1. Confidential Nature of your test code

In the course of using our Services, you will submit content to Uilicious, including but not limited to your personal data for account registration, and your test scripts for test runs on our platform.

We know that by giving us your content, you are trusting us to treat it appropriately. Uilicious will treat your content as confidential information and only use and disclose it in accordance with these Terms.

However, your Content is not regarded as confidential information if such Content :

is or becomes public (other than through breach of these Terms by Uilicious); or
was lawfully known to Uilicious before receiving it from you; or
is received by Uilicious from a third party without knowledge of breach of any obligation owed to you; or
was independently developed by Uilicious without reference to your Content; or
was submitted as feedback through our feedback platform.

Uilicious may disclose your Content when required by law or legal process, but only after Uilicious, if permitted by law, uses commercially reasonable efforts to notify you to give you the opportunity to challenge the requirement to disclose.

You Retain Ownership of Your Content. You retain ownership of all of your intellectual property rights in your Content. Uilicious does not claim ownership over any of your Content.

These Terms do not grant us any licenses or rights to your Content except for the limited rights needed for us to provide the Services, as followed

You grant Uilicious a worldwide, royalty free license to use, modify, adapt, your Content, but only for the limited purposes of :

providing our Services to you; or
troubleshooting, debugging and improving our service; or
reviewing of submitted content, for compliance against our terms; or
reviewing of submitted content, for compliance with Singapore or International law; or
aggregating, and analysing of de-identified data derived from your Content; or
backup, and archival purposes

This license for such limited purposes continues even after you stop using our Services.

This license also extends to any trusted third parties we work with to the extent necessary to provide the Services to you. This includes but is not limited to our cloud and infrastructure providers.

Uilicious has no obligation to monitor or review any content submitted to us, despite licensed to do so.

Additionally you ensure your usage of Uilicious and/or your content does not in a way causes legal liability to us or disrupts others use of the Services, both on our platform, or external websites you are testing against.

2. Customer portfolio and representation

Uilicious may identify you (by name and logo) as a Uilicious customer on Uilicious’s website and on other promotional materials. Any goodwill arising from the use of your name and logo will inure to your benefit.

We will love your feedback about your experiences with us. As such, to ensure we can use your feedback properly. All of your feedback shall be the property of Uilicious and may be used for any purpose it sees fit.

3. No Warranty

Services and access is provided “as is” and to the maximum extent provided under law. Uilicious disclaims all warranties of any kind, whether express or implied, including but not limited to any warranties of merchantability or fitness for a particular purpose. Without limiting the foregoing, Uilicious does not guarantee that you will be able to test websites provided under our website or services anytime you want. From time to time, there may be problems related to access, delay or failure to perform that is beyond the reasonable control of Uilicious. You agree that Uilicious has no liability for such discontinuance.

4. Limitations of liabilities

You agree that notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all direct or general damages), the entire liability of Uilicious and any of its affiliates under any provision of this Participation Agreement and your exclusive remedy for all of the foregoing shall be limited to One Hundred dollars ($100 U.S.).

The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails of its essential purpose. In no event shall Uilicious or its affiliates be liable for any special, incidental, indirect, or consequential damages whatsoever.

5. Payment Terms

You agree to pay to Uilicious any fees for each Service you purchase or use (including any overage fees), in accordance with the pricing and payment terms presented to you for that Service.

Where applicable, you will be billed using the billing method you select through your payment / invoice page. Fees paid by you are non-refundable, except as provided in these Terms or when required by Singapore law.

Subscriptions services are billed in advance on a recurring, periodic basis (each period is called a “billing cycle”). Billing cycles are typically monthly or annual, depending on what subscription plan you select when purchasing a Subscription.

Your Subscription will automatically renew at the end of each billing cycle unless you cancel auto-renewal through our customer support team.

While we will be sad to see you go, you may cancel auto-renewal on your Subscription at any time, in which case your Subscription will continue until the end of that billing cycle before terminating.

You may cancel auto-renewal on your Subscription immediately before the next Subscription starts if you do not want it to renew.

Additionally, you are responsible for any taxes or duties or duties associated with the sale of the Services, including any related penalties or interest. You will pay Uilicious for the Services without any reduction for Taxes.

6. Terminations

Uilicious may limit, suspend or terminate your Subscription for any reason. Reasons for such termination includes, but is not limited to, a breach or abuse in any of the terms outlined in this agreement. Suspension may also occur, if we are investigating a suspected misconduct by you. Refunds from such termination will be provide as a pro rata refund for any period you did not use in that billing cycle.

You may terminate a Subscription, before the start of every subscription billing cycle. No billing will be done for the terminated billing cycle, nor refunds will occur for the previous billing cycle.

7. Governing Law and Venue

This Agreement shall be governed by, interpreted and construed in accordance with the substantive laws of Singapore. Both Parties irrevocably agree that the courts of Singapore are to have jurisdiction to settle any disputes which may arise out of or in connection with this Agreement and that, accordingly, any legal action or proceedings arising out of or in connection with this Agreement may be brought in those courts and the Parties irrevocably submit to the jurisdiction of those courts.

8. Ownership of Uilicious testing platform

Payment made to Uilicious, does not imply any transfer of ownership of the test platform. Payment, is only to be made for access to the test platform and/or writing of test scripts, and its related consultation work.

Uilicious Private Limited, shall retain all of its ownership of its testing platform, software, code, tools, logos, or other visual media. You shall keep the testing platform free of all security interests, liens, or other encumbrances.

You may not sell, resell, lease, license, loan or otherwise transfer or dispose of any of the test platforms materials, or access.

9. Changes and Updates

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is significant we will try to provide at least 14 days' notice prior to any new terms taking effect. What constitutes a significant change will be determined at our sole discretion. Changes will be announced through the use of our social media channel.

Similarly, Uilicious is constantly making changes to improve our services. A such Uilicious may add, alter, or remove functionality from a Service at any time without prior notice. We may also limit, suspend, or discontinue a service at our discretion.

For changes in our pricing of fees subscription services. The changes only become effective only at the end of the then-current billing cycle of your Subscription.

Uilicious will provide you with reasonable prior written notice of any change in fees to give you an opportunity to cancel your Subscription before the change becomes effective.

10. Participant’s Warrants, representations and acceptable use

You warrant and represent that you:

are who you claim you are
is at least 18 years of age
not going to misuse our service in accordance to this terms.
you must use the Services in compliance with, and only as permitted by, applicable law. Both locally in your jurisdiction, and in Singapore law.
you are responsible for your conduct, Content, and communications with others while using the Services.
You may not purchase, use, or access the Services for the purpose of building a competitive product or service or for any other competitive purposes.
You may not misuse our Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces and instructions that we provide.
You may not circumvent or attempt to circumvent any limitations that Uilicious imposes on your account
Unless authorized by Uilicious in writing, you may not probe, scan, or test the vulnerability of any Uilicious system or network.
You may not use any automated system or software to extract or scrape data from the websites or other interfaces through which we make our Services available.
Unless permitted by applicable law, you may not deny others access to, or reverse engineer, the Services, or attempt to do so.
You may not transmit any viruses, malware, or other types of malicious software, or links to such software, through the Services.
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. Uilicious 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 us.
You may not use the Services to infringe the intellectual property rights of others, or to commit an unlawful activity.
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 Uilicious has agreed with you otherwise. You may not use the Services in a way that would subject Uilicious to those industry-specific regulations without obtaining Uilicious’s prior written agreement.

11. Acceptance

If you do not agree to be bound by the terms and conditions of this Agreement, do not continue any further. By engaging our services and using our website, you are once again representing that: you are 18 years of age or older; you wish to participate; you have read this entire Participation Agreement; you specifically agree to be bound by all of the above listed terms and conditions.

If you do not agree to be bound by the terms and conditions of this Agreement, do not continue any further. Nor apply for our Services.