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Terms of Use

 

Omniscien Technologies Network

 

Terms of Use

 

1.    Terms of Use, Parties, Acceptance and Incorporated Documents

To help ensure that the Omniscien Technologies experience is fair and safe for all Users, Omniscien Technologies allows access to and use of its Network subject to these Terms of Use (“TOU”).

The parties to this TOU are (a) Asia Online Pte Ltd trading as Omniscien Technologies, a limited liability company registered under the laws of the Republic of Singapore with its registered office at 182 Cecil Street, Frasers Tower, #32-01, Singapore 069547 (“Omniscien Technologies”), and (b) you, the person accessing this Network who is a User and who may also be a Registered User and an Authorised Registered User, in the relevant circumstances (“you”, “your”).

Party” means either Omniscien Technologies or you individually. “Parties” means both Omniscien Technologies and you collectively.

The TOU applies to all Users’ access to and use of the whole Network. Other legal documentation including the Language Studio Cloud Subscription Agreement which incorporates Omniscien Technologies’ Terms and Conditions of Service (“TOS”), applies to the of the nature, type, quantity and quality of services that Registered Users and Registered Organisations receive on or via the Private Network, including Omniscien Technologies’ Language Studio Cloud, and Omniscien Technologies’ charges for such services. If in doubt about your legal obligations, contact your Registered Account Administrator, your Registered Organisation or Omniscien Technologies for clarification.

If there is a conflict between the TOS, TOU and any Omniscien Technologies Network Policy, then the order of precedence between such documents is as follows: TOS, TOU and the relevant Omniscien Technologies Network Policy.

Your access to and use of Omniscien Technologies’ network of websites, online properties, communication means, software, tools and services including Language Studio Cloud (collectively “Network”) is conditional upon your acceptance of and compliance with the TOU.

References such as (a) use of the Network, (b) on, via or through the Network, (c) on, via or through Language Studio, and (d) on, via or through Language Studio Cloud, and similar such phrases, mean engaging with the Network in any manner whatsoever irrespective of the relevant Network Access Method. Your obligations and restrictions under this TOU apply irrespective of the relevant Network Access Method. Users will engage with the Network only via Permitted Network Access Methods.

By accessing the Network, you are deemed to have received notice of and agree to the TOU.  If you do not understand any part of the TOU in any way, you must contact Omniscien Technologies prior to accessing or using the Network in order to clarify the relevant issue. Omniscien Technologies’ Registered Users with access to the Private Network, including Language Studio Cloud, are required to accept the TOU expressly as part of their User registration process.

                                                                                                     

The TOU hereby incorporates by reference (a) the Omniscien Technologies Privacy Policy, (b) the Omniscien Technologies Abuse and Notice Policy, (c) the Omniscien Technologies Intellectual Property Infringement and Notice Policy, and (d) all other policies, terms, conditions, rules, regulations, notices and disclaimers (by whatever name) posted by Omniscien Technologies on the Network, (collectively “Omniscien Technologies Network Policies”). Regarding (d) above, such specific or additional Omniscien Technologies Network Policies may apply to individual properties within the Network. If so, they will be posted on the Network in the area to which they apply. This TOU (and the Omniscien Technologies Network Policies) constitutes a standalone legal document until such time as you become a Registered User at which point it is incorporated into the Language Studio Cloud Subscription Agreement of which the TOS forms a part.

Omniscien Technologies may amend the TOU or the Omniscien Technologies Network Policies at any time in its sole, absolute, unfettered discretion by notice to Users on the Network or by e-mail. Please review the TOU now and refer to the most recent version periodically on the Network from time to time. When Omniscien Technologies posts an amended TOU on the Network, you will be deemed to have been notified of it.

A list of defined terms appears in clause 13 below, and various provisions relating to the interpretation of the TOU appear in clause 14. Additional defined terms appear in Omniscien Technologies’ Network Policies and the TOS. Defined terms in each of these documents have the same meaning as in the other documents unless they are defined differently in the other document(s).

2.    The Network: Public Network, Private Network and Language Studio Cloud

Omniscien Technologies’ Network consists of two primary parts:

(a)   the public network, including the omniscien.com website, that anyone may access via the Internet (“Public Network”); and

(b)   the private network, including Language Studio Cloud located at languagestudio.com, which only Registered Users may access after registering with Omniscien Technologies, setting up a Registered User Account, and accepting the TOU expressly (“Private Network”).

3.    User, Account Registration and Account Use

At present anyone with access to the Internet may access the Public Network without registration. Users are normally not required to register on the Network unless they wish to become Registered Users who are allowed access to the Private Network including Language Studio Cloud. Omniscien Technologies reserves the right to expand the Private Network and to require all Users to register on notice at any time.

As part of the Private Network registration process, including your registration as a Registered User on Language Studio Cloud, you (or your Registered Account Administrator) will designate a Registered User name and password, and a Registered User Account will be established for you. Different Registered Users in the same Registered Organisation are required to have separate Registered User Accounts, but they will access the same Registered Organisation Account. When your Registered Organisation Account is set up, a Registered Account Administrator must be specified, and the Registered Account Administrator will be assigned the Registered Organisation Account. The Registered Account Administrator is allowed to set up additional Registered User Accounts within the Registered Organisation Account, assign such Registered User Accounts to individuals Registered Users and specify their Private Network access rights and privileges as an Authorised Registered User. Authorised Registered Users act on behalf of their Registered Organisations in respect of their activities on the Network. The Registered Account Administrator may also set up additional Registered Account Administrators who have the same level of access rights and privileges as the original Registered Account Administrator.

If you are a Registered User, including a Registered Account Administrator, you are responsible for keeping your password confidential, and you and your Registered Organisation are responsible for all activities that occur under or via your Registered User Account. You must notify your Registered Account Administrator and Omniscien Technologies immediately of any unauthorised use of your password or Registered User Account or any other breach of security on or via the Network. By registering on the Private Network as a Registered Account Administrator, you represent and warrant that you have the legal authority to represent your Registered Organisation in respect of its access to and use of its Registered Organisation Account on the Network.

If you are registering as a Registered User or are registering a Registered Organisation on the Private Network, including Language Studio Cloud, you hereby represent to Omniscien Technologies that:

(a)   you are of legal age to form a binding contract (which is 18 years old in many legal jurisdictions, but you are required to know the legal age in your location),

(b)   you are setting up a Registered User Account or Registered Organisation Account for your own access and use for the benefit of you or your Registered Organisation (as the case may be); and

(c)   all information you provide to the Network during, as part of, or related to the account registration process, including all Personal Information and information in respect of your Registered Organisation (including its full legal name and legal address), is true, accurate, current and complete at the time of the account registration process and at all times while you are accessing the Network, and you will provide updated information to Omniscien Technologies as and when the data you provided is no longer true, accurate, current or complete.

Registered Organisations act on the Network via their Authorised Registered Users, including their Registered Account Administrators. Registered Organisations are bound by the actions of their Authorised Registered Users and Registered Account Administrators on the Network.

 

Role of Registered Account Administrator: Irrespective of which Network Access Method a Registered Organisation and its Users use, it is the duty of the Registered Organisation to ensure that its Registered Account Administrator logs in to his/her Registered Organisation Account on a frequent and regular basis via Omniscien Technologies’ standard user interface on the web in order to monitor all relevant activity. By doing so the Registered Account Administrator will maintain the level of knowledge necessary and required to manage and administer the Registered Organisation Account and for such Registered Organisation Account to function correctly. From time to time Omniscien Technologies will notify the Registered Organisation of important information via its Registered Organisation Account, and the Registered Account Administrator and the Registered Organisation will be deemed to have received such notice. Lack of attention to the Registered Organisation Account can present serious problems over time, and Registered Organisations are urged to ensure that their Registered Account Administrator logs on to its Registered Organisation account from time to time as advised herein.

All Personal Information provided by you to the Network is subject to the Omniscien Technologies Privacy Policy.

4.    Intellectual Property

       Omniscien Technologies respects all intellectual property, and it expects others to do the same.

Omniscien Technologies’ Network displays a wide variety of Network Content from numerous sources. All Network Content and the Network itself are protected by copyright, trademark, service mark, patent and other intellectual property rights of the Republic of Singapore and other jurisdictions worldwide.

Except as expressly permitted by applicable law or expressly authorised in writing by Omniscien Technologies or the relevant Content owner or rights holder, you must not modify, copy, reproduce, distribute, transmit, republish, Frame, rent, lease, loan, sell, distribute, upload to a third party or create derivative works based on the Network or any Network Content, in whole or in part, in any way.

Subject to the foregoing paragraph, and on the condition that you (a) keep all Network Content intact and in the same form as Omniscien Technologies or the relevant rights holder intends to present it on the Network (including without limitation all copyright, trademark and other legal and proprietary notices and Advertising Information), and (b) use only the Network’s inherent programming features and standard configuration parameters, you may use an industry-standard web browser to access and interact with the Network and view Content including your own User Content and Registered Organisation Content. Registered Users are permitted to access the Network using any Permitted Network Access Methods.

The foregoing will not prohibit you from interacting with the Network and Network Content or your own User Content or Registered Organisation Content in a proper and efficient manner, making such Content available on or via the Network, or processing such Content, or selecting your desired operating parameters from the lists of options available on the Network.

Omniscien Technologies does not approve of or condone the use of the Network or any Network Content for any unlawful, immoral, dangerous or harmful purposes whatsoever.

 

Omniscien Technologies strongly encourages Users to report all forms of intellectual property infringement.

If you believe that any Network Content or activity on the Network constitutes an infringement of intellectual property, please report this immediately by following the instructions in the Omniscien Technologies Intellectual Property Infringement and Notice Policy. Omniscien Technologies will contact you with information and instructions on any further action to be taken.

5.    User Content, Registered Organisation Content and Licence to Omniscien Technologies

Users may be allowed to make their own User Content or Registered Organisation Content available on or via the Network. Omniscien Technologies accepts no responsibility whatsoever for such User activity or the loss of any such Content.

The Network, Content and Rights: You hereby warrant to Omniscien Technologies that, if you make any Content available on or via the Network, you (a) have all right necessary in order to do that lawfully and without breaching any party’s rights in such Content; and (b) grant to Omniscien Technologies the rights of licence and waivers specified in the TOU in respect of such Content.

The Public Network, Content and Rights: Subject to the provisions of this TOU and the TOS, if you make any Content available on or via the Public Network, you do not lose your ownership of or other rights in it, but you do grant to Omniscien Technologies a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide licence to do the following in respect of such Content in any manner on, or in relation to, or in support of, the Network:

       a.     use, copy, store, display, adapt, process, remove, delete, analyse, post, submit, move and transmit it in, from or to any jurisdiction or geographic location worldwide including, if you are in the European Union, to a legal jurisdiction outside the European Union;

       b.     analyse and review it in order to develop raw statistics, patterns, meta-data and other analytical data that cannot be reverse engineered or used to identify you or your Registered Organisation; and

       c.     sublicense to Omniscien Technologies’ affiliates and contractors the right to exercise any of the foregoing rights.

The foregoing grant includes the right to exploit all proprietary rights in any such Content or other material, including rights under copyright, trademark, service mark, patent laws and other proprietary rights in any jurisdiction worldwide.

You expressly waive in favour of Omniscien Technologies and any other party authorised by Omniscien Technologies all moral rights and any similar rights in any jurisdiction worldwide which you may have or hereafter acquire in respect of your User Content. At the request and expense of Omniscien Technologies, you will execute and deliver to Omniscien Technologies such legal instruments and take such other actions as may be required to carry out this grant of licence and waiver.

Omniscien Technologies requires these rights and waivers so that it can manage the Network and make User Content available on and via the Network in an efficient and industry standard fashion.

The Private Network, Content and Rights: Subject to the provisions of this TOU and the TOS, if you make any User Content or Registered Organisation Content available on or via the Private Network, you do not lose your ownership of or other rights in it, but you do grant to Omniscien Technologies a perpetual, royalty-free, non-exclusive, irrevocable, worldwide licence to do the following in respect of your User Content or Registered Organisation Content in accordance with your instructions, in order to provide services to you, and in order to administer the Network in an efficient manner, and/or as otherwise agreed by Omniscien Technologies and your Registered Organisation in writing (if any):

       a.     use, copy, store, display, adapt, process, remove, delete, analyse, post, submit, move and transmit it in, from or to any jurisdiction or geographic location worldwide including, if you are in the European Union, to a legal jurisdiction outside the European Union;

       b.     analyse and review it in order to develop raw statistics, patterns, meta-data and other analytical data that cannot be reverse engineered or used to identify you or your Registered Organisation; and

       c.     sublicense to Omniscien Technologies’ affiliates and contractors the right to exercise any of the foregoing rights.

Omniscien Technologies may use your Personal Information in order to contact you for account administration purposes, to send marketing information or Advertising Information to you and to distribute other information to you from time to time.

6.    Advertising Information, Notifications and Cookies

As on the posting date of this version of the TOU, the Network does not display commercial third party notices or advertising, but it may do so in the future. You understand and agree that Omniscien Technologies may display on or via the Omniscien Technologies or Network advertising, advertising messages, special offers and other information, notifications and communications from Omniscien Technologies and other parties which may or may not be of a commercial, technical or educational nature (“Advertising Information”). You understand and agree that such Advertising Information may be necessary or desirable in order for Omniscien Technologies to provide the Network and information for your benefit, and you hereby consent to Omniscien Technologies displaying and distributing Advertising Information to you on and via the Network. You agree not to use any unapproved means to block, obscure or delete any such Advertising Information, but you are free to delete any Advertising Information from your computer if you download or save it.

Omniscien Technologies’ practices regarding Cookies and similar technologies and its handling of Personal Information are set out in Omniscien Technologies Privacy Policy.

7.    Network Content, Properties, Links and Frames of Third Parties

Omniscien Technologies may allow for the display and availability of Other Party Content on the Network at its option, at the User’s request and/or as a Network configuration parameter.

From time to time the Network may contain hyperlinks (“Links”) to websites or media, locations, addresses and properties on the Internet (“Properties”) that contain or display Content and services developed, operated or controlled by third parties. It may also show Other Party Content in a frame (“Frame”), of its own accord, at the User’s request and/or as a Network configuration parameter.

Other Party Content is not under the control of Omniscien Technologies, and Omniscien Technologies is not responsible for any Other Party Content or transactions created or entered into on any Properties that are Framed or Linked.

The Network may also display third party Advertising Information that contains Links to, or Frames of, Properties operated by third parties.

Such Links, Frames and the relevant Linked and Framed Properties are provided as a convenience as well as for informational and advertising purposes, and the inclusion of any such Link or Frame on the Network does not imply any endorsement by Omniscien Technologies or its affiliates of any Other Party Content. You (a) Link to, download or view all Other Party Content, (b) enter into the transaction on any Linked or Framed Properties, and (c) download, install and use any third party Properties or Content, entirely at your own risk.

All third party Advertising Information and related Links and Frames are provided by the relevant third party advertisers and are not recommendations or endorsements by Omniscien Technologies or its affiliates or their respective directors or employees. Please contact the relevant advertiser for information regarding the advertiser and its products, services and offers.

In some instances, the Advertising Information may contain representations or offers by a third party advertiser which you may accept by Linking to the advertiser’s Property and executing the relevant transaction. Such offers are not made by Omniscien Technologies even if you Link to them from the Network, view them on the Network or within a Frame on the Network, and the third party advertiser is solely responsible to you for the delivery of any goods or services you purchase on the third party website.

8.    Prohibited Behaviour and Omniscien Technologies’ Rights and Obligations

       You must not use the Network in any manner or for any purpose which is unlawful or in any manner which violates any right of Omniscien Technologies, its affiliates or any party or which is prohibited by the TOU or applicable law. Omniscien Technologies may terminate any User account or User access at any time if the relevant User breaches this policy. Registered Users may have additional rules, regulations and policies imposed by their Registered Organisations. If in doubt, please contact your Registered Account Administrator for clarification.

       Without prejudice to the generality of the previous paragraph, you agree that you will not use the Network to do any of the following (“Prohibited Behaviour”):

a.    make any available any Content on or via the Network that:

       (i)    is unlawful, harmful, threatening, abusive, dangerous, harassing, defamatory, vulgar, obscene, pornographic, immoral, libellous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;

       (ii)   you do not have a right to make available under any law or under contractual or fiduciary relationships (including inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

       (iii)  infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;

       (iv)  consists of unsolicited or unauthorised advertising, promotional materials, so-called “spam,” or any other form of unrequested solicitation; or

       (v)   contains software viruses, worms or Trojans, or any computer code, scripts, files, malware, or computer code designed to interrupt, destroy, delete, damage, limit or activate the functionality of any computer software or hardware or telecommunications equipment in any manner that is not desired and expressly approved by its owner and/or operator;

b.    harm or be abusive to minors in any way whatsoever;

c.    interfere with or disrupt the Network or servers or networks connected to the Network, or disrupt the normal flow of communications on or through the Network or elsewhere, or disrupt another computer, computer system or network or their communications using the Network, or by your activity on the Network or via the Network;

d.    intentionally or unintentionally violate any applicable law; or

e.    “stalk” or otherwise harass or bully another.

Omniscien Technologies is not required to review or preview any Other Party Content on the Network, and does not review Other Party Content on the Network as part of its normal Network administrative processes. However, Omniscien Technologies does have the right to screen or pre-screen any Other Party Content that is made available on or via the Network, and remove or refuse to allow any Other Party Content that is made available on or via the Network in its sole, absolute, unfettered discretion.

Without limiting the foregoing, Omniscien Technologies and its designees have the right to remove from the Network any Other Party Content that violates the TOU or applicable law, or which is otherwise objectionable in the sole, absolute, unfettered discretion of Omniscien Technologies.

You agree that you must evaluate and bear all risks associated with the use of all Network Content, including any reliance on the accuracy, completeness, or usefulness of such Network Content.

You expressly acknowledge and agree that Omniscien Technologies may access, preserve and disclose your account information and any Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOU or other legal agreements; (c) respond to claims that any Network Content violates the rights of a third party; (d) respond to your requests for information or customer service; or (e) protect the rights, property or personal safety of Omniscien Technologies, its Users and the public.

You understand and acknowledge that the technical processing and transmission of information on and via the Network, including your User Content, Personal Information and Registered Organisation Content may involve (a) transmissions over various networks including from, to and through other legal jurisdictions, including, if you are in the European Union, to a legal jurisdiction outside the European Union; and (b) changes to conform and adapt to technical requirements of connecting networks or devices, and you hereby consent to the foregoing.

You understand that the Network and software embodied within the Network may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Omniscien Technologies and/or others who provide Content to the Network. You are not allowed to attempt to override or circumvent any of the usage rules embedded into the Network. Any unauthorised reproduction, publication, further distribution or public exhibition of the materials provided on the Network, in whole or in part, is strictly prohibited.

Registered Users may have additional obligations and prohibitions by virtue of their Registered Organisation’s rules, regulations and policies. If in doubt, contract your Registered Account Administrator, Registered Organisation or Omniscien Technologies for clarification.

9.    Reporting of Abuse

Omniscien Technologies does not approve of or condone the use of the Network or Network Content for any unlawful, immoral, dangerous or harmful purposes whatsoever.

 

       Omniscien Technologies strongly encourages its Users to report all forms of abuse on or via the Network to Omniscien Technologies and, if applicable, to their Registered Organisation.

                                                       

If you believe that any User or Network Content or other information, behaviour or activity on the Network constitutes Prohibited Behaviour (as defined in clause 8 above) or is otherwise abusive, please report this immediately by following the instructions in the Omniscien Technologies Abuse and Notice Policy. Omniscien Technologies will contact you with information and instructions on any further action to be taken.

 

10.  Disclaimer and Limitations of Liability

Except as otherwise required by applicable law or an express, written agreement between Omniscien Technologies and you or your Registered Organisation: (a) all Network Content and services on the Network are provided “as is” and without warranties of any kind, either express or implied; (b) Omniscien Technologies and its suppliers expressly disclaim all warranties of any kind, including implied warranties of merchantability and fitness for a particular purpose; (c) Omniscien Technologies does not warrant that the functions contained in any Network Content or the Network or your access to the Network will be uninterrupted, error-free, virus-free or on time, or that information or settings will be stored or delivered correctly or at all, or that any defects will be corrected or that the Network or the servers that make Content available on or via the Network to you are free of viruses or any other harmful components; (d) Omniscien Technologies does not warrant or make any representation regarding your access to, or the results of your access to, the Network or any Network Content in terms of correctness, accuracy, timeliness, completeness, reliability or otherwise; (e) you (and not Omniscien Technologies) assume the entire cost of any necessary verification, maintenance, repair and/or correction of any Network Content; (f) under no circumstances whatsoever (including any act or omission on the part of Omniscien Technologies) will Omniscien Technologies or its affiliates be liable for any damage whatsoever, including any indirect, incidental, special and/or consequential damages or loss of profits which result from any use or access of, or any inability to use or access, the Network or any Network Content; (g) you expressly acknowledge and agree that Omniscien Technologies does not exert control over its Users and is not liable for their opinions or behaviour, including any information or advice and any defamatory statements or offensive conduct.

11.  User Indemnity

You agree to comply with the TOU, and Omniscien Technologies relies on your continued compliance with the TOU. You hereby indemnify and hold harmless, and agree to keep indemnified and held harmless, Omniscien Technologies and its subsidiaries, affiliates, directors, officers, agents, employees, partners and licensors (collectively “Indemnitees”) for all losses, damages and costs suffered by one, any or all of the Indemnitees relating to any claim, demand or damage, including reasonable legal fees, suffered by any Indemnitee due to or arising out of your behaviour on or via the Network (including in respect of any information, User Content or Registered Organisation Content of any kind that you make available on or via the Network), your use of the Network, your connection to the Network, your violation of the TOU, or your violation of any rights of another.

12.  Network Ownership

       Unless provided otherwise expressly, the Network (and all parts of it) are owned by Asia Online Pte Ltd.

13.  Definitions

       In this TOU:

Advertising Information” is defined in clause 6.

API” means application protocol interface or application programming interface which is a set of routines, rules, protocols or conventions by which one computer program or system may communicate with another computer program or system.

Authorised Registered User” means a Registered User who is authorised by the Registered Account Administrator, who is him/herself an Authorised Registered User, and who is acting on behalf of the Registered Organisation, to perform certain acts on the Network on behalf of the Registered Organisation.

Content” means information, text, notices, material, images, graphics, tools, applications and software.

Cookie” means a small computer file that is sent from a website and stored on your computer or other access device that allows such website to (a) identify you and your activities as your browse the website, and (b) provide for continuity of service.

Frame” is defined in clause 7.

Language Studio” means Omniscien Technologies’ machine translation platform and technologies so branded and known as Language Studio.

Language Studio Cloud” means Omniscien Technologies’ Software as a Service portal via which Registered Users may access and use Language Studio.

Language Studio Cloud Subscription Agreement” means the contract to which the Registered User/Registered Organisation agrees when agreeing to purchase services from Omniscien Technologies on the Order Request Form.

Indemnitee” is defined in clause 11.

Link” is defined in clause 7.

Network” is defined in clause 1.

       “Network Access Method” means any method or means of accessing, using or engaging with the Network whatsoever including (a) via the web, (b) via a client desktop application (including an application provided by Omniscien Technologies or otherwise), and (c) via an API, irrespective of who provides such method or means.

Network Content” means any Content that is made available or displayed on or via or uploaded to, or transmitted through the Network irrespective of who is responsible therefor.

Omniscien Technologies Content” means Content of Omniscien Technologies that it makes available or displays on or via the Network.

Omniscien Technologies Network Policies” is defined in clause 1.

Order Request Form” means the Omniscien Technologies form and/or web page on which the Registered User specified the services they wish to purchase, the service fees and any other applicable service parameters.

       “Other Party Content” means Content that is made available or displayed on or via or uploaded to, or transmitted through the Network by someone other than Omniscien Technologies, including all Framed and Linked Content, Properties and Advertising Information of another party and any related Frames and Links.

Party and Parties” are defined in clause 1.

       “Permitted Network Access Method” means a Network Access Method that is expressly permitted by Omniscien Technologies.

Personal Information” means information about you that (i) identifies you personally and may include your name, address, e-mail address, or phone number, and (ii) is not otherwise available publicly.

Public Network” is defined in clause 2.

Private Network” is defined in clause 2.

Prohibited Behaviour” is define in clause 8.

Property” is defined in clause 7.

Registered Account Administrator” means a Registered User who has been designated an administrator of the Registered Organisation Account and Registered User Accounts and thus granted the most senior access and administrative rights within such Registered Organisation Account.

Registered Administrator Account” means the Registered User account of the Registered Account Administrator on the Private Network.

Registered Organisation” means a limited liability company or corporation or other legal entity, including a natural person, to whom a Registered Organisation Account is registered.

Registered Organisation Account” means the account on the Network of a Registered Organisation that allows it to access the Private Network.

Registered Organisation Content” means any Content that a Registered Organisation or its affiliated Users make available or display on or via or upload to, or transmit through the Network including any Content to be processing and the processed form of such Content.

Registered User” means a User who has registered with Omniscien Technologies on the Private Network.

Registered User Account” means an account on the Network that identifies the Registered User and allows such Registered User to access the Private Network.

TOU” is defined in clause 1.

TOS” is defined in clause 1.

User” means a natural person who accesses the Network.

User Content” means any Content that a User (including a Registered User) makes available or displays on or via or uploads to, or transmits through the Network or otherwise provides to Omniscien Technologies in connection with the Network.

       Other terms are defined in the text above and in the incorporated documents.

14.  Interpretation

       The headings in the TOU are for convenience only and do not affect interpretation.

       The expressions “include”, “includes”, “including”, “eg” and “for example” mean by way of example and not limitation.

       This Agreement (including any part of it) must not be construed adversely to a Party only because that Party prepared it (or some part of it).

       Unless the context indicates a contrary intention: (a) words importing the singular include the plural and vice versa; any gender includes the other genders; if a word or phrase is defined, cognate words and phrases have corresponding definitions; and (b) references to: (i) TOU mean this document and all Omniscien Technologies Network Policies and will be deemed to include references to the TOU as amended, novated, supplemented, varied or replaced from time to time; (ii) a person include a firm, unincorporated association, corporation and a government or statutory body or authority; (iii) clauses are references to clauses in the TOU; (iv) a person include its legal personal representatives, successors and assigns; (v) a statute, ordinance, code or other law include regulations and other statutory instruments under it and consolidations, amendments, re-enactments or replacements of any of them; (vi) a right include a benefit, remedy, discretion, authority or power; (vii) this or any other document include the document as varied or replaced and notwithstanding any change in the identity of the Parties; and (viii) “writing”, “in writing” or “written” include any mode of representing or reproducing words in tangible and permanently visible form, including facsimile transmission and e-mail, but “by hand” means that an authorised representative of the relevant Party must sign a paper document with his/her hand using an ink pen.

15.  Miscellaneous

       A person who is not a party to the TOU has no rights under the Contracts (Rights of Third Parties) Act (Cap. 53B) of Singapore or similar legislation in any other jurisdiction to enforce any term of the TOU.

       Each party acknowledges that, in agreeing to enter into the TOU, it has not relied on any representation, warranty, collateral contract or other assurance (except those set out in the TOU) made by or on behalf of the other Party. Each Party waives all rights and remedies which, but for this clause 15, might otherwise be available to it in respect of any such representation, warranty, collateral contract or other assurance, provided that nothing in this clause 15 will limit or exclude any liability for fraud.

       This TOU is subject to change from time to time by Omniscien Technologies. The Registered User and Registered Organisation should review the most recent version of this TOU when submitting any Order Request Form or agreeing to the Language Studio Cloud Subscription Agreement.

       This TOU: (a) constitutes the entire agreement of the Parties relating to your access to and use of the Network and supersedes all prior agreements, arrangements and understandings (if any) between the Parties, (b) may not be modified except by Omniscien Technologies posting the amended TOU on the Network or a subsequent written agreement signed by the Parties by hand, and (c) will be interpreted solely and exclusively in accordance with the laws of the Republic of Singapore. The Parties irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of the Republic of Singapore.

Version Reference: 20190521 OT LSC TOU aos-gb1a_v2