Partner Agreement

Article 1. Use of API & Services

Access to the XWMS API and associated services (“Services”) is subject to these Partner Terms and Conditions, in addition to any applicable master agreements, subscription plans, and technical documentation. By using the Services, you agree to comply with all operational, security, and legal guidelines set forth in this document.

Permitted Usage

Subject to active credentials and a valid license or subscription, XWMS grants you a limited, revocable, non‑exclusive, and non‑transferable right to:

• Access and interact with the API strictly for use within your own projects or those authorized under agreement;
• Integrate the API into your applications, systems, or workflows, provided they comply with the intended purpose of the Services;
• Make reasonable and lawful API requests within documented rate limits and usage thresholds.

Use of the Services is permitted only in accordance with provided technical documentation, authentication flows, and approved endpoints. Failure to comply may result in suspension or termination of access.

Prohibited Usage

The following activities are strictly forbidden and will result in immediate access restrictions and/or legal action:

• Reverse-engineering, decompiling, or extracting source code or logic from any part of the API or Services;
• Circumventing authentication, rate limiting, or security mechanisms;
• Using the Services in connection with illegal, harmful, or deceptive activities;
• Reselling or sublicensing API access without prior written approval from XWMS;
• Creating derivative services or competitive products using the Services without express authorization;
• Overloading, abusing, or intentionally disrupting the infrastructure of XWMS.

XWMS reserves the right to determine, at its sole discretion, whether any use violates these terms.

Credentials & Authentication

You are solely responsible for maintaining the security of your API keys, tokens, and other access credentials. All activity carried out through your credentials will be attributed to you, regardless of whether it was authorized.

In the event of a suspected breach or exposure of credentials, you must notify XWMS immediately via info@xwms.nl. Until revoked or replaced, compromised credentials remain your liability.

Monitoring & Enforcement

XWMS actively monitors usage of its Services to detect misuse, performance bottlenecks, or violations of these terms. Automated monitoring may include IP tracking, request logs, access patterns, and abuse detection heuristics.

Violation of this section may result in:

• Immediate suspension of API access;
• Permanent account termination;
• Legal proceedings and/or financial claims for damages incurred;
• Disclosure to relevant authorities where legally required.

Changes to API Functionality

XWMS reserves the right to make changes, additions, or deprecations to the API or Services at any time, including:

• Introducing new endpoints or fields;
• Retiring deprecated functionality with appropriate notice;
• Altering authentication or versioning protocols.

Efforts will be made to communicate breaking changes in advance via changelogs, release notes, or email.

Article 2. Limitations-of-Liability

To the fullest extent permitted by applicable law, XWMS and its affiliates, directors, employees, agents, or licensors shall not be liable to you or any third party for any direct, indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• loss of profits,
• loss of data,
• loss of goodwill,
• service interruptions,
• system failures,
• or other intangible losses

arising from or related to your access to or use of, or your inability to access or use, the API or related services — even if XWMS has been advised of the possibility of such damages.

No Liability for Third-party Services

You acknowledge that XWMS integrates with or may depend on third-party services (e.g., cloud providers, OAuth platforms, email gateways). XWMS shall not be held liable for:

• any failures or breaches on the part of such third parties,
• downtime or latency caused by external dependencies,
• or data loss resulting from third-party integrations.

Data Handling and Transmission

While XWMS takes significant precautions to secure your data, you acknowledge that:

• No system is entirely immune to risks.
• Data transmission over the internet is inherently insecure.
• You are responsible for maintaining backups and securing access credentials to your systems.

Maximum Liability

If, despite these limitations, XWMS is found liable for any reason, total liability for all claims during any 12-month period will be limited to the amount paid by you (or on your behalf) for access to the affected services during that time.

This limitation applies regardless of the legal basis of the claim — whether in contract, tort, negligence, strict liability, or otherwise.

Jurisdictional Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such cases, portions of this clause may not apply to you, but the remaining provisions shall remain in full effect.

Article 3. Support-and-Maintenance

At XWMS, we believe that great service doesn’t end at deployment — it continues with reliable, responsive, and partner-focused support.

Documentation First

For most questions, best practices, or integration guides, partners can access our dedicated documentation:

• Getting Started
• Partner Dashboard Usage
• OAuth & Developer Integration

We recommend checking these resources before submitting a support request, as they are continuously updated and offer detailed, step-by-step guidance for common tasks.

Direct Support Channels

If documentation doesn't answer your question, support is available through multiple channels:

• 📧 Email: info@xwms.nl
• 📬 Contact form: xwms.nl/contact

Please note: standard email/contact form support may take several business days to process depending on volume.

Priority Live Chat (Partners Only)

As a registered XWMS Partner, you have exclusive access to Live Chat Support — visible directly within your account dashboard once signed in.
This is the fastest and most efficient way to reach our support team, with response times typically ranging from a few minutes to a few hours.

Maintenance and Uptime

We actively monitor and maintain our infrastructure to deliver high uptime, stability, and performance. Planned maintenance windows are communicated in advance through the dashboard and email.

Critical security patches and system upgrades are applied regularly as part of our zero-lag deployment pipeline — ensuring the platform stays fast, safe, and modern without requiring user action.

Need help right now?
Log into your account and start a live chat — our team is here to help.

Article 4. Fees-and-Payment-Terms

Access to certain features, integrations, and services within the XWMS ecosystem requires a paid partner subscription. Below you’ll find important terms related to pricing, billing, and your responsibilities as a paying partner.

Payment Methods & Platform

All payments are processed securely through Mollie, supporting a wide range of payment methods including:

• iDEAL
• Credit Cards (Visa, Mastercard, AMEX)
• PayPal
• Apple Pay
• Bancontact and others

Subscriptions can be purchased at:
https://xwms.nl/plans/{plan-name}
(Replace {plan-name} with the specific plan you wish to activate.)

Manual vs. Automatic Payments

Our billing system allows you to subscribe without needing a credit card. However:

• Credit card payments are recommended, as they enable automatic monthly billing — meaning you won’t need to take manual action to renew your subscription.
• Non-credit card payments (e.g. iDEAL, PayPal) require manual payment each month to maintain your subscription.

⚠️ If you forget to manually pay your subscription before the due date, your partner privileges and connected services may be temporarily suspended.

Payment Reminder & Grace Period

If your payment is missed:

1. You will receive a payment reminder by email.

2. You then have 7 calendar days to complete the payment.

3. Failure to pay within this window will result in deactivation of your partner-related services, including critical systems such as:

   • OAuth authentication
   • API access
   • Partner dashboard tools

This may directly impact your users — e.g. they may no longer be able to log in or register on your platform.

No Refunds Policy

Payments are non-refundable, unless a technical or billing error occurred during processing (e.g. you were charged but service was never activated).

XWMS does not offer refunds for dissatisfaction, change of mind, or misconfigured services.

If you no longer wish to use a paid plan, we strongly advise cancelling your subscription before the next billing cycle, especially if you paid using a credit card.

Cancelling Your Plan

You can cancel your plan at any time via your XWMS dashboard. Upon cancellation:

• Your plan will remain active until the end of the current billing cycle.
• No partial refunds will be issued for unused time.

If you have questions about payments or billing, contact our support team at info@xwms.nl or via xwms.nl/contact.

Article 5. Termination-and-Suspension

As part of maintaining a secure, stable, and professional ecosystem, XWMS reserves the right to temporarily or permanently suspend access to partner-related services under certain conditions.

Causes for Suspension

Your account and services may be placed on hold if any of the following occurs:

• You fail to pay for your selected partner plan within the allowed grace period.
• You engage in behavior that is damaging, unlawful, abusive, or harmful to XWMS or its services.
• You misuse the API in ways that compromise security, performance, or fair use.
• You violate applicable laws or third-party rights using or through our platform.
• You intentionally exploit vulnerabilities, attempt reverse engineering, or circumvent system protections.

❗ Suspension is not the same as termination. We do not delete your data or configurations immediately — but all access to services, including authentication and APIs, will be paused until the issue is resolved.

Automatic Suspension After Non-Payment

If a subscription payment is missed and not resolved within 7 days (see Fees & Payment Terms), your account will be placed in suspended status. This will lead to temporary interruption of:

• OAuth login and registration for your users
• API access
• Partner dashboard functionality

Ending Your Collaboration

If you choose to end your collaboration with XWMS by cancelling your subscription or no longer continuing the partnership, your account will also be placed on hold, and services will be disabled accordingly.

• You may request full data deletion by contacting info@xwms.nl or using xwms.nl/contact.
• XWMS does not automatically delete your data when your account is suspended or a plan is cancelled — unless requested.

Data Retention During Hold

While your account is suspended:

• Your data remains stored securely for a reasonable period.
• Your integration settings, users, and configurations are not deleted.
• If you resume payment or resolve the issue, services may be reactivated without data loss.

However, XWMS reserves the right to delete inactive or unpaid accounts after an extended period of dormancy (usually several months), with or without prior notice, in accordance with applicable data laws.

For reactivation, termination, or data removal requests, reach out directly to our team at info@xwms.nl or via xwms.nl/contact.

Article 6. Modifications-and-Updates

XWMS reserves the right to update or modify its services, terms, and technical documentation at any time to improve performance, security, or usability.

How You’re Notified

All changes — whether technical (like updates to the API) or legal (like policy updates) — are announced directly in your partner dashboard.

You’ll receive a clear notification in the dashboard header, visible on almost every page after logging in. This ensures that:

• You’re immediately aware of critical changes
• You don’t miss important updates that may affect your integration or service usage
• You can take timely action when necessary

These notifications serve as the official channel for change communication. Additional updates may also be shared via email or documentation pages (e.g., docs.xwms.nl).

No Prior Consent Required

We do not require prior approval to make changes. By continuing to use the services after receiving a notification, you automatically agree to the updated terms or functionality.

If a change materially affects your service or integration, you’re encouraged to reach out via info@xwms.nl or xwms.nl/contact.

For the most up-to-date technical changes, always refer to:
https://docs.xwms.nl

Article 7. Compliance-with-Laws.md

By using the XWMS API and related services, you agree to comply with all applicable local, national, and international laws and regulations.

This includes, but is not limited to:

• Data protection and privacy laws (such as GDPR or other applicable frameworks)
• Export and trade restrictions
• Consumer protection regulations
• Industry-specific compliance requirements relevant to your use case

Your Responsibility

It is your sole responsibility to ensure that your use of XWMS services does not violate any laws or regulations in your jurisdiction or the jurisdictions of your users. XWMS is not liable for any misuse or illegal activity carried out through the services we provide.

Restrictions

You may not use the services:

• In connection with any illegal, harmful, or fraudulent activities
• To violate or infringe upon the rights of others, including intellectual property, privacy, or contractual rights
• In ways that violate any government restrictions or sanctions

Cooperation with Authorities

XWMS reserves the right to cooperate with law enforcement or other regulatory authorities when legally required, and may share information to comply with legal obligations or protect the integrity of our systems and users.

Violation of this section may result in immediate suspension or termination of your account and services, without notice.

Article 8. Dispute-Resolution-and-Governing-Law.md

Informal Resolution First

At XWMS, we value fair communication and aim to resolve most issues informally. If you have a concern or dispute regarding our services, we encourage you to first reach out to our support team via info@xwms.nl or through our contact page.
We will make reasonable efforts to resolve any dispute in good faith and in a timely manner.

Binding Arbitration

If we are unable to resolve a dispute informally, both parties agree to submit the issue to binding arbitration, rather than going to court (except for matters that qualify for small claims court or injunctive relief).
The arbitration will be conducted in English, under the rules of a recognized arbitration institution, and held in Rotterdam, The Netherlands, unless otherwise agreed.

Each party will bear its own costs unless the arbitrator decides otherwise based on the facts of the case.

Governing Law

These terms and your use of the XWMS services are governed by and interpreted in accordance with the laws of The Netherlands, without regard to conflict of law principles.

Any legal proceedings — if arbitration is not applicable or enforceable — will be conducted in the courts of Rotterdam, The Netherlands, and both parties consent to the exclusive jurisdiction and venue of these courts.

Exceptions

Nothing in this section prevents either party from seeking injunctive or equitable relief in urgent situations, including but not limited to unauthorized use of intellectual property, access breaches, or security threats.

Article 9. Final-Provisions.md

These Partner Terms represent the full understanding and agreement between you and XWMS regarding your access to and use of the partner services and APIs.

We reserve the right to update or modify these terms at any time. If changes are made, partners will be notified via the dashboard and/or by email. Continued use of the services after any updates constitutes your acceptance of the new terms.

If any part of these terms is found to be invalid or unenforceable under applicable law, the remaining provisions will remain in full force and effect.

Questions or Concerns?

If you have any questions about these terms, please contact us:

• Email: info@xwms.nl
• Contact Page: https://xwms.nl/contact

Thank you for being a valued partner of XWMS.