These Terms of Access and Use (hereinafter referred to as the “License Agreement”, “License Agreement”, “Agreement”) are a public offer to conclude a license agreement between Individual Entrepreneur Gadai D. Yu. (hereinafter referred to as the Licensor, Suochat) and any individual , an individual entrepreneur or legal entity (hereinafter referred to as the Client), which, together with the Privacy Policy, regulates the procedure for the Client’s access and use of the Licensor’s software (Service) and the provision of services specified in this Agreement. The subject of this Agreement is to provide Suochat with access to and the right to use the Service, which carries out automated administration and optimization of a complex of processes for processing orders on the Internet, subject to compliance with all restrictions and conditions of use of the Service in accordance with the functionality and terms of this Agreement.
This Agreement contains all the essential terms of the License Agreement and in accordance with Art. 638, 641, 642 of the Civil Code of Ukraine, in case of acceptance of all subsequent conditions and payment for services, the Client becomes a person who has accepted the terms of this offer (accepting the offer), which is equivalent to concluding an agreement on the terms determined by this Agreement (offer). If any of the terms and conditions specified in this Agreement are not accepted by the person intending to use the Service, such person has no right to use the Service provided hereunder.
By registering to use the Service, the Client and the persons to whom the Client will provide access to his account, the Administrator/User agrees to comply with the terms of this Agreement.
Definition of terms
Service – services and products (software) provided through the website located at: https://suo.chat
User – means an individual who has access to the Service, provided by the Client or Administrator.
Client – an individual, self-employed person, entrepreneur, legal entity who pays for services and is the account owner.
Administrator – an individual appointed by the Client as the main administrative contact for making decisions related to service management, disconnections from the service, resolving other technical issues, authorized by the Client, to administer access to the Service, and also assign additional administrators/users. The first person registered in the Service by the Client is appointed as the Administrator.
Account data – information stored by the Licensor and allowing identification of the Client, User, Administrator and necessary for the management and use of the Service. Account data does not contain information uploaded (saved) by the Client/Administrator/User regarding their contacts, projects, tasks, events or other similar data, etc.
Content – any information and materials that the Client (through the Administrator/User) uploads or publishes on the Service.
Confidential Information – any information transmitted by the Client, its Administrator and/or Users, including information entered into the Service in any possible way, as well as information by Suochat considered its property. or trade secret, directly or indirectly, in any form disclosed by the parties after the entry into force of this Agreement.
Account is a record in the Licensor’s system that stores data that allows the identification of the Administrator/User.
Technical support is a set of activities that can be carried out by Suochat within the limits and scope established by it in order to ensure the functioning of the Service, including information and consulting support on the use of the Service.
1. Terms of use of the service. Security and Access
1.1. Only registered Clients have the right to use the Service. To access the Service, individuals must provide their full name, a valid email address, and other information required for registration.
1.2. To register, the Client undertakes to provide truthful and complete information about himself and administrators/users on the questions asked in the registration form, and to keep this information up to date. When registering, the Client indicates his name in Latin, which will be used to access the Service (Example: name in Latin “Name”; accordingly, the link name.Suochat.app is provided to access the Client’s Service). If the Client/Administrator provides incorrect information or Suochat has reason to believe that the information provided by the Client is incomplete or erroneous, Suochat has the right, at its sole discretion, to block or delete the Client/Administrator/User account and prohibit the Client/Administrator/User from using the Service.
1.3. Suochat reserves the right at any time to demand from the Client/Administrator confirmation of the data specified during registration, and in connection with this, request relevant documents, failure to provide which, at the discretion of Suochat, may be equated to the provision of false information and cause the consequences provided for in paragraph. 1.2 of this Agreement.
1.4. When registering, the Client indicates his email address, which is subsequently used as a login to access the Service and independently selects a login (a unique symbolic account name) and password to access the account. Suochat has the right to prohibit the use of certain logins, as well as set requirements for login and password (length, allowed characters, etc.).
1.5. The Client/Administrator/User is independently responsible for the security (resistance to guessing) of the password they choose, and also independently ensures the confidentiality of their password.
1.6. Each Client is provided with a unique access identifier to the Service. The Client must ensure that each name of the Administrator, User is used only by the Client (in the Client’s activities) and is not used by other persons.
1.7. The Administrator must have the authority to administer and use the Service on behalf of the Client, and also has the right to grant access to additional Administrators/Users. The Administrator has the right to disable a user if the Administrator (or the Client) wishes to terminate access to the Service for that user.
1.8. Upon termination of the Service, Suochat will only contact the Client to delete the relevant account data and allow the Content to be uploaded.
1.9. Suochat provides access to the Service only through the web interface, subject to the provisions of this Agreement.
1.10. Suochat uses a secure method to authenticate and access the Service, in particular by:
a) managing user passwords and protecting passwords using reasonable password management programs;
b) transmission of passwords in encrypted form.
1.11. The Client is responsible for protecting User names and passwords or other codes associated with the Service, as well as for ensuring that the Content complies with the requirements of the Law.
1.12. Customer agrees to adhere to policies and procedures to prevent unauthorized use of username and password and will immediately notify Suochat if it suspects loss of passwords or unauthorized use by third parties.
1.13. Suochat notifies the Client of any actions/events that, in Suochat’s opinion, may result or have resulted in unauthorized access, disclosure, use and damage to the Client Content.
1.14. In the event of a violation of the security and authentication procedure for access to the Service, Suochat cooperates with the Client to establish the reasons for the violation and identify modified Content, and also assists the Client in investigating and preventing a repeat violation.
1.15. Suochat takes measures to protect the Content and its reliable preservation, taking into account technological development and the cost of implementing such measures.
1.16. The Client (Administrator, Client users) undertakes not to carry out independently or allow other persons to carry out such activities:
- provide access to the Service for rental, rental or temporary use;
- use the Service by broadcasting on Internet sites, both on a commercial and non-commercial basis; carry out modifications to the Service, its design and appearance;
- create conditions for the use of the Service by persons who do not have personal rights to access and use the Service, except for the Client’s Users;
- release (publish) any fragments and components of the Service, including providing others with the opportunity to copy them;
- try to circumvent the technical limitations of the Service;
- transfer the rights to use the Service to third parties.
2. License terms
2.1. The service is the result of intellectual activity and the object of copyright and intellectual rights of Suochat, regulated and protected by the legislation of Ukraine on intellectual property and international law.
2.2. The algorithms for the Service and its source codes (including parts thereof) are a trade secret of Suochat. Any use of them or use of the Service in violation of the terms of this Agreement is considered a violation of Suochat’s rights and is sufficient grounds for depriving the Client of the rights granted under this Agreement.
2.3. Suochat guarantees that it has all the rights necessary under this Agreement to provide them to the client, including documentation for the Service.
2.4. The Client is granted a non-exclusive, inalienable, limited license to access and use the Service. The Client grants the right to post his Content and use the functionality of the Service to the extent determined by the selected tariff.
2.5. Suochat does not review or review Content posted by the Client and does not acquire any rights, including intellectual property rights, to the Client’s Content.
2.6. The Client undertakes to familiarize Administrators/Users with the contents of this Agreement and ensure their compliance with its provisions. The Client is responsible for the actions/inactions of Administrators/Users when using the Service, including disclosure/deletion of Content and disclosure/distribution of confidential information.
2.7. The Client has no right to copy, resell or otherwise reproduce or alienate the Service. The Client/Administrators/Users undertake not to use access to the Service or any part of the Service, except for the Client’s own (internal) activities.
2.8. This Agreement does not grant the Client (Administrators, Users) any rights to use any trademarks, logos, domain names and other objects of exclusive rights used by Suochat when offering the Service. The Client undertakes to use the Service in such a way as not to disseminate information that is not true and that may cause a misconception about the owner of the Service or the services and products provided by Suochat through the website located at: https://Suochat. app.
2.9. The Client does not have the right to upload, publish, transmit, store, distribute through the Service (or directly to the Service) viruses, computer programs that are self-reproducing and contain destructive codes, viruses or other malicious software.
2.10. Except for this non-exclusive license granted hereunder, Customer acknowledges and agrees that all ownership, exclusive and other rights in and to the Service belong to Suochat. The Client has permission to use the Service exclusively through the website https://Suochat.app.
2.11. Suochat reserves the right at any time, in its sole discretion, to take any action it deems necessary with respect to Content that violates the terms of this Agreement, including its removal.
2.12. Suochat reserves the right at any time to add, change or discontinue, temporarily or completely, any functionality of the Service, with or without notice to the Client, except in cases where Suochat makes changes that significantly reduce the functionality of the Service. In the latter case, Suochat will send the Client a corresponding notice 30 (thirty) days in advance and the Client has the right to terminate this Agreement.
2.13. Suochat reserves the right to temporarily suspend access to the Service for the purpose of maintenance, repairs or updates. Suochat will send a response message at least 3 (three) business days before the relevant access is suspended. Suochat has the right to temporarily suspend access to the Service in circumstances requiring urgent action to protect the Service. Suochat takes all reasonable means and methods to minimize the effect of stopping the Service.
2.14. The Client has the right to regularly store all of his Content on third-party and independently selected services (cloud, local, etc.), using appropriate technical means and tools, without violating Suochat’s intellectual property rights.
3. Payment, change of access rights and use of the service
3.1. For using the Service, the Client makes payment according to the conditions set out below.
3.2. All payments include VAT provided they are included in the invoice.
3.3. Payment for access and the right to use the Service is carried out by the Client in a non-cash manner by transferring funds through his personal account.
3.4. If the Client (payer) is an individual or self-employed person, payment for access and use of the Service is made using payment systems through the website https://Suochat.app. If the Client (payer) is an entrepreneur or legal entity, payment for access and use of the Service is made on the basis of an invoice or invoice issued by Suochat 5 (five) calendar days before the end of the familiarization period or the end of the next paid 30 (thirty) calendar days. days. service. Some payment methods may impose a fee for transferring funds.
3.5. The amount of payment for access and use of the Service offered by Suochat depends on the volume of services consumed according to the tariff on the website https://Suochat.app/pricing.
3.6. The fee for using the Service is charged to the Client monthly, on the 1st day of each month. All payments are non-refundable, except as provided in clause 3.10. of this Agreement.
3.7. If the fee for using the Service is not paid within 10 (ten) calendar days and the balance is negative, Suochat will block access to the Service until payment is made. The moment of payment is the transfer of funds to the Suochat balance.
3.8. In addition to the fee for using the Service, the Client may incur additional costs associated with access to the Service, in particular, but not excluding fees for Internet access, data roaming, etc.
3.9. Suochat has the right to unilaterally change the cost of Tariffs for providing the right to access and use the Service by posting (publishing) such changes on https://Suochat.app. Such changes come into force from the moment of their publication, unless a different period and procedure for the entry into force of such changes are specified upon their publication. In the event of a change in the cost of Tariffs for providing the right to access and use the Service, Suochat notifies existing clients of the Service about such changes 30 (thirty) calendar days in advance by sending a letter to the Client’s email.
3.10. In the event that the Service is unavailable due to the actions or inaction of Suochat, a fee for using the Service (monthly or annual) will be transferred and the Client will be provided with an additional period of use of the Service in proportion to the period when the Service was unavailable.
3.11. There are no charges for early termination of use of the Service. Rights to access and use the Service that are canceled before the end of the current payment period are not included in the next period.
4. Duration of the agreement and termination of the right to access and use the service
4.1. The term of this Agreement begins from the moment of acceptance of this offer and is valid until the use of the Service is terminated at the end of the relevant period or on other grounds provided for in the Agreement.
4.2. Either party to this Agreement has the right to terminate it at any time by written notice to the other party in the event of a material breach of this Agreement.
4.3. Suochat has the right, in the event of a violation by the Client of the terms of this Agreement, to unilaterally terminate this Agreement by notifying the Client one business day before the expected date of such termination, without further payment of any compensation to the Client related to this termination.
>4.4. If the Client intends to revoke the right to access and use the Service or cancel the account, the Client (or the Administrator) can do this on his own behalf at any time, using the appropriate functions of the Service. Termination of access and use of the Service or account cancellation is not permitted.
4.5. Customer must remove all of its Content from the Service prior to termination of this Agreement. Suochat deletes or destroys all Content stored in the Service 14 (fourteen) calendar days after termination of the Agreement or termination of the right to access and use the Service. Suochat is not obligated to notify Clients about the removal of their Content after termination of the Agreement or the right to access and use the Service. Suochat shall not be liable to the Client or any Users for the removal of Content in accordance with this Agreement.
4.6. If the Service is terminated for any reason, Customer will have fourteen (14) days to transfer the Content to another location before it is deleted. Suochat may provide the Client with access to his Content after termination of the Agreement or termination of the right to access and use the Service on a paid basis.
5. Confidential information. Personal data protection
5.1. Each party agrees to treat all Confidential Information as confidential and not to use or disclose it except as necessary to perform this Agreement.
5.2. The Client, who, in the understanding of the Law of Ukraine “On the Protection of Personal Data”, acts as the Owner of personal data or the Recipient or Manager of contacts (employees, clients, customers, etc.) – subjects of personal data and Suochat undertake to comply with the requirements of this Law for the processing of personal data data (including using information (automated) systems).
5.3. The Client, by accepting this Agreement, guarantees that he has all legal grounds to collect, register, accumulate, store, adapt, change, update, use and distribute (publish, transmit), depersonalize, destroy personal data and other information that constitutes the content of the Content using the Services .
5.4. Suochat takes actions to ensure the storage and non-distribution of personal data and to combat unauthorized processing, loss or destruction. Suochat will act only on behalf of the Client regarding personal data that was processed by Suochat.
6. Responsibility
6.1. Violation of the terms of this Agreement entails liability under the legislation of Ukraine.
6.2. Suochat is not liable to the Client/Administrators/Users for any damages, loss of income, profits, information or savings associated with the use or inability to use the Service, including in the event of prior notification by the Client/Administrators/Users of the possibility of such damage, or any claim by a third party.
6.3. Suochat is exempt from liability for non-performance or improper performance of this Agreement if this occurred as a result of external circumstances and/or actions (inaction) of third parties (circumstances and actions/inaction) are beyond the control and/or without the fault of Suochat.
7. Technical support
7.1. Suochat provides Technical Support to Clients/Administrators/Users, including issues related to functionality, operating features on standard configurations, supported operating systems and other systems of the Service.
7.2. Client/Administrators/Users have the right to contact Suochat technical support without paying additional compensation.
7.3. To provide technical support, Suochat has the right to require the Client/Administrators/Users to provide information about account data and/or data from third services integrated with the Suochat system.
7.4. Technical support for Clients with active access to the Service is provided via chat within the program, by phone, by email Suochat.info@gmail.com or in Telegram: @Suochat_bot.
8. Other conditions
8.1. Each party agrees to comply with this Agreement in accordance with the laws of Ukraine. All disputes, directly or indirectly, that may arise from this Agreement are resolved in accordance with the current legislation of Ukraine.
8.2. The Client undertakes to compensate Suochat for damages that may arise to the latter as a result of violation by the Client (its Administrators or Users) of the obligations established by this Agreement. Suochat immediately notifies the Client of any claim or damage that directly or indirectly results from a violation by the Client (its Administrators, Users) of the obligations established by this Agreement. The Client undertakes to assist Suochat in defending against any claims, suits, complaints received from third parties if they arise as a result of violation by the Client (its Administrators or users) of the obligations established by this Agreement.
8.3. The Service may be incompatible with the Client’s computer or other equipment. Suochat does not guarantee any results that the Client intended to achieve (receive) using the Service.
8.4. This Agreement is the entire agreement between Suochat and the Client and governs the Client’s use of the Service, superseding any prior agreements between the Parties (including previous versions of the Agreement).
8.5. Suochat has the right to attract third parties to support the operation of the Service, remaining within the framework of this Agreement, responsible to the Client for the actions of the involved persons.
8.6. Neither Party to this Agreement may transfer (assign) any of its rights or obligations to third parties without the prior written consent of the other party, except in cases of merger or reorganization if the buyer (the newly formed entity) has agreed to be bound by this Agreement. /p>
8.7. Suochat may provide the ability to integrate the Service with third party products at the Client’s choice and risk. In this case, Suochat is not responsible for the consequences of such integration. Suochat has the right to change or terminate the integration of the Service with other services and products of third parties without prior notice to the Client.
8.8. Unavailability of the Service (in the sense of clause 3.10 of this Agreement) means any period of time exceeding 60 minutes during which the Client/Administrator/User cannot access the Service due to service failure, with the exception of planned downtime.
8.9. On all issues not regulated by this Agreement, the Client and Suochat are guided by the current legislation of Ukraine.
8.10. Suochat has the right to change the terms of this Agreement unilaterally by posting the changed text on the Internet at https://Suochat.app. If Suochat makes changes to the terms of this Agreement, they come into force from the moment of publication, unless a different period and procedure for the entry into force of such changes to this Agreement are agreed upon when they are published.