Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Cyrus365 ("Company," "we," "us," or "our") governing your access to and use of the Cyrus365 Projects platform, including any associated websites, applications, and services (collectively, the "Service").

BY ACCESSING OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICE.

We reserve the right to modify these Terms at any time. Any changes will be effective immediately upon posting the revised Terms on the Service. Your continued use of the Service following the posting of revised Terms constitutes your acceptance of such changes.

2. Eligibility

To use the Service, you must:

• Be at least 13 years of age (or the minimum age required in your jurisdiction)
• Have the legal capacity to enter into a binding agreement
• Not be prohibited from using the Service under applicable laws
• Provide accurate and complete registration information

If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" shall refer to both you individually and such organization.

3. Account Registration and Security

3.1 Account Creation

To access certain features of the Service, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

• Use a strong, unique password for your account
• Not share your account credentials with any third party
• Immediately notify us of any unauthorized access or security breach
• Log out of your account at the end of each session

3.3 Account Termination

We reserve the right to suspend or terminate your account at any time, with or without cause, and with or without notice. Upon termination, your right to use the Service will immediately cease. You may terminate your account at any time by contacting us.

4. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree NOT to:

• Violate any applicable federal, state, local, or international law or regulation
• Infringe upon the intellectual property rights of others
• Transmit any material that is defamatory, obscene, threatening, or otherwise objectionable
• Impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity
• Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Service
• Use the Service for any commercial purpose not expressly permitted by us
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Service or any server, computer, or database connected to the Service
• Use any robot, spider, or other automatic device, process, or means to access the Service for any purpose
• Introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful
• Attempt to decipher, decompile, disassemble, or reverse engineer any of the software comprising or making up the Service

5. User Content

5.1 Ownership

You retain all ownership rights to the content you submit, post, or display on or through the Service ("User Content"). By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, and distribute such content solely for the purpose of providing and improving the Service.

5.2 Responsibility

You are solely responsible for your User Content and the consequences of posting or publishing it. You represent and warrant that:

• You own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use your User Content
• Your User Content does not violate the privacy rights, publicity rights, copyrights, trademark rights, contract rights, or any other rights of any person or entity
• Your User Content does not contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable

5.3 Monitoring

We reserve the right, but not the obligation, to monitor, edit, or remove any User Content that we determine, in our sole discretion, violates these Terms or is otherwise objectionable. We are not responsible or liable for any User Content posted by you or any third party.

6. Intellectual Property Rights

6.1 Service Content

The Service and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

6.2 License to Use

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your personal or internal business purposes.

6.3 Restrictions

You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Service, except as expressly permitted by these Terms.

7. Privacy

Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand our practices regarding the collection, use, and disclosure of your personal information.

8. Subscription and Payment

8.1 Subscription Plans

Certain features of the Service may require a paid subscription. By subscribing, you agree to pay the applicable subscription fees as described on the Service. All fees are exclusive of applicable taxes, which you are responsible for paying.

8.2 Billing

Subscription fees are billed in advance on a recurring basis (monthly or annually, depending on your selected plan). Your subscription will automatically renew at the end of each billing period unless you cancel it prior to the renewal date.

8.3 Cancellation

You may cancel your subscription at any time through your account settings or by contacting us. Upon cancellation, you will continue to have access to paid features until the end of your current billing period. No refunds will be provided for partial billing periods.

8.4 Price Changes

We reserve the right to change subscription fees at any time. We will provide you with reasonable notice of any price changes. Your continued use of the Service after such notice constitutes your acceptance of the new fees.

9. Third-Party Services

The Service may contain links to third-party websites, services, or resources that are not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services.

You acknowledge and agree that we 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 websites or services.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

WE DO NOT WARRANT THAT:

• The Service will function uninterrupted, secure, or available at any particular time or location
• Any errors or defects will be corrected
• The Service is free of viruses or other harmful components
• The results of using the Service will meet your requirements

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF, OR INABILITY TO USE, THE SERVICE.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS EXCEED THE AMOUNT PAID BY YOU TO US DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

12. Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Service.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region of the People's Republic of China, without regard to its conflict of law provisions.

13.2 Dispute Resolution

Any dispute arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation between the parties. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may submit the dispute to binding arbitration in accordance with the rules of the Hong Kong International Arbitration Centre.

13.3 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, BOTH PARTIES WAIVE ANY RIGHT TO A JURY TRIAL.

14. Service Modifications

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Service.

15. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, such provision shall be severed from these Terms, and the remaining provisions shall continue in full force and effect.

16. Entire Agreement

These Terms, together with our Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and the Company concerning the Service and supersede all prior or contemporaneous communications and proposals, whether oral or written, between you and the Company.

17. Waiver

No waiver of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.