Terms of Use

BEFORE USING THIS WEBSITE PLEASE READ THE TERMS OF USE SET FORTH BELOW, AS THEY APPLY TO YOUR USE OF THIS WEBSITE.

 

1. Definitions

In these Terms of Use, the following words and expressions shall have the following meanings:

“Information” means information, data, text, content, analysis, news, reports, programmes, photographs, pictures, graphics, videos, audios, software and other materials, communications, transmissions and other items, tangible or intangible;

“Personal data” personally identifying information or sensitive data (including but not limited to names, ages, addresses, occupations, contacts and other personal details etc.);

“Terms of Use” means the Terms of Use set out below as amended from time to time;

“We”, “our” or “us” means the One2Cloud Limited;

“Users”, “you” or “your” means any person who accesses this Website

 

By registering for and/or accessing, browsing, using or subscribing to the Service, or by clicking “I Agree,” or otherwise affirmatively manifesting your intent to be bound by the Terms of Use, you signify that you have read, understood, and agreed to be bound by the TERMS OF USE and to the collection and use of your User Data as set forth in the One2Cloud Privacy Policy.

You must be capable of entering into a binding contract and at all times agree to and abide by the TERMS OF USE and all applicable local, state, national, and international laws, rules and regulations while using the Service.

The TERMS OF USE for the Service is a legal contract between you, either an individual subscriber, customer, member, or user of at least 18 years of age or a company, organization, or entity and One2Cloud regarding your use of the Service. One2Cloud may have different roles with respect to different types of Users, and “you” as used in the TERMS OF USE will apply to the appropriate type of User under the circumstances.

If you are using or opening an account with One2Cloud on behalf of a company, entity, or organization (collectively, the “Subscribing Organization”) then you represent and warrant that you: (i) are an authorized representative of that entity with the authority to bind such entity to the TERMS OF USE; (ii) have read the TERMS OF USE; (iii) understand the TERMS OF USE, and (iv) agree to the TERMS OF USE on behalf of such Subscribing Organization.

Please read the TERMS OF USE carefully to ensure that you understand each provision. A reference to singular includes the plural and vice-versa.

 

2. Changes to Website

We may, in our sole discretion and at any time, without notice to you, add to, amend or remove any Information from this Website, or alter the presentation, substance, or functionality of this Website.

 

3. Changes of Terms

We may amend, add or delete any provision of the Terms of Use from time to time in our sole discretion and such amendment, addition or deletion shall be effective immediately upon either posting the modified Terms of Use or notifying you. You agree to review these Terms of Use periodically to ensure that you are aware of any modifications. Your continued access of and use of the Information of this Website and Services following such amendments to the Terms of Use, shall conclusively be deemed to be your acceptance of the modified Terms of Use.

 

4. Grant of License

One2Cloud hereby grants you a limited, personal, non-exclusive, non-transferable, worldwide right and license to use the Service solely for your own internal business purposes, subject to the terms and conditions of the TERMS OF USE. All rights not expressly granted to you are reserved by One2Cloud and its licensors. Users shall have no right to sub-license or resell the Service or any component thereof.

 

5. Restrictions

The Service is not available to persons under 18 years of age or to any users previously suspended or removed from the Service by One2Cloud. When using the Service, including uploading or making available any User Data, you agree not to:

Upload or transmit via the Service any pornographic, threatening, embarrassing, hateful, racially or ethnically insulting, libelous, or otherwise inappropriate content;

Use the Service for any purpose that is unlawful or is otherwise prohibited by the TERMS OF USE;

Use the Service in any manner that in our sole discretion could damage, disable, overburden, or impair the Service;

Attempt to gain unauthorized access to the Service, or any part of them, other User Accounts, computer systems or networks connected to the Service, or any part of them, through hacking, password mining or any other means or interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service

Modify the Service in any manner or form, or use any modified versions of the Service, including but not limited to for the purpose of obtaining unauthorized access to the Service;

Use any robot, spider, scraper, or other automated means to access the Service for any purpose without our express written permission, or bypass any measures we may use to prevent or restrict access to the Service;

Impersonate another person or access another User’s User Account without that User’s permission or to violate any contractual or fiduciary relationships;

Share passwords issued by One2Cloud with any third party or encourage any other User to do so;

Misrepresent the source, identity, or content of User Data;

Modify, adapt, translate or create derivative works based upon the Service;

Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Service, unless and only to the extent that such activity is expressly permitted by applicable law;

Rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Service to any third party; provide time sharing or similar services for any third party; or use the Service for any purpose other than your own internal business use;

Remove, circumvent, disable, damage or otherwise interfere with security-related features of the Service, features that prevent or restrict use or copying of any content accessible through the Service or Service, or features that enforce limitations on use of the Service or Service;

Access the Service if you are a direct competitor of One2Cloud, except with One2Cloud’s prior written consent, or for any other competitive purposes; or

Collect or harvest any personally identifiable information, including account names, from the Service.

 

6. Privacy

For information about our privacy policies and practices, please refer to our Privacy Policy.

 

7. Account Activity Responsibility

7.1 User Accounts

In order to use certain aspects of the Service, you will have to register for the Service and create an account (“User Account”). When creating your account for the Service, you agree to provide true, accurate, current, and complete information. You further agree to maintain and update your personal information as needed to keep it true, accurate, current, and complete. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of your ID, password, or any credit, debit or charge card number), you agree to immediately notify One2Cloud. You may be liable for the losses incurred by One2Cloud or others due to any unauthorized use of your User Account.  You may not establish more than one User Account for the same entity without One2Cloud’s written consent.

 

7.2 System Access

You may choose to allow One2Cloud to automatically retrieve data from your system or third-party systems or services on your behalf. You hereby represent and warrant that you have the permission, authority, and rights to allow One2Cloud to so automatically access such system and services and you hereby grant One2Cloud permission to access such system and services and retrieve User Data therefrom by indicating the same within your User Account. One2Cloud disclaims any and all liability associated with accessing and retrieving User Data from such system and services on your or your Subscribing Organization’s behalf. In order to connect the Service with any third-party service, you hereby designate One2Cloud as your agent and attorney-in-fact in connection with such service and further authorize it to: (a) store your User Data relating to such service; (b) access such service using User Data you provide us; (c) use any materials you provide us in order to provide you the Service; (d) gather and export from such service any User Data reasonably necessary for us to provide the Service to you; and (e) otherwise take any action in connection with such service as is reasonably necessary for us to provide the Service to you. You agree that those third-party service providers are entitled to rely on the foregoing authorization, agency, and power of attorney granted by you. If at any time you do not have the right and authority to allow One2Cloud automatic access to such system, then you hereby agree to immediately disable such functionality within your user account.

 

7.3 Account Information

You acknowledge and agree that One2Cloud may access, preserve and disclose your account information and related contents if required to do so by law or in a good faith that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TERMS OF USE; (c) respond to claims that any User Data violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of One2Cloud, its users, or the public.

 

7.4 Payment and Refunds

You agree to pay all applicable charges under the TERMS OF USE, including any applicable taxes or charges imposed by any government authority. You agree that One2Cloud may change its pricing at any time. There are no refunds for payments made once Service has been rendered. Charges shall be calculated solely based on invoicing records maintained by One2Cloud for purposes of billing. No other measurements or statistics of any kind shall be accepted by One2Cloud or have any effect under the TERMS OF USE.

 

8. User Data

8.1 Use of User Data

By submitting User Data to One2Cloud, you hereby grant, and represent and warrant that you have all rights necessary to grant, all rights and licenses to the User Data required for One2Cloud and its subcontractors and service providers to provide the Service. One2Cloud shall have no right to sublicense or resell User Data, except however, that you agree that One2Cloud may collect, analyze, and use data derived from User Data for purposes of operating, analyzing, improving, or marketing the Service and any related services. If One2Cloud shares or publicly discloses information (e.g., in marketing materials, or in application development) that is derived from User Data, such data will be aggregated or anonymized to reasonably avoid identification of a specific individual or the User. You further agree that One2Cloud will have the right, both during and after the term of the TERMS OF USE, to use, store, transmit, distribute, modify, copy, display, sublicense, and create derivative works of the anonymized, aggregated data.

 

8.2 Your Responsibilities for User Data

In connection with User Data, you hereby represent, warrant, and agree that: (a) you have obtained the User Data lawfully, and the User Data does not and will not violate any applicable laws or any person or entity’s rights, including such person’s privacy, proprietary or intellectual property rights; (b) the User Data is free of all viruses, Trojan horses, and other elements that could interrupt or harm the systems or software used by One2Cloud or its subcontractors to provide the Service; (c) all User Data has and will be collected by you in accordance with a privacy policy that permits One2Cloud to share, collect, use, and disclose such User Data as contemplated under the TERMS OF USE, and if required by applicable law, pursuant to consents obtained by you to do each of the foregoing; (d) you are solely responsible for ensuring compliance with all privacy laws in all jurisdictions that may apply to User Data provided hereunder; (e) One2Cloud may exercise the rights in User Data granted hereunder without liability or cost to any third party; and (f) the User Data complies with the terms and conditions of the TERMS OF USE. For purposes of clarity, One2Cloud takes no responsibility and assumes no liability for any User Data, and you will be solely responsible for its User Data and the consequences of sharing or disclosing it hereunder, including One2Cloud’s use of such User Data as contemplated herein.

 

8.3 Security Incidents

In the event that User Data is disclosed to or accessed by an unauthorized party, One2Cloud will promptly notify you and use reasonable efforts to cooperate with your investigation of the incident; and if such incident triggers any third party notice requirements under applicable laws, you agree that as the owner of the User Data, you will be responsible for the timing, content, cost and method of any such notice and compliance with such laws.

 

8.4 No Responsibility for Backups

One2Cloud will not be responsible for any backup, recovery or other steps required to ensure that User Data is recoverable in the case of data loss. You are solely responsible for backing up your User Data on a regular basis, and taking appropriate steps to safeguard and ensure the integrity of your User Data.

 

8.5 Rights to User Data

You own all right, title and interest (including all intellectual property rights) in and to your User Data.

 

9. Ownership; Proprietary Rights

The Service is owned and operated by One2Cloud. The visual interfaces, graphics, design, compilation, information, computer code, products, software, services, and all other elements of the Service provided by One2Cloud, but expressly excluding any of the foregoing owned or licensed by and posted to the Service at the direction of Users (including without limitation User Data) (“Materials”) are protected by intellectual property and other applicable laws. Except for any technology licensed by One2Cloud, which is owned by and provided by our third-party licensors, all Materials contained in the Service, including without limitation the intellectual property rights therein and thereto, are the property of One2Cloud or its subsidiaries or affiliated companies. All trademarks, service marks, and trade names are proprietary to One2Cloud or its affiliates and/or third-party licensors. Except as expressly provided herein, nothing in the TERMS OF USE shall be deemed to create a license in or under any such Materials or the intellectual property rights therein or thereto, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place One2Cloud under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, One2Cloud does not waive any rights to use similar or related ideas previously known to One2Cloud, or developed by its employees, or obtained from sources other than you.

 

10. Third-Party Sites, Third-Party Information

The Service may call the servers of other websites or services solely at the direction of and as a convenience to Users (“Third Party Sites”). One2Cloud makes no express or implied warranties with regard to the information, or other material, products, or services that are contained on or accessible through Third-Party Sites. Access and use of Third Party Sites, including the information, material, products, and services on such sites or available through such sites, is solely at your own risk.

You acknowledge that One2Cloud does not manage or control the user data that you access, store or distribute through the Service, and accepts no responsibility or liability for that information regardless of whether such user data is transmitted to or by you in breach of the TERMS OF USE. One2Cloud makes no warranty with respect to such user data you may access, store or distribute through the Service. In particular, without limiting the generality of the foregoing, One2Cloud makes no warranty that such user data will be free of any virus or destructive or malicious code or programs. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against One2Cloud with respect to third party and/or user data that you choose to access, store or distribute, through the Service.

 

11. Security and Privacy Settings

We have implemented commercially reasonable technical and organizational measures designed to secure your User Data from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your User Data for improper purposes. You understand that internet technologies have the inherent potential for disclosure. You acknowledge that you are under no obligation to provide Personal Data or other sensitive information in order to use the Service and that you provide any such information at your own risk.

 

12. Warranty

One2Cloud makes no representation, warranty, or guarantee as to the reliability, timeliness, quality, suitability, truth, availability, accuracy or completeness of the Service or any content. One2Cloud does not represent or warrant that (a) the use of the Service will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data, (b) the Service will meet your requirements or expectations, (c) any stored data will be accurate or reliable, (d) the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your requirements or expectations, (e) errors or defects will be corrected, or (f) the Service or the server that make the Service available are free of viruses or other harmful components. The Service and all content is provided to you strictly on an “as is” and “as available” basis. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed to the maximum extent permitted by applicable law by One2Cloud.

 

13. Limitation of Liability

Under no circumstances, including, but not limited to, negligence, will One2Cloud or its affiliates, contractors, employees, agents, or third-party partners, licensors, or suppliers be liable for any special, indirect, incidental, consequential, punitive, reliance, or exemplary damages (including without limitation losses or liability resulting from loss of data, loss of revenue, anticipated profits, or loss of business opportunity) that result from your use or your inability to use the information or materials on the Service, or any other interactions with One2Cloud, even if One2Cloud or a One2Cloud authorized representative has been advised of the possibility of such damages. Applicable law may not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you. In such cases, One2Cloud’s liability will be limited to the fullest extent permitted by applicable law.

In no event will One2Cloud’s or its affiliates’, contractors’, employees’, agents’, or third-party partners’, licensor’s, or suppliers’ total liability to you for all damages, losses, and causes of action arising out of or relating to the TERMS OF USE or your use of the Service, including without limitation your interactions with other users, (whether in contract, tort including negligence, warranty, or otherwise) exceed the amount paid by you, if any, for accessing the Service during the month immediately preceding the day the act or omission occurred that gave rise to your claim .

In all cases where copyrighted data may be included as part or all of the Service, you agree to comply with all copyright laws and rules covering such data including (but not limited to) the reproduction and resale of such data. You agree that One2Cloud will not be held responsible for legal liabilities incurred through the use or misuse of data obtained through the Services.

You acknowledge and agree that One2Cloud has offered its products and services, set its prices, and entered into the TERMS OF USE in reliance upon the disclaimers of warranty and the limitations of liability set forth herein, that the disclaimers of warranty and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between the parties (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that the disclaimers of warranty and the limitations of liability set forth herein form an essential basis of the bargain between you and One2Cloud.

 

14. Indemnification

You agree to defend, indemnify and hold harmless One2Cloud and its subsidiaries, agents, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (a) your use of and access to the Service, including any data or work transmitted or received by you; (b) your violation of any term of the TERMS OF USE, including without limitation, your breach of any of the representations and warranties above; (c) your violation of or User Data violating any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (d) your violation of any law, rule or regulation of any country; (e) any claim or damages that arise as a result of any of your User Data or any other data that are submitted via your account; or (f) any other party’s access and use of the Service with your unique username, password or other appropriate security code. One2Cloud will have the right to control the defense, settlement, adjustment or compromise of any such claims, actions or proceedings by using counsel selected by One2Cloud. One2Cloud will use reasonable efforts to notify you of any such claims, actions, or proceedings upon becoming aware of the same. You shall indemnify One2Cloud for all loss or damages caused by violation of any third party’s rights while rendering the Service under the TERMS OF USE, including for all costs, loss of income, and legal and administrative expenses.

 

15. Termination

One2Cloud may terminate your account, delete any content or information that you have posted on the Service, and/or prohibit you from using or accessing the Services (or any portion, aspect, or feature of the Services) for any reason or no reason, at any time in its sole discretion, with or without notice. In addition, One2Cloud reserves the right to discontinue any aspect of the Service at any time, including the right to discontinue the display of any User Data. You agree that any termination of your access to the Service or any account you may have, or portion thereof may be affected without prior notice, and you agree that One2Cloud will not be liable to you or any third-party for such termination. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of the Service may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies One2Cloud may have at law or in equity.

 

16. Governing Law and Dispute Resolution

16.1 Governing Law

You agree that the TERMS OF USE and any dispute, controversy or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the laws of Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”).

 

16.2 Dispute Resolution

The sole and exclusive method for resolving all disputes, claims and controversies arising out of, related to, or in connection with this TERMS OF USE of Service (including the subject matter hereof, any amendment hereto, or the performance, termination, interpretation, validity or breach of this TERMS OF USE of Service or the arbitrability of any such controversy, claim, or dispute) will be binding arbitration in Hong Kong, in English Language. The decision of the arbitrator will be final and binding. The prevailing party will be entitled to apply to, and obtain from, a court or tribunal having competent jurisdiction, an order enforcing the arbitrator’s decision. One2Cloud may pursue any legal remedies in any competent jurisdiction for the enforcement of rights under the TERMS OF USE.

 

17. Miscellaneous

17.1 Notice and Modifications

One2Cloud may provide you with notices, including those regarding changes to One2Cloud’s terms and conditions, by email, regular mail, or postings on the Service. Notice will be deemed given twenty-four hours after email is sent, unless One2Cloud is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to a postal address, if provided by you through the Service. In such case, notice will be deemed given three days after the date of mailing. Notice posted on the Service is deemed given five (5) days following the initial posting. One2Cloud reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in the TERMS OF USE. One2Cloud is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. One2Cloud may, in its sole discretion, modify or update the TERMS OF USE from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the bottom of this page and notify you that material changes have been made to the Agreement. Your continued use of the Service after any such change constitutes your acceptance of the new TERMS OF USE of Service. If any such revision is unacceptable to you, your only remedy is to terminate your One2Cloud User Account. If you do not agree to any of these terms or any future TERMS OF USE of Service, do not use or access (or continue to access) the Service.

 

17.2 Variation and Waiver

No variation of this agreement shall be effective unless it is in writing and signed by the parties or their authorised representatives. Failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy. A waiver of any right or remedy under this agreement or by law is only effective if it is in writing. Except as expressly provided in the TERMS OF USE, the rights and remedies provided under this agreement are in addition to and not exclusive of, any rights or remedies provided by law.

 

17.3 Severability

If any provision or part-provision of the TERMS OF USE is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this agreement.

 

17.4 Assignment

The TERMS OF USE and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by One2Cloud without restriction.

 

17.5 Survival

Upon termination of the TERMS OF USE, any provision which, by its nature or express terms should survive, shall survive such termination or expiration.

 

17.6 Headings

The headings in the TERMS OF USE are for ease of reference only and shall be disregarded in construing the TERMS OF USE.

 

17.7 Entire Agreement

This, including the agreements incorporated by reference, constitutes the entire agreement between you and One2Cloud relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change made by One2Cloud as set forth in the TERMS OF USE.

 

18. Declarations

You hereby state and acknowledge that the TERMS OF USE have been freely consented by you. You hereby declare that you fully understand your rights and duties under the TERMS OF USE.