⚠️ This is a reference translation. The Spanish version is legally binding. View Spanish version →
These Terms and Conditions regulate the contractual relationship between RAXAR and its clients. We recommend reading them carefully before hiring our services.
1. Purpose and Parties
These Terms and Conditions regulate the contractual relationship between RAXAR (the "Provider") and the company or professional hiring its services (the "Client").
Accepting a commercial proposal or making a payment to RAXAR implies full acceptance of these terms. If the Client needs additional conditions, they must be agreed in writing before contract signing.
2. Service Description
RAXAR offers design, implementation, and management services for automation and AI systems, including:
— Implementation (Setup): Development and deployment of automation workflows, autonomous agents, and technical infrastructure per scope agreed in the proposal.
— Monthly retainer: Managed hosting, continuous automated monitoring with alerts, human response during business hours (Monday to Friday, 9:00-19:00 Madrid time), corrective maintenance, and evolutionary improvements within contracted scope.
— Consulting: Strategic analysis, architecture design, and AI systems training.
Exact scope of each project is defined in the commercial proposal signed by both parties.
3. Prices and Payment
Setup Fee: Invoiced at project start. 50% due on signing; remaining 50% on final system delivery.
Monthly retainer: Invoiced on the 1st day of each current month. Retainer begins from implemented system delivery date.
Taxes: All prices exclude VAT. Applicable VAT is added on invoice per current regulations.
Payment delay: Amounts unpaid within 14 days accrue 8% annual default interest. RAXAR reserves the right to suspend service after 30 days of non-payment, with prior notification.
4. Delivery Deadlines
Deadlines in the commercial proposal are estimates based on agreed scope and Client availability to provide access, information, and feedback.
Deadlines are considered suspended during time Client doesn't attend RAXAR's information or validation requests. RAXAR will communicate any significant deviation as early as possible.
5. Client Obligations
The Client commits to:
— Provide access to systems, APIs, and data necessary for implementation.
— Designate a technical interlocutor with decision-making capacity.
— Validate deliverables within a maximum of 7 business days from delivery.
— Maintain confidentiality on implemented systems and not share access with third parties without authorization.
— Use delivered systems per applicable regulations (GDPR, IP, etc.).
6. Intellectual Property
Code, workflows, and systems developed specifically for the Client become Client property once the full Setup Fee is paid.
RAXAR reserves the right to reuse generic components, architectural patterns, and non-business-specific utilities in other projects, provided they contain no Client confidential data.
Third-party AI models used (Claude, Groq, GPT) are subject to the respective providers' terms of use.
7. Availability and support
Entry into force of this clause and of clause 2: for contracts entered into from 16 October 2026, from that date. For contracts already in progress on that date, once the 30-day notice of clause 16 has elapsed, counted from the notice required by clause 16 (email to the Client's administrative contact and prominent notice on the platform; if they are not given on the same day, from the later of the two): if the notice is given on 16 October 2026, from 16 November 2026; if it is given later, from the day after the thirtieth day following it. Until then, ongoing contracts keep the previous text of clauses 2 and 7 reproduced in clause 17, including the availability target, the automatic credits and the response times described there. If the Client considers that this change materially and adversely affects its rights, it may terminate the contract without penalty and obtain a prorated refund of the unamortized Setup Fee, under the second paragraph of clause 16.
RAXAR does not publish a percentage availability commitment or service credits. If a contract sets an availability target, the percentage, how it is measured, the exclusions and any compensation are set out in the proposal signed by both parties.
Support and monitoring:
— Human response during business hours: Monday to Friday, 9:00 to 19:00, Madrid time. Outside those hours there is no human support; alerts are logged and handled in the next business-hours window. Notification of personal data security breaches does not depend on those hours and is governed by the deadlines in the DPA.
— Continuous automated monitoring with alerts: the systems hosted by RAXAR are monitored automatically and continuously, and the system alerts the team when it detects an incident.
— Priority: within business hours, critical incidents (system down · data loss · security breach) are handled before high ones (degraded but operational functionality), and these before medium/low ones (cosmetic, minor UX). Notification of a personal data security breach does not wait for this order or these hours: it follows the deadlines in the DPA.
Primary support channel: email agreed in the contract.
Telegram may be used as RAXAR's internal operational channel or, only if agreed in writing, as an additional channel with the Client.
8. Confidentiality
Both parties commit to strict confidentiality over technical, commercial, and strategic information exchanged during the contractual relationship. This obligation persists for 3 years after contract termination.
RAXAR will not disclose Client information in case studies, demonstrations, or marketing materials without prior written consent.
9. Limitation of Liability
RAXAR's maximum liability to the Client for any cause (breach, damages, etc.) is limited to the total amount invoiced in the 3 months prior to the event giving rise to the claim.
RAXAR will not be liable for indirect damages, lost profits, data loss, or reputational damage arising from use or inability to use implemented systems.
This limitation does not apply in cases of willful misconduct or gross negligence.
10. Duration and Termination
The monthly retainer contract is indefinite. Either party may terminate it with 30 days written notice.
RAXAR may terminate immediately in case of prolonged non-payment (>30 days), misuse of systems, or material breach of these terms by Client.
After termination, RAXAR will deliver to the Client all owned assets (code, credentials, data) within a maximum of 15 days.
11. Applicable Law and Dispute Resolution
This contract is governed by Spanish law. For any controversy, parties agree to submit to the jurisdiction of courts and tribunals of the city where RAXAR has its registered office, with express waiver of any other venue.
Before going to court, parties will try to resolve any conflict through direct negotiation during a 30-day period.
12. Acceptable Use Policy (AUP)
The Client and its end users commit NOT to use RAXAR services for:
— Generating, distributing, or storing illegal content (child sexual abuse material, content inciting hatred or violence, defamatory content).
— Fraudulent activities, scams, or identity impersonation.
— Sending spam or unsolicited commercial communications in contravention of GDPR, LSSI-CE, or applicable regulations.
— Denial of service attacks, mass scraping of third parties without authorization, or reverse engineering our systems.
— Infringement of third-party intellectual or industrial property rights.
— Automated generation of disinformation, misleading deepfakes, or content usable for political/electoral manipulation.
— Extraction of personal data without valid legal basis or automated profiling prohibited by GDPR.
— Training competing AI models through outputs generated by our systems.
Non-compliance may result in immediate service suspension without prior notice, contract termination, and if applicable, legal action and/or reporting to competent authorities. RAXAR reserves the right to retain and forward to authorities any relevant evidence of detected illicit activity.
13. Third-Party Conditions (AI models)
Some RAXAR services depend on external AI model providers (Scaleway, Anthropic, Groq, Google and OpenAI) and other cloud services (Hostinger, Cloudflare, Stripe, Sanity). Using these services, Client acknowledges that:
— Use of AI models through our systems is subject to the terms of use, acceptable use policies, and privacy policies of each provider.
— Scaleway: https://www.scaleway.com/en/contracts/ · https://www.scaleway.com/en/privacy-policy/
— Anthropic (Claude): https://www.anthropic.com/legal/consumer-terms · https://www.anthropic.com/legal/aup
— Groq: https://groq.com/terms-of-use · https://groq.com/privacy-policy
— Google (Gemini): https://ai.google.dev/gemini-api/terms · https://policies.google.com/privacy
— OpenAI (if applicable): https://openai.com/policies
— Stripe (if applicable): https://stripe.com/legal
— Hostinger: https://www.hostinger.com/terms
RAXAR will make reasonable efforts to keep these links updated and notify material changes affecting the Client. However, Client acknowledges that the legal relationship regarding these services is between the provider and RAXAR, unless otherwise specified in a specific DPA.
14. Force Majeure
Neither party will be liable for breach of obligations when such breach is due to force majeure causes beyond reasonable control, including without limitation:
— Natural disasters (earthquakes, floods, pandemics declared by WHO/health authorities).
— Acts of government, embargoes, international sanctions, substantial regulatory changes.
— Wars, armed conflicts, terrorist acts, civil unrest.
— Widespread interruptions of Internet, root DNS, electricity, or critical infrastructure.
— Massive cyberattacks at regional or global scale affecting essential infrastructure providers (e.g. DDoS attacks on DNS registrars, root CA compromise).
— General strikes or industrial actions outside the affected party.
The affected party will notify the other without undue delay and make reasonable efforts to mitigate effects. If the force majeure situation persists more than 60 days, either party may terminate without penalty and RAXAR will pro-rate the last month to the Client.
A single failure of individual cloud providers (AWS, Hostinger) does not constitute force majeure and is governed by clause 7 (Availability and support).
15. Indemnification
The Client will indemnify RAXAR and its employees, subprocessors, and collaborators against any claim, damage, cost (including reasonable defense legal fees) arising from:
— Content or data Client provides processed by our systems when found to be illegal, infringe third-party rights, or obtained without valid legal basis.
— Misuse of services in violation of AUP (section 12).
— Client non-compliance with GDPR or other applicable regulations regarding data subjects processed through our services.
RAXAR will indemnify the Client against third-party claims for:
— Infringement of third-party IP rights directly attributable to code/design developed by RAXAR (excluding combinations by Client with own content or other providers).
— Serious GDPR violations directly attributable to RAXAR (not to Client as controller).
Procedure: the party receiving a claim will notify the other without delay (max 15 calendar days) to allow cooperation in defense. The indemnifying party controls defense and settlement strategy, with reasonable cooperation from the other party.
Limits: RAXAR's total indemnification obligation is subject to the liability limitation in section 9, except cases of willful misconduct or gross negligence.
16. Modifications
RAXAR may update these terms with minimum 30 days notice via email to Client administrative contact and prominent notice on the platform. Continued service use after that period implies acceptance of new terms.
Changes that materially and adversely affect Client rights entitle Client to terminate without penalty and obtain prorated refund of unamortized Setup Fee (linearly calculated over 36 months).
17. Change history
16 October 2026 · clauses 2 and 7: the service commitment becomes "human response during business hours (Monday to Friday, 9:00-19:00 Madrid time) and continuous automated monitoring with alerts". It applies to new contracts from 16 October 2026 and to ongoing contracts when the notice under clause 16 ends (from 16 November 2026 if they are notified on 16 October 2026; see clause 7). Previous text, which ceases to apply to new contracts on 16 October 2026 and to ongoing contracts on that same effective date:
— Clause 2 · "Monthly retainer: Managed hosting, 24/7 monitoring, corrective maintenance, and evolutionary improvements within contracted scope."
— Clause 7 (availability) · «RAXAR guarantees target availability of 99% monthly (standard tier) or 99.5% monthly (enterprise tier if applicable) for systems hosted on its infrastructure. Measurement: uptime calculated on dashboard control plane and health endpoints of contracted services, measured from Uptime Kuma at 60s intervals. Monthly reports available on request and visible publicly at status.raxar.es/status/raxar. Calculation exclusions: — Scheduled maintenance communicated with at least 24h notice. — Third-party provider failures (AI APIs like Anthropic/Groq, cloud services, ISPs, DNS registrars) beyond RAXAR control. — Emergency windows for critical security patches (max 2h · immediately communicated). — Force majeure incidents (see section 12). SLA Credits: if monthly uptime falls below target, Client is entitled to the following credits on that month's retainer (deductible from next invoice): — < 99.0% → 5% credit — < 98.0% → 10% credit — < 95.0% → 25% credit — < 90.0% → Client may terminate contract without penalty. Credits apply automatically, no claim needed. Maximum credit per month is 50% of that month's retainer (non-cumulative between months).»
— Clause 7 · "Target response/resolution times: Critical incidents (system down · data loss · security breach): response < 1h, resolution target < 8h. High incidents (degraded but operational functionality): response < 4h, resolution target < 24h. Medium/low incidents (cosmetic, minor UX): response < 8h, resolution target < 48h."