.10 Headings
The section headings in these Terms are for convenience only and have no legal or contractual effect.
15. Contact Information
If you have any questions about these Terms, please contact us:
- Email: legal@reixen.com
- Address: Reixen Inc., 1209 Orange Street, Wilmington, Delaware 19801, United States
- Support: support@reixen.com
For intellectual property infringement claims, please contact our designated agent as described in Section 7.3.