OPEN.PH TERMS OF USE

Thank you for visiting the Open.ph website (hereafter referred to as “Site”, “we”, “our” or “us”) and we are pleased to provide you more information on the outsourcing business and services offered by Open.ph. This Terms of Use (hereafter referred to as “Terms”) governs your use of the web pages, sites, domains, sub domains, folders and files of Open.ph. The Terms shall be legally binding on you as a User of the Open.ph service, the Site and/or as a Client of Open.ph (hereafter referred to as “Client”), and shall inure to the benefit of Open.ph and its successors, assigns and affiliated companies.

Please review the Terms very carefully. IF YOU DO NOT ACCEPT AND AGREE TO THESE TERMS, YOU ARE NOT ALLOWED TO USE THE SITE, OBTAIN ANY INFORMATION FROM THE SITE AND/OR TO TRANSACT WITH US. We may amend these Terms from time to time without specific notice to you and you should check and review the Terms prior to each use of the Site. If you violate any of the Terms, Open.ph may, in its sole discretion, with or without notice, terminate your access to the Site and services, and you may be subjected to severe civil and criminal penalties.

Your use of the Site is your representation and confirmation that you have read, understood and accepted the Terms of Service.

REPRESENTATIONS AND WARRANTIES


By using the Site or otherwise conducting business with Open.ph, Client represents, warrants and agrees that:

PERMISSIONS


All permissions granted to Client in relation to Client’s use of the Site and any of its contents is personal to Client and is not transferrable or assignable. Open.ph reserves the right, in its sole discretion, to change, edit or delete any content appearing in any form on the Site.

PROHIBITED CONDUCT


Open.ph does not allow certain types of conduct in conjunction with Client’s use of the Site or any Services provided by Open.ph. These prohibited types of conduct include, but are not limited to:

Open.ph does not allow or tolerate spam.

Copyright Restrictions


Client shall not in any way modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, services or benefits obtained from or through the Site, except as expressly provided herein.

Viewing, printing or downloading of any Content from the Site grants Client only a revocable, nonexclusive license for use solely by Client for personal, noncommercial purposes limited to the use as is reasonably required to view and listen to the content and navigate through the pages and links generally available to the public using a standard Internet browser and standard media player, and not for re-publication, distribution, assignment, sublicense, sale, preparation of derivative works or other use.

At all times, Client remains solely responsible for Client’s information.

Confidentiality


In the course of Client’s use of the Site and Services, Client may come into possession of important information about Open.ph’s business, its policies, procedures and strategies, as well as other confidential and proprietary information belonging to Open.ph and other related parties. Client shall not share any such information provided to you by or on behalf of Open.ph with any third party.

If Client sells services that compete with or may otherwise serve as a substitute for services offered by Open.ph via the Site, Client may not: (a) use or acquire, or have any other person use or acquire on Client’s behalf, the Services or the Site for which Client offers competing or substitute products or services; or (b) advertise, promote, market or solicit offers to acquire such competing or substitute products in connection with Client’s use of the Services or the Site.

Site Content


Open.ph is not obligated to monitor the contents on the Site. However, with respect to the use of the Services or the Site, we reserve the right to disclose any information, communication, or materials as necessary to satisfy any applicable law, regulation, legal process or government request, or to edit, refuse to post or to remove any information or materials, in whole or in part, from the Site, in Open.ph’s sole discretion, without notice at any time.

The Site may from time to time contain links to third party websites. Such third party links are provided only as a convenience to visitors of the Site and does not imply approval or endorsement from us of the linked website. We do not control, investigate, monitor or check such websites and we are not responsible for any content therefrom. You leave the Site and access any third party website at Client’s own risk.

For the convenience of Client, the Site may contain reviews, press releases, interviews or other information about Open.ph, including links to third party websites that contain such information. Any such information provided by and about Open.ph is believed to be true only as at the date it was prepared and we disclaim any obligation to update any such information. Statements concerning companies other than Open.ph that are contained in any such Information should not be relied upon as being provided or endorsed by us. The opinions expressed in any Information, including by employees and agents of Open.ph, are solely those of the author’s and do not necessarily reflect those of Open.ph.

Except where we expressly provide otherwise in writing, all comments, feedback, information, or materials that Client submits through or in association with the Site shall be considered non-confidential. By submitting such comments, feedback, information, or materials to us:

We do not accept unsolicited ideas, works, or other materials, and Client acknowledges that Client is responsible for and bear all risk as to the use or distribution of any such ideas, works, or materials.

Open.ph expressly prohibits the scraping of email addresses from the Site and opts out of receiving commercial electronic mail messages to Open.ph email addresses that were obtained in violation of the foregoing or by use of automatic address-generation software.

Any text, logos, designs, graphics, images, sounds, information, documents, or other materials (collectively, "Materials") available from or through the Site are or may be subject to United States export controls. No such Materials from this site may be downloaded or otherwise exported or re-exported (1) into (or to a national or resident of) Cuba, Iran, Iraq, Libya, Sudan, Syria, North Korea, or any other country to which the United States has embargoed goods; or (2) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders (each, a "Restricted List"). By using or downloading any Materials from the Site, Client warrants that Client is not located in, under the control of, or a national or resident of any such country or on any Restricted List.

Indemnification


Client agrees to indemnify, defend and hold Open.ph and its respective directors, officers, shareholders, employees, agents, attorneys, advertisers, and publishers (collectively, hereafter referred to as "Affiliated Parties") harmless from any liability, loss, claim or expense, including reasonable attorneys' fees, arising out of, resulting from or related to Client’s use of the Site or violation of these Terms.

Privacy Policy


Protecting Client’s privacy and the personal information Client provides to us is a top priority for Open.ph. Client may view our policy on the Open.ph Site.

Reservation of Rights


Open.ph reserves the right to cooperate with appropriate legal authorities in investigations of claims of illegal activity involving our Services, Customers, Clients and/or other users of the Site. We reserve all other rights to avail of all remedies available to us under applicable laws in the event of any violation of these Terms. We may utilize technical means to monitor communications and otherwise to enforce this the Terms and you hereby authorize us to monitor such communications for said purposes.

WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY


THE SITE AND ANY CONTENT THEREIN, INCLUDING ALL CONTENT ACCESSED THROUGH THE SITE, ARE PROVIDED "AS-IS" OR "AS AVAILABLE" AND ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW. OPEN.PH DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, (A) THAT ANY CONTENT AVAILABLE FROM OR THROUGH THE SITE, OR THE SITE ITSELF WILL BE MERCHANTABLE OR FIT FOR A PARTICULAR PURPOSE, (B) THAT ANY CONTENT AVAILABLE FROM OR THROUGH THE SITE, OR THE SITE ITSELF WILL BE UNINTERRUPTED OR ERROR-FREE, (C) THAT DEFECTS WILL BE CORRECTED, (D) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (E) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, (F) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY, OR (G) AGAINST INTERFERENCE WITH CLIENT’S ENJOYMENT OF THE CONTENT, OR AGAINST INFRINGEMENT. ALL CONTENT REFERRED TO IN THESE TERMS ARE PROVIDED WITH ALL FAULTS, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH THE USER. OPEN.PH AND/OR ANY OF ITS AFFILIATED COMPANIES OR PARTIES, THEIR OWNERS, DIRECTORS, EMPLOYEES, AGENTS OR OFFICIALS SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY LOSSES, DAMAGES AND COSTS ARISING OUT OF, RESULTING FROM OR BROUGHT ABOUT BY CLIENT’S USE OF THE SITE AND/OR THE CONTENT THEREIN, INCLUDING ANY CONTENT YOU OBTAINED THROUGH THE SITE. WITHOUT ANY LIMITATION, OPEN.PH AND/OR ANY OF ITS AFFILIATED COMPANIES OR PARTIES, THEIR OWNERS, DIRECTORS, EMPLOYEES, AGENTS OR OFFICIALS SHALL NOT BE LIABLE FOR ANY COMPENSATORY, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, PRODUCT LIABILITY OR OTHERWISE; NOR FOR ANY THIRD PARTY CLAIMS OF ANY NATURE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIMS. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND OPEN.PH. THE CONTENT AVAILABLE FROM OR THROUGH THE SITE, AND THE SITE ITSELF, WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, YOU OBTAIN FROM US FROM OR THROUGH THE SITE SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE NOT EXPRESSLY STATED IN THIS AGREEMENT.

Choice of Law and Waiver


These Terms shall be governed by the laws of the State of Georgia, USA without regard to any conflict of laws provisions. Our failure to exercise or enforce any rights or provisions of these Terms will not be deemed to be a waiver of such right or provision. To the extent that anything in or associated with the Site is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. If any of the provisions set out in these Terms are found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other terms and conditions will remain in full force and effect.

Claims and Venue


Client agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to Client’s use of the Site or the Open.ph Service shall be filed within one (1) year after such claim or cause of action arose or be forever barred. The parties agree to confer jurisdiction for any and all such actions upon the state or superior courts of Fulton County, Atlanta, Georgia.