Terms of Service_SealSuite

Last Updated: December 7, 2021

Welcome to SealSuite, the platform providing security solutions to secure the workload of enterprise customers including functions of Virtual Private Network (VPN), Identity & Access Management (IAM), Wi-Fi Management and Terminal management.

BytePlus Pte. Ltd. (“SealSuite”, “we”, “our” or “us”) provides SealSuite to you subject to these Terms of Service (“Terms”) as below. BytePlus Pte. Ltd is a company incorporated in the Republic of Singapore and having its registered office at 1 Raffles Quay, #26-10, South Tower, Singapore 048583. SealSuite and its related services are collectively referred to herein as the service (“Services”). SealSuite provides the Services to enterprise customer in the form of private cloud deployment. The Services will be hosted on servers of enterprise customers and shall be operated and managed by them as well. These Terms are for the authorized users ("you") of enterprise customers and the Services shall be provided by enterprise customers. Please note, when we say SealSuite provides Services to you, it means your organization provides Services to you through SealSuite.

Please note that these Terms include and incorporate by reference the Privacy Notice and other policies governing the access to or use of the Services which may be issued or updated by SealSuite from time to time. These Terms form a legally binding agreement between you and us. Please take the time to read them carefully.

1. Use of Service

For accessing and using the Services, you should get an identification code from your organization to activate the application of SealSuite. You hereby confirm that you are the authorized user of your organization and have the legal capacity to enter into a binding contract with SealSuite, that you have read and understood these Terms, and that you agree to be bound by them. Your access to and use of the Services is subject to your compliance with these Terms.

2. Intellectual Property Rights

All Intellectual Property Rights in and to the Services belong to SealSuite and/or its affiliates. Nothing in these Terms shall operate to transfer ownership of any such Intellectual Property Rights to your organization and you.

You shall not, without SealSuite’s prior written consent:

(a) use any trademarks, service marks, logo, trade names, domain names, website names, other distinctive brand features or specific descriptions which will allow a third party to identify SealSuite and/or its affiliates, including without limitation to “SealSuite” (hereinafter collectively referred to as “ Proprietary Markings ”) belonging to SealSuite and/or its affiliates;

(b) with respect to any of the aforementioned Proprietary Markings (whether in itself or in combination with any other elements), display, use, apply for registration of trademarks, apply for registration of domain names, or represent to any other persons, whether expressly or impliedly, that you have the right to display, use or to otherwise dispose of the Proprietary Markings;

(c) modify, alter, remove, delete or destroy any SealSuite Proprietary Markings or proprietary legends placed upon or contained within the Services or any related materials or any Documentation; and

(d) take any action which would cause the Services or any part thereof to be placed in the public domain or to become open source software or permit any third party to do so.

3. Disclaimer

To the fullest extent permitted by applicable law, you acknowledge and agree that the Services including the software/application made available to you are provided on an “as-is” and “as-available” basis and with faults. SealSuite does not make any representations or warranties, whether express, implied, statutory or otherwise regarding the Services, and specifically disclaims and excludes all implied warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law, including without limitation, any implied warranty of merchantability, of satisfactory quality, of timeliness, of effectiveness, of accuracy, or of fitness for a particular purpose. In particular, SealSuite does not warrant that the Services will meet your requirements, operate without interruption, achieve any intended result, be compatible or work with any software system or other services, will not infringe any person’s rights (including intellectual property rights), will be secure, accurate, complete, up to date, effective, uninterrupted or error-free, or will not contain any harmful code. No oral or written information or advice given by SealSuite or its representatives shall create any warranties, representations, conditions or any other terms of any kind whatsoever implied by statute or common law. Your use of the Services is entirely at your organization and your own risk.

4. Limitation of Liability

Nothing in these Terms excludes or limits SealSuite’s liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by applicable law.

Subject to this clause, under no circumstances shall SealSuite be liable to you for any indirect, incidental, consequential, special, exemplary, punitive, enhanced, or other damages (including without limitation to damages for loss or interruption of business, loss of data, loss of goodwill, loss of business reputation, loss of profits or third party costs), under any theory of liability, including without limitation contract, negligence, strict liability, or other theory arising out of or relating in any way to your use of or access to the Services, even if SealSuite has been advised of the risk of such damages. To the maximum extent permitted by applicable law, SealSuite’s maximum aggregate liability to you arising out of or relating in any way to your access to and use of the Services shall not exceed US$500.

5. Third Party Links

The Services may contain third party links. Should you leave our Services via such a link, the content that you view in such linked web pages or websites and/or applications owned or operated by third parties is not provided or controlled by us. We have not developed or reviewed, and are not responsible for the consequences of your accessing to the linked web page or website and/or application, and/or the content at those web pages or websites and/or applications. We make no guarantee, representation or warranty as to, and have no liability for, any content at those web pages, websites and/or applications, including, but not limited to, guarantees, representations and warranties regarding truth, adequacy, originality, accuracy, timeliness, completeness, reasonableness, non-infringement, suitability, satisfactory quality, merchantability or fitness for any particular purpose or any representations or warranties arising from usage, custom of trade or by operation of law.

Any such link to other linked web pages or websites and/or applications of the Services does not constitute an endorsement, authorization, verification or representation that we are affiliated with the operators or owners of those linked web pages, websites, applications or the contents contained therein.

You agree that your access to and/or use of such linked web pages or websites and/or applications is entirely at your own risk and subject to the terms and conditions of access and/or use contained therein. To the extent you choose to use the products or services provided by linked web pages, websites and/or applications, you are solely responsible for your compliance with applicable law. We reserve the right to change, suspend, remove, disable or impose access restrictions or limits on any linked web pages, websites and/or applications at any time without notice or liability to you.

6. Feedback

If you elect to provide any feedback or comments to SealSuite related to the Services (“Feedback”), and unless we indicate otherwise, you grant SealSuite a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such Feedback throughout the world in any media. You grant SealSuite and sublicensees the right to use the name that you submit in connection with such Feedback, if they choose.

SealSuite shall have the right to use and disclose such Feedback in any manner and for any purpose in SealSuite’s discretion without remuneration, compensation or attribution to you, provided that SealSuite is under no obligation to review, consider, or implement such Feedback. Notwithstanding anything herein to the contrary, SealSuite may use and publish your testimonials and Feedback regarding the Services in publications, presentations and marketing assets used by SealSuite.

7. Changes to Terms

We may amend these Terms from time to time, including, for instance when we update the functionality of the Services or when there are regulatory changes. We will use commercially reasonable efforts to provide reasonable notice to all users of any material changes to these Terms, such as by e-mail and/or placing a notice on our website/platform. However, you should look at these Terms regularly to check for such changes. We will also update the “Last Updated” date at the top of these Terms, which reflect the effective date of such Terms. Your continued access to or use of SealSuite after the date of the new Terms constitutes your acceptance of the new Terms. If you do not agree to the new Terms, you must stop accessing or using SealSuite and any other Service.

8. Applicable Law and Jurisdiction

These Terms and any non-contractual rights or obligations arising out of or in connection with it shall be governed by and construed in accordance with laws of the Republic of Singapore without giving effect to any choice or conflict of law provision or rule whether of the Republic of Singapore (or any other jurisdiction) that would cause the application of laws of any jurisdiction other than those of the Republic of Singapore.

Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which SIAC Rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The tribunal shall consist of one arbitrator. The language of the arbitration shall be English.

9. Entire Agreement

These Terms, together with any terms or document referenced or incorporated herein (including but not limited to the the Privacy Notice), constitute the whole legal agreement between you and SealSuite and govern your use of the Services and completely replace any prior agreements between you and SealSuite in relation to the Services.

10. No Waiver

Our failure to insist upon or enforce any provision of these Terms shall not be construed as a waiver of any provision or right in these Terms.

11. Privacy and Security

We do not guarantee that our Services will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platform to access our Services. You should use your own virus protection software. We will implement reasonable and appropriate measures designed to help you secure the Services against accidental or unlawful loss, access or disclosure. For privacy issues, please refer to our Privacy Notice.

12. Severability

If any court of law, having jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from these Terms without affecting the rest of the Terms, and the remaining provisions of the Terms will continue to be valid and enforceable.

13. No Assignment

You may not assign any of your rights or delegate your obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of us. We may assign these Terms in their entirety (including all terms and conditions incorporated herein by reference), without your consent, to a corporate affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

14. Rights of Third Parties

A person or entity who is not a party to these Terms shall have no right under the Singapore Contracts (Rights of Third Parties) Act (Chapter 53B) to enforce any term of these Terms, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, nothing in this clause shall affect the rights of any permitted assignee or transferee of these Terms.

15. Specific Terms and Conditions for Australia

(a) The provisions under this clause only apply to and govern the provision of the Services in Australia. This clause supplements and/or amends (as the case may be) the other provisions of these Terms to only the extent expressly stated herein.

(b) Nothing in these Terms restricts, excludes or modifies or purports to restrict, exclude or modify any statutory consumer rights under any applicable law including the Competition and Consumer Act 2010 (Cth).

(c) If you are a Consumer, as that term is defined under Schedule 2 of the Competition and Consumer Act 2010 (Cth), guarantees (Statutory Guarantees) may apply to the Services that cannot be excluded under the Australian Consumer Law. For major failures with the Services, you are entitled:

a.to cancel these Terms; and

b.to a refund for the unused portion, or to compensation for its reduced value.

You are also entitled to choose a refund or replacement for major failures with goods. If a failure with the goods or a service does not amount to a major failure, you are entitled to have the failure rectified in a reasonable time. If this is not done you are entitled to a refund for the goods and to cancel these Terms and obtain a refund of any unused portion. You are also entitled to be compensated for any other reasonably foreseeable loss or damage from a failure in the goods or service.