This Agreement for the use of Polaris Office Business (hereinafter “Agreement”) is made and entered into by and between POLARIS OFFICE Corporation (hereinafter the “Company,” “we,” or “us”),
the provider of Polaris Office based in Republic of Korea, and an organization as an organizational user or corporate user (hereinafter “User” or “You”) which agree with the terms and conditions specified in this Agreement.
This Agreement is applied to the use of and access to Polaris Office Business service (hereinafter “Business Service” or “Service”) of Polaris Office for business users, and the client software of Polaris Office Business (hereinafter “Software“).
You (hereinafter “User” or “You”) accept the conditions of this Agreement by marking the checkbox that is provided to implement your agreement on behalf of your organization.
Please note that by marking the checkbox to agree to the Agreement, it is deemed that you have agreed to the terms of this Agreement on behalf of your organization. When you accept the Agreement,
you must have the authority to legally bind your organization, which is trying to use this Service. If not, you cannot subscribe to this Service. This Agreement will take effect from the date when Polaris Office Business offers you a master account.
Upon signing the Agreement, you are bound to the Terms of Service posted on the Polaris Office website. In the event of any conflict between the terms of this Agreement and the Terms of Service,
the terms of this Agreement shall govern the service of Polaris Office Business.
1. Using the Services of Polaris Office Business
A. Provision of Services
The User shall create an account for Business Service and accept this Agreement so that the Company can allow the User to access the master account of the service.
The Master account has the right to make payments, access to the Service, grant, suspend, or deny access of End Users (hereinafter “team members” or “End User”).
The Master account also has the Administrator’s console (hereinafter “Admin console”) to set up functions for various activities for their organization or company.
B. Changing the Service
The Company shall have the right to update the Service at any time. If any changes occur to the Service that might lower usability or if the content of this Agreement is to be changed, the Company shall notify users via the email address provided by the user.
Business Service can be used by an organization or a company with one or more users and the first account created is appointed as the master account. Users other than the master are considered team members and their access to the Service requires prior permission from the master.
Business Service users are allowed to use at least one or more licenses. The User may add licenses at the current prices posted on our web site and may change the number of licenses at any time but must maintain the minimum number of one licenses.
Business Service provides the Office Software that you can use on your mobile, desktop, and web browser.
Business Service has limits in the number of devices and supported OS as per specified rules for the Service.
Software may vary and have different functions depending on the service period. The title or property rights associated with the Software shall not be transferred to the User.
2. User’s Obligation
A. Obeying Applicable Laws or Regulations
The User shall be responsible for their team members in their use of the Service. The User and End Users shall use the Service according to Use Restriction Policies. The User shall be responsible for receiving the agreement of End Users in their use of the Service.
B. User’s Management of Service
The User can appoint an End User as an “Administrator” through the Admin console. Administrator has all the administration rights available for the Admin console except for the master’s payment right.
This Service provides functions to manage an organization or a company, but shall not be responsible for or liable to anyone in relation to their operations.
The User shall be responsible for keeping the user accounts and passwords confidential, controlling the access rights and allowing the Administrator use of the Service according to this Agreement.
The User can deny team members access to their account or change their password upon the discovery of password theft or unauthorized use.
C. Restrictions upon Use
The User shall not do any of the following acts and shall be responsible for preventing the End Users from doing the following:
(a). The act of selling or reselling the Service;
(b). The act of using the Service in a way that may cause personal injury, death, damage, or environmental damage;
(c). The act of reverse-analysis of the Service;
(d). The act of creating a service through the Service or through access to the Service, which can replace the Service or is similar to the Service.
D. Request from a Third Party
The User, as a contracting party, acknowledges and accepts the responsibility to respond to a request from a third party in relation to the use or contents of the Service by the User or End User.
While using the Service, the User shall be responsible for responding to a request from a third party (including, but not limited to criminal or civil citation or other legal process requesting the user or end-user data) by accessing the corresponding data in person.
In case the User cannot find the requested information despite considerable efforts by the User to respond to the request from a third party, the User can contact and consult the Customer Service Team of Polaris Office Business.
The Company notifies the User of any third party's request for information to the extent permitted by the provisions of the respective laws.
The Company can respond to the third party's request at its own discretion, but such response is not necessarily mandatory.
3. Third Party Services
When the User uses the Service along with Third Party Services (e.g. other services provided through the API of Polaris Office Business), the Company shall not be responsible for the third parties’ actions or omissions including, but not limited to, the access and use of the User data.
As the services provided by third parties are not identical to those of the Company, the Company does not guarantee the quality of such services.
4. Suspension of Services
A. Temporary Suspension of Services for End User's Account
The Company may request the User to suspend or terminate an End User Account when the End User is reasonably believed to have violated this Agreement or used the service in a way that could breach Agreement or impose legal liability on the Company. If the User cannot immediately suspend or terminate the End User Account, the Company can do this on behalf of the User.
B. Emergency Security
It is possible that the Company may have to suspend or restrict the use of all or any part of the Services where it is considered reasonably necessary for emergency and security reasons.
The Company use commercially reasonable efforts to prevent or solve emergency security matters. “Emergency security” matters means an unauthorized access to the Service by a third party and use of Service by anyone in a way that may disrupt the operation of infrastructure of the Service, which may interrupt or hinder other users from using the Service
5. Intellectual Property
A. Reservation of Rights
Except as otherwise specifically provided herein, the Agreement does not grant to the Company any intellectual property rights to User data. Likewise, the Agreement does not grant to the User the intellectual property rights for displaying the trademark or brand of Polaris Office and Polaris Office Business.
“Intellectual property rights” mean current and future rights of organizations and individuals to intellectual assets, including patents, copyright, business secrets, trademarks, author's moral right, and copyright-related rights that can be exercised internationally.
B. Preservation of Rights
The User is not entitled to the title or property rights associated with all the Software and systems that are provided by the Service or offered to access to the Service.
C. Restriction of Rights
The User is only granted with limited rights that are reasonably necessary for the Company to provide the Service. Such limited rights can also be granted to reliable third parties who cooperate with the Company to provide the Service.
The Company may use or revise the feedback or suggestions that any individuals or End Users send to us or post on the opinion section, including our forum to include them in our products, services, licenses, or sub-licenses, without any obligation to the author.
E. User List
The Company may include user names in the User List of Polaris Office Business posted on our website or other promotional materials.
6. Charges and Making Payments
The User shall authorize the Company to charge an appropriate fee for this service through the payment option selected by the User and are obliged to pay the applicable fees.
Fees are nonrefundable except as required by law. The User must provide accurate billing information during subscription, and if the charges are not paid in full and on time, the Company may suspend or terminate the Service.
B. Automatic Extension and Trial Services
When the User subscribes to a monthly or yearly Service, such subscription shall be extended automatically.
If the User wants to stop using the Service, they must terminate the subscription to stop an automatic extension.
If the User does not apply for termination of Service to the company before the trial period or normal service period ends, the User will be automatically charged for the Service when the trial period is over or at the time of renewal.
The Company may change the rates of the Service by notifying the User’s master account more than 30 days before the effective date of the new charges.
The Taxes related to the Service shall be billed by the Company along with the Service charges.
The Taxes include sales tax, usage fees, consumption tax, VAT, withholding tax, and similar taxes including but not limited to all customs duties or government taxes (collectively "Taxes").
In this option, the User shall pay all the charges to the Company without excluding Taxes.
If the Company shall be responsible for collecting and paying Taxes in relation to this Service, the Company shall bill the User the corresponding Taxes, except when the User provides the Company with a valid exemption certificate, VAT number, or tax exemption documents issued by the competent tax authorities.
If the User needs to withhold Taxes from the payments in accordance with the law, the User must provide an official tax receipt or other certificate to us.
7. Term of Agreement and Termination
A. Term of Agreement
The term of this Service will remain in effect until expiration, cancellation, or termination of the Agreement. The User’s subscription will be automatically renewed after the initial sign-up before the user terminates the subscription. During the subscription, the User shall pay to the Company the fees in accordance with the payment terms and conditions set forth herein.
B. Termination for Breach of Agreement
Either party may terminate this Agreement in writing if the other party breaches any material term of this Agreement and fails to cure such breach after written notice of the breach is provided to the defaulting party by the non-defaulting party; or if the other party ceases its business operations or becomes subject to bankruptcy proceedings and the bankruptcy proceedings are not dismissed within 90 days.
8. Termination of Agreement
The User can request the termination of the Service through the Admin console at any time. However, the User shall not be entitled to a refund of the fee that has already been paid, or the charge calculated in proportion to the unused days of the Service.
9. Restitution and Indemnification
A. Restitution and Indemnification by the User
If a third party files a lawsuit against the Company or its affiliates in relation to the User’s or End User’s violation of this Agreement during the use of the Service, the User shall indemnify, defend, and hold harmless the Company against all claims and bear any liability, damages and expenses (including reasonable attorney's fees and court costs) that occurred thereof.
B. Restitution and Indemnification by the Company
If a third party files a lawsuit against the User on the basis of infringement or theft of copyright, trade secrets, patents or trademarks in relation to the Company’s technologies that are used to provide the Service,
the Company shall indemnify, defend and hold harmless the User against all claims and bear any liability, damages and expenses (including reasonable attorney's fees and court costs) that occurred thereof.
The Company shall not be liable to the User or to any third party for any problems caused by any changes to the Service by the User, or the User’s combination of the Service with a material that is not offered by us, or any problems arising from the content, information, or data that is provided by the User, the End User, or a third party.
C. Possibility of Infringement
If the Company has a reason to believe or has faith that the Service infringes the intellectual property rights of a third party, the Company shall bear the cost to continue providing the Service, or functionally equivalent replacement or changed service, to the User in a way that does not infringe any intellectual property rights.
The Company may suspend or terminate your use of all or any part of the Service if we consider any options of this paragraph are not commercially reasonable.
Upon termination of the Agreement by the User, the upfront fee is refunded by converting the remaining period of the Agreement as a percentage.
10. Support and Maintenance
For additional support that is not specified on our website, please contact our Customer Support Team. If necessary, we can make reasonable efforts to solve the User’s problems.
If the User cannot solve their problems on their own, the Administrator of the User shall report the problems to us and we will provide support in accordance with the Terms and Conditions of this Service.
11. Data Security and Backup
The Company has been taking technical measures to protect the content stored on the Service. However, this Service does not guarantee that the Company can prevent a third party from accessing the Service, thus the User and End Users must be aware of such fact when they store content on the Service.
In addition, the User and End Users shall bear the responsibility to backup and manage content during the use of the Service to be prepared for any loss of stored content.
13. Confidentiality Obligations
Except when the User or End Users publish or share their content stored in the Service according to the terms and conditions of this Agreement, the parties shall not share the User’s content with a third party.
In addition, the Company shall not disclose to third parties the billing and User information provided by the Users when they use the Service, Users’ content, and other similar information ("Confidential Information").
The parties will endeavor to prevent confidential information from being disclosed publicly or owned by anyone else, except by those who have the right to own such information.
The obligation of confidentiality does not apply to public information, or information provided by the other party or information offered in a manner other than provided under this Agreement.
In addition, if the disclosure of information is requested by a third party or the government’s decision to comply with a third party’s request, laws, or court ruling, preliminary notification of such disclosure should be first sent to the other party before the disclosure.
Confidentiality obligations apply when such information is classified as confidential.
14. Independent Relationship
The User and the Company (the Service provider) are independent contracting parties and the Service does not legally constitute a partnership or agency.
The Service, to the maximum extent permitted by applicable law, replaces all other warranties, expressed or implied, including merchantability, non-infringement, or implied warranties of merchantability, and fitness for a particular purpose.
The Company, to the maximum extent permitted by applicable law, disclaims all expressed or implied warranties.
No advice or information, whether oral or written, obtained by you from the Company shall exceed the scope of warranties specified in the Agreement in any ways, means, or warranties.
The Company does not guarantee that this service meets all requirements of the User or End Users, nor does it assure uninterrupted, flawless, or secure access to the Service, and nor does it ensure that all the errors of the Service can be corrected.
The Company shall not be responsible for defects or failure caused by misuse, damage or modification of the Polaris Office Business Software not done by the Company.
The Company does not guarantee nor shall it be responsible for any third party software or other software products.
16. Limitation of Liability
A party shall not be liable to the other party for direct or indirect losses, or consequential or incidental damages resulting from the termination or non-renewal of this Service Agreement.
The cumulative sum of the responsibility of each party for damages under this Agreement shall not exceed the Charges for 12 months under this Agreement.
A. Complete Agreement
All conditions of the purchase order that the user has issued arbitrarily are not valid and do not apply to this Agreement.
If any section of this Agreement is determined to be invalid by a competent court or tribunal for any reason, that provision shall be enforced to the extent permitted by applicable law.
Other terms of this Service except the aforementioned will remain in effect. If a core part of this Agreement is determined to be invalid, the parties will in good faith negotiate replacement provisions by mutual agreement so that the original intent of that provision is reflected on the new one to the extent permitted by law.
Any notification related to this Agreement shall be sent in writing e-mail or via an internationally recognized courier, and it shall be deemed delivered upon transfer. Any mail to the Company shall be addressed to 403, 26 Gomuraero10-gil, Seocho-gu, Seoul, Republic of Korea.
C. Governing Law
This Agreement shall be governed by the laws of Republic of Korea, except for the provisions that are in conflict with the law.
D. Agreement, Successor and Assignee
The User may not assign, sub-contract, or otherwise transfer their rights or obligations under this Agreement to anyone else unless they first agree this with the Company in writing.
The Company may not assign this Agreement to a third party without prior notice to the User. However, in the event of a merger, acquisition, reorganization, sale of all or substantially all of its assets, the Company may transfer any rights or obligations under this Agreement to its corresponding subsidiaries without notice.
Any other attempt to transfer or assign the Agreement shall be deemed void.
E. Force Majeure
When a Party fails to fulfill all or part of the Agreement (making a payment is excluded) due to any causes beyond its reasonable control including, without limitation, labor disputes, civil war, war, governmental regulations or governance, disasters, procurement impotence of raw materials or services, and natural disasters, such party is exempt from liability during the delay period and a reasonable period of time after the delay is over.
This Service Agreement shall be in effect as of 04, 20, 2016.