Terms of Use

Effective October 1, 2021

Overview

Welcome to Sydan Group, Inc. Sydan Group, Inc. will be referred to in this document as “Sydan”, “our”, “we”, “us”, “site”, “website”, “product” and “service”. Our Terms of Service (“Terms”) and our Privacy Policy govern your access to and use of, the Sydan services and the Sydan website, including any tools, information, software, mobile and downloadable applications we provide (“Sydan”) so you should review these Terms closely.

Using Sydan means that you agree to our Terms You are not authorized to use Sydan for any purpose if you do not agree to the Terms. Our terms apply to all users of Sydan, including without limitation, website visitors, vendors, customers, software users, and/or content contributors. Your agreement to the Terms means that you represent to Sydan that you are of majority age in the state or jurisdiction where you reside, or that you are of majority age in the state or jurisdiction where you reside and consent on behalf of your minor dependents to their use of Sydan. If you use Sydan on behalf of an organization or entity (for example, your employer), then you are agreeing to our Terms on behalf of that entity, and you further warrant and represent that you have the ability and authority to do so on behalf of that organization. If that is the case, then “you” and “your” shall be deemed to mean the entity or organization.

Any and all new items, tool, and features which we add to Sydan from time to time are subject to the Terms. We will revise and change these Terms from time to time by posting changes and/or updates to our websites, without prior notice and in the exercise of our discretion. Our current version of the Terms can always be found and located on this page, so please check here regularly for any changes. You are responsible for reviewing this site for any changes. If you continue to use Sydan after we make changes to the Terms, you agree to those changes. If, on the other hand, you do not consent to our current Terms, please stop and end your use of Sydan for all purposes.

A. Your Sydan Account & Personal Information

To use Sydan, you will need to create an account on our site.

You shall be responsible for safeguarding all of your Sydan login credentials. You shall be the one responsible for any and all activity on your Sydan account. All of the activity that occurs in or on your account shall be considered and deemed to be consented to and authorized by you, regardless of if you did or did not actually authorize it.

B. Paid Subscription Terms

If you sign up for a Sydan subscription, then all of these terms shall apply:

1. Term of Subscription

Sydan is provided to you as a subscription and for the term and length of time stated in the Online Subscription (“Term”).

2. Cancellation

You can cancel the subscription you obtained whenever you wish; however, you shall remain obligated to pay any advance payment due for the Term, if any. Sydan does not refund payments for unused time when you cancel your subscription.

3. Renewal

Each Term will renew automatically for another Term of the same length of time as your original Term. You may cancel your Online Subscription at any time on our website user interface.

4. Pricing, Pricing, and Services

Our product descriptions and pricing may and can change without prior notice to you. We may, in our discretion, limit our sales of Sydan to people, geographic areas, regions, and jurisdictions. We may also choose to discontinue, change, or modify any part our products or services at any time without prior notice to you. We may also offer additional or new Sydan services or features from time to time, and they may include new resources or tools. In the event that we do so, these new Sydan services and products will all be subject to the Terms.

5. Sydan Information and Materials

We provide our materials for general information only. We are not responsible for the timeliness, completeness, or accuracy of our materials. Reliance on our information and materials is at your own risk. While we do our best to ensure that they do not happen, inadvertent typographical errors, omissions, or inaccuracies related to our pricing, descriptions of products, offers, promotions, offers and availability may occur from time to time. Sydan reserves the right to adjust and correct theses errors and to update and correct information or cancel subscription orders in the event our date or information incorrect at any time and without prior notice to you (even after submission of a subscription request). Notwithstanding the foregoing, Sydan does not have any duty or obligation to amend, update, or clarity out information or our materials—including but not limited to pricing---except and to the extent required by the applicable law. Any identified refresh or update of our site or services that is applicable to some but not all of Sydan cannot and should not be deemed to be applicable to all of Sydan. We do not under any circumstances provide legal advice of any kind or in any manner whatsoever, and you are strongly and expressly advised to contact and consult with an attorney if you wish to have or need.

6. Optional Third-Party Tools

We may from time to time provide you with access to certain third-party tools which Sydan does not monitor, endorse, or license. You hereby acknowledge that by using our services, you are using such third-party tools “as is” and “as available” and without any warrant or license, and that we shall have no liability of any kind whatsoever arising out of or relating to your use of such tools. Your use of any and all such optional third-party tools shall be entirely your choice and at your discretion, mand you assume all risk for such use. You are advised to make sure that you are t you are familiar with and approve of all of the relevant and applicable third-party terms and conditions.

7. Third Party Links

Some of the products, services, and content on Sydan or available through it may from time to time include links to third-party sites and materials. Some Sydan links may direct you to third-party websites, and those sites are not affiliated with us. Sydan is not responsible for evaluating or revieing any of the content or accuracy of third-party website, and we do make any representations or warranties regarding them. By using our services, you expressly agree and acknowledge that Sydan has no liability or responsibility to you for any information or data found on third-party websites, including, but not limited to, products, services, materials or website content. You also acknowledge and agree that you will hold Sydan harmless for any damages that you may sustain, and which are related to your use of third-party sites, such as the purchase of services, goods, content, resources, or any other thing that you may do on or at such sites. We strongly encourage you to carefully evaluate and review all third-party site terms of service and other information found on those sites to make sure that you fully understand them before you engage in or make a third- party transaction. Any and all complaints, concerns, or questions that you may have about third-party transactions and products should be communicated directly to that third-party provider.

8. Your Own Content

When using Sydan, you may from time to time provide us with file attachments, text, images, and other pieces of information that are related to the document automation aspects of Sydan (“Customer Content”). You shall keep and retain full ownership of your Customer Content, Sydan shall reserve the right to anonymize Customer Content in order to help develop future product features and shall do so in compliance with our Privacy Policy. You may remove Customer Content by asking us to delete it or by requesting that we do so for you. In some cases, however, some Customer Content may not be totally and completely removed (for instance, when Customer Content is shared with a third party). We are not liable or responsible for the deletion or removal of any Client Contact, and we are also not responsible or liable for any failure to delete or remove such data or information.

You shall be solely responsible for Customer Content and hereby represent and warrant that you are the owner or that you have the necessary rights in and to all Customer Content, and that your or our use of Customer Content does not violate, infringe, or misappropriate the intellectual property rights of any third party, or the rights of publicity or privacy of any such third party, and

that it does not result in a violation of any law or regulation that is or may be applicable.

9. Use of Sydan by You

Sydan is governed and protected by United States and international copyright, trademark, patent, trade secret and other intellectual property laws.

You may use and access Sydan only as and to the extent permitted by the law, including all federal, state, local or international laws and regulations to the extent applicable. For example, you shall not:

Use any software, engine, agent, tool, mechanism, device or the like to search, access, or download from Sydan any intellectual property from Sydan, and you shall not use Sydan in any other way than through our website;
Scan, test, or probe the security or vulnerability of any Sydan system or network, and you shall not breach or try and breach any security or authentication measures;
Decompile, disassemble, decipher, or reverse engineer any of software used for or in Sydan;
Install, plant, or attempt to install or plant malware or use Sydan to distribute malware;
Violate the privacy rights of other persons;
Collect, track, or attempt to collect or track the personal information of other persons;
Violate applicable law, rules, or regulation;
Misrepresent or impersonate or hide your relationship or affiliation with any entity or person; or post or transmit information that is misleading or fraudulent;
Send unsolicited advertisements, spam, promotions, and communications, or otherwise infringe on the rights of others;
Abuse, harass, defame, slander, insult, disparage, discriminate, or intimidate based on gender, religion, ethnicity, race, sexual orientation, age, disability or national origin;
Interfere with the access of any host, user, or network, including introducing any virus to, overloading, flooding, spamming, or introducing any other material or content which is malicious or technologically harmful;
Attack Sydan via a denial-of-service attack or a distributed denial-of-service attack; or otherwise attempt to interfere with the proper working of Sydan;
Attempt or encourage or enable or assist any other person or entity to do any of the foregoing.

Sydan has the right to investigate violations of our Terms and we may also cooperate and consult with law enforcement authorities for the purpose of prosecuting users who violate the law. We shall make reasonable commercial efforts to request your permission before identifying or referring to you as a Sydan customer.

10. Publicity Terms

Sydan may use your name, marks, or logo to identify you as our customer on our website, and in other place, and in other marketing documents, unless otherwise agreed to by us or provided in these Terms. You have the right to request that Sydan discontinue the use of your logo, marks, and name at any time.

11. Comments, Submissions, and Feedback

All comments that you provide to us regarding Sydan either in response to a request from us or unsolicited information such as creative ideas, suggestions, proposals, etc. communicated electronically, by phone or in person are collectively referred to as “Customer Comments.” You agree that Customer Comments shall not contain: (a) any unlawful, libelous, abusive or obscene material; or (b) computer virus or other malware that could affect the operation of Sydan and/or any third-party property. You agree that you will not (i) misrepresent yourself as someone else; (ii) use a false email address to conceal your identity; or (iii) mislead Sydan and/or third parties as to the origin of any of Customer Comments.

You agree that we may at any time and without restriction copy, edit, publish, distribute, translate and otherwise use Customer Comments in any medium. Sydan is under no obligation to maintain Customer Comments in confidence, pay compensation for Customer Comments or to respond to Customer Comments. You agree that Customer Comments will not violate any third-party rights including copyright, trademark, privacy, confidentiality, proprietary or trade secrets.

We reserve the right to monitor, edit or remove comments that are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or which violate any intellectual property rights or these Terms.

You are solely responsible for Customer Comments. We take no responsibility and assume no liability for Your Comments or those of any third-party.

12. Confidentiality & Confidential Information

You may from time to time disclose or make available to us non-public, proprietary, and confidential information (“Confidential Information”). Confidential Information includes any information that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including non-public business, product, technology and marketing information ("Confidential Information"). Confidential Information does not include any information that: (a) is or becomes generally available to the public other than as a result of Sydan’s breach of this confidentiality section; (b) is or becomes available on a non-confidential basis from a third party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (c) was in Sydan’s possession prior to your disclosure hereunder; or (d) was or is independently developed by Sydan without using or relying upon any of your Confidential Information, as evidenced by Sydan’s written records.

PROTECTION AND USE OF CONFIDENTIAL INFORMATION

Sydan shall: (a) protect and safeguard the confidentiality of your Confidential Information with at least the same degree of care as Sydan uses to protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care; (b) not use your Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under these Terms; and (c) not disclose any such Confidential Information to any person or entity, except to Sydan's service providers or financial/legal advisors who need to know the Confidential Information and are bound to confidentiality obligations at least as restrictive as those in these Terms.

COMPELLED DISCLOSURE AND ACCESS

If Sydan is required by a valid legal process or the applicable law to disclose any Confidential Information, we shall make and use commercially reasonable efforts to contact you and notify you of such requirements before making such disclosure, so that you will have a reasonable opportunity to seek or obtain a protective order or other appropriate remedy at your own cost and expense.

13. Infringement of Copyright

Sydan values and respects the intellectual property rights of others and we expect you to do as well. We may, as is our policy, terminate your Sydan account if you repeatedly infringe the copyright or intellectual property rights of others. In accordance with the Digital Millennium Copyright Act of 1998, Sydan will respond expeditiously to claims of copyright infringement committed using Sydan as reported to us.

If you believe that any of the materials that you or others access via Sydan infringe upon your copyright or your other intellectual property rights (for example, your trademark or your right of publicity), please contact Sydan and provide us with the following:

Your full legal name and electronic or physical signature;
A full description of the copyrighted work and/or other interest that you believe may have been infringed upon;
Information sufficient to completely and properly locate and identify that content (at least or at a minimum, the relevant URL);
Your business contact information, including your email address, physical address, and telephone number;
The following information in the main body of your notice:
- “I have not authorized the challenged use, and I believe in good-faith that the challenged use is not authorized by law.”
- “I state under penalty of perjury that all of the information in this notification is true and complete and that I am the owner of the IP or that I am authorized to act on behalf of the owner of the IP.”

When and if we receive the notice as described above, we shall try to confirm that the IP exists on Sydan and then we shall take such action as in our sole discretion we deem to be proper and appropriate.

14. Disclaimer of Warranty

Our SERVICES AND SYDAN ARE PROVIDED “AS IS,” AT YOUR OWN RISK, WITHOUT IMPLIED OR EXPRESS WARRANTY OR CONDITION OF ANY KIND. SYDAN EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. We will have and assume no responsibility for any harm experienced by or to your computer system, corruption or loss of information or data, or any other harm that results from your use of or access to our service or Sydan. Some jurisdictions prohibit disclaimers of this time, and in the event you are located in such a jurisdiction, then and in that event the provisions of this paragraph may not apply to you.

15. Indemnification

You agree to hold Sydan harmless and indemnify us, our affiliates, directors, officers, employees, agents, contractors, licensors, and suppliers against and from any claim, action, proceeding, or suit arising out of or relating to the to your use of Sydan or any violation of these Terms, including but not limited to any liability of or expense arising out of or from claims, losses, suits, damages, judgments, litigation costs, and attorneys’ fees.

16. Limitation of Liability

(A) TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SYDAN TECHNOLOGIES, LLC, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF USE, PROFIT, DATA, GOOD WILL, SERVICE INTERRUPTIONS, COMPUTER DAMAGE OR SYSTEM FAILURE), REGARDLESS OF LEGAL THEORY, WHETHER OR NOT SYDAN TECHNOLOGIES, LLC HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO SYDAN MORE THAN THE GREATER OF $200 OR THE AMOUNTS PAID BY YOU TO SYDAN FOR THE PAST THREE MONTHS OF THE SERVICES IN QUESTION. Some states do not allow the types of limitations in this paragraph. If you are in one of these jurisdictions, these limitations may not apply to you.

17. Termination of Access

Sydan may modify, restrict, or terminate your use of and access to Sydan in our sole and absolute discretion. We may do so at any time and without notice to you. By way of illustration and example, if you fail to comply with the Terms, or is you use Sydan in a way that may subject us to civil, criminal, or regulatory liability or if you interrupt or disrupt other Sydan users, then we may take these steps against you.

As previously stated, you may cancel your Sydan account at any time. In the event that we suspend, restrict, or terminate your use of Sydan, then we will try to communicate with you in advance and try to help you retrieve your data using reasonably commercial means. However, there may be some cases where we will immediately suspend, interrupt, or terminate your account.

18. General Terms

These Terms and any action related or arising out of them shall be governed by the laws of the State of New York, without regard to its conflict of laws provisions. Any action or proceeding arising out of or relating to these Terms, our services, or our software shall be filed and litigated in the New York State Supreme Court, County of Suffolk, or the United State District Court for the Eastern District of New York. You waive any objection to the jurisdiction and venue of these Courts. Our Terms shall and do constitute the entire and exclusive agreement between you and Sydan, and supersede and replace any other agreements, terms and conditions. These Terms do not create any third-party beneficiary rights. Our failure to enforce any provision of these Terms shall not be or constitute a waiver of our right to do so at a subsequent time. If any provision of these Terms is declared unenforceable, then the remaining provisions shall remain in full effect, and an enforceable term as closely resembling the intent of the one deemed unenforceable shall be substituted. You may not assign your rights in these Terms without our prior written consent, and any effort or attempt to do so shall be null and void and without legal effect. We may assign or transfer our rights under these Terms without restriction. Except as expressly set forth in these Terms, either party may exercise any remedies available under these Terms without prejudice to any other available remedies under the Terms or otherwise.

19. Contact Information

In the event that you have comments or questions about our Terms, you can email us at support@sydanco.com.