Terms of Service

This agreement provides Customer and its Affiliates access to and usage of an Internet-based software service, including, without limitation, remote training that Sapaad offers its customers, the service's features, functions, and user interface, as specified on an order (Service). This agreement may be updated and modified by Sapaad at any time and the same shall be notified to the Customer.

Customer Owned Data. All data, information and content uploaded by Customer to the Service remains the property of Customer, as between Sapaad and Customer (Customer Data). Customer grants Sapaad a non-exclusive, royalty-free, fully paid up, worldwide license to access, use, copy, modify (including the right to create derivative works of), display and transmit the Customer Data for purposes of (a) performing the Services, and (b) improvement and enhancement of the Services. During the term of this agreement, Sapaad will make available Customer Data to the Customer upon request. Customer is solely responsible for accuracy, quality, content, and legality of Customer Data and any transfer of Customer Data outside of the Services by Customer or any third party authorized by Customer.

Sapaad Measures Warranty. Sapaad will undertake necessary safeguards to maintain the availability of the Service (excluding maintenance outages, outages beyond Sapaad's reasonable control, and outages that result from any Customer technology issues). While the functionality or features of the Service and Support may change based on customer requirements, best practices, technological changes and other reasons, Sapaad will not materially decrease, during a paid term, the features and functions of the Service, and the Support, as a whole.

Fees and Payment. Customer must pay all fees as specified on the order, but if not specified, then within 30 days of receipt of an invoice. Quantities cannot be decreased during a paid term. Customer is responsible for the payment of all sales, use, withholding, VAT, and other similar taxes. This agreement contemplates one or more orders for the Service, which orders are governed by the terms of this agreement.

Definition of Confidential Information. Confidential Information means all non-public information disclosed by a party (Discloser) to the other party (Recipient), whether orally, visually, or in writing, that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (Confidential Information). Sapaad's Confidential Information includes, without limitation, the Service, its user interface design and layout, and pricing information, and the Software and Documentation (defined below). Customer's Confidential Information includes, without limitation, the Customer Data.

Reservation of Rights. Sapaad and its licensors are the sole owners of the Service and its underlying software, including all associated intellectual property rights, and they remain only with Sapaad. Customer may not remove or modify any proprietary marking or restrictive legends in the Service or Software and Documentation. Sapaad reserves all rights that are not expressly granted in this agreement.

TOTAL LIMIT ON LIABILITY. TO THE MAXIMUM EXTENT ALLOWED BY LAW, SAPAAD'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT, TORT, OR OTHERWISE) DOES NOT EXCEED THE AMOUNT PAID BY CUSTOMER WITHIN THE 3-MONTH PERIOD PRIOR TO THE EVENT THAT GAVE RISE TO THE LIABILITY

Governing Law and Forum. This agreement is governed by the laws of Singapore (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this agreement. Any suit or legal proceeding must be exclusively brought in the courts of Singapore, and Customer submits to this personal jurisdiction and venue. Nothing in this agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction. The prevailing party in any litigation is entitled to recover its attorneys' fees and costs from the other party.

Entire Agreement and Changes. This agreement and the order constitute the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter. Customer is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise, or inducement not included in this agreement is binding. No modification or waiver of any term of this agreement is effective unless both parties sign it, however this agreement may be modified through an online process provided by Sapaad.