AGB.Cloud

Terms of Use

Last updated: 19, September, 2025

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY.

These Terms of Use provide describe the terms and conditions that govern your access to or use of the website <www.agb.cloud> (collectively, the “Website”), as well as the products and services (collectively, the “Services”) provided on the Website by ClawCloud (Singapore) Private Limited ("ClawCloud" or “we” or “us”).

Application and Acceptance of the Terms
1. By accessing the Website or using the Services, you acknowledge, agree and accept the terms and conditions set forth in the Terms of Use as well as the Privacy Policy, the Data Processing Addendum, service level terms (if any) and any other website or service rules and policies as adopted and published on the Website from time to time (all of the above collectively, "Terms"). These Terms constitute legally binding agreements between you and us. Please do not use the Website or Services if you do not agree to and accept all of the Terms.
2. You may be required to enter into any separate agreement or agree to any other terms and conditions, whether online or offline, with ClawCloud, its affiliates, or third parties, for the Services or any other services ancillary to the use of the Website (“Additional Agreements”). If there is any conflict or inconsistency between the Terms and the Additional Agreements, the Additional Agreements shall take precedence over the Terms only in relation to the portion of the Services governed by the conflicting Additional Agreements.
3. We reserve the right to modify any of these Terms. Upon doing so, we will update this page. Any changes to these Terms will take effect immediately from the date of publication. We may, but are not obligated to, provide notice you of any material changes in accordance with these Terms. By continuing to use the Website and/or the Services after we post the changed Terms or your receipt of our notice of such changes, you agree to be bound by the amended Terms.
Account Registration and Eligibility
1. Account Registration. To access our Services, you may need to register for an account (“Account”) to access the Service. When creating your Account, you must provide accurate information, and keep it up to date. You may also be able to access the Services using a third-party Account ("Third-Party Account"). If the provider of that Account suspends or terminates your access or our connection to it, your access to the Services may be interrupted. Your relationship with the third-party provider is governed solely by your agreement with them. We have sole discretion to approve, restrict, suspend, or terminate any Account, and are not obligated to explain our decisions.
2. Eligibility. We may require you to meet certain eligibility criteria that we set from time to time. If you are an individual, you must be the older of: (i) eighteen (18) years, or (ii) at least the age of majority in the jurisdiction where you reside and from which you use the Services to open and maintain your Accounts.
3. Account Security. We employ industry-standard security measures to protect your Account. Your Account is intended solely for your own use. You shall not register multiple Accounts with the same identity or use multiple Accounts to order or receive Services. You shall be solely responsible for maintaining the confidentiality of your login credentials, and for all activities conducted through or attributable to your Account. You hereby undertake to notify us immediately of any unauthorized use of your Account or login credentials or any other security breach or incident. We are not liable for any unauthorized access to or use of your Account, regardless of whether we have received notice of any suspicious or unauthorized activity or any compromise of your credentials.
Your Use of the Website and Services
1. You may access, purchase, subscribe to, or use any and all functions of the Website and Services made available by ClawCloud in accordance with the Terms and any specific service level prescribed by ClawCloud, including the associated application programming interfaces (“APIs”) and software development kits (“SDKs”), the trademarks, service marks, logos, and other Intellectual Property Rights (as hereafter defined) of ClawCloud and its affiliates made available to you, and the functions, features, and content of your Account and the Website.
2. Benefits, features and functions available to you for the Website and Services may vary between different countries and regions. No warranty or representation is given that a particular feature or function or the same type and extent of features and functions will be available in all countries and regions or for all users. ClawCloud may in its sole discretion limit, deny or create different levels of access to and use of the Website or Services (or any features comprised therein) with respect to different users.
3. You must comply with the relevant technical documentation applicable to the Website and Services as posted and updated by ClawCloud from time to time on the Website. You further agree, as a continuing condition for your use of the Website and Services, to abide by all licence terms and conditions of all third-party software components, libraries and application programme interfaces comprised in any Services as from time to time notified on the Website.
4. ClawCloud may launch, change, upgrade (including introducing or removing features, functionalities, applications or conditions to the Website and Services), impose conditions to, charge for, suspend, or stop offering the Website or Services (or any features or functions or applications therein), including sign-on procedures and requirements, the manner of access to the Website and Services (including any URLs used in connection therewith), and associated charges and fees, at any time temporarily or permanently without prior notice. All new features, functionalities, applications, conditions, modifications, upgrades and alterations shall be governed by the Terms and any applicable Additional Agreements, unless otherwise stated by ClawCloud.
5. ClawCloud reserves the right to monitor your purchase or use of the Website and Services any time as needed to verify your compliance with the Terms, in accordance with our Privacy Policy. You agree that you shall not block or interfere with our monitoring.
6. ClawCloud may carry out service maintenance at any time as we deem necessary. ClawCloud will use commercially reasonable endeavors to notify you in advance of any scheduled maintenance of the Website or the Services and you shall comply with any maintenance requirements or procedures for the Website or the Services. You agree, upon ClawCloud’s request, to cooperate with ClawCloud to identify and resolve any problems with the Website or Services that ClawCloud reasonably believes to be attributable to you.
7. ClawCloud may from time to time offer special terms or pricing programs for the Services (the “Special Programs”). ClawCloud may stop accepting any application for any Special Programs or discontinue the offering of any Special Programs without notifying you. You must agree to any terms and conditions for the Special Programs if you choose to participate in such.
8. Some functions of the Website and/or the Services may require the processing of personal data of your end users. You agree that it is your responsibility to establish a legal basis for the processing of such data under applicable laws. You represent and warrant that you have a legal basis for processing this data, including obtaining any required notices and consents, under applicable laws. You also represent that you will comply with any data protection laws and regulations, including but not limited to obtaining consents and rules relating to the cross-border transfer of personal data, which may be applicable in connection with your use of Website and Services.
9. The Website and Services may include links to third party websites, services or other resources on the internet, and third-party websites, services or other resources may include links to our Website and Services as well. When you access third party resources on the internet, you acknowledge and agree that you do so at your own risk. These third-party resources are not under our control, and, to the fullest extent permitted by law, we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such resources. The inclusion of any such link does not imply our endorsement or any association between us and any third party. To the fullest extent permitted by law, 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 third-party resource.
10. If you subscribe to the AGBCLOUD Service, you further understand and agree that:
  1. AGBCLOUD does not create or provide any generative artificial intelligence (“AI”) model services for you or your end user. If you use this service to provide your own generative AI model service, it is your own responsibility to ensure that your AI model service meets the requirements of applicable laws.
  2. any information, data, file, database, text, image, video, audio, application, software program and/or other material obtained, stored, uploaded, downloaded, distributed, transmitted, stored, displayed via AGBCLOUD Service are all Your Content (defined hereinafter) and shall be subject to any obligations imposed by the Terms and the rights of any third parties.
  3. The AGBCLOUD Service contains third-party software (including open-source software) components. AGBCLOUD does not control or develop such software components and makes no representations or warranties about their accuracy, reliability, behavior, or performance. You shall abide by all licence terms and conditions of third-party open-source software components.
  4. You shall be responsible for the availability, security, and compliance of any MCP server, plug-ins and tools owned or added by you during your use of the AGBCLOUD Service.
  5. The AGBCLOUD Service may offer features that allow interactions with third party websites, platforms or resources ("Third Party Resources"). While your end user may define prompts or instructions to interact with such Third Party Resources through the AGBCLOUD Service, you or your end user will not be granted control of the actual actions or interactions carried out with such Third Party Resources. If we make available any information or displays showing the interactions with Third Party Resource, you acknowledge that these are provided to you solely to facilitate your development and/or debugging of your generative AI model services and your provision of such generative AI model services to end-users.
Your Responsibilities, Representation and Warranties
1. You represent and warrant to us that:
  1. you have the right to enter into the Terms, to operate your Account with the Website, and to use, purchase or subscribe to the Services, and by disclosing and/or submitting any information to us, you warrant that you have the full power, legal capacity and authority to do so, and that the use of such information in accordance with the Terms shall not expose us to any claim, liability, or prosecution;
  2. you are not subject to any economic, financial, trade, immigration, aircraft, shipping, or other sanctions, export controls, trade embargoes, or restrictive measures ("Sanctions") imposed, administered, or enforced in any jurisdiction; and
  3. you are not listed on, owned by, or controlled by any person listed on a list issued or maintained by any government or regulatory agency, department, or authority in any jurisdiction responsible for the imposition, administration, or enforcement of Sanctions.
2. You agree to (whether as part of the Account registration process, the use of the Website and Services or otherwise):
  1. provide true, accurate, and current information about yourself, as well as information about your credit card, bank account or other forms of payment, as may be requested by ClawCloud or third-party payment processing service provider, and maintain and promptly amend all information provided to ClawCloud to keep it true, accurate, and current;
  2. provide any additional information to ClawCloud in the time frame requested by ClawCloud in connection with customer service, risk control, fraud prevention and compliance procedures; and
  3. comply with the Terms and any and all applicable laws and regulations (including without limitation, any applicable data protection, import, re-import, export, strategic goods control, and re-export control laws, including any applicable license requirements, and international or country-specific sanctions programs), assume full legal responsibility for your access and use of the Services that constitutes a violation of applicable laws and regulations, and not engage in fraudulent or deceptive practices, when using the Website and Services.
3. Your Content. In relation to the content that you run on the Services, cause to interface with the Services, submit to, upload into, post or display on the Services under your Account ("Your Content"):
  1. you acknowledge and agree that ClawCloud may access, use or process Your Content, to maintain or provide the Services or as necessary to comply with applicable laws or regulations;
  2. you shall be responsible for the development, operation, maintenance, transfer, processing, storage, and use of all Your Content, and take your own initiative to maintain appropriate security, protection and backup of Your Content. ClawCloud shall not be held responsible for any loss or damage arising from or in connection with any Your Content or any use or reliance thereon;
  3. you shall have all rights in Your Content necessary for granting ClawCloud the rights to process Your Content under these Terms, and you, your end users or your licensors own any and all right, title, and interests in and to Your Content;
  4. none of Your Content will violate the Terms or any applicable laws or rights of other third parties (including any data subject rights or Intellectual Property Rights);
  5. you shall be responsible for your end users’ activity and your end users’ use of Your Content, the Website and Services and ensure that such end users’ act in ways that comply with the Terms and any other terms as imposed by ClawCloud from time to time. For the purpose of these Terms, an "end user" is any individual or business entity that accesses or uses the Your Content or uses the Website or Services directly or indirectly through you; and
  6. ClawCloud may, at its sole and absolute discretion, remove, modify or reject Your Content or any content relating to the Website and Services which in our sole opinion (a) is unlawful, (b) violates the Terms, (c) could subject ClawCloud or our affiliates to liability, or (d) may disrupt, threaten or damage the operation and functioning of the Website or Services or other users of the Website or Services. ClawCloud may also take any actions as it deems appropriate, including but not limited to giving a written warning to you, removing any of Your Content submitted or published by you to the Website or Services, recovering damages or other monetary compensation from you, suspending or terminating your Account with ClawCloud, or suspending your subscription of any Services. ClawCloud may further restrict, refuse or ban you from any and all future use of any other Services provided by ClawCloud.
4. You must not (whether through your end users or otherwise):
  1. sell, transfer, or sublicense your Account to others, or resell or sublicense any Services without ClawCloud’s prior written consent;
  2. infringe, misappropriate or otherwise abet or encourage the infringement, misappropriation or violation of any ClawCloud or third party’s Intellectual Property Rights or other proprietary right or rights of publicity and privacy or other rights recognized at law;
  3. engage in any act that subjects, will subject ClawCloud or our affiliates to claim, liability or prosecution;
  4. use the Website or Services in a way that, in the reasonable opinion of ClawCloud, may interfere with the functioning of, or poses a security or system stability risk to the Website, Services or any third-party systems, including undermining the integrity of the server, computer or communication systems, networks, software application, computing devices used by ClawCloud and/or any user of the Website or Services, attempting to gain unauthorized access to such server, computer systems or networks, including accessing or scanning other users’ Accounts, and probing, testing, or scanning the vulnerability of the Website or Services;
  5. engage in any fraudulent, deceptive or other unlawful act;
  6. distribute, send, or facilitate the sending or any unsolicited electronic commercial messages, or engage in any form of spamming activities or e-mail marketing that are in breach of applicable laws and regulations or otherwise do any act or thing which, in the sole opinion of ClawCloud, constitutes promotion and marketing message abuse;
  7. use the Website or Services for any activities related to construction or operation of blockchain systems based on resource intensive consensus mechanisms (proof-of-work, proof-of-capacity, etc.), including but not limited to cryptocurrency mining; or operate any public-facing network services that may be abused, such as open proxies, open mail relays, open recursive domain name servers, tor exit nodes, etc;
  8. submit or provide to ClawCloud or disseminate any information or content (including Your Content) or engage in, encourage or facilitate any act that
    1. is or may be defamatory, offensive, libelous, abusive unlawfully threatening or unlawfully harassing;
    2. is or may be obscene or contains or infers any pornography, child pornography, or sex-related merchandising or any other content that otherwise promotes sexually explicit materials, or is otherwise potentially harmful to minors;
    3. promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
    4. involves any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting or expropriating any software or hardware system, data or personal information, or disseminating viruses, male or other malicious code; or
    5. is otherwise objectionable on the grounds of public interest, public morality, public order, public security, national harmony or is prohibited by applicable laws;
  9. modify, alter, tamper with, repair, or create derivative works of any software included in the Website and Services (unless otherwise expressly permitted); decipher, reverse engineer, disassemble, or decompile any part of the Website or Services (or its underlying ideas, algorithms or source code); access any process or procedure to derive the source code of any software in the Website or Services;
  10. copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc made available via the Website and Services (the “Content”); without limiting the generality of the foregoing, copy, reproduce, download, compile or otherwise use any Content for the purposes of operating a business that competes with ClawCloud, or otherwise commercially exploit the Content; systematically retrieve Content from the Services to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from ClawCloud is prohibited; or
  11. access or use the Website or Services in a way intended to avoid the relevant fees or charges.
5. You agree and acknowledge that we have the sole discretion to designate from time to time the domain names or URLs through which you may permitted access to the Services and/or the Website. You shall be solely responsible for implementing any changes necessary from time to time for your systems to interface with the same at your sole cost and expose.
6. You are responsible for maintaining the security of your data, login credentials and end user accounts (including updating software and making and storing backups). You shall establish your own data backup strategy and consistently verify your ability to recover your data effectively. CLAWCLOUD DISCLAIMS ALL LIABILITY AND RESPONSIBILITY PERTAINING TO THE LOSS OR DAMAGE OF YOUR DATA, AS WELL AS ANY CONSEQUENTIAL DAMAGES ARISING FROM SUCH INCIDENTS.
7. ClawCloud shall have the right, to investigate any end user or your breach or violation of the Terms.You agree that, if any violation of these Terms comes into your attention, you shall report such violation to us immediately.
8. ClawCloud shall have the right to report any activities that we consider to be in violation of the Terms or any regulations or laws in any jurisdiction to the relevant enforcement agencies, regulators, government bodies, and any other appropriate third parties and ClawCloud shall have the right to access, disclose and/or remove any content you submitted to ClawCloud or to the Website or Services (including Your Content) in connection therewith or to comply with applicable law, legal process or lawful government requests, or in respect of any claims or potential claims brought against ClawCloud, or its shareholders, subsidiaries or affiliates.
Fees, Payment and Tax
1. General Payment Terms. Certain Services may require payment of fees. We reserve the right to modify the availability of such Services and these payment terms, including Service fees, as permitted by applicable laws. Unless otherwise specifically provided for in these Terms, all fees are in U.S. Dollars and are non-refundable, except as required by law. Pricing information will be listed separately on the Website. The pricing and payment terms in this Section are subject to any pricing and payment terms separately agreed between you and us.
2. Fees. The fees of the Services may also vary across jurisdictions and depending on how you access the Services. Unless stated otherwise, the fees shown on our website exclude taxes and fees that may apply to your purchase. The amount of any applicable taxes or fees will be added to the purchase price and displayed during check-out, prior to your confirmation of the purchase order. You are solely responsible for paying any applicable taxes and fees.
3. Payment Processing. If payment of fees is required, you must make payment using one of the payment methods accepted by us, which we reserve the right to change at any time, at our sole discretion, and which may vary depending on your jurisdiction and the applicable service model. We rely on third-party payment service providers in order to effectuate payments. You agree to abide by any relevant terms of service and any other legal agreement governing your payments processing via those providers.
4. By providing us with a payment method, you:
  1. represent that you are authorized to use that payment method and that all information you provide in connection with the purchase order is accurate;
  2. authorize us to share information relating to you, your purchase order, and your payment method with third-party payment service providers in order to effectuate the payment; and
  3. authorize us (including through third-party payment service payment providers) to charge you for the purchased services using your payment method.
5. Any and all amounts payable by you shall be made without any set-off or counterclaim, and without any deduction or withholding unless with the written consent of ClawCloud.
6. If for any reason, any payment cannot be processed using your provided payment method or is reversed for any reason, we may decline to provide or prevent your continued access to, as applicable, the Services underlying that purchase order.
7. Currently ClawCloud supports the prepaid subscription option or the post-service payment option for the Services:
  1. The prepaid subscription option charges you based on your subscription period or usage package for the products you subscribe to. Prepaid subscriptions will be automatically renewed after the chosen period of subscription comes to an end. If you do not wish to renew your products or services, you need to log in to your Account and configure your Account setting to turn off the automatic renewal option for prepaid subscriptions. We may provide manual recurring payment option or automatic recurring payment option to you. Under the manual recurring payment option, you shall make a payment manually when the prepaid subscription is renewed or when you owe additional fees to us. Under the automatic recurring payment option, you authorize us to charge your default payment method after you place an order for purchasing prepaid Services or when you owe additional fees to us.
  2. The post-service payment option charges you based on what and how much of the Services you have used. If you select this payment option, we may request for preauthorization from the provider of your selected payment method. If the preauthorization is unsuccessful, we may reject the relevant payment method, and/or we may request you to provide us (and/or your payment method provider) such additional information as we may request, including for risk control purposes. If the preauthorization is successful, we will request your payment method provider to release the amount on hold for the preauthorization after approximately 30 days. You authorize us to charge your default payment method upon service consumption reaching certain threshold and at the end of the billing period, but we also have the right to raise invoices at higher frequencies upon prior written notice to you, or if we suspect that your account ‎may be subject to fraud or non-payment risk. The data and records of your product and service usage are logged by our system and are the final conclusive evidence for calculating your product and service fees. To stop billing, you need to log into your Account, shut down the Services you used. We may, at our own discretion, charge interest on any overdue invoice from the due date to the date of the actual receipt of payment at the rate of 0.05% (zero point zero five per cent) per day.
Intellectual Property Right
1. ClawCloud is the sole owner or lawful licensee of all the rights and interests in the Website and Services. All title, ownership and Intellectual Property Rights in the Website and Services shall remain with ClawCloud, our affiliates or licensors of ClawCloud’s content, as the case may be. All rights not otherwise claimed under the Terms or by ClawCloud are hereby reserved. “ClawCloud”, AGBCLOUD and related icons and logos are registered trademarks or trade or service marks of ClawCloud in various jurisdictions and are protected under applicable copyright, trade mark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
2. "Intellectual Property Rights" shall mean:
  1. all rights, title and interest in and to all intellectual property rights, including any and all copyrights, patents, trademarks, service marks, logos, get-up, trade names, internet domain names, rights in designs, rights in computer software, database rights, semi-conductor topography rights, utility models and rights in know-how, in each case whether registrable or not, and including any applications for registration, and all rights or forms of protection having equivalent or similar effect anywhere in the world, and across all platforms and mediums whether now known or in the future invented;
  2. all rights under licences, consents, orders, statutes or otherwise in relation to any of the rights referenced in sub-paragraph a) above;
  3. all rights of the same or similar effect or nature as or to those in sub-paragraphs a) and b) which now or in the future may subsist;
  4. all rights to income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto; and
  5. all rights at law or in equity to sue for past or future infringements of any of the foregoing rights.
3. You retain any rights you may have in Your Content. ClawCloud will not access or use your Your Content except as necessary to maintain or provide the Website or Services or as necessary to comply with applicable laws or regulations. The Terms do not grant either party any rights to the other’s content or any of the other’s Intellectual Property Rights except as set forth otherwise in these Terms or other applicable agreements binding your use of the Website and Services.
4. If you believe that your work has been copied in a way that constitutes copyright infringement, you may provide written notice to ClawCloud with full details as prescribed in regulation 78, Subdivision (1) of Part 5 of the Singapore Copyright Regulations 2021, to be delivered to ClawCloud’s registered address in Singapore.
5. ClawCloud will only process notices in the English language that comply with the Singapore Copyright Act, other applicable laws and the Terms. Any notices that do not comply with the above will be rejected. Upon receipt of a compliant notice of infringement, ClawCloud will duly consider all infringement notices in the above manner and may take further steps depending on the nature of the alleged infringement described in the notice, which may include the matters described in the applicable laws as applicable to network service providers. You agree that you shall not take any legal action or exercise any legal remedy you may have against us in respect of any infringing material, unless you have first given us the infringement notice and sufficient opportunity to remove the infringing material, and thereafter we refuse or fail to remove the infringing material within a reasonable time. Where we remove the infringing material in response to your infringement notice, you agree not to exercise and you hereby waive, any right of action against us under applicable law which you may have in respect of any infringing material appearing on our Website or Services prior to such removal by us.
Restriction, Suspension, or Termination
1. Without prejudice and in addition to its rights and remedies at law or equity (including without limitation as set out in the Terms), ClawCloud may suspend or terminate your Account and your access to Services, or limit or restrict your rights in respect of your Account, the Website or Services (including your right to access or use), or terminate these Terms with you, or do anything ClawCloud deems appropriate, if in the sole opinion of ClawCloud, you or your end users have engaged in (or is likely to engage in) any of the following:
  1. breach of the Terms;
  2. use of the Services in a way that poses a security or system stability risk to the Website or Services or any third party, or disrupts or denies any services provided to any customer, including by attracting DoS or DDoS attacks;
  3. use of the Services in a way that consistently consumes resources in a manner that contravenes the principles of “fair use”; or
  4. becoming the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceedings.
2. If ClawCloud suspends your use of your Account or any of the Services, you shall remain responsible for any and all fees and charges for the Services that you have incurred up to the date of service suspension. You shall be responsible for the fees and charges for the Services that you continue to have access or rights to use.
3. Your rights under any license granted to you by ClawCloud will terminate immediately upon the termination of your use of the Website or Services or your Account.
4. You are entitled to terminate the Terms or your use of the Website or Services at any time. If you terminate the Services, you must pay for the Services provided by ClawCloud until the time provision of Services is terminated.
5. In the event of the termination of these Terms or of your use of your Account or any of the Services for any reason whatsoever:
  1. you shall delete any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc. in your possession which has been made available to you via the Website and Services;
  2. you will lose access to Your Content you have provided to ClawCloud, and ClawCloud may delete Your Content at ClawCloud’s sole discretion unless retention is required under applicable law. You may refer to specific policies and rules provided in the technical documentation for each of the Services; and
  3. any clause which by reasonable implication is intended to survive termination of these Terms shall survive the expiry or termination of these Terms. Without limiting the generality of the foregoing, Clauses 4, 6, 7, 8, 9, 10 and 11 shall survive any termination of these Terms.
Indemnification
1. You hereby agree to defend, indemnify, and hold harmless ClawCloud, our respective affiliates and licensors, and each of ClawCloud, its affiliates’ and licensors’ directors, officers, employees, agents, contractors and representatives harmless from and against any and all losses, damages, claims, liabilities, costs (including legal costs on a full indemnity basis) and expenses (including reasonable attorneys’ fees):
  1. which may arise, directly or indirectly, as a result of or in connection with your use of the Website or Services (including but not limited to the display of your information on the Website, the submission of unlawful materials to us, etc.) or from your breach of any of the Terms;
  2. which may arise, directly or indirectly, as a result of or in connection with any third-party claim concerning your and/or your end users:
    1. use of the Website or Services;
    2. the submission of unlawful materials to us;
    3. breach of the Terms;
    4. breach of any applicable laws;
    5. alleged infringement or misappropriation of third-party rights in respect of Your Content or by use, development, design, production advertising or marketing of Your Content; and/or
    6. any disputes between you, your end users, and/or other third parties.
2. You acknowledge and agree that sharing of your Account with other persons, or allowing multiple users other than yourself or your business entity to use your Account, will cause irreparable harm to ClawCloud and you shall indemnify ClawCloud against any loss or damages (including but not limited to loss of profits) suffered by ClawCloud as a result of such sharing of your Account.
3. You hereby further agree that ClawCloud is not responsible and shall have no liability to you, your end users or any third party, for any material posted or submitted by others, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with you. ClawCloud reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with ClawCloud in asserting any available defenses and indemnify and hold ClawCloud harmless against the reasonable legal fees incurred by ClawCloud in that regard.
Disclaimers and Limitation of Liability
1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE AND SERVICES ARE PROVIDED ON AN "AS IS", "AS AVAILABLE" AND “WITH ALL FAULTS” BASIS, AND CLAWCLOUD HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE OR TRADE, ANY WARRANTY RELATING TO AVAILABILITY, ACCURACY, ERROR RATE, SYSTEM INTEGRITY, UNINTERRUPTED ACCESS, OR ANY WARRANTY AS TO THE WEBSITE OR SERVICES BEING UNINTERRUPTED, ERROR FREE, FREE OF HARMFUL COMPONENTS, SECURE, OR NOT OTHERWISE CAUSING DAMAGE OR LOSS OF FUNCTIONALITY OR DATA. CLAWCLOUD MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE WEBSITE OR SERVICES.
2. The Website may make available to you services or products provided by independent third parties on a pass-through basis. No warranty or representation is made with regard to such services or products. In no event shall ClawCloud and our affiliates be held liable for any such services or products.
3. To the maximum extent permitted under applicable law, ClawCloud shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort, equity or otherwise or any other damages resulting from any of the following:
  1. your use or inability to use the Website and Services;
  2. any delays, inaccuracies, errors or omissions with respect to any communications or transmission or delivery of all or any part of the Website or Services or any defect in goods, samples, data, information or services purchased or obtained from you or any other third party through the Website or Services;
  3. unauthorized access by third parties to you;
  4. your statements or conducts; or
  5. any matters relating to the Website or Services however arising, including negligence.
4. Save only for any warranties, representations, conditions and undertakings by ClawCloud expressly set forth in these Terms, ClawCloud hereby excludes all other warranties, representations, conditions and undertakings, express or implied, to the maximum extent permitted under applicable law. Notwithstanding anything to the contrary in the Terms, unless otherwise provided in other applicable terms by ClawCloud, the aggregate liability of ClawCloud, our employees, agents, affiliates, representatives or anyone acting on its behalf with respect to you for any and all claims arising from or in connection with the Website or Services or the use or inability to use the same shall, if not otherwise excluded or limited, be limited to, in aggregate, the greater of (a) the amount of fees you have paid to ClawCloud or our affiliates for the Services during the calendar year, or (b) USD100 or (c) the amount prescribed by the terms in connection with your use of specific Services. The preceding sentence shall not preclude the requirement by you to prove actual damages. All claims against ClawCloud in respect of any of the matters referenced in this Clause 9.4 must be filed within one (1) year from the date the cause of action arose.
Notice
1. We may provide notice to you under these Terms by posting a notice on the Website or emailing it to any email address associated with your Account. Notices will be deemed to be effective upon posting and notice by email will be deemed effective by the time the email is sent.
2. You must provide notice to us by personal delivery, overnight courier, or registered mail to ClawCloud (Singapore) Private Limited to our registered address at 10 Collyer Quay, #10-01 Ocean Financial Centre, Singapore, 049315. Notice by overnight courier or registered mail will be deemed effective one business day after being sent. Notice provided by personal delivery will be effective immediately upon successful receipt by us.
General
1. These Terms constitute the entire agreement between you and ClawCloud with respect to and governs the use of the Website and Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
2. ClawCloud shall have the right to final interpretation of the Terms. You agree and acknowledge that our interpretation of the Terms is final and binding on you. Our electronic records and logs of transmissions, transactions and communications made by us shall be deemed to be final, conclusive and binding evidence for any purpose whatsoever, save where there is a manifest error.
3. ClawCloud shall have the right to assign and/or novate any part of or all of these Terms (including any of our rights, titles, benefits, interests, and obligations and duties in these Terms) to any person or entity (including any affiliates of ClawCloud). ClawCloud may by written notice to you (which may be posted on the Website) require such novation of the Terms or any part thereof, and you hereby irrevocably agree and consent to any such novation, whereupon ClawCloud shall be released and discharged from all of its obligations under these Terms, as well as all claims, actions and demands arising under these Terms up to the time of such novation. You may not delegate, assign, novate, sub-license or sub-contract, in whole or part, any of the Terms to any person or entity without our prior written consent.
4. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms between You and ClawCloud.
5. If any term herein is adjudicated by a court or tribunal of competent jurisdiction to be void or unenforceable, the validity or enforceability of the remainder of the terms herein shall remain in full force and effect.
6. ClawCloud’s failure to enforce any right or failure to act with respect to any breach by you under the Terms will not waive that right nor waive ClawCloud’s right to act with respect with subsequent or similar breaches.
7. Unless a right or remedy of you or ClawCloud is expressed to be an exclusive right or remedy, the exercise of it by either party is without prejudice to either party’s other rights and remedies at law and/or in equity.
8. You shall do and execute or procure to be done and executed all such further acts, deeds, things and documents as may be necessary to give effect to the Terms.
9. Save for ClawCloud and our affiliates, a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 2001 to enforce any term of this Agreement.
10. Unless otherwise provided in the terms and conditions of the relevant Services, under no circumstances shall ClawCloud be held liable for any delay or failure or disruption of the content or services delivered through the Website and Services resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, internet failures, computer failures, computer viruses, cyber-attacks, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
11. To the extent you receive or possess any non-public or confidential information from us, you agree to treat and hold such information in strictest confidence and not to disclose or use such information except in connection with your use of the Website and/or Service as permitted under the Terms or as separately authorized in signed writing by us.
12. This Agreement shall be governed by the laws of Singapore without regard to its conflict of law provisions. You hereby submit to the exclusive jurisdiction of the courts of Singapore.