These Terms of Use (“Terms”) describe the terms under which [SaaS 22 Inc] (“Us”, “We”, “Our”) provides an individual or entity, who accesses and/or uses Our Platform to get information on different SaaS tools available in the market (“You”, “Your”, “Yourself”, “User”). By accessing and/or using the Platform, a) You agree to be bound by these Terms and acknowledge having read the privacy policy located at [https://www.saas22.com/privacy-policy] (“Privacy Policy”). b) You warrant to us that you have the legal capacity to enter into these Terms c) That, in the event, You are entering into these Terms on behalf of any entity or its group, You possess the requisite authority to bind such an entity or group to these Terms. If You do not agree to these Terms, You should immediately cease using the Platform.
You and Us will be individually referred to as “Party” and collectively as “Parties”.
1. USE OF THE PLATFORM:
- You acknowledge and agree to access and/or use the Platform only for Your internal business purposes in accordance with these Terms. The Platform allows You to search for and share information about different SaaS tools available in the market, interact with Experts, Vendors, and any other person using the Platform, and/or access the Blogs on the Platform.
- Any enhancements, new features, or updates (“Updates”) to the Platform are also subject to these Terms and We reserve the right to deploy Updates at any time.
- If You choose to create a User Account with Us, You agree to provide true, accurate, and complete information as may be required when registering for a User Account. Each User shall be identified using unique login information such as usernames and passwords (“User Login”) to log in to their User Account and such User Login shall be used only by the authorized Users. You shall be solely responsible for activities under Your User Account. We reserve the right to suspend or terminate Your User Account at our sole discretion if we believe or are likely to believe that the information provided by You are inaccurate, incomplete, or impersonates some other person.
- Beta Services: You may join the beta group on the Website, to receive a trial of Services by creating accounts for trial use for a limited period of time (“Beta Services”). The Beta Services shall be subject to these Terms and any additional terms that We specify. We, in our sole discretion, shall have the right to terminate the Services and Your right to use the Services at any time during the Beta Service period and for any reason, without being liable to You. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, WE DISCLAIM ALL LIABILITIES, TO THE MAXIMUM EXTENT PERMITTED BY LAW, WITH RESPECT TO YOUR USE OF THE BETA SERVICES.
2. ACCEPTABLE USE:
- You agree not to
- duplicate, reproduce, copy, sell, resell, or distribute, the Platform or any portion of the Platform including the User Content for commercial purposes without Our written consent.
- disassemble, reverse engineer, decompile or make the Platform available to any third party other than Your Users in furtherance of Your internal business purposes as expressly permitted by these Terms
- modify, adapt, or hack the Platform or otherwise attempt to gain or gain unauthorized access to Platform or related systems or networks;
- deep-link any portion of the Platform without Our express consent
- collect or harvest from Our Platform the information including the reviews and recommendations of fellow users of the Platform or Experts or Vendors without their consent
- access it for purposes of benchmarking, creating derivative works based on, or developing or operating products or services in competition with the Platform
- use the Platform to publish or post User Content that a) infringes upon any person’s intellectual property rights, b) is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory, c) infringes any person’s privacy rights, export control laws/regulations d) impersonates any other person or entity e) is irrelevant to the topic in which the User Content is posted or published g) solely promotes one product and disparages another product
- use the Platform to knowingly post, transmit, upload, link to, send, or store any viruses, malware, trojan horses, time bombs, or any other similar harmful software;
- “crawl,” “scrape,” or “spider” any page, data, or portion of or relating to the Platform (through the use of manual or automated means).
- If We inform You that a specified activity is prohibited with respect to the Platform, You will ensure that You immediately cease the use of the Platform for such prohibited activity or purpose. At our sole discretion, We may, suspend or terminate Your access to the Platform, and/or edit or remove User Content, which violates or otherwise fails to comply with these Terms.
3. USER CONTENT:
- The Platform offers Users an interactive space to publish or post reviews, recommendations, and opinions on any product or services offered by Vendors, in any form or media such as messages, data, information, text, music, sound, photos, graphics, screenshots, video, code, or any other material (“User Content”). Only after verifying Your identity, You shall be allowed to post or publish the User Content. You shall be responsible for all the User Content, You publish on the Platform. You warrant to Us that all the User Content You publish on the Platform is free from any third-party encumbrances.
- You represent and warrant that i) You own or otherwise control all of the rights to the User Content that You post on or through the Platform (ii) the User Content is accurate and honest; (ii) use of the User Content does not breach any of Our policies or guidelines and will not cause injury to any person or entity iv) there is no conflict of interest in the User Content You publish on the Platform.
- In the event the User Content contains Personal Data of third parties, You represent and warrant that You shall ensure compliance with all applicable data protection laws relating to the collection and transmission of Personal Data as part of the User Content.
- You shall be responsible for any third-party Intellectual Property Rights infringement, loss, damage, destruction, and unlawful transmission of Personal data in violation of this section 3 and You acknowledge and agree that We shall have no liability for claims arising from Your failure to comply with this section 3.
4. VENDOR SERVICES
- You acknowledge and agree that Your use of Vendor Services will be subject to the terms and conditions and privacy policies of such Vendors and that We shall not be liable for Your enablement, access, or use of such Vendor Services, including any data that is processed by such Vendors. We shall only be liable for Your data when it is being transmitted through Our Platform. You should contact that Vendor for any issues arising in connection with the use of such Vendor Service.
- You acknowledge that We are just a facilitator or a marketplace and do not have any control or do not determine or in any way involve Ourself in the offering or acceptance of any commercial/contractual terms between You and the Vendors.
- You are advised to independently verify the bona fides of any Vendor that you choose to deal with on the Platform and use your best judgment on that behalf. We do not represent or warrant the quality or value of the services offered by such Vendors. Any offer that is provided by the Vendors is subject to the terms and conditions of such Vendors and We shall not take any responsibility for such offers.
- At no time We shall hold any right, title, or interest over the products of the Vendors nor We shall have any obligations or liabilities in respect of such contract entered into between You and the Vendor.
- We are only providing the Platform for communication and it is agreed that the contract for the sale of any of the products or services shall be a strictly bipartite contract between You and the Vendor. The Vendor shall be solely liable for redressing their customer complaints. In the event You raise any complaint on any Vendor accessed using our Platform, We shall reasonably assist You by providing relevant information to You, such as details of the Vendor and the specific order to which the complaint relates.
5. ONLINE CONTENT:
- Opinions, advice, statements, offers, or other information or content made available through the Platform, that are either from the Experts or Vendors or any other person but not directly by Us, are those of their respective authors, and We do not endorse the reliance on such contents. The authors of those contents are solely responsible for such content.
- We do not guarantee the accuracy, completeness, or usefulness of any of the curated materials on the Platform nor do we adopt nor endorse, nor are We responsible for the accuracy or reliability of any opinion, advice, or statements made by other parties. We take no responsibility and assume no liability for any User Content that You or any other third-party posts or sends via the Platform. Under no circumstances will we be responsible for any loss or damage resulting from anyone's reliance on information or other content posted on the Platform.
6. INTELLECTUAL PROPERTY RIGHTS:
- All rights, title, and interest in and to all intellectual property and/or proprietary rights, title, and interest in or related to the Platform including patents, inventions, copyrights, trademarks, domain names, trade secrets, algorithms, techniques, processes or know-how (collectively, “Intellectual Property Rights”) shall belong to and remain exclusively with Us.
- You own the rights to the User Content You publish or post on the Platform. By posting User Content on Our Platform, You grant Us, a perpetual, worldwide, irrevocable, exclusive, royalty-free, and fully sub-licensable right to use, reproduce, translate, modify, create derivative works of, publicly display, communicate, and distribute (either electronically or via other media now known or hereafter devised) the User Content in the ordinary course of Our business.
- We shall have a perpetual, worldwide, transferable, and royalty-free right and license to incorporate into Platform or otherwise use any suggestions, enhancement requests, recommendations, or other feedback You choose to provide Us.
- All rights not expressly provided to You herein are reserved.
7. PAYMENT:
For availing certain features of the Platform You may be required to make a payment based on the pricing terms available on the Website, for each of such features. All the payments made are non-refundable. There will be no refunds for partial use of the feature of the Platform, or upgrade/downgrade refunds. You will not receive a refund for the non-use of any feature of the Platform already paid for.
8. TERMINATION
- These Terms will remain in full force and effect as long as You access and/or use the Platform. We reserve the right, at Our sole discretion, to pursue all of its legal remedies, including but not limited to the removal of Your User Content and/or Your User Account from the Platform and immediate termination of Your ability to access the Platform, upon any breach by You of these Terms or if We are unable to verify or authenticate any information You submit towards registration with the Platform.
- Effect of Termination: Upon termination of Your User Account Your access and use of the Platform through the User Account shall cease.
9. CONFIDENTIALITY; SECURITY AND DATA PRIVACY
- If You choose, or You are provided with, a user identification code, login, password, or any other piece of information as part of Our security procedures, You must treat such information as confidential. You must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by You or allocated by Us, at any time, if in Our reasonable opinion, You have failed to comply with any of the provisions of these Terms. We will not be responsible for any activities, including any attempted or actual access or loss of data occurring under Your User Account as a result of Your non-compliance with Your obligations under this section.
- Each of the Parties will protect the other’s Confidential Information from unauthorized use, access, or disclosure in the same manner as each of the Parties protects its own Confidential Information, and in any event, no less than reasonable care. Except as otherwise expressly permitted pursuant to the Terms, each of the Parties may use the other’s Confidential Information solely to exercise its respective rights and perform its respective obligations under the Terms and shall disclose such Confidential Information solely to those of its respective employees, representatives, and agents who have a need to know such Confidential Information for such purposes and who are bound to maintain the confidentiality of, and not misuse such Confidential Information.
- You agree and acknowledge that We may collect and use query logs, and any data relating to the operation, support, and/or about Your use of the Platform (“Usage Data”) to develop, improve, support, and operate the Platform.
- The Personal Data that is provided to Us by You during the course of usage of the Platform, will be treated as strictly confidential and in accordance with Our Privacy Policy available at [] and applicable data protection laws and regulations.
10. INDEMNIFICATION:
You will indemnify and hold Us harmless against any claim brought by a third party against Us, and Our respective employees, officers, directors, and agents arising from Your acts or omissions i) violating any of the provisions of these Terms, ii) violating any applicable laws or rights of third parties provided that (i) We promptly notify You of the threat or notice of such a claim, (ii) You have or will have the sole and exclusive control and authority to select defense attorneys, defend and/or settle any such claim; and (iii) We fully cooperate with You in connection therewith. You will have no obligation or liability with respect to any such claim arising out of the gross negligence or willful misconduct of Us.
11. DISCLAIMER
- PLATFORM INCLUDING THE WEBSITE, AND BLOGS, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ALL EXPRESS OR IMPLIED REPRESENTATIONS AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE HEREBY EXCLUDED.
- WE HAVE NO CONTROL OVER THE USER CONTENT OR THE GENUINITY OF THE USER CONTENT ON THE PLATFORM OFFERED BY THE VENDORS, YOU SHOULD TAKE AN APPROPRIATE DECISION BASED ON YOUR JUDGMENT, AND WE OR OUR AFFILIATES WILL NOT BE HELD LIABLE FOR ANY DECISION OF YOURS BASED ON THE USER CONTENTS ON THE PLATFORM.
- WE DO NOT OWN ANY OF THE PRODUCTS OR SERVICES LISTED ON THE PLATFORM. THE OWNERSHIP OF THE PRODUCTS OR SERVICES AS WELL AS THE ASSOCIATED INTELLECTUAL PROPERTY RIGHTS BELONG TO THE RESPECTIVE VENDOR ONLY.
- YOU ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE ACCESS TO THE PLATFORM, WHICH IS PROVIDED OVER THE INTERNET AND VARIOUS TELECOMMUNICATIONS NETWORKS, ALL OF WHICH ARE BEYOND OUR CONTROL, WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER MALICIOUS SOFTWARE.
12. LIMITATION OF LIABILITY:
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE TO ANY PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST SALES, LOST GOODWILL, LOSS OF USE OR LOST CONTENT, BUSINESS INTERRUPTION) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, BREACH OF STATUTORY DUTY, NEGLIGENCE OR OTHERWISE, EVEN IF EITHER PARTY HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY AND THAT OF OUR AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS, RELATING TO THE PLATFORM, WILL BE LIMITED TO AN AMOUNT EQUAL TO THE CHARGES PAID BY YOU IN THE SIX (6) MONTHS PRECEDING THE CLAIM.
IN JURISDICTIONS WHICH DO NOT PERMIT THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, OUR LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
13. MISCELLANEOUS
13.1 Relationship of the Parties: The Parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship among the Parties.
13.2 Assignment: These Terms and any rights or obligations hereunder may not be assigned by You without Our prior written consent, whereas We can assign any of its rights and obligations hereunder without the Your prior written consent. These Terms bind and inures to the benefit of, the Parties and their respective successors and permitted assigns.
13.3 Entire Agreement and Revisions: These Terms, including all schedules and online policies incorporated herein by reference, contain the entire agreement and understanding of the Parties and supersede all prior communications, discussions, negotiations, proposed agreements, and all other agreements between them, whether written or oral, concerning the subject matter herein. These Terms may be amended only by a written agreement of the parties and signed by the duly authorized agents of the parties.
13.4 Force Majeure: Notwithstanding anything to the contrary contained elsewhere, We shall not be liable for the unavailability of the Platform caused by circumstances beyond Our reasonable control, such as but not limited to, acts of God, acts of government, acts of terror or civil unrest, technical failures beyond Our reasonable control, or acts undertaken by third parties, including without limitation, distributed denial of service attacks.
13.5 Governing Law and Dispute Resolution: These Terms shall be governed by the laws of the [Delaware, USA]. Parties hereby expressly agree to submit to the exclusive personal jurisdiction of the courts in Wilmington, Delaware. Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of these Terms to arbitrate, shall be first settled by arbitration administered settled by the American Arbitration Association in accordance with its commercial arbitration rules (“AAA Rules”) and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Subject to the foregoing, the courts in [Delaware, USA] shall have exclusive jurisdiction
13.6 Notices and Consent to Electronic Communications: All notices to be provided by Us to You under these Terms may be delivered in writing via electronic mail to the e-mail address provided by You while registering . Our address for a notice to Us: (i) in writing by Courier is 447 Broadway New York 10013 or (ii) by electronic mail is contact@saas22.com. All notices shall be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, two (2) business days after being deposited in the mail or with a Courier as permitted above.
13.7 Publicity Rights: You hereby grant Us a royalty-free, worldwide, transferable license to use Your trademark or logo to identify You as Our customer on Our Websites and/or marketing collateral and to include Your use of the Platform in case studies.
13.8 Severability; No Waiver: If any provision in these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by applicable law, and the remaining provisions of these Terms shall remain in effect. Our non-exercise of any right under or provision of these Terms does not constitute a waiver of that right or provision.
13.9 Survival: All clauses which, by their nature are intended to survive, including without limitation Clauses 7 (Intellectual Property Rights), 7 (Payment), 8.2 (Effect of termination), 9 (Confidentiality; Security and Data Privacy;), 10 (Indemnification), 11 (Disclaimer of Warranties), 12 (Limitation of Liability), 13 (Miscellaneous) and 14 (Definitions) shall survive any termination of Our agreement with respect to use of the Platform by You. Termination shall not limit either Party’s liability for obligations accrued as of or prior to such termination or for any breach of these Terms.
14. DEFINITIONS
When used in these Terms with the initial letters capitalized, in addition to terms defined elsewhere in these Terms, the following terms have the following meanings:
Blogs: shall mean the contents relating to technology, software applications, etc, that are regularly updated on the blog page of Our Website. The content can be from Us, Vendors, Experts, or any other person who publishes their content on the blog page with Our approval.
Confidential Information: means all information disclosed by one Party to the other Party which is in tangible form and labeled “confidential” (or with a similar legend) or which a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure. Notwithstanding the foregoing, Confidential Information shall not include any information which (a) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (c) is, at the time of disclosure, already in possession of the receiving party without any obligation of confidentiality; (d) is obtained by the receiving party from a third party without a breach of such third party’s obligations of confidentiality; (e) is independently developed by the receiving party without the use of or reference to the disclosing party’s Confidential Information; or (f) is required by law to be disclosed by the receiving party, provided that the receiving party shall, to the extent legally permitted, notify the disclosing party of such requirement prior to disclosing so that the disclosing party may seek a protective order or other appropriate relief.
Expert: shall mean a person with the necessary skills and expertise to help You find the suitable software tool to cater to Your needs and requirements.
Personal Data: means data relating to a living individual who is or can be identified either from the data or from the data in conjunction with other information that is in, or is likely to come into, the possession of the data controller.
Platform: means Our proprietary online marketplace that aids Users in connecting with Vendors, and/or Experts along with access to the contents of the Blogs, including any modifications, updates, or improvements thereto.
Processing/To Process: means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, such as collection, recording, organization, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, blocking, erasure or destruction.
User Account: means any accounts or instances created by or on behalf of the User for access and use of the Platform.
Vendors: shall mean software vendors that are listed on Our Website
Vendor Service(s) shall mean Vendor application(s) or service(s) integrating with the Platform through APIs or otherwise enabled through the Platform which requires You to have Your own accounts with such third-party application(s) or service(s) in order to utilize them.
Website(s): means the websites owned and operated by Us including [https://www.saas22.com/]
Logo use : All product and company names are trademarks or registered trademarks of their respective holders. Use of them does not imply any affiliation with or endorsement by them.
Impressum
SaaS 22 Inc.
Represented by: Radhakrishnan Ramachandran
Address: 447 Broadway, New York, 10013, United States
Email: contact@saas22.com
