SIGNALSIGHT 

TERMS AND CONDITIONS 

 

These ZZGTech Terms and Conditions (“Terms and Conditions”) of Service establish a legally binding contract between you (referred to as "Customer ", "you" ) and ZZGTECH LTD organized and existing under laws of  England and Wales with its head office located at 124 City Road, London, United Kingdom, EC1V 2NX and with its Company number 11277080 (referred to as " ZZGTech", “ZZG” "we," "our," or "us"), encompassing your utilization of our products, Software as a Service, services, information, contents, and tools, including the mobile application (referred to as the "App") and website (referred to as the "Platform"), collectively referred to as the "Services." 

 

Your use of the Services in any way means that you agree to all of these Terms and Conditions, and these Terms and Conditions will remain in effect while you use the Services. Your use of or participation in certain Services may be subject to additional policies, rules and/or conditions (“Additional Terms”), which are incorporated herein by reference, and you understand and agree that by using or participating in any such Services, you agree to comply with these Additional Terms as well.  

 

These Terms and Conditions cover valuable information regarding the Services provided to you and any charges, taxes, and fees we bill you. The Terms and Conditions include information regarding the future changes to these Terms and Conditions, automatic renewals and limitations of liability. YOU ACKNOWLEDGE AND AGREE THAT, BY REGISTERING FOR AN PLATFORM ACCOUNT, DOWNLOADING THE APP OR ANY APP UPGRADES, USING THE APP ON YOUR MOBILE DEVICE, VISITING THE PLATFORM, ACCESSING OR USING THE SERVICES OR CLICKING ON THE “I AGREE” OR SIMILAR BUTTON, YOU ARE SPECIFIED THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE, WHETHER OR NOT YOU HAVE REGISTERED VIA THE PLATFORM OR THE APP.; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, THEN YOU HAVE NO RIGHT   USE OR REGISTER OR ACCESS THE SERVICES IN ANY MANNER.  

 

These Terms and Conditions constitute a legally binding agreement between you and the ZZG. The rights and obligations regulated under this Terms and Conditions are of a general nature. Special conditions and obligations of each of the Service to be provided to you under the Terms and Conditions are regulated separately under the subscription package of your choice. 

 

ZZG has right to modify, update, change, delete and addend these Terms and Conditions at its sole discretion. All new or changed terms shall become valid at the moment they are published. 

 

NOW, WHEREAS you and ZZGTech (each a “Party” and collectively “Parties”) both hereby agree to the Terms and Conditions.  

 

All terms defined in the singular will have the same meanings when used in the plural, where appropriate and unless otherwise specified: 

 

  1. DEFINITIONS  

“Agency” refers to any service provider retained or hired by a Business Owner to create and/or manage a ZZGTech account and use the Services on the Business Owner’s behalf. An Agency is not required for a Business Owner to use the Services. 

 

“Business” refers to a particular company that buys and sells goods and services 

 

“Business Owner” refers to any individual or entity that uses ZZGTech’s Services to market, support, develop, or otherwise commercialize their business, services, or products. 

 

 

“Server-side signals” refers to a method that lets businesses to send data signals (web or offline events derived from customer actions, online leads etc.), directly to a destination servers (advertiser platforms such as Facebook, Tiktok etc.). Server-side connection can use helping businesses to improve the performance and measurement of an ad campaigns.  

“Signalsight (Software)” or “Software” or “Service”

 

refers to ZZGTech’s Signalsight software operating as a service (SaaS) that lets the Customer to send data signals from one source to a destination/s.  

 

 

“Intellectual Property  

Rights” refers to any trademark, tradename, service mark, patent, business, activity or domain name, URL, design, copyright, specification, software, disclosed or confidential information (including, but not limited to, customer lists, processes, know-how, trade secrets and inventions (whether patentable or not); any other industrial or intellectual property right (including, but not limited to, their renewal or extension); any license, trademark, patent, utility model or industrial design right and any application related thereto; any invention, development, improvement, discovery, know-how, copyright, concept or idea, whether or not patentable in any jurisdiction; any trade secret or any right that grants its holder to require nondisclosure in any jurisdiction; any computer program or software (including, but not limited to, artistic, technical or design documents, algorithms, source codes, object codes, crone codes, data and data bases), user or character data bases (including, but not limited to, character or avatar names, user experiences, pictures, e-mail addreses, Facebook or other social media data bases or other relevant data;  any and all financial rights held regarding any work as an “author” under the applicable law, including, but not limited to the right to reproduce, process, disseminate, represent, broadcast or publicize over radio, TV, mobile or Internet; and any right to use, enjoy, transfer or enforce, in each case, held or used by ZZGTech or necessary for its business, registered, pending registry or unregistered, existing or to exist in the future at any part of the world.  

 

“Event/Leads”               refers to any electronic data or information that is captured and stored by your services as a result of using your service. Your Event and data includes, but is not limited to, personally identifiable information and Lead data. 

 

“Term”                            means the initial term as well as subsequent renewal term/s as  

per the subscription package selected for the subscription of the applicable  

Services. 

 

“Service Price” means Service price to be paid to ZZGTech by the Customer in consideration of the provision of Services and stipulated under https://www.signalsight.io/index.html#pricing  

 

“User”                                   means all persons using the service, including persons added by the Account Representative 

 

 

  1. SCOPE OF THE SOFTWARE AND SERVICES 

  1. The purpose of this Terms and Conditions is to set forth the terms and conditions regarding ZZGTech’s provision of the software services regarding the necessary technical infrastructure to enable the Customer to send and receive server-side signals to/from platform of choice of client such as Meta, Tiktok etc.  through Signalsight SaaS Platform solution, and the Parties’ mutual rights and obligations regarding these Services. The service is Signalsight software operating as a service that provides the necessary technical infrastructure to enable the Customer to send data signals from a source to another destination/s. 

  1. The scope of Services is as follows: 

  1. ZZGTech shall, by the means of the Platform, provide you the Services according to one of the subscription plans or terms applicable to product chosen by you. ZZGTech reserves the right to change the content and the price of any subscription plan or product at any time. 

 

  1. REGISTERING AN ACCOUNT 

  1. To utilize the Services provided by ZZGTech, you are required to register and create an account which will be represent your Business or yourself (“Platform Account”). During this registration process, you will need to furnish specific information, such as your name, business name, username, phone number, and email address. Additionally, you may opt to link certain services, like Goole, Instagram, Facebook, WhatsApp, TikTok or Telegram, to your Platform Account for added convenience. You agree to provide ZZGTech with accurate, complete, and updated registration information regarding yourself. You may not select as your Platform Account a name that you do not have the right to use, or another person’s name with the intent to impersonate that person. You are responsible for keeping the private of any login and password provided by you or given to you by ZZGTech for accessing the Services. Even in cases when you have not given permission, you are solely and completely accountable for any actions taken using your password or Platform Account. Users are in charge of the content they upload to their accounts and how they use them; ZZGTech hereby explicitly disclaims all liability arising from such use. 

  1. If you are signing up for the Services on behalf of your employer, your employer will be the Account Representative. Otherwise, the person signing up for the Services will be the contracting party (hereinafter referred to as the "Account Representative") for the purposes of these Terms of Service and will be the person authorized to use any corresponding Account we provide to the Account Representative in connection with the Services. You solely as the Account Representative, are in charge of adhering to these terms of service, and you solely are qualified to receive all benefits that result from them. It is not possible to transfer your account to another person or account. Your Account is not transferable to any other person or account.  Please read Article 4 below if you are an Agency using our services to offer services to a Business Owner. You are responsible for any breach of this Terms and Conditions by the Account Representative. 

  1. If the Services are used by third parties or businesses other than your Business Owner and Account Representative, they must create new accounts. In the event where the agreement by and between ZZGTech and such third person is not concluded, it is deemed that the Intellectual Property Rights of the Services has been violated explicitly and intentionally by you and the usage license of you shall be terminated with immediate effect. 

  1. Account representative Service may add users on Platform for access to Services. It can give admin, account manager and/or similar roles to other users. These roles allow other users to add new teammates (“Teammates”) to the Platform and App. Users and Teammates must also use the service in accordance with these terms and conditions. It can give admin, agent and similar roles to other users. These roles allow other users to add new teammates to the Platform. 

  1. You will not share your Platform Account or password with anyone, and you must protect the security of your Platform Account, password and any other access tools or credentials. You are responsible for any activity associated with your Platform Account. Should you suspect that any unauthorized party may be using your password or Platform Account, or you suspect any other breach of security, you agree to contact ZZGTech immediately. 

  1. You are responsible for administering and granting of rights to its users using a specific form in the Services. In addition, you are responsible for ensuring that its users comply with these Term and Conditions with respect to use of the Services. 

 

  1. AGENCIES AND BUSINESS OWNERS 

  1. Despite what was previously mentioned in above, if you are an Agency utilizing our Services to offer services to a Business Owner, you (i) commit to accurately designating such Business Owner as an administrator on the Account and, if relevant, on the corresponding Facebook page, Instagram page, WhatsApp page, Telegram page, and on any other pertinent page on any other relevant platform, and (ii) verify that you have the authorization to utilize the Services and the Platform Account on behalf of the Business Owner.  

  1. The Business Owner will serve as the only and primary account representative for any Platform Account established on its behalf by an Agency. However, the Agency will retain its rights and interests in all designs, templates, flows, sequences, or other intellectual property related to the chatbot automation work produced by the Agency for the Business Owner, referred to as the "Agency Content". In the event of a termination of the relationship between a Business Owner and its Agency, the Business Owner will promptly notify ZZGTech of such termination. After a Platform Account is transferred from an Agency to the Business Owner, the Business Owner will be exclusively responsible for paying any subscription plans and/or fees associated with the Platform Account. 

 

  1. RIGHTS TO USE OF THE SERVICES 

  1. You represent and warrant that: (i) you are capable of entering into legally binding contracts and are at least 18 years old, and (ii) you have the right, authority, and capacity to enter into this Agreement and to abide by its terms and conditions, and that you will do so. You represent and warrant that you have the right to act on behalf of and bind a company or other organization to this Terms and Conditions if you enter into it on their behalf. If you are agreeing to these Terms and Conditions on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms and Conditions on that organization’s or entity’s behalf and bind them to these Terms and Conditions (in which case, the references to “you” and “your” in these Terms and Conditions, except for in this sentence, refer to that organization or entity). 

  1. You may be able to access certain parts or features of the Services by using your account credentials from other services (each, a “Third Party Account”), such as those offered by Meta, Google and Apple, Twitter. By using the Services through a Third-Party Account, you permit us to access certain information from such account for use by the Services. You are ultimately in control of how much information is accessible to ZZGTech and may exercise such control by adjusting your privacy settings on your Third-Party Account. In this context, all responsibility lies with you.  

  1. REPRESENTATIONS AND WARRANTIES; COMPLIANCE WITH LAWS 

  1. You shall be in cooperation with ZZGTech at any time to ensure the Services subject matter of these Terms and Conditions and shall provide the required support and all of the required information to ZZGTech.  

  1. Additionally, you represent and warrant that in order to access and use the Services, you have read, understand, and agree to be bound by these Terms and Conditions; that you will behave responsibly and professionally when interacting with other users; and that, when using or accessing the Services, you will act in good faith and in compliance with any applicable law. 

  1. You represent and warrant that in using the Services, you: 

(a) will seek permission before processing any data it receives from ZZGTech or using any other legally permissible method; 

(b) will abide by the privacy policy you have set; 

(c) have complied with all applicable data protection laws and regulations while gathering, storing, using, and transferring any personal information about an individual, and have granted ZZGTech permission to receive and handle such information on your behalf; 

(d) recognize that for the purposes of all applicable data protection or privacy laws and regulations, ZZGTech serves as the processor of such customer data, and you retain controllership over such customer data;  

(e) accept that ZZGTech will not be liable or responsible for the collection, management, or processing of sensitive customer information through the usage of the Services; 

  1. You represent, warrant, and agree that you will not provide or contribute anything,  to the Services, or otherwise use or interact with the Services, in a manner that; 

(a) infringes or violates the Intellectual Property Rights or any other rights of anyone else (including ZZGTech); 

(b) violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by ZZGTech; 

(c) is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable; 

(d) jeopardizes the security of your Platform Account or anyone else’s (such as allowing someone else to log in to the Services as you); 

(e) attempts, in any manner, to obtain the password, account, or other security information from any other user; 

(f) violates the security of any computer network, or cracks any passwords or security encryption codes; 

(g) runs Maillist, Listserv, any form of autoresponder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure); 

(h) “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means); 

(i) copies or stores any significant portion of the Content;  

(j) decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services; or 

(k) violation of any of the foregoing is grounds for termination of your right to use or access the Services. 

  1. The Customer represents and warrants that it has the power and authority necessary for performing its obligations hereunder in return of the Services to be provided to it, and that it is not subject to any attachment, lawsuit, interim injunction or any other litigation or investigation that would prevent it from performing its obligations and undertakings hereunder in accordance with the terms and conditions set forth in this Terms and Conditions. The Customer agrees and undertakes to use reasonable endeavours to perform its obligations hereunder. 

  1. The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii) in a way that violates someone else’s (including ZZGTech's) rights. 

  1. Any information or Content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we are not liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. We cannot guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.  

  1. You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so, in the manner in which you contribute it. 

  1. You are obliged to notify ZZGTech immediately concerning the inappropriate or illegal usage of the Service, which is supplied by ZZGTech, in any manner that is known or suspected. ZZGTech has a right to terminate these Terms and Conditions unilaterally and without the obligation to pay any compensation in case it determines that you use the Services inappropriately or illegally for dealing, gambling, betting, prostitution, and sale of medical products contrary to the related legislation, etc. In case you are provided with the service over the Service Price committed as per the agreed under Pricing and Payment article under the Terms and Conditions, it is obliged to pay ZZGTech the total amount of the Service Price that it is required to pay for the remaining committed period in the event of such termination, within 30 (thirty) days as of the termination date, in cash and in full. In the event of termination of the Terms and Conditions, the progress payments acquired by ZZGTech as long as the Terms and Conditions are in force are reserved. 

  1. You are obliged to notify ZZGTech of its update and improvement requests in writing concerning the integration of the Services to other platforms and/or software, improvement of artificial intelligence services, all other improvements to be realized in front and reverse sides, etc. 

  1. Precautions have been taken within the current possibilities for the Software to be free of viruses and similar software. In addition to this, you shall supply its virus protection system and provide the necessary protection to ensure ultimate security. In this context, you accept to be responsible for all errors (including, but not limited to, spam, virus, trojan horse) and direct or indirect consequences of the same that may occur in its software and operating systems. 

  1. You will only use the Services only per the purpose and subject of these Terms and Conditions and shall ensure that its personnel shall use the same in such a manner and for your own internal use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you are not authorized to use the Services, ZZGTech shall not be responsible for your using the Services in a way that violate the law. You shall be solely liable for the damages that occurred within ZZGTech due to the violation of this provision by its personnel.  

  1. You are required to use the Services in full compliance with all applicable laws and regulations, including without limitation, all state laws, laws related to electronic messaging. You specifically guarantee that you are and will remain in complete compliance with all applicable law when using the Services. 

  1. You are obliged to keep all information that is required for the performance of the Service subject matter of the Terms and Conditions and provided to ZZGTech or supplied to it through the Software up to date. 

  1. The Customer will take any and all technical measures to protect ZZGTech’s infrastructure and relevant software, including, but not limited to Signalsight. ZZGTech may take any measure not taken by the Customer. In such event, the Customer will not eliminate such measures, or avoid such protection. 

  1. You are obliged to notify ZZGTech immediately concerning the inappropriate, contrary to United Kingdom Legislation or use in a sanction country or illegal usage of the Software or the Service, which is supplied by ZZGTech, in any manner that is known or suspected. ZZGTech has a right to terminate these Terms and Conditions unilaterally and without the obligation to pay any compensation in case it determines that you use the Software or the Services inappropriately or illegally for dealing services like, gambling, betting, prostitution, and sale of medical products contrary to the related legislation or sales to sanction countries or in contravention of United Kingdom’s legislation etc. In case you are provided with the service over the Service Price committed as per the agreed under Pricing and Payment article under the Terms and Conditions, it is obliged to pay ZZG the total amount of the Service Price that it is required to pay for the remaining committed period in the event of such termination, within 30 (thirty) days as of the termination date, in cash and in full. In the event of termination of the Terms and Conditions, the progress payments acquired by ZZGTech as long as the Terms and Conditions are in force are reserved. 

  1. By using the Service, you confirm that you meet the following requirements: (a) you have a scope of civil capacity necessary to enter into these Terms and Conditions, (b) there is not restrictions for you in terms of being a consumer or a businness user, (c) you are not located in a country that is subject to a U.S. Government and United Kingdom embargo, or thath has been designated you are not listed on any U.S. Government and United Kingdom list of prohibited or restricted parties.  

 

  1. USES THAT ARE PROHIBITED 

  1. The statement Customers provided outlines the terms regarding the acceptable use of services provided by ZZGTech emphasizing restrictions on how users interact with their systems and networks. Here’s a breakdown of what it covers: 

  1. Non-Public Areas: Customers are prohibited from accessing or tampering with any non-public areas of the ZZGTech services or their computer systems. 

  1. Security Measures: Customers may not probe, scan, or test the vulnerability of any system or network, nor attempt to breach or circumvent any security or authentication measures implemented by ZZGTech. 

  1. Access Methods: Customers must only access or search the services through the interfaces provided by ZZGTech. Automated methods are permissible only if they comply with the rules set in the robots.txt file and are limited to publicly accessible parts of the services. Scraping (automatically extracting data) without explicit consent from ZZGTech is strictly prohibited unless specifically permitted under a separate agreement. 

  1. Third-Party Integrations: Accessing or using third-party integrations connected to ZZGTech must be in accordance with the terms and conditions specified by ZZGTech and the third-party providers. 

  1. Customer may not disrupt or attempt to disrupt the access of any user, host, or network. This includes actions such as sending viruses, overloading the services with excessive traffic, flooding with data, spamming, mail-bombing, or using scripts to generate content in a way that interferes with or excessively burdens the services. These activities are prohibited to ensure smooth and fair access for all users without undue disruption or harm to the platform. 

These terms are typical in-service agreements to protect the integrity and security of the platform, prevent unauthorized access or use, and ensure compliance with legal and ethical standards. Customers are expected to adhere to these guidelines to avoid misuse and potential legal consequences. 

  1. In addition to other prohibitions as set forth in the Terms and Conditions, you are prohibited from using the Services: 

  1. for any illegal purpose;  

  1. to engage in any illegal activity or encourage others to engage in any illegal activity; to breach any international, federal, provincial, or state regulations, rules, laws, or local ordinances; 

  1. to use the Services for any purpose or in any way that violates upon or violates our or any third party's intellectual property rights; 

  1. to harass, abuse, insult, harm, defame, slander, stalk, threaten, disparage, intimidate, discriminate in any way, including, but not limited to, discrimination based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability, or otherwise violate the legal rights (such as of privacy or publicity) of any other users or visitors of the Services or staff members of ZZGTech; 

  1. in any way which violates the policies of the any other third party platforms with which ZZGTech does business;  

  1. to submit fraudulent or deceptive content; upload or transmit viruses or other harmful software that could be used to interfere with the proper functioning or operation of the Services, 

  1. any associated website, other websites, or the Internet; or for any pornographic or immoral purpose; 

  1. attempting to disrupt or bypass the security features of the Services, related websites, or the Internet; 

  1. engaging in activities that could harm the performance, security, or proper operation of the Services; 

  1. trying to breach the system integrity or security, or decode any communications to or from the Services' servers; 

  1. trying to access unauthorized accounts or gather personal information about others; 

  1. misusing trial offers related to the Services; 

  1. misusing rebate offers related to the Services.Formun ÜstüFormun Altı 

 

ZZGTech reserves the right to terminate your use of the Services or any related website for violating any of the prohibited uses. 

 

  1. LINKS TO THIRD PARTY WEBSITES; THIRD PARTY TOOLS 

  1. The Services may contain links (such as hyperlinks) or connections to third-party websites or services that are not owned or controlled by ZZGTech. When you access third-party websites or use third-party services, you accept that there are risks in doing so, and that ZZGTech is not responsible for such risks. ZZGTech does not control any such websites, any such sources(WebSites, Apps, CRM etc….)  and is not responsible for their (i) availability or accuracy, or (ii) content, advertising, products, or services. It is your duty to assess the reliability and value of the data you acquire from other websites. 

  1. The terms and conditions of use and privacy policies applicable to websites managed, owned, or operated by third parties govern the use of those websites. You use these outside websites at your own risk. 

  1. ZZGTech hereby explicitly disclaims all liability arising from your use of and/or viewing of any websites or other content that may be linked to from the Services. By using any links that may appear on the Services, you hereby release and hold ZZGTech harmless from any liability. 

  1. We might give you access to third-party tools ("Third-Party Tools") that we don't keep an eye on and don't have any input or control over. You understand and accept that we offer access to these tools "as-is" and "as available," devoid of any type of endorsement and without any warranties, representations, or terms of any kind. We will not be held responsible for anything that comes from or is connected to your usage of Third-Party Tools. You use any Third-Party Tools made available through the Services at your own risk and discretion. You should also make sure that you understand and agree to the terms set forth by the relevant third-party provider before using such tools. 

  1. When using the Platform in connection with Meta, Google, Twitter and other platforms hereunder through the infrastructure to be provided by ZZGTech, you shall comply with the policies, rules and procedures applied by such platforms as well as the relevant governmental authorities. 

  1. Regarding the integration of the Platform with other platforms hereunder, ZZGTech is only required to provide the relevant application features to you. ZZGTech will not have any liability, in the event that you are prevented from accessing the relevant platforms for any reason.   

  1. ZZGTech has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites or by any third party that you interact with through the Services. In addition, ZZGTech will not and cannot monitor, verify, censor or edit the content of any third-party site or service. ZZGTech encourages you to be aware when you leave the Services and to read the Terms and Conditions and privacy policy of each third-party website or service that you visit or utilize. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third-party website or service. 

  1. ZZGTech shall not be held liable in any circumstances for direct or indirect damages, loss of income, profit or data or other damages resulting from the access of the websites/applications of you through the Services provided under the scope of this Terms and Conditions by you or other third persons or the access of another website linked by the mentioned website/application or the usage of services available under such websites. 

  1. During the usage of the Service by you in connection with other platforms through the infrastructure to be provided by ZZGTech, the risk of ceasing the service by the platforms, which provide such service, belongs solely to you. In such a case, ZZGTech cannot be held liable for this, and ZZGTech is entitled to acquire its progress payments.  

  1. The Customer undertakes and warrants that it will comply business terms and policies of the third-party data source/destinations such as Meta, Tiktok etc.. The Customer undertakes and warrants that  any damage or penalty applied to ZZGTech due to breach of Facebook policies will be reflected to company payable in 15 days. This applies to the other potential signal resource and/or destination platforms.  

 

  1. UPDATES AND UPGRADES 

  1. By installing the App, you consent to the installation of the App and any updates or upgrades that are released through the Service. The application (including any updates or upgrades) may: (i) trigger automatic communication between your device and ZZGTech servers in order to deliver the App, Platform functionality and track usage metrics; (ii) modify device-stored data or preferences related to the App, Platform; and (iii) collect personal information in accordance with our Data Protection Policy (https://signalsight.io/personal-data-protection.html). The App is always uninstalled able. 

  1. ZZGTech may install software upgrades/releases of the Software which are generally made available to its other clients of the Software through the related Service, including patches and/or fixes, as they are made available at no charge during the Terms and Conditions. ZZGTech will determine and announce upgrades. ZZGTech shall use its best efforts to provide notice of upgrades and planned outages in advance. ZZGTech will honor any request that you may make in writing for any update or upgrade, provided that it is agreed on the applicable commercial terms. 

  1. In case ZZGTech ensures the update or improvement of the Service, you are obliged to install the updates on the App or to make the updates installed by third persons at the soonest time reasonable following the notification of such updates or improvements to yourself. You shall be solely liable for the non-operation of the relevant websites/applications due to the failure in downloading the updates or improvements which are notified to you 

 

  1.   PRICING AND PAYMENT  

  1. The Services may be free or we may charge a fee for using the Services. If you are using a free version of the Services, we will notify you before any Services you are then using begin carrying a fee, and if you wish to continue using such Services, you must pay all applicable fees for such Services. Note that if you elect to receive notifications/messages through the Services, data and message rates may apply. Any and all such charges, fees or costs are your sole responsibility. You should consult with your ZZGTech account to see what rates, charges, fees or costs may apply to your use of the Services. 

  1. Paid Services. Certain of our Services may be subject to payments now or in the future (the “Paid Services”). Please see our Paid Services page http://console.signalsight.io for a description of the current Paid Services. Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms and Conditions. For example, some Paid Services will charge a fee for using the Services through the Web Application and/or Mobile App linked to your specific device. You agree to comply with, and your license to use our Web/Mobile application is conditioned upon your compliance with, such App Store terms and conditions. 

  1. Billing. We use a third-party payment processor (the “Payment Processor”) to bill you through a payment account linked to your account on the Services (your “Billing Account”) for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms and Conditions. By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment. 

  1. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand. 

  1. Recurring Billing. Some of the Paid Services may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, GO TO ACCOUNT SETTINGS http://console.signalsight.io

  1. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS http://console.signalsight.io. IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE. 

  1. Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than due to the imposition or change in the amount of state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle. 

  1. Auto-Renewal for Paid Services. The subscription term of the subscribe package is selected by you will commence when ZZGTech makes the SaaS available to you via the channels as contemplated, which shall be a service start date agreed to between you and ZZGTech. The SaaS Term shall continue in effect for a period of twelve (12) months for you with commitment, and for a period of one (1) month for you without commitment, unless earlier terminated as provided in these Terms and Conditions. Unless you opt out of auto-renewal, which can be done through your account setting http://console.signalsight.io/ , any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Paid Services at any time, go to account settings http://console.signalsight.io.  If you terminate a Paid Service, you may use your subscription until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be ELIGIBLE FOR A PRORATED REFUND OF ANY PORTION OF THE SUBSCRIPTION FEE PAİD FOR THE THEN-CURRENT SUBSCRIPTION PERIOD. IF YOU DO NOT WANT TO CONTINUE TO BE CHARGED ON A RECURRING MONTHLY BASIS, YOU MUST CANCEL THE APPLICABLE PAID SERVICE THROUGH YOUR ACCOUNT SETTINGS http://console.signalsight.io OR TERMINATE YOUR SERVICES, OTHERWİSE THE PAYMENT REGARDING THE RELATED PERIOD IS AUTOMATICALLY CHARGED TO YOUR CREDIT CARD. 

ACCOUNT BEFORE THE END OF THE RECURRING TERM. PAID SERVICES CANNOT BE TERMINATED BEFORE THE END OF THE PERIOD FOR WHICH YOU HAVE ALREADY PAID, AND EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS AND CONDITIONS, ZZGTECH WILL NOT REFUND ANY FEES THAT YOU HAVE ALREADY PAID. 

  1. Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.  

  1. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at [email protected]

 

  1. TERM AND TERMINATION, SUSPENSION OF SERVICE 

  1. Terms and Conditions shall enter into force when you use the Services and also you purchase the Services. Unless the Customer cancels the subscription via their platform account or gives written notice to ZZGTech at least thirty (30) days before the end of the Term, the Term and Conditions will remain in force. 

  1. Unless there is a separate written agreement between you and ZZGTech stating otherwise, either party has the right to terminate these Terms and Conditions for any reason or no reason at any time. You can cancel and delete your Platform Account at any time using the features provided on the Services. After cancellation, you will no longer be able to access your Platform Account, profile, or any information through the Services. 

  1. In the event that the Terms and Conditions are terminated by the Customer or ZZGTech, the Customer shall immediately pay the total amount of the Service Price to ZZGTech that it is required to pay for the entire Term. In this case, the Customer has already paid the Service Fee to ZZGTech, ZZGTech shall not refund any amount to the Customer. 

  1. ZZGTech is free to terminate (or suspend access to) Customer’s use of the Services or Customer’s account for any reason at its own discretion, including the Customer’s breach of the Terms and Conditions without liability without prior notice. ZZGTech has the sole right to decide whether the Customer is in violation of any of the restrictions set forth in these Terms and Conditions. If your access is terminated or restricted under these circumstances, you are not allowed to create a new account using your name, a false identity, or anyone else's name, even if you are acting on behalf of someone else. 

  1. Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account.  

  1. The Customer may free to contact ZZGTech at [email protected] to understand how ZZGTech treats information that the Customer provides to ZZGTech after it has stopped using the Services.  

  1. In the event where the Service is ceased fully and/or partially, or abolished by the authorized public authorities and institutions and other administrative authorities, the Agreement shall automatically terminate without any need of notification. 

  1. ZZGTech reserves the right to make changes at the monthly service price, except for the undertaken service price. Such a change shall be notified to the Customer 1 (one) month in advance, in the event where the Customer does not accept such change, it may terminate the Agreement, with immediate effect, by sending a written notification. In the event of such termination of the Agreement, the progress payments acquired by ZZGTech as long as the Agreement is in force are reserved.  

  1. Provisions that, by their nature, should survive termination of these Terms and Conditions shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights. 

  1. ZZGTech is also free to terminate or suspend access to your use of the Services or your account if you do not pay the monthly fee, Paid Service. 

  1. ZZGTech may limit the scope of, or fully suspend, the Services provided hereunder if so, required under the applicable national or international legislation, or the policies or rules of any relevant platform, despite any measure taken to prevent such requirement. In such an event, ZZGTech will inform you in writing as soon as it becomes aware of such requirement and cooperate with you regarding any measure that you may take to prevent any damage that may arise as a result. In such event, you may terminate these Term and Conditions with cause, without being required to indemnify ZZGTech against any damage that it may incur as a result of such termination.  

  1. ZZGTech has the authority to change or terminate any part of the Services, either temporarily or permanently, at its own discretion. ZZGTech is not responsible to you for any changes or discontinuation of the Services. Additionally, ZZGTech reserves the right to deny registration to any individual if it believes that person may pose a threat to the safety and functioning of the Services, or if such action is deemed necessary to address other valid business concerns, as determined by ZZGTech. 

  1. After your Platform Account is terminated or canceled, we may delete all your data, including any content, as part of our standard procedures. Once your Platform Account is terminated or canceled, your data cannot be recovered. 

  1. Account termination may result in the destruction of any Content associated with the Customer’s account, so the Customer should keep that in mind before it decides to terminate its account. 

 

  1. OTHER INFORMATION ON SERVICE AND SERVICE UTILISATION  

  1. You are responsible for administering and granting of rights to its users using a specific form in the Software. In addition, you are responsible for ensuring that its users comply with these Term and Conditions with respect to use of the Software and related Services. You shall provide connectivity and security to the Internet for its location(s) for purposes of providing adequate access to the Software. ZZGTech reserves the right, at its sole and absolute discretion, to review, improve, modify, or discontinue, temporarily or permanently, the Services or any content or information through the Services, effective with or without prior notice and without ZZGTech’s liability.  

  1. The risk of the Service, supplied by ZZGTech, not to be supported in your websites/applications of you or not to be monitored by the various web browsers belongs solely to you. In such a case, ZZGTech cannot be held liable for this, and in addition, ZZGTech is entitled to acquire its progress payments arising from the Terms and Conditions. 

  1. ZZGTech shall not be responsible for the reliability or continued availability of the communications lines, or the corresponding security configurations, used by you in accessing the Internet to access the Services. 

  1. ZZGTech shall not be responsible for the reliability or continued availability of the communications lines, or the corresponding security configurations, used by you in accessing the Internet to access the Services. 

  1. If you suffer any damage as a result of your or a third party’s access to your websites or applications through the Services made available hereunder, or any other website or application by a link from a website or application of you, or your use or a third party’s use of the services offered by such other website. ZZGTech shall not be liable for damages suffered by you.  

  1.  

  1. ZZGTech will not be responsible or liable for any failure in the Services resulting from or attributable to (a) your use of the Services not in accordance with these Terms and Conditions or any relevant documentation provided by ZZGTech, (b) failures in any telecommunications, network or other service or equipment outside of ZZGTech’s or its service providers’ facilities, (c) your or any third party’s products, services, negligence, acts or omissions, (d) any force majeure or other cause beyond ZZGTech’s reasonable control, or (e) unauthorized access, breach of firewalls or other hacking by third parties. In particular, ZZGTech makes no representations or warranties and disclaims any and all liability with respect to any third-party products and services (collectively, “Third-Party Materials”) that ZZGTech acquires pursuant to or at the direction of you. You are solely responsible for deciding which Third-Party Materials it requires ZZGTech to purchase on its behalf, and you shall look solely to the manufacturer of such Third-Party Materials in the event of any defect in the material or workmanship of such Third-Party Materials. All such Third-Party Materials shall be delivered directly to you and at no time shall ZZGTech have possession of such Third-Party Materials. ZZGTech is liable to ensure only the required technical infstructure within the scope of the integration of the Software and other platforms, ZZGTech does not have any liability in case you are not allowed to access to the related platforms for any reason.  

  1. ZZGTech is entitled to take technical precautions according to the situation to protect the Services. The Customer is required to provide the proper technical and technological infrastructure necessary for the provision of the Services hereunder, as to be required by ZZGTech.  

  1.  In case ZZGTech takes such precautions, you are obliged to take such precautions once the ZZGTech informs you of the same, you shall not remove such precautions or shall not avoid such protection. You shall be solely liable for the non-operation of the relevant websites/applications due to the failure of not taking any action for the precautions which are notified to you. 

  1. In case Customer cannot supply service to Customer’s clients due to the breakdown/malfunction occurred in the Service provided by ZZGTech, such circumstance shall be notified to ZZGTech in writing by Customer. ZZGTech shall provide feedback to you as soon as possible and shall assist you to repair such breakdown/malfunction. ZZGTech shall not be held liable for the delays attributable to Customer and malfunctions, delays that occurred without the fault of ZZGTech. 

  1. Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that ZZGTech shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. 

  1. If there is a dispute between participants on this site or Services, or between users and any third party, you agree that ZZGTech is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release ZZGTech, its directors, officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services.  

  1. We also reserve the right to review, delete, and disclose any information as necessary under local laws, regulations, subpoenas, or legal processes. This includes situations where we reasonably believe it is necessary to: 

  1. comply with applicable laws, regulations, legal processes, or government requests, 

  1. enforce our Terms and Conditions, including investigating potential violations, 

  1. detect, prevent, or address fraud, security issues, or technical problems, 

  1. respond to user support requests, 

  1. protect the rights, property, or safety of ZZGTech its users, and the public 

  1. The Customer has the duty to comply with the policies, rules or procedures issued by the relevant platforms or governmental authorities regarding the services, while using the Software for connecting to a data point over the infrastructure to be supplied by ZZGTech. ZZGTech will not be held liable for any damage that may arise in the event that the Customer does not comply with such policies, rules or procedures.  

  1. The Services do not constitute business, technical, legal, or any other sort of professional advice. ZZGTech shall not be liable for the result of your use of the Services. 

 

  1. CONFIDENTIALITY AND PERSONAL DATA PROTECTION  

  1. The Parties agree, declare and undertake to keep all confidential information, trade secrets, documents to be acquired by the Party, to be submitted to it by the other Party within the scope of these Terms and Conditions concerning all kinds of trade activities, disposals, computer software, and hardware products, and all kinds of other information to be acquired within the scope of these Terms and Conditions confidential by accepting these as confidential information and not to share these with third persons without obtaining the written approval of the related Party, only to use such information to fulfill their obligation arising out of these Terms and Conditions, and not to make such information available to third persons, and to protect the intellectual and industrial rights of each other mutually. The Party, which infringes such obligation, shall compensate all kinds of damages of the other Party which informs that it has suffered damages due to this infringement.  

  1. However, this restriction does not apply in the following cases:   

  1. If the information has become public without the fault of the Party receiving the Confidential Information,  

  1. If the Party who receives such Confidential Information has obtained such information before the approval of the Terms and Conditions,  

  1. If the Confidential Information is required to be disclosed per any official authority decision. However, the Party, who is going to disclose the Confidential Information due to this circumstance, is obliged to inform the other Party in writing prior to the disclosure and to disclose the Confidential Information only to the extent required. 

  1. The confidential obligation of the Parties regulated under this article shall remain to be in force even after the termination of these Terms and Conditions. 

  1. Any dispute or claims shall be strictly confidential between you and ZZGTech, and except for ZZGTech’s and your own representatives, will not be disclosed to any other person or entity. 

  1. You accept and declare that any data that it transfers to ZZGTech hereunder in connection with any identified or identifiable person (the “Personal Data”) complies, and has been acquired in accordance, with the General Data Protection Regulation (“GDPR”), Personal Data Protection Law, California Consumer Privacy Act (“CCPA”), any and all secondary national and international legislation in force and applicable to you and ZZGTech, and the resolutions passed by the relevant institutions (hereinafter collectively referred to as the “PDP Legislation”); and that it has duly complied with its obligations toward the data subjects as required under the PDP Legislation including receiving the express consent of the persons concerned is obtained for the transfer of Personal Data abroad by ZZGTech when necessary within the scope of the Service, or ensuring one of the other conditions stipulated in the relevant legislation is fulfilled in order to transfer the personal data abroad. You hereby authorize ZZGTech to process the Personal Data for performing the Services. You irrevocably agree and undertake to comply with the PDP Legislation when performing the Services, fully indemnify ZZGTech against any damage that it may incur as a result of the Personal Data that you transfer to ZZGTech, inform its personnel and the personnel of its subcontractors, if any, regarding the requirements set forth herein, and inform ZZGTech without delay of any unauthorized access to the Personal Data transferred to ZZGTech.  

  1. Any personal data you submit to us or which we collect about you is governed by our Data Protection Addendum (“DPA”), available at https://signalsight.io/personal-data-protection.html  

  1. You are required to use the Services in full compliance with all applicable laws and regulations, including without limitation, all state laws, laws related to electronic messaging. You specifically guarantee that you are and will remain in complete compliance with the law when using the Services. 

  1. It is not the responsibility of ZZGTech to make sure that whatever you do complies with any applicable laws. If you are ever found guilty of breaking any law, rule, or regulation, ZZGTech will not be held responsible. Despite the aforementioned, you understand that ZZGTech has taken proactive measures—such as requiring your agreement to these Terms of Service—to support its customers' compliance. 

  1. ZZGTech is not responsible for ensuring that you do not transmit messages to consumers, including by text message, telephone or email in violation of the consent rules. 

  1. You give ZZGTech, its owners, members, directors, officers, agents, workers, contractors, consultants, and vendors your full indemnity, defense, and hold harmless from and against any and all claims, suits, penalties, costs, expenses, judgments, and fees, including reasonable legal fees and court fees and costs, arising out of a claim alleging any legal violations on your part or alleging facts that would constitute a breach of your warranties or obligations contained in these Terms and Conditions. Any such third-party claim, demand, lawsuit, investigation, or procedure made against ZZGTech shall be promptly indemnified against, defended against, or settled. 

 

  1. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP 

  1. Except as specifically stated in the Terms and Conditions neither Party shall grant the other Party any right, title, or interest in or to any Intellectual Property Rights that it may have. This includes any Software that was owned by a party, its licensors, or its subcontractors as of the Terms and Conditions’ effective date. You do not acquire any interest, right, or title in any materials created or developed by ZZGTech or its subcontractors for its internal use or to help you with the provision of the Services; instead, ZZGTech shall own all rights, titles, and interests in and to such materials, including the SaaS. 

  1. You consent to provide ZZGTech access to any tool or application used by you to assist in resolving the issue, only for the purpose of debugging and troubleshooting the Services by ZZGTech’s support team. You represent and warrants that: (a) ZZGTech has the right to use such Intellectual Property Rights and Software for the purposes of providing the Services to  you as contemplated by the Terms and Conditions and (b) ZZGTech has the right to use such Intellectual Property Rights and Software during the term of Terms and Conditions. 

  1. You are hereby granted a limited, nonexclusive, nontransferable, and freely revocable license to access and use the Services, subject to the terms and conditions hereof. We reserve the right to terminate this license for any reason or no reason at all. ZZGTech or its licensors own all intellectual property rights (as defined below) related to the Services and all materials contained in or transferred by them, including but not limited to software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, reports generated by the Services, and copyrights (collectively, the "ZZGTech Content").  

  1. Nothing in this Agreement will be interpreted as granting you a license to use any of these intellectual property rights, unless specifically stated otherwise. You also agree not to buy, lease, rent, alter, publicly distribute, publicly transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works using any materials or content that is made available on the Services. It is completely forbidden to use the ZZGTech Content or any other content on the Services for any purpose that is not expressly allowed by this Agreement.  

  1. Subject to these Terms and Conditions, ZZGTech grants each user of the Services a worldwide, non-exclusive, non-sublicensable and non-transferable license to use Content solely for purposes of using the Services. Use, reproduction, modification, distribution or storage of any Content for any purpose other than using the Services is expressly prohibited without prior written permission from us. You understand that ZZGTech owns the Services. You shall not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section), create derivative works based on, or otherwise exploit any of the Services. The Services may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this section still apply. 

  1. The Services that belongs to ZZGTech cannot be sold, copied, generated by using its derivatives, cannot be sub-licensed, cannot be transferred to anyone, cannot be leased out directly or indirectly by third persons either for commercial or not, cannot be lent, cannot be reproduced without permission, cannot be transferred electronically or optically, cannot be converted to source code, cannot be subject to reverse engineering, cannot be changed, other programs cannot be made by inspiring from the Services and third parties cannot be permitted to realize these.  

  1. ZZGTech is authorized to use or allow to use the Customer’s insignia, trademarks, logos, trade names and domain names only for reference purposes and limited with the scope of work in these Terms and Conditions. 

  1. In the event any right holder applies to ZZGTech with the claim of unfair competition and/or violation against right of third persons (including but not limited to Intellectual Property Rights) due to the transactions realized over the Software by you provided that such claim is certified with documentation, ZZGTech has the right to remove the mentioned content from the Software without the approval of you. In the event that it is impossible to remove the content by ZZGTech, ZZGTech has a right to cease the service and to terminate these Terms and Conditions unilaterally and without the obligation to pay any compensation. In this context, you agree, declare, and undertake that ZZGTech is held harmless from any kind of damages and that ZZGTech has a right to recourse the damages to you. All kinds of civil, criminal and financial liability concerning any lawsuit, execution file, fine, monetary fine, prosecution to be initiated/made/rendered against ZZGTech  and including but not limited to all disputes where ZZGTech is included because of you and all claims directed and all applications made to ZZGTech by any third real persons and/or legal entity, private and/or public institutions, entity, authority within the scope of the related legislation on the intellectual and artistic works,  Industrial Property Rights and unfair competition belong personally and solely to you, unless these claims/damages are not made as a result of any negligent act or omission of ZZGTech. 

 

  1. CHANGES TO THIS TERMS AND CONDITIONS AND SERVICES 

ZZGTech may also change, modify, add to, supplement, suspend, discontinue, or delete any of the terms and conditions of this Terms and Conditions (including these Terms and Conditions of Service) at its sole discretion and review, improve, modify or discontinue, temporarily or permanently, the Services or any content or information through the Services at any time, effective without prior notice and without any liability to ZZGTech. All new or changed terms shall become valid at the moment they are published on the website of the ZZGTech. It is Customer’s responsibility to review the Terms and Conditions periodically for any changes. ZZGTech will make reasonable efforts to notify you of significant changes via email but cannot guarantee notification in all cases. If any future changes to this Terms and Conditions are unacceptable to you or result in non-compliance, you must terminate your use of the Services immediately. Continuing to use the Services after any revisions to this Terms and Conditions signifies your complete acceptance of those changes. ZZGTech reserves the right to impose restrictions on features or limit your access to the Services, either partially or entirely, without prior notice or liability. 

 

  1. COMMUNICATION WITH ZZGTECH AND ITS CLIENTS 

You verify that any contact information provided to ZZGTech and its clients, including, but not limited to, your email address and phone number, is true and accurate. By providing your phone number and email address and utilizing the Services, you are granting explicit consent for ZZGTech to use your phone number for calls and recurring texts (which may include the use of an auto dialer and/or prerecorded voice) and your email address for the following purposes: (i) to execute and enhance the Services, (ii) to facilitate the fulfillment of our Services, and (iii) to furnish you with information and reminders concerning your registration, modifications and updates, service interruptions, or modifications. These communications may encompass various forms, including push notifications and other reminders dispatched through our App. As part of the Services, you may receive communications through the Services. By using for the Services and providing us with your contact information (email, phone number etc.), you confirm that you want ZZGTech to send you information regarding your account or transactions with us, which may include the Platform and App using automated messaging technologies to reach you at the contact information you provided, and you agree to receive communications from Service and you represent and warrant that each person you register for the Services or for whom you provide contact information number has consented to receive communications from Platform or App. You agree to indemnify and hold ZZGTech harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to your breach of the foregoing. 

 

  1. WARRANTY DISCLAIMER 

The Services and all other kinds of content, data, document, and materials provided to you under the Terms and Conditions are supplied to you "as they are " and "as in their form", these do not contain any undertaking and warranty other than those explicitly stated under these Terms and Conditions. Other than those explicitly stated under the Terms and Conditions, ZZGTech does not grant covert warranty in terms of commercial activities, implicitly or explicitly, or does not grant any kind of warranty arising out of law or other manners such as merchantability, appropriateness for a certain purpose, customer satisfaction, right ownership or does not grant implicit or explicit warranty resulting from commercial performance, relations, or usage.  

 

ZZGTech and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns (ZZGTech and all such parties together, the “ZZGTech Parties”) make no representations or warranties concerning the Services, including without limitation regarding any Content contained in or accessed through the Services, and the ZZGTech Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the Services. The ZZGTech Parties make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through or in connection with the Services. THE SERVICES AND CONTENT ARE PROVIDED BY ZZGTech (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. ZZGTech assumes no liability in contract, warranty, or tort for: (a) any viruses, worms, Trojan horses, bugs, errors, mistakes, or inaccuracies in content which may be transmitted to or from the Platform, APP or third-party websites, (b) personal injury or property damage resulting from your use of the Services, (c) access to or use of secure servers and any personal, business, or financial information stored therein, (d) events beyond its reasonable control, (e) any loss or damage of any kind incurred as a result of your use of the Platform, whether or not the ZZGTech advised of the possibility of such damages, (f) third party conduct, (g) property damage of any natüre, connected with the use of the Service . In essence, ZZGTech disclaims responsibility for any issues or damages arising from your use of their Services, including those beyond their direct control. 

 

  1. LIMITATION OF LIABILITY  

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE ZZGTECH PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE-HUNDRED ($100) DOLLARS OR (II) THE AMOUNTS PAID AND/OR PAYABLE BY YOU TO ZZGTech IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME LAWS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.  

 

  1. INDEMNITY 

You agree to indemnify and hold the ZZGTech Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Services (including any actions taken by a third party using your account), (b) your violation of these Terms and Conditions.,  (c) your violation of any law, or the rights of any user or third party; (d) your violation of data protection legislation, (e) your violation of privacy policy of us and third party and (f) any content submitted by you or using your Account to the Services, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder). Additionally, you consent to hold the indemnified parties harmless for any liabilities arising from your use of data extraction and collecting software robots, spiders, crawlers, or similar tools, as well as from any other activity you take that places an unjustifiable load or demand on our infrastructure. ZZGTech retains the right, at its sole discretion, to take sole responsibility for the defense and management of any case that would otherwise fall under your indemnity at its own cost. In any case, you won't resolve any dispute or claim without ZZGTech prior written approval. 

 

  1. ASSIGNMENT 

You may not assign, delegate or transfer these Terms and Conditions or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without ZZGTech 's prior written consent. We may transfer, assign, or delegate these Terms and Conditions and our rights and obligations without consent. 

 

  1. DISPUTES 

These Terms and Conditions are governed by and will be construed under the England and Wales law, without regard to the conflicts of laws provisions thereof. The parties irrevocably agree that England and Wales law shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes and claims) arising out of or in connection with this Terms and Conditions.The Parties irrevocably agree that courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes and claims) arising out of or in connection with this Agreement.  

 

  1. INFRINGEMENT 

Each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.  

 

  1. SEVERABILITY 

If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration Agreement section will be null and void. This arbitration agreement will survive the termination of your relationship with ZZGTech. 

 

  1. NON-TRANSFER CLAUSE 

The Parties are not entitled to transfer their rights and obligations hereunder to third persons without the written consent of the other Party. 

 

  1. WAIVER 

No waiver by any Party of any condition contained in these Terms and Conditions, and no waiver by any Party of any breach of any term, covenant, provision, or agreement contained in these Terms and Conditions, in any one or more instances, shall constitute or be deemed to be either (i) a waiver by such Party of any other condition contained in these Terms and Conditions or a waiver by such Party of any other breach of any term, covenant, provision or agreement contained in these Terms and Conditions, or (ii) a continuous waiver by such Party of such condition of such breach. 

 

  1. ENTIRE AGREEMENT 

These Terms and Conditions constitute the entire understanding between the Parties and replace and supersede all previous agreements and covenants (if any) between the Parties related to matters therein. 

 

  1. SURVIVAL 

In the event that any provision, sentence, part of these Terms and Conditions becomes invalid, such invalidity shall not affect other provisions of these Terms and Conditions that can exist without that invalid provision, sentence, or part.  However, such kind of invalid provision shall not affect the grounds of these Terms and Conditions. 

 

  1. THIRD-PARTY LIABILITY 

ZZGTech shall not be liable for the actions of any third-party including, but not limited to, website hosting providers, server providers due to which the Services may be interrupted or user’s access to ZZGTech may be affected. 

 

  1.  FORCE MAJEURE 

In the event where the fulfillment of any obligation of Parties stipulated under these Terms and Conditions becomes impossible or becomes extremely difficult due to a force majeure which is beyond the control of the related Party and would not be reasonably predicted and is occurred without any fault or negligence of the related Party, the related Party shall not be held liable for failing to fulfill its obligations affected by such force majeure as long as the effect of the force majeure remains. Including but not limited to natural disasters such as flood, fire, earthquake and epidemic illness,  regardless of whether or not officially declared war, civil war, martial law, embargo, boycott, looting, riots, popular uprising, acts of terrorism and social events such as unlawful demonstrations, strike regardless of whether it is legal or not, slowdown strike, workplace occupancy, and similar labor acts and legislation and administrative acts of any official authority provided that it did not occur as a result of any incompetency of any Party are the instances of force majeure.  The Party whose obligation is affected from any force majeure shall inform the other Party of the mentioned situation in writing as soon as possible and shall provide the other Party with the document certifying the event of the mentioned force majeure to be granted by an authorized person or institution, at the soonest time possible, however at the latest within 15 (fifteen) calendar days as of the occurrence of the force majeure.  In the event the delay continues for a period of more than 2 (two) months, the parties shall consult one-another in an endeavor to find a solution to the problem, failing which these Terms and Conditions (or the relevant part thereof) may be duly terminated in accordance with the procedure provided in these Terms and Conditions. In such a case, the Parties cannot claim compensation from each other, however, the progress payments if any acquired by ZZGTech as long as these Terms and Conditions is in force are reserved. 

 

  1. MISCELLANEOUS 

You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the ZZGTech may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit.  

 

  1. WAIVER 

The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. 

 

  1. NO AGENCY; NO EMPLOYMENT 

You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of ZZGTech, and you do not have any authority of any kind to bind ZZGTech in any respect whatsoever.  

 

  1. EXCEPT  

As expressly set forth, you and ZZGTech agree there are no third-party beneficiaries intended under these Terms and Conditions. 

 

  1. NO RIGHTS OF THIRD PARTIES 

None of the terms of this Terms and Conditions are enforceable by any persons who are not a party to this Terms and Conditions. 

 

  1. COLLECTIVITY 

You and ZZGTech agree that these Terms and Conditions are the complete and exclusive statement of the mutual understanding between you and ZZGTech, and that these Terms and Conditions supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms and Conditions.