Terms of Service
1. AGREEMENT
This Agreement is between O-Sync Pte Ltd ("O-Sync") and you ("you", "your" or the "User"), as an authorized user of the services provided by O-Sync, and governs the terms and conditions of your use of any services offered by O-Sync and access to the Site (as defined herein). O-Sync, through its website www.o-sync.com (the "Site"), provides computing and information services ("Services" or the "O-Sync Services"), including Remote Synchronization, mobile data management, O-Sync Hotlink and other services to be added, to those persons ("Users") who access the Site and utilize its services. By accessing the Site and using any of the services offered or provided by O-Sync, you confirm your acceptance of, and agree to be bound by, (i) all of the conditions of use set forth in this Agreement, (ii) any of the rules, policies and terms and conditions of use published on the Site that apply to each of the individual services provided or offered by O-Sync, and (iii) the Privacy Policy. This Agreement, together with the Privacy Policy, any operating rules, policies, pricing schedules, conditions of use or other documents on the Site or expressly incorporated herein by reference constitute the entire agreement between O-Sync and the User, and supersede all prior agreements between the parties regarding the subject matter of this Agreement. Notwithstanding the foregoing, your use of any software that may any time be provided by O-Sync relating to any of the O-Sync Services shall be pursuant to a separate agreement governing the use of such software.
2. User Account, Password and Security
If a particular product or service offered on the Site requires you to open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You further agree that the Registration Data you provide will be maintained and updated to keep it true, accurate, current and complete. O-Sync reserves the right to terminate your use of the Services and refuse to provide you with any and all current or future use of the Services if O-Sync, in its sole discretion, determines that any of your Registration Data is untrue, inaccurate, not current or incomplete.
You may be asked to choose a password and a user name, and you are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify O-Sync immediately of any unauthorized use of your account or any other breach of security. O-Sync will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by O-Sync or another party due to someone else using your account or password. You may not use anyone else"s account at any time, without the permission of the account holder.
As part of the registration process, the Service software may automatically collects certain information from your computer (including your Internet address, browser type, operating software, computer language and other computer registry information). You agree to allow O-Sync, through its software and Services, to obtain this information and further agree not to manipulate or falsify such information.
Always exercise caution when giving out any personally identifiable information. O-Sync specifically disclaims any liability with regard to the Services and any actions resulting from your use of the Services. You are responsible for all activities that occur under your account. You agree to notify O-Sync immediately of any unauthorized use of your account or breach in security known to you in relation to your use of O-Sync Services.
3. USE OF SERVICE
By accessing the Site and using the Services, each User agrees to be bound by all of the Conditions of Use set forth in this Agreement as well as any of the rules and policies published on the Site that apply to each of the individual Services as well as the other services offered by O-Sync that you may use.
(A) Passwords and Security. O-Sync is entitled to act on instructions received under your username and password. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You may not use anyone else"s account at any time, without the permission of the account holder. Should you permission other to use your account, you assume all risks for doing so and remain entirely responsible for any and all activities that occur under your Account.
(B) Availability of Service. Although O-Sync will use reasonable efforts within its limits to make the Service available without interruptions (except for planned maintenance or force majeure), O-SYNC WILL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES THAT YOU MAY INCCUR AS A RESULT OF ANY INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICES FOR ANY REASONS.
(C) Data Storage and Content. Although O-Sync will use reasonable efforts within its limits to store data that You provide under this Agreement, O-SYNC WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE TO THOSE DATA. You are solely responsible for the data and settings in Your Account and for the data that you store, retrieve, transmit or synchronize within or to Your Account or other websites, services or devices or with respect to which you attempt to do so. You are solely responsible for maintaining back-ups of all data stored on your devices. You acknowledge that password-protected security systems are subject to unauthorized access so that it is possible for an unauthorized third party to access, view, copy, modify and distribute any data in Your Account. You are solely responsible for obtaining rights, as applicable, to the data and files in Your Account and for ensuring that such content is not and Your use of the Service is not illegal or for an illegal purpose, misleading or fraudulent, libelous, violative of the intellectual property of others, does not include any viruses, worms or similar contaminating or destructive aspects, is not for spamming or other use that may disrupt the Services or networks through which the Services are accessed. You also agree not to access or attempt to access any accounts for which you have no access authorization or to gain unauthorized access to any of O-Sync´s systems, networks or databases.
4. Deny Access
O-Sync reserves the right in its sole discretion to deny access to the Site or any or all of O-Sync Services to any User for any reason whatsoever, and to indefinitely suspend or remove users who are found to abuse any of O-Sync services, without right of appeal.
5. END-USER INFORMATION
By providing information to O-Sync, each User hereby grants permission for O-Sync to use such information in accordance with and subject to O-Sync Privacy Policy unless a restriction on such use is communicated by the User to O-Sync by email prior to such use (in which O-Sync may deny your use of any of the Services).
(A) Use and Disclosure. O-Sync understands that certain information it obtains from you as a result of providing the Service, both during registration and through your use of the Services, is your personal information. O-Sync will use such Information in accordance with the Privacy Policy. Notwithstanding anything to the contrary stated in this Agreement, the Privacy Policy, or elsewhere, O-Sync has no responsibility of nondisclosure or confidentiality with respect to Information that is in or enters the public domain without breach of this Agreement, that it receives from a third party without restrictions on disclosure, or that O-Sync had obtained independently.
(B) No Breach of Privacy. You acknowledge and agree that the collection and use of your Information, and the operation and provision of the Services, as stipulated in this Agreement, in no way constitutes an actionable breach of any privacy or other rights, whether in equity, law, contract or otherwise and You hereby waive any and all such claims or rights of action whether foreseen or unforeseen.
6. TERMINATION OF SERVICE
Either User or O-Sync may terminate your account at any time, with or without cause (for any reason), with or without notice. Any notice by you to O-Sync concerning termination or cancellation of your account shall be in accordance with any procedures that may be established by O-Sync from time to time in its sole discretion. O-Sync also reserves the right to terminate or suspend your account without prior notice, provided that O-Sync will attempt to confirm such termination or suspension by subsequent notice, where notice will deemed to be delivered when sent to the e-mail address you provide during registration, or as updated by you in your account record.
Upon expiration or termination for any reason, you are no longer authorized to use any of the Services. When this Agreement is terminated and/or Your Account is canceled, you will no longer have access to data, you have stored on the Site and that material may be deleted by O-Sync. The following sections of this Agreement shall survive expiration or termination of the Agreement: 5, 9, 10, 11 and 12.
7. MODIFICATION OF AGREEMENT
This Agreement (and any agreement, rule, or policy relating to O-Sync Services) may be modified by O-Sync at any time by publication through the Site or by sending each User an email containing the URL of this Agreement. YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING O-SYNC WEBSITE TO OBTAIN TIMELY NOTICE OF SUCH MODIFICATIONS. USER SHALL BE DEEMED TO HAVE ACCEPTED SUCH MODIFICATIONS BY CONTINUING TO USE THE SITE AND ANY OF O-SYNC SERVICES AFTER SUCH MODIFICATIONS HAVE BEEN POSTED OR INFORMATION REGARDING SUCH MODIFICATIONS HAS BEEN SENT TO YOU. IF ANY MODIFICATIONS ARE UNACCEPTABLE TO YOU, THEN YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT AND CEASE USING THE SERVICE.
8. MODIFICATION OF SERVICES
O-Sync reserves the right to modify or discontinue any of the Services with or without notice. O-Sync reserves the right to launch premium Services in addition to any free basic Services O-Sync shall not be liable to User or any third party should O-Sync exercise its right to modify or discontinue any of the Services.
9. Disclaimer of Warranties; Limitations on Liability
EACH USER EXPRESSLY AGREES THAT USE OF THE SITE, THE O-SYNC SERVICES IS AT THE USER´S SOLE RISK. NEITHER O-SYNC NOR ANY OF ITS DIRECTORS, EMPLOYEES, LICENSORS OR AGENTS WARRANT THAT THE SITE OR THE O-SYNC SERVICES WILL BE UNINTERRUPTED OR ERROR FREE AND NEITHER O-SYNC NOR ANY OF ITS LICENSORS, AGENTS OR SERVICE PROVIDERS SHALL BE HELD RESPONSIBLE IN ANY WAY OR BY ANY MEANS, EITHER DIRECTLY OR INDIRECTLY, FOR ANY COMMUNICATIONS DIFFICULTIES WHICH COULD LEAD TO THE INTERRUPTION AND/OR DELIVERY OF ANY OF THE SITE OR THE O-SYNC SERVICES; NOR DOES O-SYNC OR ANY OF ITS DIRECTORS, LICENSORS, EMPLOYEES OR AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SITE OR THE O-SYNC SERVICES. THE SITE AND O-SYNC SERVICES ARE DISTRIBUTED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES AS TO ACCURACY OF INFORMATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THESE SERVICES. NEITHER O-SYNC NOR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE OR THE O-SYNC SERVICES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF USE OF THE SITE OR THE O-SYNC SERVICES OR INABILITY TO USE THE SITE OR THE O-SYNC SERVICES OR OUT OF ANY BREACH OF ANY WARRANTY, AND YOU HEREBY WAIVE ANY CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACTUAL, TORT OR OTHER GROUNDS, EVEN IF O-SYNC OR ANY SUCH LICENSOR OR SERVICE PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IN NO EVENT SHALL O-SYNC HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS OR COSTS OF GOODS OR SERVICES, OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED UNDER ANY THEORY OF LIABILITY AND WHETHER IN BASED CONTRACT, OR TORT (INCLUDING NEGLIGENCE). THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF O-SYNC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY AGREE THAT O-SYNC SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH ANY O-SYNC SERVICE. YOU SPECIFICALLY AGREE THAT O-SYNC IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER´S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT O-SYNC IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING AND/OR INCLUDED IN THE SITE OR SERVICES BY ANY THIRD PARTY.
10. INDEMNIFICATION
Each User hereby indemnifies O-Sync, its officers, directors, employees, subsidiaries, affiliates, agents, and representatives and each of its service providers against any and all claims, actions, demands, damages, losses, liabilities, costs and expenses (including attorney´s fees and accounting fees), including without limitation, arising out of O-Sync use of information provided by each User or relating to any claims, actions or demands brought by third parties resulting in whole or in part from your use of the Services, the data and content you store, retrieve, transmit or synchronize, or Your violation of this Agreement. You further agree to indemnify O-Sync, its officers, directors, employees, subsidiaries, affiliates, agents, and representatives and each of its each of its service providers from and against any and all claims, actions, demands, damages, losses, liabilities, costs and expenses (including attorney´s fees and accounting fees), including without limitation, arising out of claims based upon your use of any of the O-Sync Services, including any violation of this Agreement or any other O-Sync policy, rule or conditions of use posted on the Site or relating to any O-Sync Service, by User or any other person using your account, any claim of libel, defamation, violation of rights of privacy or publicity, any loss of service by other customers, any infringement of intellectual property or other rights of any third parties.
11. INTELLECTUAL PROPERTY
(A) When You may synchronize any information, text, files, links, software, or other materials ("Content") to publicly-accessible areas of the Site, You represent and warrant to us that (I) You are the rightful owner of the Content You are synchronizing, (II) You have obtained all rights necessary to upload the Content to O-Sync´s servers, synchronize the Content with the devices You have included in your Account and grant the rights set forth below, (III) neither the Content nor the use of such Content in the Service infringes or violates the rights of third parties or any applicable laws. You acknowledge and agree that O-Sync will have no obligation to enforce, defend or otherwise protect Your rights in uploaded Content and You release O-Sync and any of its affiliates (and our respective officers, directors, agents, subsidiaries and employees) from and against any and all claims, demands, losses, costs, expenses, liabilities and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to the Content or disputes with third parties regarding your rights in or to the Content. If You are a California resident, You waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." You further acknowledge and agree that you may be held legally liable for the Content You post on the Site (e.g., if the material You upload infringes someone else"s intellectual property rights or defames someone or violates their rights of privacy).
12. MISCELLANEOUS.
Any controversies or claims arising out of or relating to this Agreement, the Site or our Services shall be governed by the laws of the Republic of Singapore. The United Nations Convention on contracts for the international sale of goods is expressly disclaimed. Regardless of your country of residence, any dispute, claim or controversy arising out of or related to this Agreement, whether based on contract, tort, or any other legal theory, shall be submitted to and finally settled by binding arbitration under the then-current rules of the Singapore International Arbitration Centre by a panel of arbitrators appointed in accordance with those rules. The arbitration shall be held in Singapore. The award by the arbitrators shall be deemed to be made in Singapore. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. If any provision of this Agreement is held by an arbitrator or arbitrators of competent jurisdiction to be contrary to law, then such provision(s) shall be construed as nearly as possible to reflect the intentions of the parties with the other provisions remaining in full force and effect. The failure of O-Sync to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement may not be amended except as provided in Section 7, "Modification of Agreement". You may not assign or transfer this Agreement or any rights hereunder, and any attempt to the contrary is void. THIS AGREEMENT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN YOU AND O-SYNC WITH RESPECT TO THE SERVICES AND SOFTWARE AND SUPERSEDES ALL PRIOR AGREEMENTS BETWEEN YOU AND O-SYNC.