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Terms of Service

Terms of Service for SailSync.ai

These Terms of Service ("TOS" or "Agreement") constitute an agreement by and between you and your law firm or other organization (as identified by you during the sign-up process, acting jointly, ("USER" or "you") on the one hand, and Pacific Kiteboarding and its affiliates (hereinafter "SailSync," "we," "our," or "us," etc.).

SailSync is gps analysis software for sailors and coaches provided as a service, hosted "in the cloud," performing substantially as demonstrated to you (the "System"). The System will be as shown to you subject to updates, improvements, and changes from time to time.

  1. Services. Conditioned on your timely payment of the amounts due in compliance with this TOS, we will provide you with use of the System.
  2. Pricing, Payment, and Disputes. You will pay our market rates for the System as they exist from time to time, or such other rates as are specifically agreed between you and us in a writing signed by us. To the extent the price for the System is not paid within 20 days of the invoice date, beginning on the next monthly invoice date, the price will increase at the rate of 1.5% per month from the original invoice date, with the total cumulating amount due compounded monthly at that rate. This time-price escalator is not interest or a penalty, but increases the price for the System based on the timing of payment. If you dispute or question the propriety of any charge you agree to advise us in writing within 20 days of the invoice date so that we can timely respond. If you do not do so, you hereby agree that the bill is an accurate statement of your account, an accurate description of the services you requested or wished us to render, an accurate statement of the services we provided to you or for your benefit, and as substantiating the propriety and reasonableness of all charges reflected on the bill.
  3. Training. Training is not included.
  4. Engineering, Support, Additional Training, and Consulting. Additional services are not included but may be provided upon the agreement of the parties at our customary rates as they exist from time to time.
  5. No technical support for end-users (your clients). Our services provided hereunder do not include providing technical support for your clients. While SailSync is designed to work on most devices and browsers, including smartphones and tablets, end-users may have challenges using SailSync, most often arising from the use of old devices or web browsers, or failure to follow instructions or conventions. You may choose to provide the level of support for end-users you wish. SailSync will provide you (not end-users) with answers to questions regarding the use and functionality of SailSync at our customary rates as they exist from time to time.
  6. Data Privacy. SailSync does not sell, license, use, or share your confidential information with any third parties. We do not use it except to offer and provide services.
  7. Term and Termination. Upon your failure to timely pay the charges due hereunder we will have (a) the right but not the obligation to suspend performance upon five business days' notice to USER, and (b) the right but not the obligation to terminate this Agreement upon 30 days' notice. You may terminate this agreement at any time. Upon termination, your SailSync instance will be deactivated. All rights to payment or damages, and all provisions protecting the intellectual property of the parties against any transfer resulting from this Agreement or its performance, confidentiality, indemnity, or other rights to defense and indemnity, and all other similar rights shall survive the termination of this Agreement.
  8. Warranties, Intellectual Property Claims, and Limitations of Liability
    1. Defense and Indemnity. On the condition that USER is in compliance with its obligations under this Agreement, SailSync shall, at its own expense, defend, indemnify and hold harmless USER from and against all actions, claims, and expenses (including reasonable attorney's fees) brought against USER, its directors, employees and agents, to the extent such action is based on a claim that any aspect of SailSync infringes any United States patents, copyrights, trademarks, licenses, or trade secrets, or any other right of third parties, provided that USER promptly notifies SailSync in writing of such claim and, provided further, that SailSync shall have the exclusive right to control such defense.
  9. Functionality. We warrant your reasonable satisfaction with the System as follows. SailSync will perform substantially as demonstrated to you, subject to such improvements, bug fixes, and modifications as we may make from time to time for the benefit of users generally, or you.
  10. USER's Representations, Warranties, and Indemnity Obligations
    1. Legal and Ethical Use. You represent and warrant that you and your organization will use SailSync as intended, and in a manner that conforms to all applicable laws, rules, statutes, regulations, ethical codes, and standards.
    2. Authority and Joint and Several Liability. You represent that you have full power and authority to enter into and perform this Agreement.
    3. Indemnity and Defense. You hereby agree to indemnify, defend and hold harmless SailSync, its subsidiaries and affiliates, against any and all costs, claims, judgments, fines, settlements, liabilities, taxes, fees, expenses or any other damage resulting from your breach of this Agreement or your use of the service.
  11. Confidentiality, Use, and Title to Intellectual Property. All proprietary information shared between the parties shall be preserved and protected.
  12. Security. SailSync is designed to provide industry standard security, confidentiality, backups, and integrity of your data. SailSync is not HIPAA compliant.
  13. Amendment. We may modify these terms from time to time. Material revisions become effective upon notice to you.
  14. Governing Law, Jurisdiction, and Venue. This Agreement shall be governed by the laws of the State of California, USA.
  15. Malicious User Uploads. SailSync shall not be held responsible for any consequences arising from user uploads or data submissions.
  16. Complete Agreement. This Agreement is the complete agreement of the parties with respect to its subject matter.