Effective Date: 12th October 2023
Please read these terms of service (the “Terms”) carefully before you access this website or receive any of the services offered by Reachly Co., Ltd. (the “Company”). By accessing or utilizing this website or utilizing any of the services offered by the Company, you agree to be bound by these Terms in addition to our Privacy Policy (found at: https://www.reachly.co/privacy-policy/). We retain the right to modify these Terms and our Privacy Policy from time to time. If you do not agree to be bound by these Terms or our Privacy Policy, promptly close this webpage and not utilize any of the services offered herein by the Company.
These Terms govern your access to and use of the Reachly website (the “Website”) including any content, functionality, tools, software, features, and services offered on or through the Website (collective the “Services”). These Terms are entered into by and between:
(1) REACHLY CO., LTD., a company incorporated under the laws of the Kingdom of Thailand, with company registration no. 0105566191796 and having its registered address located at No. 29, Vanissa Building, Tower B, 14th Floor, Soi Chidlom, Ploenchit Road, Lumpini Sub-District, Pathumwan District Bangkok (“we”, “us”, “our” and/or “Reachly”); and
(2) You, being a person that is either: (i) visiting the Website (meaning an individual browsing the content on the Website) (each a “Visitor”); or (ii) signed up with the Company to receive the Services made available through this Website and by the Company (each a “User”)
(the term “you” or “user” refers to a Visitor or a User as the case may be based on the abovementioned distinction).
By utilizing the Services of the Company as offered on this Website or creating an account when this option is made available to you, you accept and agree to be bound and abide by the following Terms and our Privacy Policy:
1. DEFINITIONS
In these Terms, unless otherwise defined or the context otherwise requires, the following words and expressions shall have the following meanings:
“Confidential Information” shall have the meaning prescribed to it in Clause 11 of these Terms.
“Order Form” or “Order” means the Reachly-approved form or online subscription process by which the User agrees to subscribe to the Services utilizing a Subscription Tier. All Orders on the Website and the Services are completed using a Payment Service Provider.
“Payment Service Provider” shall have the meaning prescribed to it in Clause 4.3 of these Terms.
“Subscription Fee” means the amount the User shall pay for access to the Services using the Website based on the Subscription Tier selected and subscribed to by the User.
“Subscription Period” shall have the meaning prescribed to it in Clause 5.2 of these Terms and shall also refer to any Renewal Subscription Period.
“Subscription Tier” shall have the meaning prescribed to it in Clause 5.1 of these Terms.
“User Account” shall refer to the account created by the User and shall have the meaning further prescribed to it in Clause 3.2(i) of these Terms.
2. THE SERVICES
2.1 The Services are offered as a web-based application that allows Users to engage, nurture, manage prospects, generate leads and customers on the Website. You may access the Services by paying for or otherwise subscribing to one or more licenses to a Reachly product offering. The license determines the precise product and service plan you have purchased or subscribed to.
2.2 Subject to these Terms, Reachly grants to you, during your Subscription Period, the non-transferable, non-sublicensable, nonexclusive, revocable right to use the Services and the Website for the sole purpose of personal use and not for the purposes of resale to the public, dissemination to third parties or for any other purpose. All use of the Services not permitted by these Terms are strictly prohibited. Nothing in this Agreement grants or transfers to you any ownership rights in the Services, including the software and other intellectual property rights related to the Services.
2.3 Reachly shall own and retain all rights, titles and interests in and to:
(a) the Services and software and platforms, all improvements, enhancements or modifications thereto;
(b) any software, applications, inventions, or other technology developed in connection with supporting the Services and
(c) all intellectual property rights related to any of the foregoing.
2.4 Your right to access and use the Website and the Services are personal to you and is not transferable by you to any other person or entity. You agree not to disclose your password to any third party. You are only entitled to access and use the Website for lawful purposes.
2.5 Depending on the Subscription Tier selected and subscribed to by your certain limits may apply to your use of the Services. If Reachly makes modifications generally to the limits applicable to the Services offered within the Subscription Tiers that would negatively impact you, these modifications shall not apply to you until the commencement of your next Subscription Period. On renewal the updated limits and pricing (as applicable) will apply to your new Subscription Period.
2.6 As the User of the Services you acknowledge and agree that the number of prospects and leads generated cannot be guaranteed by Reachly and furthermore cannot be used against Reachly for refunds of Subscription Fees or Subscription Period adjustments. Subject to the Subscription Tier you have subscribed to and our pricing sheet and plan available on our website, you are allotted a specific number of prospects to be messaged per month and you retain the option to use the entire allotted amount or lesser amount depending on your preference or needs.
2.7 Feedback and Approval of LinkedIn Profile Content
(a) Upon completion of the draft LinkedIn profile content by Reachly, the User will be notified and provided with the draft for review.
(b) The User shall have a period of seven (7) days from the date of notification to provide Reachly with feedback on the draft content. If the User does not provide any feedback within this seven-day period, Reachly will assume that the User has no issues with the content as drafted.
(c) In the absence of feedback within this period, Reachly reserves the right to publish the LinkedIn profile content on behalf of the User.
(d) The User will be informed of the scheduled posting date of the content, and retains the option to instruct Reachly not to post the content, provided such instruction is given prior to the scheduled posting date.
3. YOUR ACCOUNT AND YOUR ASSOCIATED RIGHTS AND RESPONSIBILITIES
3.1 No Minors: No individual under the age of 18 may use the Website or the Services as a User or provide any Personal Data (as that term is defined in the Privacy Policy) to us, or otherwise submit Personal Data through the account registration process. By using the Website and/or the Services, you represent and warrant that you are of legal age to form a binding contract and meet all of the foregoing eligibility requirements.
3.2 Account Registration:
(i) If you intend to use the Services as a User, you must complete the account registration procedures upon making the Payment for the Services you seek to utilize (the “User Account”). The Personal Data (as that term is defined in the Privacy Policy) to be provided to us shall include: your full name, mobile number, email associated with your LinkedIn account and any other information as required by Reachly to provide the Services as described on the Website. Should you not provide the required information and Personal Data required by Reachly to provide the Services, or access to the Services through the Website, Reachly cannot guarantee to provide you the full and complete services you may be subscribing to or purchasing.
(ii) When you create a User Account with Reachly for the Services or access to the Services, you must provide us with accurate and complete information as prompted by the account creation and registration process and keep such information up to date.
(iii) In registering for a User Account, you undertake to provide to Reachly true, accurate and complete Personal Data. If you fail to provide your Personal Data or required information to the satisfaction of Reachly or the Personal Data or other information or details provided by you is in any way untrue, inaccurate, misleading or incomplete, Reachly may, at its sole discretion, reject the registration of your User Account and/or may restrict you from receiving the full and complete functionality offered by the Services or access to the Services. You are responsible for maintaining the confidentiality of any and all actions that take place while using your User Account We are not responsible for any loss that results from unauthorized use of your username and password.
(iv) Upon creation of a User Account, you are solely responsible for the safe keeping and protection of the User Account and associated password and you take full responsibility for all activities relating to the User Account and password. Reachly strongly suggests you to periodically review and revise your User Account password from time to time. By providing us with your email address, you agree to receive all required notices electronically, to that email address. It is your responsibility to update or otherwise change that address to ensure you can receive all communications from us as appropriate.
(v) If you become aware of any unauthorized use of your User Account, you agree to promptly notify Reachly immediately by making a notification to the following email address: support@reachly.co
3.3 Your Representations and Warranties: When registering for a User Account, and for each time you access or make use of the Services and/or the Website, you make the following representations: (i) You represent and warrant that the User Account is registered with your real name and not using a courtesy name, pet name, stage name, pen name, names of state leaders or social celebrities (unless you are the social celebrity or you are able to provide that the name used is your actual name); (ii) You represent and warrant that the User Account is not registered using any words or phrases containing discriminatory, insulting, obscene, uncouth or unhealthy or other similar words or phrases; (iii) you are at least 18 years of age; (iv) You are capable of entering into and performing legally binding contracts under applicable laws; (v) You represent and warrant that you did not register the User Account with any content that does not comply with the laws, regulations and rules in force in your jurisdiction of registration or in any manner that may infringe on the rights and interests of third parties, public order and good morals.
4. PAYMENTS AND PAYMENT SERVICES PROVIDERS
4.1 In order for Reachly to provide you access to the Services on the Website, you must pay the Subscription Fees and all other fees as indicated in an Order Form. Should the payment by you relating to any Order Form not be completed by you or fail, we may suspend or terminate access to the Services by you without notice. This applies also to Subscription Renewals. In the event your access to Services is suspended or terminated, your remain liable for all outstanding Service Fees, including the full charge for the remainder of your Subscription Period.
4.2 All payment obligations of the User are non-cancelable, and all amounts paid are non-refundable, except as specifically provided for in this Agreement. All fees are due and payable in advance throughout the Subscription Period.
4.3 In order to process payments made by you relating to any Order Form, Reachly may integrate the services provided by certain service providers, subcontractors, partners and/or agent (collectively the “Payment Service Providers”) into the Website and the Services. Such Payment Service Providers provide their payment processing services subject to their respective terms and conditions. Any Payment Service Providers integrated into the Website and the Services shall not be construed to be providing the Service. In order to use the payment services offered on the Website or the Services, you agree to comply with such additional terms and conditions of the Payment Service Providers, as the same may be modified by the Payment Service Providers from time to time.
4.4 In order to utilize the services provided by Payment Service Providers, you must provide Reachly with accurate and complete information required for the payment services including account and card information through the Website or the Services. You will keep your contact information, billing information and payment information up to date. By providing the account information for your bank account or credit/debit card, you represent and warrant that:
(i) you are legally authorized to provide such information to us;
(ii) you are legally authorized to perform payment from the account(s) / cards you have provided to us;
(iii) such action does not violate the terms and conditions applicable to your use of such account(s), cards or any applicable laws; and
(iv) there are sufficient funds or credit available to complete a payment using such account(s) or card(s).
4.5 By utilizing a particular payment method, you are agreeing to the terms of service of the relevant Payment Service Provider and your financial institution. You agree to bear all fees that may be charged by such processing partners and/or your financial institution (if any) for the selected payment method made available to you by the Payment Service Provider through the use of the Website and the Services.
4.6 As the User of the Services you agree to pay all applicable sales, use, service, valued-added, consumption or other taxes associated with the Services you purchase through the Subscription Tiers and other ad hoc extra Services you utilize.
4.7 After the completion of a Subscription Period of a selected Subscription Tier, the Service Fees may be subject to change and may be changed by Reachly upon notice to you at least sixty (60) days prior to the start of any new Subscription Period.
4.8 By providing your payment information, you authorize Reachly to automatically charge your designated payment method on a recurring basis for all Subscription Fees and any additional charges incurred during the Subscription Period and any Renewal Subscription Periods. These charges will occur in advance of each Subscription Period without further authorization from you.
5. SUBSCRIPTIONS AND SUBSCRIPTION RENEWALS
5.1 The initial subscription term ("Initial Subscription Period") shall begin on the date when payment is received by Reachly and shall last for a minimum period of six (6) months. Each month within the Initial Subscription Period constitutes a Subscription Period of thirty (30) days.
5.2 Upon completion of the Initial Subscription Period, unless one of us gives the other written notice by email of intention to not renew the subscription ("Notice of Non-renewal"), these Terms will automatically renew every 30 days ("Renewal Subscription Period") from the day your Initial Subscription Period expires. The Renewal Subscription Period will be on the current terms and conditions of these Terms and subject to the pricing provided in the Initial Subscription Period (unless the pricing has been changed by Reachly, in which case Clause 4.7 of these Terms shall apply). Notice of Non-renewal must be successfully sent no fewer than thirty (30) days before the end of the Initial Subscription Period or any Renewal Subscription Period to officially end your subscription and cease billing by Reachly. The User must send Notice of Non-renewal by email to your Reachly account manager.
5.3 End of Subscription Period: The Subscription Period or Renewal Subscription Period (as the case may be) will end on the expiration date if the User has submitted a cancellation request in the time frame set out in Clause 5.2 of these Terms. Once the expiration date hits you will no longer have access to your campaign data and client dashboard as all data will be deleted from our internal database.
5.4 You acknowledge and agree that the Initial Subscription Period constitutes a minimum commitment of six (6) months. You are obligated to pay the Subscription Fees for the entire Initial Subscription Period. Early termination or cancellation of your subscription before the end of the Initial Subscription Period is not permitted, if for exceptional reasons the campaign must be cancelled a penalty fee is applicable.
6. OUR INTELLECTUAL PROPERTY RIGHTS
6.1 The Services and the contents of the Website, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under Thailand’s and international copyright, trademark and other laws. The contents of the Website and the platform utilized to deliver or provide access to the Services belong or are licensed to Reachly or its software or content suppliers. You may download or print a copy of the information provided on or by the Website for your personal and internal use only. Any distribution, reprint or electronic reproduction of any content from the Website in whole or in part for any other purpose is expressly prohibited without our prior written consent.
6.2 You acknowledge and agree that the Services and the content of the Website and all copyright, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and shall remain, the property of Reachly. Furthermore, you acknowledge and agree that the source and object code of the platform offered by Reachly and the format, directories, queries, algorithms, structure and organization of the Website and the Services are the intellectual property and proprietary and confidential information of Reachly or are based on licenses granted to Reachly. You are not granted any intellectual property rights in and to the Services and/or the Website not expressly granted in these Terms and such rights are hereby reserved and retained by Reachly.
6.3 Any rights not expressly granted by these Terms or any applicable end user license agreements are reserved by Reachly.
7. YOUR PRIVACY AND YOUR DATA
7.1 Our Privacy Policy and Impact on these Terms: For information about Reachly’s privacy practices, please carefully read our Privacy Policy. Reachly’s Privacy Policy explains how Reachly treats your personal and corporate information and protects your privacy and ensure your rights in accordance with applicable laws when you access the Website and the utilize the Services. The Privacy Policy may be updated by us from time to time at our sole and absolute discretion which such changes being immediately effective upon posting to the Website.
7.2 Third Party Access to your Personal Data and other Data: Subject to the limited exceptions specified in the Privacy Policy, until you select otherwise, all of your Personal Data and Data remains visible only to you. You acknowledge that the Services do allow you to share your Personal Data and Data with others. Should you choose to share your Personal Data and other Data with third party service providers, Reachly will not be responsible for what those third parties or third-party service providers do with your Personal Data or other Data. You are reminded to fully review the privacy policies of third parties and third-party service providers before sharing your data with them.
8. YOUR RESPONSIBILITIES AND RESTRICTIONS IMPOSED ON YOU
8.1 Your Responsibilities: As a User of the Services you are responsible for your own conduct, actions, content and communications with other while using the Services. In order to utilize the Services you must comply with the following requirements when using the Services:
(a) You may not purchase, use, or access the Services for the purposes of building a competitive product or service or for any other competitive purpose;
(b) You may not engage in abusive or excessive usage of the Services, which is usage significantly in excess of average usage patterns that adversely affects the speed, responsiveness, stability, availability, or functionality of the Services for other users. Reachly will endeavor to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to Reachly.
(c) You may not use the Services to infringe the intellectual property rights of others, for any purpose that is unlawful or prohibited by these terms and conditions, or to commit an unlawful activity.
(d) Unless authorized by Reachly in writing, you may not resell or lease the Services.
(e) If your use of the Services requires you to comply with industry-specific regulations applicable to such use, you will be solely responsible for such compliance, unless Reachy has agreed with you otherwise. For example, you are responsible for submitting to compliance and receive compliance approval for any messaging to be used, or profile changes to be made prior to implementation. You may not use the Services in a way that would subject Reachly to those industry-specific regulations without obtaining Reachly’s prior written agreement.
(f) Reachly integrates with third party platform providers which maintain their own terms of service that you are responsible for following. Users are responsible for being aware of and accountable for following applicable third-party terms of service and that such terms of service are subject to change without Reachly’s knowledge. Reachly may extend to you integrations, partnerships, or formal approvals with platforms. As a user of Reachly you consent to accepting responsibility for abiding by other platforms’ applicable terms.
(g) Reachly may provide tools through the Service that enable you to interact with and export information to third party services, including through features that allow you to link your account on Reachly with an account on the third-party service. You are solely responsible for maintaining your accounts on such third party services in good standing and complying with any applicable third party terms of service and laws. By using one of these tools, you authorize Reachly to act as your agent and to take actions on your behalf on or through the third party services and you agree that Reachly may transfer information to or from the applicable third party services on your behalf and execute commands on or through such services at your direction.
(h) You will comply will all laws and regulations applicable to your use of the Services and the Website.
8.2 Prohibitions and Restrictions Imposed on You
In order to utilize the Services you must not do any of the following when using the Services or accessing the Website:
(a) Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Services, the Website or any portion of the Services the Website, without Reachly’s express written consent, which may be withheld in Reachly’s sole discretion;
(b) Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Website, other than the search engines and search agents available through the Services and other than generally available third-party web browsers (such as Google Chrome);
(c) Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Website or the Services; or
(d) Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Website or the Services.
(e) Attempt to circumvent or hack any security requirement or process in the use of the Services or the Website, or attempt to access any part of the Services or the Website (or any of their related systems, networks, servers or other equipment) for which the User is not authorized to access, or attempt to disrupt in any manner the operation of the Service sor the Website, its servers or networks, or disobey any requirements, procedures, policies or regulations of our networks connected to the Website, or manipulate identifiers in order to disguise the origin of any content transmitted on or through the Website or the Services, or the source of any content.
(f) License, sublicense, rent or lease the Services to third parties, use the Software for third party training, commercial time-sharing or service bureau use, or otherwise make the Services available to third parties or otherwise commercially exploit the Services.
9. LIMITS OF LIABILITY
9.1 No Liability for Inaccuracies or Errors: Although Reachly attempts to ensure the integrity and accurateness of the Website and the Services, Users accept that the Website and the Services provided herein are provided on an “as is” basis and on an “as available” basis. Any information, services and any materials provided by or through the Website or the Services may contain errors and Reachly and Reachly’s affiliates expressly exclude liability for any such errors to the fullest extent permitted by applicable laws. Any link found on the Website or through the use of the Services is provided for your convenience and for further information. It does not signify that Reachly endorses the contents thereof and Reachly has not responsibility for the content of external links.
9.2 No Liability for Unavailability: You acknowledge that the availability of the Website and the Services available therein are subject to the following and that Reachly shall have no liability towards you arising from: (i) the availability of resources, including resources not under the control of Reachly and availability of a suitable network infrastructure; (ii) the geographic and technical capability of communication networks and other delivery systems; and (iii) you meeting the technical requires for accessing the Website and the Services from time to time.
Your access to and use of the Website and the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Website and the Services, or other actions that Reachly, in its sole discretion, may elect to take. Reachly monitor and maintain 99.9% uptime or better and notify you at the earliest possible time when there are system-wide service disruptions and provide you with an estimated time to recover.
9.3 No Representations and Warranties from Reachly:
(i) Reachly makes no representations, conditions or warranties of any kind, express or implied, statutory or otherwise, including but not limited to, the consent or operation of the Website or of the Services available therein. You expressly agree that your use of the Website and the Service is at your sole risk.
(ii) Except as expressly provided for in these Terms, Reachly makes no other representation or warranties of any kind, express or implied, including: (a) implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement; (b) that the Website and/or the Services will meet your requirements, will always be available, accessible, uninterrupted, timely, secure, or operate without error; (c) that the information, content, materials, or products/services included on the Website will be represented by Reachly or that Reachly will perform as promised or expected by you; (d) any implied warranty arising from course of dealing or usage of trade; and (e) any obligations, liability, right, claim or remedy in tort, unless arising from the acts of fraud, gross negligence or willful misconduct by Reachly.
(iii) Reachly makes no representations, conditions, warranties or guarantees, express or implied, regarding the accuracy, reliability or completeness of the content on the Website or of the Services, or which is derived from or by the use of the Website or the Services, and Reachly expressly disclaims any warranties of non-infringement or fitness for a particular purpose, that the content available through the Services are free of infection from any viruses or other code or computer programming routines that contain contaminating or destructive properties or that are intended to damage surreptitiously intercept or expropriate any system, data or personal information. You are entirely responsible for and assume all risks for the use of the Website or the Services. Reachly does not warrant or represent that its security procedures will prevent the loss or improper access to your data (personal or otherwise). Reachly is not responsible for transmission errors or corruption or security of information carried over telecommunication lines.
9.4 Our Liability and Disclaimers
(i) Reachly will not be held liable for any damages of any kind, including direct, indirect, incidental, punitive, and consequential, arising out of or in connection with (a) your use of the Website or the Services; (b) these Terms and any other policies applicable to the use of the Services and Website as put down by Reachly; (c) content or information contained within the Website and/or any hyperlinked website. To the extent required by the applicable laws of the Kingdom of Thailand that Reachly will compensate you for any direct damages resulting exclusively, or primarily from Reachly’s fraud, gross negligence or willful misconduct. Unless otherwise stated herein, your sole remedy for dissatisfaction with the Website, the Services, these Terms, other policies of Reachly applicable to you, or hyperlinked websites is to stop using the Website and/or the Services.
(ii) Reachly is not a LinkedIn product or the product of any social network. The Website and the Services and tools are not endorsed by LinkedIn or any other social network and are not affiliated with LinkedIn and other social networks unless stated otherwise by Reachly.
(iii) No oral or written information or advice given by Reachly or its authorized representatives shall create a warranty or in any way increase the scope of the warranties provided herein.
(iv) The Services and the Website may permit you to see or link to other websites or resources on the Internet, and other websites or resources may contain links to the Website. Reachly makes no representations whatsoever about any other website that you may access through the Website. These other websites are not under Reachly’s control, and you acknowledge that Reachly is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Reachly or any association with its operators or that Reachly accepts any responsibility for the content, or the use, of the linked website. You acknowledge that it is your responsibility to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, trojan horses, and other items of a destructive nature. You further acknowledge and agree that Reachly shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource.
10. INDEMNIFICATION
You will defend, indemnify and hold Reachly and its affiliates, and our respective officers, employees, directors, contractors, partners, agents, subcontractors and representatives, harmless from, and at Reachly’s option defend Reachly against, any and all claims arising out of, or related to:
(i) Any breach of undertakings, representations, obligations and warranties contained in these Terms by you
(ii) Any use by you of the Services made available to you on this Website;
(iii) Any incorrect, misleading or erroneous information provided to Reachly or any third party in connection with your use of the Website and the Services;
(iv) Any non-compliance by you with any applicable laws or regulations or the policies relating to use of the Services and the Website as issued by Reachly.
11. CONFIDENTIALITY
In accessing the Website, creating a User Account and by accessing or utilizing the Services made available to you by Reachly, you understand that Reachly has disclosed or may disclose business, technical, know-how, processes or financial information relating to its business or the operation of its business (hereinafter referred to as “Confidential Information”). Confidential Information of Reachly includes non-public information regarding features, functionality and performance of the Services. You agree: (i) to take reasonable precautions to protect such Confidential Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Confidential Information. Reachly agrees that the foregoing shall not apply with respect to any information after three (3) years following the disclosure thereof or any information that you can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from Reachly, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Confidential Information of Reachly or (e) is required to be disclosed by law.
12. MISCELLANEOUS
12.1 Language: These Terms are provided in English. In the event of any inconsistency between any other versions of these Terms, this English version shall prevail.
12.2 Severability: If any provision of these Terms or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modifications to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms.
12.3 Non-Waiver: You agree that if Reachly does not exercise or enforce any legal right or remedy which is contained in these Terms, or which Reachly has the benefit of under the applicable laws of the Kingdom of Thailand, this will not be taken to be a formal waiver of Reachly’s rights and that those rights or remedies will still be available to Reachly.
12.4 Your Relationship with Reachly: You acknowledge that Reachly is an independent contractor and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.
12.5 Entire Agreement: These Terms constitutes the entire understandings and agreement between you and Reachly regarding the matters dealt with in these Terms and shall supersede and extinguish all previous agreements, posted terms, promises, assurances, warranties, representations and understandings between you and Reachly, whether written or oral, relating to the subject matter of these Terms.
12.6 Binding Nature: Except as otherwise provided in these Terms, these Terms shall be binding upon and inure to the benefit of you and Reachly and their respective heirs, successors, executors, administrators, legal representatives and permitted assigns.
12.7 Marketing: You acknowledge and authorize Reachly to use the your logo and results from the services provided to you into Reachly’s marketing collateral for external use. You agree that this usage of your logo and results from the services shall not be considered as a breach of confidentiality or a breach of non-disclosure agreement or any existing agreement that the company may be entered into in the future.
13. AMENDMENTS TO THESE TERMS
Reachly reserves the right to unilaterally modify the terms of these Terms. The modification of these Terms of Service will be automatically become effective on the date of its online publication or notification in various forms or the system upgrade notification. Any subsequent use of the Services and the Website by the Users shall constitute valid User consent to such modification. When Users continue to utilize the Services or the functionality offered through the Website after any amendment to the terms these Terms, the Users should review and understand the revised contents in a timely manner, and consciously abide by the provisions of these Terms. If Users do not agree to the modified content, they should immediately stop using the Website and the Services.
14. GOVERNING LAW AND JURISDICTION
If there is any dispute between you and Reachly about or involving the Website or the Services, by using the Website and/or the Services, you agree that the dispute shall be construed, governed and interpreted in accordance with the laws of the Kingdom of Thailand without regard to its conflict of law provisions. You hereby agree to submit to the exclusive jurisdiction of the courts of the Kingdom of Thailand in respect to any claim, proceeding or action relating to or otherwise arising out of or related to these Terms, the Website or the Services howsoever arising, provided always that Reachly may, where relevant, seek and obtain injunctive relief in any jurisdiction in relation to these Terms.
END OF TERMS OF SERVICE
