Vault Dragon Pte Ltd (“Vault Dragon”) knows that you care about how your personal information is used and shared, and we take your privacy seriously. Please read the following to learn more about our Privacy Statement. By using the www.Vault Dragon.com website and any related services and/or features (collectively, the “Service”) you acknowledge that you accept the practices and policies outlined in this Privacy Statement.
What Does This Privacy Statement Cover?
This Privacy Statement covers Vault Dragon’s treatment of personally identifiable information (“Personal Information”) that Vault Dragon gathers when you access/use the Service.
What Personal Information Does Vault Dragon Collect?
Vault Dragon collects information you voluntarily submit to the Service, such as, the information we collect when you register for an account: your name, address, email address, phone number, payment related information (credit card number, physical address, etc.), etc.
In addition, we may automatically receive and store certain, anonymous types of information whenever you interact with the Service. Such information may include the user’s IP address, domain server, and type of Internet browser. This information helps us, among other things, analyse trends and administer the Service. This information is anonymous and contains no personally identifiable data.
How Does Vault Dragon Use the Information It Collects?
Provide the Service: Your information will be used primarily to provide you with the Service (please review the Service Providers and Agents section below).
Improve the Service: Your information may be used by us internally to improve the Service and develop new products, services and features.
Other Uses: Your information may also be used by us as set forth in the next section.
Will Vault Dragon Share Any of the Personal Information it Receives?
To the limited extent we collect Personal Information – we neither rent nor sell your Personal Information to anyone. We share your Personal Information only as described below.
Service Providers and Agents: We employ other companies and people to perform tasks on our behalf. For example, as noted above, your information may be shared with courier/delivery services to enable them to pick up your boxes for storage. Also, we may decide to use a third party payment processing company to process payments you make through the Service. In addition, parts of the Service may be hosted by a third party on our behalf. Your information may be accessed by such providers/agents, in the event that we need to share your information with them to provide our services or customer support to you. Unless we tell you differently, Vault Dragon’s agents do not have any right to use Personal Information we share with them beyond what is necessary to assist us.
Business Transfers: In some cases, we may choose to buy or sell assets. In these types of transactions, customer information is typically one of the business assets that are transferred. Moreover, if Vault Dragon, or substantially all of its assets were acquired, or in the unlikely event that Vault Dragon goes out of business or enters bankruptcy, customer information would be one of the assets that is transferred or acquired by a third party. You acknowledge that such transfers may occur, and that any acquirer of Vault Dragon may continue to use your Personal Information as set forth in this policy.
Protection of Vault Dragon and Others: We may release Personal Information when we believe in good faith that release is necessary to comply with the law; enforce or apply our conditions of use and other agreements; or protect the rights, property, or safety of Vault Dragon, our employees, our users, or others.
With Your Consent: Except as set forth above, you will be notified when your Personal Information may be shared with third parties, and will be able to prevent the sharing of this information.
Conditions of Use
Third Party Websites/Services
The Site may permit you to link to other websites on the Internet, and other websites may contain links to the Site. These other websites are not under Vault Dragon control, and such links do not constitute an endorsement by Vault Dragon of those other websites or the services offered through them. The privacy and security practices of websites linked to or from the Service are not covered by this Privacy Statement, and Vault Dragon is not responsible for the privacy or security practices or the content of such websites.
Changes to this Privacy Statement
Vault Dragon may amend this Privacy Statement from time to time. Use of information we collect now is subject to the Privacy Statement in effect at the time such information is used. If we make changes in the way we use Personal Information, we will notify you by posting an announcement on our website, or via the Service, or sending you an email. Users are bound by any changes to the Privacy Statement when he or she uses the Service after such changes have been first posted.
Questions or Concerns
If you have any questions or concerns regarding privacy, please send us a detailed message at email@example.com. We will make every effort to resolve your concerns.
Vault Dragon (http://vaultdragon.com/)
1.1 Subject to the terms and conditions of this Agreement, the Service is provided solely for User’s own use, and not for the use or benefit of any third party.
1.2 The User certifies to Vault Dragon that if the User is an individual, (i.e., not a corporation) the User must be at least 18 years of age. If the User is a corporation, it warrants that it has full power and authority to use the Services and be bound by this Agreement, and that it shall be responsible for all activity under its account.
1.3 The User also certifies that it is legally permitted to use the Service, and takes full responsibility for the selection and use of the Service. This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions.
2.1 Vault Dragon reserves the right, at its discretion, to modify this Agreement at any time by posting a notice on the Site, or by sending User a notice via email or postal mail. The User shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Service by the User following such notification constitutes the User’s acceptance of the terms and conditions of this User Agreement
2.2 Notwithstanding the foregoing, for Services for which the User is paying, changes which have been as such stipulated shall take effect at the beginning of the next billing period.
3.1 In order to use the Services, the User must register (via the Site) and become a subscriber (“Subscriber”).
3.2 Where the User is an individual, each registration is for a single user only, and on registration, the User shall submit its name, email address by which he can be contacted and a password (collectively, your “ID”). Sharing of registered accounts and/or ID on the Site or Application, accessing the Ssite or Application through a single ID made available to multiple users on a network, and unauthorised use of
another’s ID is prohibited.
3.3 Where the User is a corporation, it must designate an administrator for its registered account who shall submit his name, a company email address and password (collectively also “ID”).
3.4 In the event of inappropriate or unauthorised ID use, Vault Dragon reserves the right to cancel, restrict or suspend (for such period and on such terms, if any, as Vault Dragon deems fit or necessary) the User’s registered account with, and/or access to, the Site without any liability whatsoever.
3.5 When registering to create an account, the User represents and warrants that all registration information submitted is accurate, truthful, complete and lawful. The User further warrants that it will maintain the accuracy of such information and update the information as and when necessary.
3.6 The User is solely responsible for all activity that occurs on the User’s account, for all use of the Site by the User or anyone else using the User’s ID, for preventing any unauthorised use of the ID and maintaining the confidentiality of the ID and keeping it secure. The User agrees not to use the registered account and/or ID of another user at any time or to disclose the User password to any third party. The
User shall notify Vault Dragon immediately if there is reason to believe that there has been any breach of security; such as the disclosure, theft or unauthorised use of ID.
4.1 Payment shall be by any such methods as offered by Vault Dragon from time to time.
4.2 For payment by credit cards, Vault Dragon (or a third party engaged on its behalf) will save the User’s credit or debit card information and use it for all future charges – which will automatically be charged to the saved card, unless the User notifies Vault Dragon through User’s Site account page. Vault Dragon shall from time to time specify the type of credit cards accepted. Late fees may be assessed to the extent allowed by applicable law.
5. SITE CONTENT
5.1 The content on the Service, including without limitation, the text, abstracts, metadata, software, scripts, graphics, files, images, photos, sounds, music, videos, interactive features and the like (collectively the “Content”) and the trademarks, service marks and logos (collectively the “Marks”) contained therein, are owned by or licensed to Vault Dragon, subject to copyright and other intellectual property rights under the laws of the Republic of Singapore (“Singapore”), foreign laws and international conventions. Vault Dragon reserves all rights not expressly granted in and to the Service and the Content. The User shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any other purposes whatsoever any Content
or Marks without the express prior written consent of Vault Dragon.
5.2 Vault Dragon grants to the User a limited non-exclusive, non-transferable, non-sub-licensable right solely to display and view the Content for personal, non-commercial use. If the User downloads or print a copy of the Content for personal use, the User must retain all copyright and other proprietary notices contained therein. Copying, using or storing any Content for other than non-commercial use is expressly prohibited without prior written permission from Vault Dragon or from the applicable copyright holder).
5.3 The User shall abide by all copyright notices, information, and restrictions contained in any Content accessed through the Site.
6.1 The User shall not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Service or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Service or any Content, to obtain or attempt to obtain any
materials, documents or information through any means not purposely made available through the Service. Vault Dragon reserves the right to bar any such activity.
6.2 The User shall not attempt to gain unauthorised access to any portion or feature of the Service, or any other systems or networks connected to the Service or to any Vault Dragon server, or to any of the services offered on or through the Service, by hacking, password “mining”, or any other illegitimate means.
6.3 The User shall not probe, scan or test the vulnerability of the Service or any network connected to the Service, nor breach the security or authentication measures on the Service or any network connected to the Service. The User shall not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Service, or any other customer of Vault Dragon, including any Vault Dragon account
not owned by User, to its source, or exploit the Service or any service or information made available or offered by or through the Service, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than the User’s own information, as provided for by the Service.
6.4 The User shall not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service or Vault Dragon’s systems or networks, or any systems or networks connected to the Service or to Vault Dragon.
6.5 The User shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any transaction being conducted on the Service, or with any other person’s use of the Service.
6.6 The User shall not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal which the User sends to Vault Dragon on or through the Service. The User shall not, in connection with the Service, pretend (e.g. through impersonation) that the User is any other individual or entity.
6.7 The User shall not use the Service or any Content for any purpose that is unlawful, or prohibited by this Agreement, or which infringes the rights of Vault Dragon and its affiliates.
7. THIRD PARTY SITES
7.1 The Site may permit the User to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. These other websites are not under Vault Dragon’s control, and the User acknowledges that Vault Dragon is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The
inclusion of any such link does not imply endorsement by Vault Dragon. The User further acknowledges and agrees that Vault Dragon shall not be held responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance on any content, goods, information, or services available on or through any such website or resource.
8. WARRANTY DISCLAIMER.
8.1 THE SITE IS PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THIS DISCLAIMER OF WARRANTIES SHALL BE VOID TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
9.1 Vault Dragon may terminate the User’s access to all or any part of the Site at any time, with or without cause, effective upon notice thereof to User (provided that, if Vault Dragon determines there may be an immediate threat to Vault Dragon, it may terminate such access without notice). Upon termination notice from Vault Dragon, the User shall no longer be able to access (or attempt to access) the Site.
9.2 All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers and limitations of liability.
9.3 Vault Dragon reserves the right to co-operate fully with any law enforcement authority in any jurisdiction in respect of a lawful direction or request to disclose the identity or other information about anyone posting materials which the authority claims violate any applicable law.
10. RELATIONSHIP OF PARTIES
11.1 No waiver of any rights or remedies by Vault Dragon shall be effective unless made in writing and signed by an authorised representative of Vault Dragon.
11.2 A failure by Vault Dragon to exercise or enforce any rights conferred upon it by these Site Conditions shall not be deemed to be a waiver or variation of any such rights or operate so as to bar the exercise or enforcement thereof at any subsequent time or times.
12. RIGHTS OF THIRD PARTIES
12.1 A person or entity who is not a party to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act (Cap. 53B) to enforce any term of this Agreement, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description.
13. FORCE MAJEURE
13.1 No party shall be liable for any failure to perform its obligations under this Agreement if the failure results from a Force Majeure Event (defined below), provided always that whenever possible, the affected party will resume that obligation as soon as the Force Majeure Event occasioning the failure ceases or abates.
13.2 For purposes of this Agreement, a “Force Majeure Event” is an event which is a circumstance or event beyond the reasonable control of a party which affects the general public in that party’s country or in the territory, and which results in the party being unable to observe or perform on time an obligation under this Agreement. Such circumstance or event shall include industrial action or labour disputes, civil unrest, war or threat of war, criminal or terrorist acts, government action or regulation, telecommunication or utility failures, power outages, fire, explosion, natural physical disasters, epidemic, quarantine restrictions, and general failure of public transport.
14. GOVERNING LAW & JURISDICTION
14.1 This Agreement shall be governed by and construed in accordance with the laws of the Singapore, as if made within Singapore between two residents thereof, and the parties submit to the exclusive jurisdiction of, and venue in, Singapore.
© 2013 Vault Dragon Pte. Ltd. All rights reserved.
This Agreement (“EULA”) is made between you, the Client, and Vault Dragon Pte. Ltd. (“Vault Dragon”, “We” or “Us”.)
This EULA together with the Statement of Work (“ SoW ”) sets forth the terms and conditions under which you, the Client, are licensed to, access and use the PMS. Your use of PMS indicates your acceptance of this EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU ARE NOT PERMITTED TO INSTALL, COPY OR USE THE PLATFORM AND MAY CONTACT US TO ENQUIRE ABOUT RETRIEVING OR REMOVING YOUR DATA FROM THE PMS.
In this EULA, the following definitions apply and related expressions shall be construed accordingly:
1.1 Practice Management System (“PMS”) refers to the cloud-based web application that allows authorised users to retrieve digital documents anytime, anywhere and from any device. The PMS has the following features:
● User access rights for end users to preview and download documents
● Secure cloud storage and hosting of digital documents with customisable nested folder structures
● Input of case and document metadata
● Search by case and document metadata
● Logs tracking by user and documents
● Responsive design that allows app mobility and PMS neutrality
● Provides a cloud-based web application and/or a tablet-based application that allows users to manage medical or clinical workflow through writing, text input and/or drawing
1.2 Login Information refers to the confidential key, unique identity, user name, password or other type of authentication that we provide to you in order for you to access the PMS securely.
1.3 Services includes any service or software made available by Us; Support and ongoin g maintenance of the PMS (including associated APIs); document archiving, transporting, physical warehousing digitizing service and document destruction; or any other product or service provided by Us under this EULA.
1.4 Data refers to any information such as electronic material, business information, file, data, digital record or scan output stored by Client on the PMS, or servers, computers, hosting services and systems owned, operated, maintained, leased or licensed by Us.
1.5 Personal Identifiable Information (PII) refers to any information (including all information defined to be ‘Personal Data’ under the Personal Data Protection Act 2012, that can be used on its own or with other information to identify, contact, locate or identify an individual in context.
1.6 Deposits refers to all documents, records, materials and files stored in Vault Dragon’s warehouses, or picked up for the purposes of storage or digitizing by Us.
2. Effective Date The “Effective Date” of this EULA shall be the date upon which you first execute the SoW that references this EULA. The SoW is incorporated into this EULA by this reference and shall be an integral part of this EULA. If you are entering into this EULA on behalf of a company, limited liability partnership or other legal entity, you represent that you have the authority to bind such entity to this EULA. This EULA shall be valid for as long as you subscribe to the Services under the SoW.
3. Grant of Licence
3.1.1. If you accept and comply with the terms of this EULA, we will grant and you will receive a non-sub licensable, non-exclusive and non-transferable license to use the PMS subject to the “License Limitations,” set forth in Section 3.2 below, as follows:
3.1.2. You may install the PMS on one or more computers or devices under your legitimate control to access and use the PMS. The agreement to provide access to the PMS shall not be considered a rental or lease of time on the capacity of our servers or other technology.
3.1.3. You may only access the PMS through accounts registered and assigned to you (“Account”).
3.1.4. You must maintain the confidentiality of the Login Information, as you are responsible for all uses of the Login Information and Data stored under your account, whether or not authorized by you. If you become aware of or reasonably suspect any breach of security, including without limitation any loss, theft, or unauthorized disclosure of t he Login Information, you must immediately notify Us.
3.2 License Limitations
3.2.1. The PMS is neither sold nor distributed to you and you may use it solely in conjunction with the Services to access your Data. We may revoke your license to use the PMS if you violate, or assist others in violating, the license limitations set forth below. You agree that you will not, in whole or in part or under any circumstances, do the following:
i. Allow others to use, evaluate, copy or reproduce, translate, reverse engineer, derive source code from, modify, disassemble, decompile, or create derivative works based on or related to the PMS.
ii. Remove, modify or obscure any copyright, trademark or other proprietary rights notices that are contained in or on the PMS.
iii. Use the PMS outside the Services or to violate any applicable law or regulation.
iv. Use the PMS to store, transfer or distribute content that is malicious, capable of breaching information security systems, pornographic, racist, vulgar, obscene, defamatory, libelous, abusive, promoting of hatred or discriminating based on religion, ethnic heritage, race, sexual orientation or age.
v. Attempt to sell, distribute, rent, lease, grant a security interest in or otherwise transfer any copy PMS or your rig hts to the PMS to any other party in any way not expressly authorized herein.
4. Alterations to Services
We may change, modify, suspend, or discontinue any aspect of our Services or the PMS at any time, as long as the modifications do not materially, adversely affect the Services. We may also impose limits on certain features or restrict your access to parts or all of the PMS without notice or liability.
5.1. All fees and charges shall be due within fourteen (14) days from the date of invoice or on the day this SoW is terminated. Additional charges, if any, shall be paid together with the monthly charges. The applicable fees and charges are stated on the SoW and may be changed from time to time. Without prejudice to any other remedies we may have , including but not limited to termination under Section 9, any payment for fees and charges not collected by us when due shall bear interest until paid at a rate of 6% per annum or the maximum rate permitted by law, whichever is higher.
5.2. You are liable for all taxes (other than our income taxes) related to Services purchased under this EULA.
5.3. Payment will be made by cheque unless we agree, at our sole and absolute discretion, to payment by electronic transfer of funds or other payment methods.
6. Intellectual Property
We are the owner or licensee of all rights, intellectual property rights, title, and interest in the PMS and all the features and components thereof. Our PMS may contain materials licensed by third parties to us, and these third parties may enforce their ownership rights against you in the event that you violate this EULA.
7. Maintenance and Support
7.1. Subject to your payment of the fees set forth in the SoW, we will provide you with support regarding use and operation of the PMS during the hours of 10:00 a.m. to 5:00 p.m. Singapore Time, excluding nationally recognized holidays and weekends.
Our support shall include:
i. Fixing or providing a work-around for any verifiable and reproducible error or failure
ii. Basic troubleshooting through emails and phone/video calls within one working day
iii. Advanced troubleshooting through site visits within two working days
iv. Ongoing provision of bug fixes and periodic upgrades of the PMS
7.2. Only the current version of the PMS and immediately preceding version will be supported. We are not responsible for errors or issues relating to third party equipment, software or modifications that are not provided or authorized by Us.
7.3. You acknowledge that PMS may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by us or by third-party providers, or because of other causes beyond our reasonable control. We will use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.
7.4. You agree to reasonably cooperate with us to (1) identify the source of any problem, (2) document and promptly report all errors and (3) to take all steps necessary for the rectification of errors or issues.
8. Handling of Data
8.1. We will treat as confidential the Data that you provide us with or give us access to. We will exercise a reasonable degree of care in safeguarding your Data, provided that our liability is limited as set forth under this EULA.
8.2. You represent and warrant that you have all necessary rights to (a) provide the Deposits and Data to us for transmitting onto the PMS and (b) authorize our transfer of any Data specified by you to the PMS. You will retain title to any Deposits and Data we receive from you and store on the PMS as part of our Services. You agree that we may reproduce Data as necessary to transfer it between our servers and storage systems or for the purposes of creating back-ups.
8.3 You agree that we may collect, use and disclose your personal data, as provided in the SoW, or obtained by us in the course of executing this agreement for the purposes of performing our obligations herein. You hereby grant us the limited right to disclose that you are our customer. We will obtain your consent before using your name in any print marketing materials, press release, blog posts, case studies or white papers.
8.4 You agree to transfer us the rights to collect and use your Data that is gathered periodically to facilitate the provision of software updates, product support, and other services to you. Vault Dragon reserves the right to use aggregated data for (i) generation of anonymous statistical information; (ii) enhancement or improvement of services to you; (iii) research and development of new technologies or services; and / or (iv) other business purposes, and Vault Dragon may share such information with our business affiliates, business partners, service providers and/or vendors. In such instances, all Personal Identifiable Information (PII) will be de-identified and no such information will be disclosed to any third party unless required by law.
8.5 In an event should we require to engage any trusted third party companies in the course of performing our obligations, such as (but not limited to) general maintenance service and management of database, these external parties may be given access to the Data for the sole purpose of performing the required tasks on behalf of Vault Dragon Pte Ltd. In such instances, reasonable safeguards and agreements will be in place to hold them to the standards outlined in this agreement.
8.6 We will not, without your expressed consent, disclose any Data to any third parties outside of purposes reasonable for Us perform our obligations as outlined in this agreement, unless for purposes such as to fulfil legal obligations and/or purposes clearly in good faith of the individuals to avert a serious threat to health or safety and/or circumstances.
8.7 You are solely responsible for the Data generated and stored under your Account. You agree to comply with all laws, rules or regulations which apply to your business, including without limitation, those related to the content and handling of your Data, privacy and data protection, spam, or misuse of computer systems. We are not responsible for, and expressly disclaim any liability for the Data stored on your Account, including the truth, accuracy, veracity and/or content of the Data. You have the sole responsibility of sustaining the confidentiality of your Account and accept responsibility for all activities that occur throughout your Account.
8.8 If it is reasonable to believe any of your Data violates the law, infringes or misappropriates the rights of any third party or otherwise violates a material term of this EULA or SoW, we shall notify you and may request that such content be removed from the Services. If you do not remove such content within 2 business days of our notice, we may remove or disable access to the Prohibited Content or suspend the Services to the extent we are not able to remove or disable access to the Prohibited Content.
8.9 We will take reasonable steps to ensure the integrity of data on the servers, but we shall not take responsibility for any loss of data as a result of unforeseen circumstances and/or compromised access to data (which includes but not limited to, poor network coverage, local device failure etc.)
In addition to any other remedies it may have, either party may also terminate this EULA upon thirty (30) days’ notice (or without notice in the case of non-payment of fees), if the other party materially breaches any of the terms or conditions of this EULA. All sections of this EULA which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, indemnities and limitations of liability.
10. Post Termination Obligations
10.1. Upon any termination of this EULA, you shall have no further rights in or to the PMS. Provided that you have paid all amounts due and otherwise complied with all of your material obligations under this EULA, we will p rovide you on a portable media, in a standard database format, with all of your Data and information at no additional charge.
10.2. We will retain all Data for the Term of the SoW, unless you request specific retention policies within the SoW. You are solely responsible for compliance with all applicable legal, regulatory or internal requirements. Following termination or expiration of this SoW, we will retain your Data for a minimum of three (3) months. Thereafter, we reserve the right, in our sole discretion, to delete the Data.
10.3. You agree that you shall have no claim for any unutilized payment except in the event that the SoW is terminated on account of a total failure in the provision of Services as contemplated under the SoW.
11. Limitation of Liability
11.1. Notwithstanding anything to the contrary in this EULA, we shall not be responsible or liable for the deletion, corruption, correction, destruction, damage, loss or failure to any of your data. We do not warrant that the PMS or our services will be uninterrupted or error free; nor do we make any warranty as to the results that may be obtained from use of the Services. The PMS is provided “as is” and we disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose and non-infringement. Any warranties implied by law, by the course of dealing between the parties, or otherwise, are hereby excluded to the fullest extent permitted by law. We expressly disclaim all liability arising or related to your compliance with any statute, law, rule, regulation, or directive. The PMS is not designed or intended for use in hazardous environments requiring fail-safe performance, including but not limited to any application in which the failure of the software could lead directly to death, personal injury, or severe physical or property damage.
11.2. We are not liable under any circumstances (even if this EULA or SoW is terminated) for any consequential, special, incidental, punitive or indirect damages (including without limitation loss of profit, revenue, business opportunity or business advantage), whether based upon a claim or action of tort contract, warranty, negligence, strict liability, breach of statutory duty, contribution, indemnity or any other legal theory or cause of action, even if advised of the possibility of such damages.
11.3. Our total liability arising out of your use of, or inability to access or use the PMS, or arising out of or in connection with this EULA or SoW, regardless of the cause or form of action, and whether before or after its termination, shall never exceed the total fees paid by you to us in relation to the subject matter item the six (6) months prior to your making a claim against us.
12.1. You hereby agree to defend and indemnify us against and from any third party claims, liabilities, losses, injuries, damages, costs or expenses incurred by us arising out of or from (1) any breach of the terms, undertakings or warranties under this EULA or the SoW by you; and (2) your use of the PMS, our Services or any services or features associated therewith, including but not limited to the Deposits or Data you store with us.
12.2. You agree to indemnify us for all reasonable attorneys’ fees (on a solicitor-client basis) and other costs incurred, in connection with the enforcement of our Agreements.
13.1. Third party services. Certain Services offered by us may be dependent on or incorporate third party hardware, software, applications, PMSs (such as third party cloud storage PMSs), communication or search engine optimization services, API’s, or third party networking infrastructure, or third party provided content or information (“Third Party Services”). These may include, with out limitation, third party internet browsers, mobile computing devices or operating systems that you may use in order to access our PMS.
These Third Party Services are not controlled or provided by us. In some cases, the Third Party Service may make changes to its service, or components thereof, or discontinue a service without notice to us. Accordingly, we do not represent or warrant that the Third Party Services will be accurate, complete or error free. We expressly disclaim any liability related to, or arising from Third Party Services, including your use thereof. We are not responsible or liable for how the Third Party Service accesses, processes, stores, transmits, or uses your Data. You are solely responsible for complying with any Third Party Services terms and conditions and for applying appropriate security measures to your Data when accessing the PMS or your Data through such Third Party Services.
13.2. Alterations. We may create updated versions of this EULA (each a “New Agreement)” as our Services and the law evolve by posting a revised version on our website at www.vaultdragon.com or PMS login page. New Agreements will not be applied retroactively. You unequivocally indicate acceptance of a New Agreement by (a) accepting the New version of the EUL A with the modified terms at the PMS log in page; (b) executing a SoW that references the New Agreement; or (c) continued use of our Services for 30 days following the earliest notice of the New Agreement provided to you. If you accept the New Agreement, we will continue providing you our Services subject to the terms of the New Agreement.
13.3. Governing law. This EULA shall be governed by and construed in accordance with the laws of Singapore, without giving effect to the principles of choice of law or conflicts of law thereof. You agree to submit to the jurisdiction of the courts Singapore for the adjudication of any case or controversy arising under this EULA.
13.4. Entire Agreement. Subject to the next paragraph, this EULA constitutes and contains the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior oral or written agreements. The SLA and SoW together with this EULA are parts forming an entire Agreement and are not excluded by this clause.
13.5. Survival. The provisions of Sections 8, 9, 10 and 12 shall survive termination of this EULA for any reason.
13.6. Assignment. We may assign this EULA, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this EULA without our prior written consent. Your assignment of this EULA without our prior written consent shall be void.
13.7. Waiver. Our failure to enforce a provision of this EULA shall not be construed as a (1) waiver of such provision, or (2) diminishment of any right to enforce such provisions. We may choose to waive a provision of this EULA in regards to a particular instance; however, you are still obligated to comply with that waived provision in the future.
13.8 Severability. If any part of this EULA is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of this EULA shall be given full force and effect.
13.9. Equitable Remedies. You agree that we would be irreparably damaged if the terms of this EULA were not specifically followed and enforced. In such an event, you agree that we shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies when you breach this EULA; and that the awarding of equitable remedies to us will not limit our ability to receive remedies that are otherwise available to us under applicable laws.
13.10. Remedies. All remedies provided for in this EULA, including but not limited to the right of termination, are cumulative and may, be exercised alternatively, successively, or in any other manner and are in addition to any of the rights provided by law.
13.11 Force Majeure. We shall not be liable for any delay or failure to perform resulting from causes outside of our reasonable control, such as natural disasters, unforeseen intrusions into our cyberspace, war, interruptions in telecommunications or internet or network provider services, power outages, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
13.12 Interpretation. The headings in this EULA are for convenience only and shall not affect its interpretation.
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