1.1 Your use of FormX Services is governed by this agreement (the “Terms”). “FormX” means Oursky Limited, located at 10B, Great Wall Factory Building, Cheung Shun St, Cheung Sha Wan, Hong Kong, and its subsidiaries or affiliates involved in providing FormX Services. “FormX Services” refers to the services FormX makes available through this website, including this website, the FormX Portal, the FormX API, and any other software or services offered by FormX in connection to any of those.
1.2 In order to use FormX Services, you must first agree to the Terms. You can agree to the Terms by actually using FormX Services. You understand and agree that FormX will treat your use of FormX Services as acceptance of the Terms from that point onward.
1.3 You may not use FormX Services if you are a person barred from receiving FormX Services under the laws of the United States or other countries, including the country in which you are a resident of or from which you use FormX Services. You affirm that you are over the age of 13, as FormX Services are not intended for children under 13.
1.4 You agree that your purchase of FormX Services is not contingent on the delivery of any future functionality or feature, or dependent on any oral or written public comments made by FormX or any of its affiliates regarding future functionalities or features.
2.1 You must provide accurate and complete registration information when you register to use FormX Services. You are responsible for the security of your passwords and any use of your account. If you become aware of any unauthorized use of your password or your account, you agree to notify FormX immediately.
2.2 Your use of FormX Services must comply with all applicable laws, regulations, and ordinances, including any law regarding the export of data or software.
2.3 You agree not to (a) access (or attempt to access) the administrative interface of FormX Services by any means other than through the interface that provided by FormX in connection with FormX Services, unless you have been specifically allowed to do so in a separate agreement with FormX; and (b) engage in any activity that interferes with or disrupts FormX Services (or the servers and networks which are connected to the Service).
2.4 Your account has “hard” and “soft” usage limits, as further explained here (or such URL as FormX may provide). FormX Services does not permit you to exceed the hard usage limits. FormX reserves the right to enforce soft usage limits in its sole discretion, which may result in FormX serving a page indicating “quota exceeded” page or “services temporarily not available” to you or users whom you serve API to via the FormX Services (“End Users”). Repeatedly exceeding the hard or soft usage limits may lead to termination of your account.
2.5 You may not access or use FormX Services for the purpose of bringing an intellectual property infringement claim against FormX or creating a product or service that competes with FormX Services.
2.6 FormX Services is a hosted document processing software, which enables you to pull Parsed Content from Processed Documents, based on the Parsing Rules defined by you. FormX Services provides you with the possibility to download or send the Parsed Content to External APIs. FormX Services does not include any storage services. You has the sole responsibility to ensure that all data contained in the Processed Documents, Content, and Parsed Content are saved.
3.1 You agree that you will protect the privacy and legal rights of the End Users of your application. You must provide legally adequate privacy notice and protection for End Users.
4.1 Subject to the Terms, FormX Services is provided to you without charge up to certain limits. Usage over this limit requires your purchase of additional resourcesor services. Unless and until FormX.ai and you have executed a quote document specifically referencing this Agreement with respect to amounts due on resources and services (a “Quote”, which is hereby incorporated by reference, if applicable), and unless your subscription to (and payment with respect to) the resources and services has been made on your’s behalf by a reseller, you will pay the pricing for additional resources and services at https://formx.ai/pricing or any such URL as FormX may provide.
4.2 For all purchased resources and services, we will charge you with the method of payment set forth in the pricing or quote on a monthly basis or otherwise at the interval agreed between you and FormX. Late payments may bear interest at the rate of 1.5% per month (or, if indicated as less, the highest rate permitted by law). Charges are exclusive of taxes. You are responsible for paying all taxes and government charges, and all reasonable expenses and attorneys' fees FormX incurs collecting late payments. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within 60 days after the charge (this does not affect your credit card issuer rights). Charges are solely based on FormX’s measurements of your use of FormX Services, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if there are any) are at the discretion of FormX and only in the form of credit for FormX Services. Nothing in these Terms obligates FormX to extend credit to any party.
4.3 You acknowledge and agree that any credit card and related billing and payment information that you provide to FormX may be shared by FormX with companies who work on FormX's behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to FormX, and servicing your account. FormX may also provide information in response to valid legal process, such as subpoenas, search warrants, and court orders, or to establish or exercise its legal rights or defend against legal claims. FormX shall not be liable for any use or disclosure of such information by such third parties. FormX reserves the right to discontinue the provision of FormX Services to you for any late payments.
4.4 FormX may change its fees and payment policies for FormX Services by notifying you at least fifteen (15) days before the beginning of the billing cycle in which such change will take effect. Changes to the fees or payment policies will be posted on the website (or any other URL FormX may provide from time to time).
4.5 Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.
5.1 You acknowledge and agree that FormX (or FormX’s licensors) owns all legal rights, titles, and interest in and to FormX Services, including any intellectual property rights that subsist in FormX Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
5.2 Except as provided in Section 7, FormX acknowledges and agrees that it obtains no right, title, or interest from you (or your licensors) under these Terms in or to any Content that you create, submit, post, transmit or display on, or through FormX Services, including any intellectual property rights that subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with FormX, you agree that you are responsible for protecting and enforcing those rights and that FormX has no obligation to do so on your behalf.
6.1 FormX gives you a personal, worldwide, royalty-free, non-assignable, and non-exclusive license to use the software provided to you by FormX as part of FormX Services. This license is for the sole purpose of enabling you to use and enjoy the benefits of FormX Services as provided by FormX, in the manner permitted by the Terms.
6.2 You may not (and you may not permit anyone else to): (a) copy, modify, create a derivative work of, reverse engineer, decompile, or otherwise attempt to extract the source code of FormX Services or any part thereof, unless expressly permitted or required by law or you have been specifically told that you may do so by FormX in writing (i.e., through an open-source software license); or (b) attempt to disable or circumvent any security mechanisms used by FormX Services or any Applications running on FormX Services.
6.3 Open-source software licenses for components of FormX Services are released under an open-source license and constitute separate written agreements. To the limited extent that the open-source software licenses expressly supersede these Terms, the open-source licenses govern your agreement with FormX for the use of the components of FormX Services released under an open-source license.
6.4 FormX hereby grants you a limited, non-exclusive, royalty-free, and nontransferable license, with no right to sub-license, to display the FormX trademarks and/or logos as provided here (“Marks”) for the sole purpose of promoting or advertising that you use the FormX Services. You agree that all goodwill generated through your use of the FormX Marks shall inure to the benefit of FormX.
7.1 FormX claims no ownership or control over any Content. You retain copyright and any other rights you already hold in the Content, and you are responsible for protecting those rights as appropriate.
7.2 You may choose to or we may invite you to submit comments or ideas about FormX Services, including, without limitation, how to improve FormX Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction and will not place FormX under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
7.4 You agree that FormX, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names, and other distinctive brand features in presentations, marketing materials, customer lists, financial reports, and website listings (including links to your website) for the purpose of advertising or publicizing your use of FormX Services.
8.1 FormX is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of FormX Services that FormX provides may change from time to time without prior notice to you, subject to the terms in Section 4.4. Changes to the form and nature of FormX Services will be effective with respect to all versions of FormX Services. Examples of changes to the form and nature of the FormX Services include, but are not limited to, changes in fee and payment policies, security patches, added functionality, and other enhancements.
8.2 You may terminate these Terms at any time by canceling your account on FormX Services. You will not receive any refunds if you cancel your account.
8.3 FormX may terminate these Terms upon 15 days’ written notice to you with or without reason.
8.4 You are solely responsible for exporting your Content from FormX services prior to the termination of your account for any reason, provided that we give you a reasonable opportunity to retrieve your Content before terminating the account.
8.5 Upon termination of your access to FormX Services or your account, these Terms will also terminate, but Sections 6.1, 8, 9, 10, 11, and 13 shall continue to be effective after these Terms are terminated.
9.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 9 AND 10, SHALL EXCLUDE OR LIMIT FormX’s WARRANTY OR LIABILITY FOR LOSSES THAT MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAWS.
9.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF FormX Services IS AT YOUR SOLE RISK AND THAT FormX Service is PROVIDED “AS IS” AND “AS AVAILABLE.”
9.3 FormX, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS, MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING FormX Services, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, FormX, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS, DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF FormX Services WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF FormX Services WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; AND (C) USAGE DATA PROVIDED THROUGH FormX Services WILL BE ACCURATE.
10.1 SUBJECT TO SECTION 9.1, YOU EXPRESSLY UNDERSTAND AND AGREE THAT FORMX, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL, OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS.
10.2 THE LIMITATIONS ON FORMX’s LIABILITY TO YOU IN SECTION 10.1 SHALL APPLY WHETHER OR NOT FormX HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
10.3 YOU AND FORMX AGREE THAT THE TOTAL LIABILITY OF THE OTHER PARTY FOR ALL CLAIMS OF ANY KIND ARISING AS A RESULT OF OR RELATED TO THIS AGREEMENT, OR TO ANY ACT OR OMISSION OF ANOTHER PARTY, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED AN AMOUNT EQUAL TO THE AMOUNT ACTUALLY PAID BY YOU TO FORMX FOR THE SERVICES DURING THE ONE YEAR PERIOD PRECEDING THE DATE THE CLAIM ARISES.
11.1 You agree to hold harmless and indemnify FormX and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers, or partners (collectively “FormX and Partners”) from and against any third party claim arising from or in any way related to: (a) your breach of the Terms; (b) your use of FormX Services; (c) your violation of applicable laws, rules, or regulations in connection with FormX Services; and (d) your Content or your Application, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs, and attorneys' fees of every kind and nature. In such a case, FormX will provide you with written notice of such claim, suit, or action.
12.1 FormX may make changes to the Terms from time to time. If we change the Terms in any substantive way, we will give you at least seven (7) days notice before the changes take effect, during which period of time you may reject the changes by terminating your account.
12.2 You understand and agree that if you use FormX Services after the date on which the Terms have changed, FormX will treat your use as acceptance of the updated Terms.
13.1 The Terms constitute the whole legal agreement between you and FormX and govern your use of the FormX Services (but excluding any services which FormX may provide to you under a separate written agreement), and completely replace any prior agreements between you and FormX in relation to FormX Services.
13.2 There are no third-party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership, or joint venture.
13.3 If FormX provides you with a translation of the English language version of these Terms, the English language version of these Terms will take precedence if there is any conflict.
13.4 You agree that FormX may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on FormX Services. By providing FormX your email address, you consent to our use of the email address to send you any notices required by law in lieu of communication by postal mail.
13.5 You agree that if FormX does not exercise or enforce any legal right or remedy that is contained in the Terms (or in which FormX has the benefit of under any applicable law), this will not be taken to be a formal waiver of FormX’s rights and that those rights or remedies will still be available to FormX.
13.6 FormX shall not be liable for failing or delaying performance of its obligations resulting from any conditions beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood, other acts of God, labor conditions, power failures, and internet disturbances.
13.7 The Terms, and your relationship with FormX under the Terms, shall be governed by the laws of the Hong Kong Special Administrative Region without regard to its conflict of laws provisions.
13.8 Neither party may assign any of its rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign the entirety of its rights and obligations under these Terms, without consent of the other party, to its affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets (and not involving a direct competitor of the other party). A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of your use of FormX Services upon written notice to the assigning party.