Terms & Conditions
YOU ACKNOWLEDGE AND AGREE THAT, BY CREATING A TinySG ACCOUNT, PURCHASING A PAID ACCOUNT, OR ACCESSING OR USING THE TinySG SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE TinySG SERVICES.
THIS AGREEMENT CONTAINS AN ARBITRATION PROVISION AND CLASS ACTION WAIVER AS DESCRIBED IN THE ARBITRATION SECTION BELOW. YOU AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
SCOPE & MODIFICATIONS
- Modifications : TinySG reserves the right, in its sole discretion, to modify or replace this Agreement at any time. If we modify these Terms, we will post the modification on our site or provide you with notice of the modification on your TinySG Account Details page. By continuing to access or use the TinySG Services after the effective date of the modification, you are indicating that you agree to be bound by the modified Agreement. Customer agrees that it is Customer’s responsibility to check this Agreement periodically for changes and that its use of the TinySG Services following the posting of any changes to this Agreement constitutes acceptance of those changes. If the modified Agreement is not acceptable to you, your only recourse is to cease using the TinySG Services.
- Scope & Current Offerings : As of the Effective Date, TinySG offers certain TinySG Services to Customer. TinySG may add, remove, suspend, discontinue, modify or update the TinySG Services at any time, at its discretion. After the effective date of such update, TinySG shall bear no obligation to run, provide or support legacy versions of the TinySG Services.
- TinySG Paid Customers : If you have purchased a TinySG Paid Plan, these terms may be supplemented or modified by a supplemental paid agreement and one or more order forms, the terms of which will control to the extent they conflict with these Terms.
- Support, Uptime & Training : The training and level of customer support for the tier of TinySG Services you purchase is set forth on the TinySG Services pricing page. TinySG assure 99.99% uptime.
- Fees : TinySG offers fee-based TinySG Services that provide additional features and functionality. Pricing and services for paid accounts are described on TinySG’s Services pricing page and may be updated from time to time. If you sign up for a paid account, you agree to pay TinySG all applicable fees for the tier of TinySG Services according to your selection. Fees are non-refundable except as required by law or as otherwise specifically permitted in this Agreement
- Auto-renewals and Trials : . If your account is set to auto-renew or is in a trial period and you have already provided a method of payment to TinySG for the Services, TinySG will charge your payment account automatically at the end of the trial or beginning of each renewal term for the renewal term, unless you notify us that you want to cancel or disable auto-renewal before the expiration of the then-current term. You may terminate the Agreement in your account’s Account Details page, or, if you purchased your Service through a TinySG account representative by contacting your TinySG account representative. If you are on a paid account plan lasting twelve (12) months or longer, we will notify you within 30 days before your account renews, including any changes in the Fees for the plan
- Payment : Customer will pay TinySG invoices on the payment interval selected. If not otherwise specified, payments will be due immediately. Customer authorizes TinySG to charge Customer for all applicable Fees using Customer’s selected payment method through TinySG’s online payments platform. Customer will provide complete and accurate billing and contact information to TinySG. TinySG may suspend or terminate the Services if Fees are past due. Unpaid Fees are subject to a finance charge of one percent (1.5%) per month (18% per annum), or the maximum permitted by law, whichever is lower, plus all expenses of collection, including reasonable attorneys’ fees.
- Taxes Fees are exclusive of taxes, duties, levies, tariffs, and other governmental charges (collectively, “Taxes”), and Customer is responsible for all Taxes resulting from this Agreement or Customer’s use of the TinySG Services. TinySG will invoice Customer for Taxes when required to do so by applicable law, and Customer agrees to provide payment under the terms of the invoice. In the event Customer is required by law to deduct and withhold any Taxes on amounts payable under this Agreement, any amounts required to be withheld will be promptly deducted and timely remitted by the Customer on behalf of TinySG to the appropriate taxation authority and Customer agrees that it will provide TinySG with copies of all necessary documents (including but not limited to tax receipts received from the applicable tax authority) in order for TinySG to claim and receive a foreign tax credit in an amount corresponding to the amount withheld by the Customer
- Downgrades TinySG reserves the right to downgrade, suspend or terminate Customer’s access to any or all TinySG Services if Fees are past due
LICENSE, METRICS AND COMPLIANCE
- Access Credentials TinySG shall provide Customer with non-transferable access credentials for the TinySG Services. Customer shall not (i) misrepresent or mask identities when using the TinySG Services or seeking access credentials; (ii) select or use as a username or Branded Short Domain a name subject to any rights of a person or entity other than Customer without appropriate authorization; (iii) select or use, as Customer’s username or Branded Short Domain, a name that is otherwise offensive, vulgar or obscene; or (iv) exceed any access permitted by TinySG. Customer shall safeguard all access credentials provided by TinySG and shall ensure the confidentiality and security thereof. To the extent Customer is a corporate entity rather than an individual (1) only employees and contractors of Customer (“Personnel”) may use the TinySG Services; (2) Customer shall require its Personnel to comply with all Laws and the use restrictions (including user seat restrictions) set out in the Agreement or otherwise prescribed by TinySG and shall not share access credentials to exceed the user limitations of the service tier Customer has purchased; (3) Customer represents and warrants that its Personnel have the capacity and authority to enter into this Agreement; and (4) Customer acknowledges that it shall be fully responsible for any acts or omissions of its Personnel, whether authorized or unauthorized. TinySG may update, refresh or change the manner of accessing the TinySG Services in its discretion
- Compliance Monitoring TinySG may monitor Customer’s use of the TinySG Services for compliance with the Agreement. If TinySG observes usage of the TinySG Services that it believes are not in compliance with the Agreement, TinySG will notify the Customer and give the Customer five (5) business days to remedy its non-compliance. If Customer does not remedy its non-compliance within five (5) business days, TinySG reserves the right to suspend or terminate Customer’s use of the TinySG Services. TinySG reserves the right to suspend Customer’s use of the TinySG Services without notice in the event that it believes, in good faith, the security of Customer’s TinySG account has been compromised, or the Customer’s TinySG account is being used for an unlawful purpose. And may suspend or terminate Customer’s access to the Services without notice for violation of the Agreement
INTELLECTUAL PROPERTY & LICENSE RESTRICTIONS
- Ownership : Except for any Customer Content or Customer Services, Customer acknowledges and agrees that TinySG is the sole and exclusive owner of all right, title and interest in and to the TinySG Services and TinySG Link Metrics and all related documentation, source code, tools, scripts, processes, techniques, methodologies, inventions, know-how, concepts, formatting, arrangements, visual attributes, ideas, database rights, copyrights, patents, trade secrets, and other intellectual property, and all derivatives, enhancements, modifications and improvements thereof (“TinySG Materials”). Nothing in this Agreement or any other document shall be deemed to transfer ownership of the TinySG Materials. Except for the limited license rights expressly granted herein, no rights to TinySG Materials are granted hereunder and all rights in such TinySG Materials are reserved.
- Feedback : . Customer is not required to provide any suggestions, enhancement requests, recommendations or other feedback regarding the TinySG Services or TinySG Link Metrics (“Feedback”). However, if Customer does so, all right, title and interest in and to such Feedback shall be assigned to, and shall become the sole and exclusive property of, TinySG upon its creation.
- License Restrictions : Customer shall not share access credentials to exceed the user limitations of the service tier Customer has purchased. Customer and its Personnel shall not, and shall not permit any third party to: (i) access the Services or export data from the Services to create a service, software, documentation or data for a URL shortening service other than TinySG or create shortened links or a service that is competitive with, substantially similar or confusingly similar to any aspect of the TinySG Services or TinySG Link Metrics; (ii) use, modify, display, perform, copy, disclose or create derivative works of the TinySG Services except as expressly permitted herein; (iii) reverse engineer, decompile, disassemble, mimic, screen-scrape, frame or mirror the TinySG Services or TinySG Link Metrics, or use any other means to attempt to discover their source code except as expressly permitted herein; (iv) benchmark, encumber, distribute, sublicense, assign, share, sell, rent, lease, pledge or otherwise transfer the TinySG Services or TinySG Link Metrics to any third party; (v) transmit harmful, disabling or malicious code or devices, or infringing, defamatory, unlawful, tortious, deceptive, misleading, fraudulent, abusive, indecent or otherwise offensive content, or content that contains someone’s personal information or violates a third party’s intellectual property, privacy or publicity rights (“Prohibited Content”) through the TinySG Services; (vi) access via automated or unauthorized means, interfere with, disrupt or attempt to monitor, override access or circumvent security measures for, the TinySG Services or TinySG Link Metrics or related systems, including via robots, spiders and other electronic methods; and (vii) obscure, remove or alter any proprietary rights or other notices on the TinySG Services or TinySG Link Metrics. Notwithstanding anything to the contrary herein, TinySG may, in its sole discretion, immediately revoke the grant of rights set forth in Section 3 if Customer breaches or threatens to breach the restrictions in this Section or creates other security or legal concerns. Customer hereby agrees that TinySG will be entitled, in addition to any other remedies available to it at law or in equity, to injunctive relief to prevent the breach or threatened breach of Customer’s obligations under this Section, without any requirement to demonstrate irreparable harm or post a bond
- Technical Restrictions : Customer shall not exceed the number and/or frequency of API calls, concurrent URL shortens or other access to or use of TinySG Services in the relevant documentation or as otherwise provided by TinySG in an Order Form. If TinySG believes that Customer has attempted to exceed or circumvent these limitations, TinySG may suspend or block Customer’s access to the TinySG Services. TinySG may monitor Customer’s use of the TinySG Services, including to ensure Customer’s compliance with this Agreement.
- Open Source Software : TinySG Services may incorporate software that is subject to terms that, as a condition of use, copying, modification or redistribution, require such software and derivative works thereof to be disclosed or distributed in source code form, to be licensed for the purpose of making derivative works, or to be redistributed free of charge (“Open Source Software”). To the extent any Open Source Software license terms are inconsistent with this Agreement, then such rights in the applicable Open Source Software license shall take precedence over the rights granted in this Agreement, but solely with respect to such Open Source Software. Any applicable Open Source Software license is solely between Customer and the applicable licensor of the Open Source Software and Customer shall comply with the applicable Open Source Software license
- Third Party Materials : . TinySG Services may utilize third party software or source code, including without limitation Open Source Software (“Third Party Materials”). TinySG has no control over Third Party Materials. Accordingly, TinySG is not responsible or liable for any Third Party Materials. While TinySG has no obligation to monitor Third Party Materials, TinySG may remove or modify such Third Party Materials in its discretion, including without limitation to comply with Law. Customer agrees to comply with all terms and conditions and privacy policies related to any Third Party Materials.
CUSTOMER SERVICES, CONTENT AND INFORMATION
- Customer Services TinySG shall have no liability for any Customer product or service accessed through or making use of the TinySG Services or any end user, customer or Personnel’s use thereof (“Customer Service”). Customer shall not use the TinySG Services in any manner implying any partnership with, sponsorship by, or endorsement of the Customer Service by TinySG. Customer shall not suggest or imply that TinySG is the author of or otherwise responsible for the views or content of the Customer Service. The TinySG Services shall not be used in connection with any Prohibited Content, or any activities where the use or failure of the TinySG Services could lead to death, personal injury or property or environmental damage or adversely impact or impose liability on TinySG in any manner
REPRESENTATIONS AND WARRANTIES
- Customer Content Warranties Customer represents and warrants that Customer Content and all information on which the TinySG Link Metrics are based, and the receipt, collection, use and provision thereof, shall not infringe or violate any third party rights, including without limitation any intellectual property, privacy and publicity rights; (ii) the Customer Content, and any information on which the TinySG Link Metrics are based, was received, collected, used and provided to TinySG in compliance with all applicable laws, rules and regulations and self-regulatory guidelines and requirements, including without limitation laws on privacy and data security, unsolicited messaging, unfair or deceptive practices, or United States trade or export restrictions (“Laws”); (iii) it has obtained all necessary consents, approvals or other authorizations or permissions for, and has complied with its posted privacy policies and all third-party terms and conditions or privacy policies in connection with, its receipt, use and/or provision of the Customer Content and all information on which the TinySG Link Metrics are based; and (v) that none of the Customer Content or information or data on which the TinySG Link Metrics are based contains any personally identifiable information or persistent identifiers from individuals under the age of 13.
- Further Customer Warranties Customer further represents and warrants that (i) it has implemented or contractually required industry-standard security measures to help protect the security and integrity of, and prevent, unauthorized access to the TinySG Services or TinySG Link Metrics, Customer Content and Customer Services; (ii) it will not do anything that will make the TinySG Services subject to any open source or similar license which creates an obligation to grant any rights in the TinySG Services; (iii) it will not disrupt, disable, erase, alter, harm, damage, interfere with or otherwise impair in any manner the TinySG Services or TinySG Link Metrics; (iv) in the event of any security breach or unauthorized access to any TinySG Services, TinySG Link Metrics, Customer Content and Customer Services, Customer will immediately investigate such breach and notify TinySG in writing, and, unless otherwise notified by TinySG, take all corrective action necessary to remedy such breach and/or comply with applicable Law and the requirements of TinySG, all at Customer’s cost; and (v) Customer, Customer’s use of the TinySG Services, the Customer Content and Customer Services will comply with all Laws and not violate or infringe upon any third party intellectual property, privacy or publicity rights.
- TinySG DISCLAIMERS : TinySG SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. TinySG DOES NOT WARRANT THAT: (I) THE TinySG SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) SHORTENED URLS, THE TinySG SERVICES AND TinySG LINK METRICS WILL BE ACCURATE, ERROR-FREE OR THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) THE TinySG SERVICES ARE SECURE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (IV) THE RESULTS OF USING THE TinySG SERVICES OR TinySG LINK METRICS WILL MEET CUSTOMER’S REQUIREMENTS OR ANY OF ITS OR ITS USERS’, PERSONNEL’S OR CUSTOMERS’ BUSINESS NEEDS; OR (V) THE TinySG SERVICES WILL BE UNINTERRUPTED OR THAT ANY INTERRUPTION WILL BE CORRECTED IN A TIMELY MANNER. CUSTOMERS USE OF THE TinySG SERVICES AND TinySG LINK METRICS IS SOLELY AT ITS OWN RISK. FURTHER, TinySG MAKES NO REPRESENTATIONS OR WARRANTIES AND SHALL ASSUME NO LIABILITY AMOUNTS OR INDEMNITY OBLIGATIONS WITH RESPECT TO ENSURING THAT CUSTOMER’S USE OF THE TinySG SERVICES AND TinySG LINK METRICS COMPLY WITH ANY LAWS OR REGULATIONS OUTSIDE THE UNITED STATES AND CUSTOMER SHALL BE SOLELY LIABLE FOR SUCH COMPLIANCE. TinySG SHALL BEAR NO RESPONSIBILITY FOR THIRD PARTY PRODUCTS OR SERVICES (E.G., OPEN SOURCE SOFTWARE, SOCIAL MEDIA PLATFORMS, THIRD PARTY MATERIALS OR FOR HOST OR APP STORE PROVIDERS). CUSTOMER RECOGNIZES THAT THE FIGURES CONTAINED IN THE TinySG LINK METRICS PRODUCED HEREUNDER ARE ESTIMATES AND MAY BE SUBJECT TO STATISTICAL ERROR. TinySG DOES NOT WARRANT THAT THE TinySG LINK METRICS WILL BE COMPLETELY CORRECT, ACCURATE, TIMELY OR OTHERWISE RELIABLE. TinySG HEREBY DISCLAIMS ANY LIABILITY FOR ANY USE OR RELIANCE ON THE TinySG LINK METRICS BY CUSTOMER AND THIRD PARTIES.
INDEMNIFICATION AND RESPONSIBILITY
- Customer Indemnification : Customer will defend, indemnify and hold harmless TinySG, its parents, subsidiaries, affiliates and their employees, officers, directors, representatives, contractors, customers, business partners, successors and assigns (“TinySG Indemnitees”) from and against any third party claims and actions, and resulting damages, liabilities and costs (including reasonable attorneys’ fees and expenses) incurred by TinySG Indemnitees arising out of or directly or indirectly related to (a) the Customer Content, Customer Services or any other Customer products and services; (b) Customer’s acts and omissions hereunder, breach of this Agreement, or violation of Laws; and/or (c) any allegation of intellectual property, privacy or publicity infringement concerning Customer Content or Customer Services. TinySG shall promptly notify Customer of any claim for which it seeks indemnification; provided, however, that any delay in providing notification shall not vitiate Customer’s indemnification obligations unless Customer is materially prejudiced thereby. Customer shall have sole control over the defense of any claim under this Section, except that TinySG may approve any counsel used by Customer and that TinySG may participate in the defense, at Customer’s cost. All settlements of indemnification claims require the consent of TinySG.
LIMITATION OF LIABILITY
- LIABILITY LIMITATION IN NO EVENT SHALL TinySG BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE TinySG SERVICES, TinySG LINK METRICS OR OTHERWISE HEREUNDER FOR ANY CLAIM RELATED TO (I) ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (HOWEVER ARISING); (II) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION); (III) ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE TinySG SERVICES; (IV) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CUSTOMER CONTENT AND OTHER DATA MAINTAINED OR TRANSMITTED BY OR THROUGH CUSTOMER’S USE OF THE TinySG SERVICES; (V) CUSTOMER’S FAILURE TO PROVIDE TinySG WITH ACCURATE ACCOUNT OR OTHER INFORMATION; (VI) ANY LIABILITY RESULTING FROM CUSTOMER’S FAILURE TO KEEP ITS PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL
TERM AND TERMINATION
- Agreement Term : This Agreement shall commence on the date the Customer accepts this Agreement by creating an account or purchasing a paid service tier (“Effective Date”) and remain in effect for the duration of the term selected by Customer, unless otherwise terminated as permitted herein (“Initial Term”). If your paid account is set to automatically renew, please see section 2(B) above for the auto-renewal terms.
- Right to Terminate : TinySG may terminate this Agreement immediately in its discretion. Upon expiration or termination of this Agreement, all applicable rights and access granted to Customer shall automatically terminate and Customer and its Personnel shall cease any further use of the TinySG Services and return, or, if directed by TinySG, destroy, all Confidential Information of TinySG. Any Section of this Agreement which by its nature would survive such expiration or termination shall so survive.
- Governing Law : This Agreement and the transactions contemplated hereby shall be governed by and construed under the Government of India, Act and the laws of the State of Tamil Nadu without regard to the conflicts of law provisions thereof and without regard to the India Convention on Contracts for the International Sale of Goods
- Limitation for Bringing Claims To the fullest extent permitted by law, Customer agrees any Customer claim or cause of action arising out of, related to or connected with the use of the TinySG Services, TinySG Link Metrics or this Agreement must be filed within one (1) year after such claim of action arose or be forever banned
- Relationship of the Parties. The parties shall be independent contractors under this Agreement, and nothing herein will constitute either party as the employer, employee, agent or representative of the other party, or both parties as joint venturers or partners for any purpose
- Entire Agreement and Severability This Agreement is the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between the parties with respect thereto, including any non-disclosure agreements signed by the parties. Except as may be modified in writing by the parties, including by a TinySG Supplemental Agreement, no additional or conflicting terms set out on Customer order, invoice, statement or other document, or contained in any “shrinkwrap” or “clickwrap” agreements, are binding. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable
- Force Majeure Except for any Fees due hereunder, neither party shall not be liable for any delay in performing or failure to perform its obligations hereunder where such delay or failure results from any cause beyond its reasonable control, including, without limitation, cyber-attacks, mechanical, electronic or communications failures, acts of God, terrorism, war, natural disasters, failure of any telecommunications or transportation or of any third party provider or supplier (e.g., host or app store providers) or labor disputes.
- Assignment Except to an affiliate or in the event of a merger, acquisition or other change of control, neither party may assign this Agreement without the prior written permission of the other party, and any attempt to do so is void. This Agreement shall be binding on any permitted successors and assigns.
- Notices : Unless otherwise specified in this Agreement, all notices under this Agreement will be in writing to the addresses listed above and will be deemed to have been duly given when received, if personally delivered; when sent, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.
- Headings; Interpretation The section and paragraph headings in this Agreement are for convenience only and shall not affect their interpretation. Any use of “including” “for example” or “such as” in this Agreement shall be read as being followed by “without limitation.”
- General The failure of TinySG to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of TinySG. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect
- Publicity Customer grants TinySG the right to use Customer’s logos or trademarks in marketing or publicity materials and on its website to identify Customer as a customer that uses the TinySG Services
- Contacting TinySG. If you have any questions about these Terms, please contact us at support.