Terms of Service

I. Introduction

Welcome to SerialSync! These Terms of Service ("Terms") govern your access to and use of our application and services ("Services"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our Services.

SerialSync LLC is a company incorporated in Nevada, and all rights to the Services and Content are reserved. By using the Services, you are entering into a binding agreement with SerialSync LLC, subject to the laws and jurisdiction of Nevada.

1. Purpose: This section introduces you to SerialSync and the legal agreement you are entering into by using our Services.
2. Binding Agreement: It highlights that using SerialSync's Services means you accept and are bound by these Terms, making it a legally binding contract between you and SerialSync LLC.
3. Incorporation and Rights Reserved: Specifies that SerialSync LLC is incorporated in Nevada and reserves all rights to the Services and Content. 

II. Definitions

This section clarifies the key terms used throughout the document to ensure mutual understanding.

1. SerialSync: Refers to our company, including all related services and applications. This term encompasses the entire scope of our business and digital offerings. 
2. Services: The functionalities provided by SerialSync, including but not limited to the translation of license, UPC, and serial number information into EPC codes, and any additional features introduced in the future. This definition outlines the primary purpose and capabilities of our platform.
3. User: Any individual or entity using the Services. This broad definition includes all clients, customers, or other entities interacting with our platform.
4. Content: Includes all data, text, images, and other materials provided through the Services. This term covers all the information and media you may interact with or upload on our platform.
5. EPC Code: Electronic Product Code used for uniquely identifying a specific object. This code is a key element of our Services, enabling product tracking and identification.
6. RFID Tag: Radio-frequency identification tag used to store and transmit EPC codes. These tags are critical for the functionality provided by SerialSync.
7. Subscription Fee: Recurring fee for access to the platform. This fee is charged on a regular basis (e.g., monthly, annually) for continued use of our Services.
8. Per Unit Fee: Fee for each EPC code generated. This is a specific charge applied every time an EPC code is created through our platform.

III. Description of Services

SerialSync provides a platform that translates license, UPC, and serial number information into EPC codes, which can be encoded into RFID tags. Each RFID tag contains a tag ID that, when paired with an EPC code, may be used to ensure authenticity and prevent counterfeiting. This pairing may in the future be uploaded to Serial Sync for tracking and analysis for an additional service fee.

1. Functionality: Our platform allows users to convert various identification codes into EPC codes for use in RFID tags.
2. Security: Tag identities are associated with user defined jobs, which may be useful in traceability and detecting counterfeits. Future features to upload the EPC and tag ID pairs along with other optional information provided by the encoding system may provide future barriers to counterfeit as well as encoding job analysis.
3. Tracking: The association of the unique EPC numbers to a user supplied lot or job makes the serials traceable back to the job. Future capture of EPC and tag ID pairs may enhance this and other valued processes.
4. Quality Assurance: The software provides a Digital Content Proof generated from one to the supplied codes for each job. This DPC may be used to detect potential problems in the encoding before tags are encoded and locked.

IV. Account Registration

1. To use our Services, you must register an account. You agree to:

1. Provide Accurate and Complete Information During Registration: Ensure that all the information you submit during the account registration process is accurate and complete.
2. Update Your Information to Keep it Accurate and Complete: Regularly update your account information to maintain its accuracy and completeness.
3. Keep Your Login Credentials Confidential and Secure: Protect your login credentials and do not share them with anyone to prevent unauthorized access.
4. Notify Us Immediately of Any Unauthorized Use of Your Account: If you suspect or become aware of any unauthorized use of your account, inform us immediately.

    B. Failure to comply with these requirements may result in the suspension or termination of your account.

1. Accuracy: Providing accurate and complete information helps us serve you better and maintain the integrity of our Services.
2. Security: Keeping your login credentials secure is crucial to protecting your account and the data within it.
3. Responsibility: Promptly notifying us of unauthorized access allows us to take immediate action to safeguard your account.

V. Fees and Payment

1. SerialSync offers Services on a subscription basis and charges per EPC code generated. Our pricing structure includes:

1. Subscription Fee: A recurring fee for access to the platform with UPC code management.
2. Per Unit Fee: A fee for each EPC code generated. The cost for EPC code generation is typically $0.007 per EPC. However, pricing may vary depending on the specific client or sales arrangement.

You authorize SerialSync to charge your credit card or other payment method for all fees incurred under your account. All payments are non-refundable, except as required by law.

      B. Payment Terms:

1. All Fees are Due in Advance and are Non-Refundable Except as Required by Law: You must pay for Services before using them, and these payments are generally non-refundable.
2. You are Responsible for Any Taxes Applicable to Your Use of the Services: Any applicable taxes on your use of the Services are your responsibility.
3. Failure to Pay Fees When Due May Result in Suspension or Termination of Your Account: Non-payment of fees can lead to the suspension or termination of your account, limiting your access to the Services.
4. Advance Payment: Ensures that you have paid for the Services before using them, helping us manage resources and provide continuous service.
5. Non-Refundable: Fees are generally non-refundable to cover the resources allocated to providing the Services.
6. Tax Responsibility: Users are responsible for paying any taxes related to their use of the Services, in compliance with local laws.
7. Consequences of Non-Payment: Clear communication that non-payment may result in losing access to the Services.

VI. Use of Services

A. You agree to use the Services in compliance with all applicable laws and regulations. You are responsible for:

1. Ensuring the Accuracy and Legality of the Information You Provide: You must ensure that all information you provide through the Services is accurate and lawful.
2. Notifying SerialSync of Any Unauthorized Access to Your Account: Inform us immediately if you detect any unauthorized access to your account.
3. Using the Services Only for Lawful Purposes: The Services should be used for legal activities only.

 B. Prohibited Uses:

1. You May Not Use the Services for Any Illegal or Unauthorized Purpose: The Services should not be used for any activities that are illegal or unauthorized.
2. You May Not Interfere with or Disrupt the Services or Servers or Networks Connected to the Services: Users should not engage in activities that disrupt the functioning of the Services or connected networks.
3. You May Not Use Any Automated Means to Access the Services: Accessing the Services using automated tools like bots or scripts is prohibited.

C. Availability:

SerialSync does not guarantee that the Services will be available at all times or error-free. We may experience downtime, outages, or interruptions due to maintenance, upgrades, or unforeseen circumstances. You acknowledge that your use of the Services is at your own risk, and SerialSync will not be liable for any disruption in service availability.

VII. Modifications to Services

We may update or enhance our services periodically. We reserve the right to modify or discontinue, temporarily or permanently, the Services or any part thereof with or without notice.

VIII. Third-Party Integrations

SerialSync may utilize third-party integrations for tasks such as EPC code translation and product verification. While we strive to ensure the accuracy of third-party information, we do not guarantee its completeness or reliability.

Third-Party Services:

If you use any third-party services in connection with SerialSync, you are bound by the following:

1. Your use of third-party services is subject to their terms and conditions.
2. You are responsible for any fees charged by third-party service providers, including any increases or changes to those fees.
3. SerialSync is not responsible for the actions or omissions of third-party service providers.

IX. Intellectual Property

1. All intellectual property rights in the Services and Content are owned by SerialSync or our licensors. You may not:

1. Copy, modify, or distribute any part of the Services or Content.
2. Reverse engineer, decompile, or attempt to extract the source code of the Services.
3. Use any trademarks, logos, or service marks displayed in the Services without our prior written permission.

      B. User Content:

1. By submitting any content to SerialSync, you grant us a worldwide, non-exclusive, royalty-free license to use, copy, modify, and distribute your content.
2. You represent and warrant that you have the right to grant this license.

X. Data Security and Privacy

We implement appropriate security measures to protect your personal information. However, no method of transmission over the Internet or electronic storage is completely secure. By using the Services, you consent to the collection and use of your information as outlined in our Privacy Policy.

A. Data Collection:

1. We collect personal information when you register for our Services, including your name, email address, phone number, and payment information.
2. We also collect information about your use of our Services, such as the EPC codes generated and the products tagged.

 B. Data Use:

1. We use your personal information to provide and improve our Services, process payments, and communicate with you about updates and promotions.
2. We may share your information with third-party service providers to facilitate EPC code translation, product verification, and other tasks.

XI. Compliance and Indemnification

Users must acknowledge that they have permission from the supplier to use the UPC codes in tag encoding. SerialSync endeavors to comply with all relevant supplier standards but does not guarantee success due to potential human error. Users agree to indemnify and hold harmless SerialSync, its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, losses, or expenses, including reasonable attorneys' fees, arising out of or related to your use of the Services, your violation of these Terms, or your infringement of any intellectual property or other right of any person or entity.

XII. Limitation of Liability

SerialSync is not liable for any direct, indirect, incidental, or consequential damages arising from the use or inability to use our Services. This includes but is not limited to, errors in EPC code generation, third-party database information, or unauthorized access to your account.

Disclaimer of Warranties:

1. The Services are provided "as is" and "as available" without warranties of any kind, either express or implied.
2. SerialSync does not warrant that the Services will be uninterrupted or error-free.

XIII. Changes to Terms

SerialSync reserves the right to update or modify these Terms of Service at any time. This section outlines the procedures and your responsibilities regarding changes to these Terms.

      A. Right to Update

1. Modification Rights: SerialSync has the authority to update or modify these Terms as necessary. This allows us to make changes in response to evolving legal requirements, business practices, or service offerings.
2. Scope of Changes: Changes may include, but are not limited to, revisions to existing terms, addition of new terms, or removal of outdated terms.

B.  Notification of Changes

1. Posting Changes: Any updates or modifications to these Terms will be posted on our website. This ensures that all users have access to the latest version of the Terms.
2. Material Changes: For significant changes that affect your rights or obligations, we will notify you either by email or by posting a prominent notice on our website. This ensures that you are informed of important updates in a timely manner.

C.   User Responsibility

1. Review Periodically: It is your responsibility to review the Terms periodically. Regularly checking the Terms on our website helps ensure that you are aware of any updates or modifications.
2. Continued Use Constitutes Acceptance: Your continued use of our Services after changes have been posted constitutes your acceptance of the new Terms. If you do not agree with the updated Terms, you must stop using our Services.

D.   Effective Date of Changes

1. Immediate Effect: Changes to the Terms will become effective immediately upon posting on our website. This ensures that all users are subject to the same Terms at the same time, maintaining fairness and consistency.
2. Notice of Effective Date: The notice of changes will include the effective date, allowing you to know when the updated Terms come into force.

XIV. Termination

We reserve the right to suspend or terminate your access to the Services at any time, without notice, for conduct that we believe violates these Terms or is harmful to other users, us, or third parties.

Effects of Termination:

1. Upon termination, your right to use the Services will immediately cease.
2. Any provisions of these Terms that by their nature should survive termination shall remain in effect.

XV. Governing Law

These Terms are governed by and construed in accordance with the laws of the jurisdiction in which SerialSync operates, without regard to its conflict of law principles. Any legal action or proceeding related to these Terms shall be brought exclusively in the courts of that jurisdiction.

XVI. Dispute Resolution

Any disputes arising out of or related to these Terms or the use of the Services shall be resolved through binding arbitration conducted in accordance with the rules of the American Arbitration Association. The arbitration will take place in the jurisdiction of SerialSync's principal place of business.

Arbitration Agreement:

1. You agree to submit any disputes to binding arbitration.
2. The arbitrator's decision will be final and binding on all parties.

XVII. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

XVIII. Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or agreements published by us, constitute the entire agreement between you and SerialSync regarding the use of our Services.

No Waiver:

• Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

XIX. Contact Information

For any questions or concerns regarding these Terms, please contact us at compliance@serialsync.com.

By using SerialSync, you acknowledge that you have read, understood, and agree to be bound by these Terms.

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