Welcome, we are SISO HOLDINGS LIMITED and its subsidiaries (“SiSo” or “we” or “us” or “our”). Our website is located at https://sisotechnologies.com/ (and any successor website thereto) (the “Site”), along with any content, functionality, and other services provided by us through or as described on the Site (collectively and including the Site, our “Service”). These terms of service (the “Terms”) are a legally binding contract entered into by and between you and SiSo and the terms and conditions of these Terms, as set forth below, together with any documents they expressly incorporate by reference (collectively, this “Agreement”), govern your access to and use of the Service and may only be varied with our express written agreement. Your use of the Service, or by clicking to accept or agree to these Terms when this option is made available to you, constitutes your consent to these Terms. If you do not want to agree to these Terms, you must not access or use the Service.

PLEASE READ THIS AGREEMENT CAREFULLY, AS IT (AMONG OTHER THINGS) PROVIDES IN SECTION 18 (ARBITRATION) THAT YOU AND SISO WILL ARBITRATE CERTAIN CLAIMS INSTEAD OF GOING TO COURT AND THAT YOU WILL NOT BRING CLASS ACTION CLAIMS AGAINST SISO.

You are (i) a client (the “Company”) or (ii) a user authorized by the Company to upload, access, view, share or otherwise make available certain documents or other materials such as the text of, or attachments to, a publication or comment (the “Documents”), contained on the Service. Access to and use of this Service and any the Document(s) are, in each case, subject to (x) applicable laws and regulations and (y) these Terms.

To the extent the Service processes or provides access to materials subject to attorney-client privilege (or any other form of privilege), neither the Company nor any other person is waiving or diminishing, and shall not be deemed to have waived or diminished, any such protection(s), including its attorney work-product protections, attorney-client privileges or similar protections and/or privileges as a result of providing any such process(es) and/or access.

This Agreement does not alter, modify, or amend any other agreements or obligations you, or any other person, may have with or to the Company and/or any of its affiliates.

IF YOU ARE AN INDIVIDUAL ACCESSING OR USING THE SERVICE ON BEHALF OF ANY ENTITY THAT EMPLOYS OR ENGAGES YOU OR THAT, YOU REPRESENT IN CONNECTION WITH THE PROJECT (AN “ORGANIZATION”), THEN YOU ARE AGREEING TO THIS AGREEMENT ON BEHALF OF YOURSELF AND SUCH ORGANIZATION.

References to “you” and “your” in this Agreement will refer to both the individual using the Service and to any such Organization.

1. Use of Service

You agree to use the Service for legitimate purposes and not for any illegal or unauthorized purpose, including without limitation, in violation of any intellectual property or privacy law. By agreeing to the Terms, you represent and warrant that you: (a) are at least the age of majority in your state, province and/or jurisdiction of residence; (b) are legally capable of entering into a binding contract, and (c) will use the Service and all portions thereof in accordance with all applicable laws and regulations.

You agree to not use the Service to conduct any activity that would constitute a civil or criminal offence or violate any law. You agree not to attempt to interfere with the Service’s network or security features or to gain unauthorized access to our systems.

SiSo will have the right, but not the obligation, to monitor your use of the Service.

You represent, warrant and covenant to us that: (a) you will implement and maintain measures to comply with any applicable laws and regulations in connection with the activities undertaken by you under this Agreement, including in connection with your use of the Services; and (b) you have all necessary rights and permissions to use the Company Data (as defined in Section 9 below), including all necessary consents to upload and transmit the Company Data to, and display and otherwise make available the Company Data through, the Service as contemplated by this Agreement in compliance with all applicable data protection and privacy obligations, laws, rules, and regulations.

2. Changes to the Service or this Agreement

We may change this Agreement from time to time by notifying you of such changes by any reasonable means, including by posting a revised Agreement through the Site. All changes are effective immediately when we post them and apply to all access and use of the Service thereafter. However, any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Agreement incorporating such changes, or otherwise notified you of such changes.

Your use of the Service following the posting of any changes to this Agreement will constitute your acceptance of such changes. The “Last Updated” legend above indicates when this Agreement was last changed. You are expected to check this page of the Site each time you access the Service.

We may, at any time and without liability, modify or discontinue all or part of the Service (including access to the Service via any third-party links); charge, modify, or waive any fees required to use the Service; or offer opportunities to some or all Service users. We reserve the right to withdraw or amend any service or material we provide on the Service, in our sole discretion without notice.

3. Information Submitted Through the Service

Your submission of information through the Service is governed by our Privacy Policy, which can be found at https://sisotechnologies.com/privacypolicy (the “Privacy Policy”). You represent and warrant that you have all rights, licenses, and permissions required for any and all information you provide in connection with the Service.

4. Rules of Conduct

In connection with the Service, you must not:

• Access or use the Service or any portion thereof for any purpose or in any manner other than as expressly permitted under this Agreement.

• Extract ideas, algorithms, procedures, workflows or hierarchies from the Service or any portion thereof, or otherwise attempt to reverse engineer the Service or any portion thereof, or use the Service or any portion thereof for the purpose of creating another product or service.

• Provide any means of access to, or otherwise display or transmit, the Service from or through any website (including by “framing” or “mirroring”) other than the website provided by SiSo for such purposes.

• Remove any disclaimer, copyright, trademark, confidentiality, or other legal notice from the Service or any portion thereof (or any associated documentation or materials).

• Post, transmit, or otherwise make available through or in connection with the Service any virus, worm, Trojan horse, Easter egg, time bomb, logic bomb, spyware, or other computer code, file, or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment (each, a “Virus”).

• Upload to or process using the Service any (i) content or other materials containing any Virus (ii) Social Security numbers, driver’s license numbers, financial account numbers, or similar; (iii) personal information about children under the age of 13; or (iv) any other information that is deemed sensitive under applicable laws or regulations.

• Use the Service, or any services or materials available through the Service for any purpose that is fraudulent or otherwise tortious or unlawful or in any manner that would violate or prejudice the legal or other ownership) rights of any third party

• Harvest or collect information about users of the Service.

• Attempt to gain unauthorized access to, or interfere with or disrupt the operation of, the Service, or the servers or networks used to make the Service available, including by hacking or defacing any portion of the Service; or violate any requirement, procedure, or policy of such servers and networks.
  Attempt to engage in any other conduct that restricts or inhibits any other person from using the Service, or which may harm SiSo or users of the Service.

• Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute, or otherwise exploit any portion of (or any use of) the Service, except as expressly authorized herein, without SiSo’s express prior written consent.

• Reverse engineer, decompile, or disassemble any portion of the Service, except where such restriction is expressly prohibited by applicable law.

• Frame or mirror any portion of the Service, or otherwise incorporate any portion of the Service into any product or service, without SiSo’s express prior written consent.
  Systematically download and store Service content unless you have the right and/or permission to do so.

• Use any robot, spider, site search/retrieval application, or other manual or automatic device to retrieve, index, “scrape,” “data mine,” or otherwise gather Service content or reproduce or circumvent the navigational structure or presentation of the Service, without SiSo’s express prior written consent.

6. Availability

We endeavour to ensure that the hosted elements of the Service will be available for remote access no less than 99.5% of the term of the contract between the Company and SiSo, excluding Excused Outages (as defined below) (“Availability”). Downtime as a result of any causes beyond the control of SiSo or that are not reasonably foreseeable by SiSo, including, without limitation by any of the events noted below are excluded from the Availability calculations (collectively, “Excused Outages”):

• Your environment issues affecting connectivity or interfering with the Service, including without limitation, telecommunications connection or any other your software or equipment, your firewall software, hardware or security settings, your configuration of anti-virus software or anti-spyware or malware software, or operator error;

• any third party software, hardware, or telecommunication failures, including Internet slow-downs or failures;

• force majeure events, including, without limitation fire, flood, earthquake, elements of nature or acts of God; third party labor disruptions, acts of war, terrorism, riots, civil disorders, rebellions or revolutions; quarantines, embargoes and other similar governmental action; or any other similar cause beyond the reasonable control of SiSo;

• issues related to third party domain name system (DNS) errors or failures;

• scheduled maintenance of the Service, conducted on a regular basis, of which SiSo will give a minimum of twenty-four (24) hours advanced notice by posting on the Service, email, or other pre-approved notification; and

• emergency maintenance of the Service, not to exceed four (4) hours in any month, for which you may not receive advanced notice.

• In the event SiSo fails to achieve the Availability requirement, SiSo will use commercially reasonable efforts to correct the interruption as promptly as practicable. In the event SiSo fails to achieve the Availability requirement during the term of the contract between the Company and SiSo, the Company may terminate this Agreement within thirty (30) days of SiSo first failing to achieve the Availability requirement, without further obligation and receive a prorated refund of any pre-paid, unused recurring fees. The refund will constitute your and the Company’s sole and exclusive remedy and SiSo’s (and its affiliates) sole and exclusive liability for failure to achieve the Availability requirement.

7. Errors and Omissions

Please note that the Site may contain typographical errors or inaccuracies and may not be complete or current. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information at any time, without prior notice (including after an order has been submitted). Such errors, inaccuracies or omissions may relate to product description, pricing, promotion and availability and we reserve the right to cancel or refuse any order placed based on incorrect pricing or availability information, to the extent permitted by applicable law.

We do not undertake to update, modify or clarify information on the Site, except as required by law.

8. Feedback

If you provide to us any ideas, proposals, suggestions, or other materials (“Feedback”), whether related to the Service, any products or services, or otherwise, you hereby acknowledge and agree that such Feedback is not confidential or proprietary to you, and that your provision of such Feedback is gratuitous, unsolicited, and without restriction, and does not place SiSo under any fiduciary or other obligation.

9. Proprietary Rights

SiSo Intellectual Property

As between you and SiSo, SiSo exclusively owns and retains all right, title and interest (including all intellectual property rights) in and to: (a) the Service and all portions thereof; (b) all data or information owned by SiSo or any of our affiliates or licensed by SiSo or any of our affiliates from a third party, but excluding any Company Data (the “SiSo Data”); (c) all intellectual property owned SiSo or our affiliates (“SiSo IPR”); and (d) any intellectual property rights developed by SiSo or our affiliates, contractors, consultants or outsourcing providers, whether related to this Agreement or not, during the term of this Agreement (“SiSo Developments”); in each case of (a) to (d), including all improvements, enhancements or modifications thereto made by or on behalf of SiSo.

The entire right title and interest in any SiSo Developments will vest in SiSo upon creation of such SiSo Developments, and in the event you are deemed to obtain any interest in any SiSo Developments, you will assign, without further consideration, all of its right, title, and interest in and to such SiSo Developments and intellectual property rights therein to SiSo.

Background Intellectual Property

Each party owns all rights, title and interest in all intellectual property rights and technology of such party and/or its affiliates that is created, invented, or developed prior to the effective date of this Agreement (“Background IP”) and any improvements made, at any time, to such Background IP by either party, subject to any licenses expressly granted to the other party for the purposes of performing its obligations under the Agreement.

Except as expressly set forth herein, nothing in this Agreement grants or otherwise gives either party ownership in, or other proprietary rights or license to use, the other party’s Background IP, or other intellectual property rights (or any derivative thereof), and all such rights are reserved.

Company Data

“Company Data” means all data or information, including any Documents, that are uploaded to the Service by the Company or on behalf of the Company. Save to the extent set out in this Agreement, no right, title, license, or interest (including, but not limited to, intellectual property rights) in and to the Company Data is conveyed by virtue of such data, information or Documents being uploaded to the Site.

User Data

You retain all right, title and interest (including, but not limited to, intellectual property rights) in and to your data or information that you uploaded or enter into the Services, excluding any Company Data (the “User Data”).

Licenses

Subject to the terms and conditions of this Agreement, SiSo hereby grants to you a non-exclusive, non-transferable (except as provided in Section 21), non-sublicensable license during the term of this Agreement to use the SiSo IPR solely for the purposes of receiving and using the Service.

You hereby grant SiSo and its affiliates a worldwide, non-exclusive, non-transferable, royalty-free license under your rights in the User Data and the Company Data to use, store, and process the User Data and the Company Data (including the learnings generated by the Service and underlying algorithms and any data that is automatically stored by the Service in the course of providing the services under this Agreement, to the extent it is anonymized): (i) in connection with providing and improving the Service and, (ii) to the extent that it is anonymized and does not contain any personally identifiable information or any identifying information that can be associated with you or your business, for the purposes of generating and using intelligence data in the course of our business, and, for avoidance of doubt, such intelligence data is and shall be owned by us.

The Services

Subject to your compliance with this Agreement, and solely for so long as you are permitted by SiSo to use the Service, you may view one (1) copy of any portion of the Service to which we provide you access under this Agreement, on any single device, solely for your use and not for further reproduction, publication, or distribution. We own the Service and its entire contents, features, and functionality, which is protected by intellectual property or other proprietary rights laws. This Agreement permits you to use the Service for your use only.

10. Confidentiality and Information Security

“Confidential Information” means information disclosed by one party (“Discloser”) to the other party (“Recipient”) identified as, or disclosed or obtained under circumstances reasonably indicating it is, confidential or proprietary. For the avoidance of doubt, User Data will be your Confidential Information, Company Data is Company’s Confidential Information and SiSo Data will be the Confidential Information of SiSo.

You agree to use the highest degree of care to safeguard Confidential Information contained on the Service and shall not at any time publish, disclose, or otherwise disseminate, duplicate, or use, directly or indirectly, Confidential Information for your own benefit or that of any of your employees or subcontractors or any other third party.

Your ability to disclose and/or use Company’s or any third party’s Confidential Information is governed by any confidentiality agreements that you or the Organization have entered into with the Company or applicable third party.
Nothing in this Agreement shall be deemed to waive or vary any other applicable agreement(s), or terms thereof, entered into with respect to your or the Company’s confidentiality undertakings or related obligations.

In the event of information security breach in connection with your use or access to the Service, which you become aware of or suspect has occurred, please bring it to our attention as soon as reasonably practicable and in any event within 24 hours after occurrence of the above by emailing to [email protected] and share the applicable supporting documents and information.