Term Of Use

Version update time: August 27, 2024

Version effective time: August 27, 2024

Address for consulting old versions: None

If you have any questions, opinions or suggestions about this agreement, you can contact us in the following ways. Generally, we will reply within 7 days.

Email address: [email protected]

These Terms are an agreement between VERAX AI PTE. LTD.（VERAX AI） and you (“Customer”) that governs your use of our Services.

You represent to us that you are lawfully able to enter into contracts and, if you are entering into these Terms for an entity, that you have legal authority to bind that entity. These Terms also refer to and incorporate the Terms, PRIVACY POLICY, and any other guidelines or policies we may provide in writing (the “VERAX AI Policies”) and any ordering document signed by you and VERAX AI or VERAX AI webpage that you use to purchase the Services (an “Order Form”) (collectively, the “Agreement”).

In order to provide you with better services, please carefully read and fully understand this agreement before you start to use this software and related services, especially the clauses involving exemption or limitation of liability, license of rights, application of law and dispute resolution, etc. Among them, important contents such as exemption or limitation of liability clauses will be highlighted in bold to draw your attention, and you should read them carefully.If you do not agree to this agreement, it will result in our inability to provide you with the complete products and services, and you can also choose to stop using them.

1.1 Fees and Billing. You agree to pay all fees charged to your account (“Fees”) according to the prices and terms on the Pricing Page, or as otherwise stated in an Order Form. Price changes on the Pricing Page will be effective immediately for all price decreases or changes made for legal reasons. All other price changes will be effective 7 days after they are posted. We have the right to correct pricing errors or mistakes even after issuing an invoice or receiving payment. You authorize us and our third-party payment processor(s) to charge the payment method provided on your account on an agreed-upon periodic basis, but we may reasonably change the date on which the charge is posted.Payments are nonrefundable except as provided in this Agreement.

1.2 Taxes. Fees are exclusive of taxes, which we will charge as required by applicable law in connection with the Services. We will use the name and address in your account as the place of supply for tax purposes.

1.3 Third parties may offer products, services, or content through the Services (“Third Party Offering”). If you elect, in your sole discretion, to access or use a Third Party Offering (including by making it available via a Customer Application), your access and use of the Third Party Offering is subject to this Agreement and any additional terms applicable to the Third Party Offering.

1.4 You must provide accurate and up-to-date account information. You are responsible for all activities that occur under your account, including the activities of any end user (each, an “End User”) who is provisioned with an account under your account (an “End User Account”) or accesses the Services through your Customer Application. You may not make account access credentials available to third parties, share individual login credentials between multiple users on an account, or resell or lease access to your account or any End User Account. You will promptly notify us if you become aware of any unauthorized access to or use of your account or our Services.

1.5 Aggregated Statistics. Notwithstanding anything to the contrary in this Agreement, VERAX AI may monitor Customer’s use of the Services and collect and compile Aggregated Statistics. As between VERAX AI and Customer, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by VERAX AI. You acknowledge that VERAX AI may compile Aggregated Statistics based on Customer Property input into the Services. You agree that VERAX AI may (1) make Aggregated Statistics publicly available in compliance with applicable law, and (2) use Aggregated Statistics to the extent and in the manner permitted under applicable law; provided that such Aggregated Statistics do not identify Customer or Customer’s Confidential Information.

2.1 When using our Services, if it involves a scenario of docking with a third-party platform, you authorize us to read product information, communication information and other e-commerce-related information in your third-party platform account for the purpose of providing you with better services.

2.2 You can input content into products operated by VERAX AI. Relevant products will give you feedback results according to the content you input. Within the scope permitted by laws and regulations, you own all rights to the input content. On the premise of complying with this agreement, you can use the feedback content for commercial purposes.

2.3 You ensure that the content input when using services complies with the provisions of relevant laws and regulations, and the following situations shall not exist:

2.4 THE SERVICES PROVIDED BY VERAX AI RELY ON GENERATIVE ARTIFICIAL INTELLIGENCE MODELS AND MAY ALSO RELY ON OTHER MODELS AND SERVICES TO PROVIDE YOU WITH ARTIFICIAL INTELLIGENCE-RELATED SERVICES FOR YOUR REFERENCE ONLY. YOU SHALL NOT DIRECTLY USE THE OUTPUT CONTENT AS PROFESSIONAL ADVICE OR FOR OTHER PURPOSES. IF IT INVOLVES SITUATIONS THAT MAY HAVE A SIGNIFICANT IMPACT ON YOU OR RELEVANT PARTIES (SUCH AS SCENARIOS OR PURPOSES RELATED TO LAW, FINANCE, INVESTMENT, MEDICAL TREATMENT, ETC.), IT IS RECOMMENDED THAT YOU CONSULT RELEVANT PROFESSIONALS. THE OUTPUT OF THIS SOFTWARE SHALL NOT BE THE BASIS FOR YOUR FURTHER ACTIONS OR INACTIONS. ANY CONSEQUENCES AND RESPONSIBILITIES RESULTING FROM ANY JUDGMENTS YOU MAKE BASED ON THE OUTPUT CONTENT OR SUBSEQUENT RELATED OPERATIONAL ACTIONS BASED THEREON SHALL BE BORNE BY YOU ALONE, INCLUDING THE RISKS ARISING FROM RELIANCE ON THE AUTHENTICITY, ACCURACY, RELIABILITY, NON-INFRINGEMENT OR SATISFACTION OF SPECIFIC PURPOSES OF THE OUTPUT CONTENT. YOU SHALL SCIENTIFICALLY AND RATIONALLY UNDERSTAND AND USE GENERATIVE ARTIFICIAL INTELLIGENCE TECHNOLOGY IN ACCORDANCE WITH THE LAW.

2.5 To facilitate your online business activities, the services provided by VERAX AI may include features that operate your accounts on third-party platforms by reading, editing, modifying, or creating content on your behalf. When using these features provided by VERAX AI, you agree to the following:

If you fall under any of the following circumstances, VERAX AI has the right to unilaterally suspend or terminate part or all of your services without prior notice, and the fees for unfulfilled services will not be refunded:

Due to the ongoing development of laws and regulations related to AI technology, if subsequent changes in objective circumstances, such as the impact of laws and regulations or iterations of AI technology, result in the suspension or termination of VERAX AI's operations, VERAX AI will not be liable for any suspension or termination results that are not caused by VERAX AI.

VERAX AI reserves all rights not expressly granted to Customer in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Customer or any third party, any intellectual property rights or other right, title, or interest in or to the VERAX AI Property.

5.1 “Confidential Information” means any business, technical or financial information, materials, or other subject matter disclosed by one party (“Discloser”) to the other party (“Recipient”) that is identified as confidential at the time of disclosure or should be reasonably understood by Recipient to be confidential under the circumstances. For the avoidance of doubt, Confidential Information includes Customer Content. Recipient agrees it will: (1) only use Discloser's Confidential Information to exercise its rights and fulfill its obligations under this Agreement, (2) take reasonable measures to protect the Confidential Information, and (3) not disclose the Confidential Information to any third party except as expressly permitted in this Agreement.

5.2 The obligations in Section 5.1 do not apply to any information that (1) is or becomes generally available to the public through no fault of Recipient, (2) was in Recipient’s possession or known by it prior to receipt from Discloser, (3) was rightfully disclosed to Recipient without restriction by a third party, or (4) was independently developed without use of Discloser’s Confidential Information. Recipient may disclose Confidential Information only to its employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as restrictive as those of this Agreement. Recipient will be responsible for any breach of this Section 5 by its employees, contractors, and agents. Recipient may disclose Confidential Information to the extent required by law, provided that Recipient uses reasonable efforts to notify Discloser in advance.

The Parties acknowledge that use of the Service does not require VERAX AI to process any information relating to an identified or identifiable natural person that relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular natural person ("Personal Data") on behalf of Customer. The Customer acknowledges that the services provided by VERAX AI are primarily intended for business-to-business (B2B) use. VERAX AI neither encourages nor supports the input or retention of personal information within services designed for business purposes. If you indeed need to use VERAX AI for processing matters involving personal information, please contact VERAX AI in advance and sign the relevant agreements as required by VERAX AI.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, VERAX AI AND ITS DIRECTORS, MANAGERS, OFFICERS, EQUITY HOLDERS AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE AND/OR LIABLE WITH RESPECT TO ANY AND ALL SUBJECT MATTERS OF THESE TERMS OR OTHER TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY AND/OR OTHER THEORY INCLUDING BUT NOT LIMITED TO: (A) ERROR OR INTERRUPTION OF USE, LOSS AND/OR INACCURACY AND/OR CORRUPTION OF DATA AND/OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES AND/OR TECHNOLOGY, OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL AND/OR CONSEQUENTIAL DAMAGES; (C) ANY MATTER BEYOND VERAX AI’S REASONABLE CONTROL; OR (D) FOR ANY AND ALL AMOUNTS THAT TOGETHER WITH APPLICBLE AMOUNTS ASSOCIATED WITH ANY AND ALL OTHER CLAIMS, EXCEED THE FEES PAID BY YOU TO VERAX AI FOR THE SERVICES UNDER THESE TERMS IN THE 12 MONTHS PRIOR TO THE OCCURRENCE THAT ALLEGEDLY GAVE RISE TO THE LIABILITY（IN CASES WHERE THE TOTAL AMOUNT IS LESS THAN $50, IT SHALL BE CALCULATED AS $50.）, IN EACH CASE, WHETHER OR NOT VERAX AI HAS BEEN ADVISED OF THE POSSIBILITY OF ANY AND ALL APPLICABLE DAMAGES.

Any or all disputes arising from the performance of this agreement will be resolved by the parties through friendly negotiation. If such negotiation fails, the disputes shall be submitted to China International Economic and Trade Arbitration Commission, Jiangsu Arbitration Center for arbitration, and shall be governed by the laws of the People’s Republic of China. BOTH YOU AND VERAX AI AGREE THAT EACH PARTY MAY ONLY BRING CLAIMS AGAINST THE OTHER PARTY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.

The term of this Agreement will commence upon the earlier of your online acceptance of these Business Terms, the Effective Date of an Order Form, or the date you first use the Services.Unless you purchase Services for a committed duration, you may terminate this Agreement at any time by deleting your account. Both you and VERAX AI may terminate this Agreement upon written notice (1) if the other party materially breaches this Agreement and does not cure the breach within thirty (30) days after receiving written notice of the breach or (2) if the other party ceases its business operations or becomes subject to insolvency proceedings. We may suspend your or any End User’s access to the Services or terminate this Agreement or any Order Form: (a) if required to do so by law; (b) to prevent a security risk or other credible risk of harm or liability to us, the Services, or any third party; or (c) for repeated or material violations of the VERAX AI Policies. We will use reasonable efforts to notify you of any suspension or termination and give you the opportunity to resolve the issue prior to suspension or termination. Termination or expiration will not affect any rights or obligations, including the payment of amounts due, which have accrued under this Agreement up to the date of termination or expiration.

10.1 Headings. Headings for each section have been included above for your convenience, but such headings do not have any legal meaning, and may not accurately reflect the content of the provisions they precede.

10.2 Severability. If any provision of these Terms is found to be unenforceable and/or invalid, that provision will be limited and/or eliminated to the minimum extent necessary so that these Terms will otherwise remain in enforceable full force and effect.

10.3 Entire Agreement. These Terms are the complete and/all exclusive statement of the mutual understanding of the parties and supersede and/or cancel all previous written and/or oral agreements, communications, and/or other understandings relating to the subject matter of these Terms.

10.4 Assignment. These Terms are not assignable, transferable, or sublicensable by you except with VERAX AI’s prior written consent. VERAX AI may transfer and assign any of its rights and obligations under these Terms without consent.

10.5 No Waiver. Our failure to insist upon or to enforce any/and all provisions of these Terms shall not be construed as a waiver of any provision or right for any reason whatsoever.

10.6 Security. VERAX AI does not guarantee that our Services will be secure or free from bugs or viruses. You yourself are responsible for configuring your information technology, computer programs, and/or platform to access our Services. It is recommended that you use your own virus protection software.

10.7 Agency. No agency, partnership, joint venture, and/or employment relationship is created due to these Terms and neither party has any authority of any kind to bind the other in any respect for any reason whatsoever.

10.8 Notices. Unless otherwise explicitly stated in these Terms, all notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered or sent through certified or registered mail; delivery confirmation will be requested when the stated delivery is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.

While VERAX AI’s websites and any or all of their dependent pages contain far too much information to be quoted in their entirety in these Terms, you are solely responsible for reading and understanding all applicable information contained on any VERAX AI page. VERAX AI is not for any reason responsible for any/all inconvenience, loss of profit, and/or other complications that you, your business, and/or customers may experience as a result of your failure to read and understand any and all information on the website.

If you have any questions or concerns about VERAX AI’s services, features, websites, and/or app, and/or these Terms, you may contact VERAX AI’s customer support team via email, phone, or chat. You can also send mail via postal carrier to our headquarters: VERAX AI PTE. LTD. Attn: 4 LENG KEE ROAD, #03-12, SIS BUILDING, SINGAPORE 159088.