Please review and accept the Terms and Conditions.

Virtag Service Usage Terms and Conditions

Effective Date: February 13, 2023

Last updated: February 14, 2023

Version: 1.1

These Terms and Conditions govern your use of the Service and form a binding agreement between Paladyne LLC (the "Company") and you, the person or entity using the software as a service product offered by the Company (the "Service"). By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, you may not access or use the Service.

Definitions

For purposes of these Terms and Conditions, the following terms shall have the following meanings:
  • "Service" refers to the Company's software as a service platform, including but not limited to the SAAS product and the accompanying mobile app, and all associated services, products and technologies, including any updates, upgrades, new releases or other modifications.
  • "User Account" refers to the account established by a user to access and use the Service.
  • "User Generated Content" refers to any content, including but not limited to text, images, and videos, submitted, posted, or otherwise transmitted by users through the Service.
  • "Intellectual Property Rights" refers to all patents, copyrights, trademarks, trade secrets and any other proprietary rights related to the Service, including those owned by the company.
  • "Company" refers to the entity offering the Service.
  • "Mobile App" refers to the mobile application that provides access to the Service.
  • "Tag" refers to a URL and associated data that the URL references
  • "You" refers to the user of the Service and/or the Mobile App

User Accounts

a. Eligibility: The Service is intended solely for persons who are 13 or older. By accessing or using the Service, you represent and warrant that you are 13 or older.

b. Account Creation: To access and use some features of the Service you must create a User Account. You agree to provide accurate and complete information when creating your User Account and to keep your account information updated.

c. User Responsibility: You are solely responsible for maintaining the confidentiality of your User Account login information and for all activities that occur under your User Account. You agree to immediately notify the Company of any unauthorized use of your User Account or any other breach of security.

Use of Service

a. License Grant: Subject to the terms and conditions of this Agreement, the Company grants you a limited, non-exclusive, non-transferable license to access and use the Service solely for your own personal or internal business purposes.

b. Restrictions: You agree not to (i) modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Service; (ii) rent, lease, sell, transfer, assign or otherwise commercially exploit the Service; (iii) use the Service for any illegal purpose; or (iv) remove any proprietary notices or labels on the Service.

c. Updates: The Company reserves the right to update and change the Service from time to time without notice.

Intellectual Property Rights

a. Ownership: The Service and all Intellectual Property Rights related thereto are and will remain the exclusive property of the Company. Nothing in this Agreement conveys to you any interest in or to the Service or any Intellectual Property Rights, except for the limited license granted in Section 3.

b. Trademarks: The Company's trademarks, service marks, logos and other branding elements are the sole property of the Company and may not be used in connection with any product or service that is not provided by the Company, or in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits the Company.

Acceptable Content

The Service allows you to submit, upload, publish, or otherwise make available User Generated Content, including but not limited to blog posts, image posts, comments, and ratings. You agree that any User Generated Content that you provide will comply with the following standards:

  1. Legal Compliance: You agree to comply with all applicable laws and regulations, including but not limited to those related to intellectual property, privacy, and defamation.
  2. Respectful Communication: You agree to communicate respectfully with other users of the Service and to refrain from using the Service to harass, threaten, or intimidate others.
  3. No Offensive Content: You agree not to provide or share any content that is defamatory, obscene, pornographic, hateful, or otherwise offensive or inappropriate.
  4. No Illegal Content: You agree not to provide any User Generated Content that is illegal or promotes illegal activities, including but not limited to fraud, theft, or violence.
  5. No Infringing Content: You agree not to provide any content that infringes upon the intellectual property or other rights of others.

The Contributor represents and warrants that he or she has all rights necessary to grant the rights granted herein with respect to the User Generated Content, and that the User Generated Content, and the Company's exercise of its rights hereunder, do not and will not infringe, misappropriate or violate any patent, copyright, trademark, trade secret, or other proprietary or intellectual property right or any right of publicity or privacy of any third party.

The Company reserves the right to remove any User Generated Content that we determine, in our sole discretion, violates any of the above standards or is otherwise inappropriate for the Service. The Company may also terminate your access to the Service if you repeatedly violate these standards or engage in other inappropriate behavior.

Ownership of User Generated Content

The ownership of User Generated Content remains with the user who contributed the content (the "Contributor"). By submitting, posting, or otherwise transmitting User Generated Content through the Service, the Contributor grants the Company a non-exclusive, worldwide, royalty-free, sub-licensable, transferable license to use, copy, modify, distribute, display, and otherwise exploit the User Generated Content in connection with the Service and the Company's business, including but not limited to promoting and redistributing part or all of the Service and derivative works thereof in any media formats and through any media channels.

The Company does not claim any ownership rights in any User Generated Content and nothing in these Terms and Conditions shall be deemed to restrict any rights that the Contributor may have to use or exploit the User Generated Content.

Disclaimer of Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

Limitation of Liability

The Service may allow users to upload, post, or otherwise transmit content, including but not limited to text, images, and videos (collectively, "User Generated Content"). The Company does not control and is not responsible for User Generated Content, and makes no representations or warranties as to the accuracy, completeness, or reliability of any User Generated Content.

In no event shall the Company be liable for any damages arising from or in connection with the use of the Service, including User Generated Content, whether such damages are direct, indirect, incidental, special, consequential, or punitive in nature. The Company's total liability to you, whether in contract, tort, or otherwise, shall not exceed the the total amount of fees you have paid to the Company in the twelve (12) months preceding to the event giving rise to the claim.

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, licensors, and suppliers from and against any claims, actions, demands, losses, damages, costs, expenses, and liabilities, including reasonable attorneys' fees, arising from or in connection with your use of the Service, including User Generated Content, or your breach of these Terms and Conditions.

Termination

Either party may terminate these Terms and Conditions at any time and for any reason upon written notice to the other party. Upon termination, your right to use the Service will immediately cease and you shall remove all User Generated Content from the Service.

In the event of termination, the Company may, in its sole discretion, delete any of your User Generated Content and/or information associated with your User Account. The Company shall have no liability to you or any third party for the termination of these Terms and Conditions or the deletion of your User Generated Content.

The provisions of these Terms and Conditions that by their nature should apply to the fullest extent permitted by law and survive termination shall survive termination, including but not limited to the following sections: Disclaimer of Warranties, Limitation of Liability, and Termination.

Governing Law and Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of Japan, without giving effect to any conflict of laws principles.

Any dispute, claim, or controversy arising from or relating to these Terms and Conditions or the Service shall be resolved through final and binding arbitration in accordance with the Japan Commercial Arbitration Association's rules. The arbitration shall be conducted in Hyogo prefecture, Japan, in the Japanese or English language as decided by the Company, and the award of the arbitrator shall be final and binding on the parties.

The parties agree that any arbitration proceeding shall be confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) shall not be disclosed beyond the arbitration proceedings, except as may be required by law or for purposes of enforcement or appeal of the arbitration award.

Miscellaneous

These Terms and Conditions constitute the entire agreement between you and the Company with respect to the use of the Service and supersedes all prior or contemporaneous understandings, whether written or oral, regarding such use.

If any provision of these Terms and Conditions is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

The failure of either party to exercise any right provided for herein shall not be deemed a waiver of any further rights hereunder.

You may not assign these Terms and Conditions or transfer any rights to use the Service without the prior written consent of the Company. The Company may assign these Terms and Conditions, in whole or in part, at any time without notice to you.

These Terms and Conditions shall be binding upon and shall inure to the benefit of both parties, their successors and permitted assigns.