Last modified: September 2, 2020
PLEASE READ THIS TERMS OF SERVICE CAREFULLY BEFORE USING RENDERING SERVICES.
This Agreement is between 3S CLOUD (“3S” or “we” or “our”) and you (“you” or your Company collectively or “Client”), who creates an account and/or uses 3S CLOUD’s Rendering Services, and governs the terms and conditions of your use of Rendering Services. This Agreement, together with other supplemental documents expressly incorporated herein by reference and published from time to time by 3S CLOUD (including but not limited to: technical documentation, policies, price schedules), constitutes the entire agreement between 3S CLOUD and you regarding Rendering Services, and supersedes all prior agreements between the parties regarding the subject matter of this Agreement. By using 3S CLOUD Services, you confirm your acceptance of, and agree to be bound by, this Agreement.
1. Definition of Terms
- “Party” or “Parties”: means individually and indifferently the Client or 3S, or means collectively the Client and 3S.
- “Project”: means one or several scenes, occasionally accompanied with its assets, supplied by the Client to 3S for Rendering Services.
- “Rendering Services” or “Service(s)”: means any and all services provided by 3S in the process of generating a single or multiple computer images from a scene using computer processing power.
- “Technical documentation”: means the technical documentation available here: https://3sfarm.io/documents which presents the service in general..
2. Rendering Services
3S is in the business of providing rendering services that you can access to and use of a single 3S account. A 3S account allows you to use our products provided by and connected to the service. It is our goal to provide you with the best access possible to online computing resources available through the Internet. 3S may at its sole discretion modify the features of the Service from time to time without prior notice or acceptance, however, we will do our best to make regular announcements containing such modifications and added features.
3S grants you a personal, non-exclusive and non-transferable, license to use the products and software contained in or made available through the Rendering Services, solely for your own internal purposes and pursuant to the provisions of this Agreement. All rights not expressly granted by 3S to you are retained. You may not:
(1) copy or use 3S’s software or documentation except as permitted by this Agreement,
(2) reverse engineer, decompile, or disassemble 3S’s software.
4. Intellectual Property
Except for the licenses granted herein, the Client has no right, title or interest in or to the Services, products and/or materials belonging to 3S. The Client agrees that 3S or its licensors retain all proprietary rights, title and interest, including copyright and all other intellectual property rights, in and to the Services, products and/or materials belonging to 3S.
The Website and the Services are valuable, proprietary, and unique, and the Client agrees to be bound by and observe the proprietary nature of the Website and the Services. The Website and theServices contain material that is protected by patent, trademark, copyright and trade secret law, and by international treaty provisions.
Notwithstanding the foregoing, the Client retains the property of all its proprietary content provided to 3S for the Services of rendering, which includes the results of the Rendering Services. The proprietary content of the Client is protected by trademark, copyright and trade secret law, and by international treaty provisions. By disclosing information to 3S, the Client does not grant any express or implied right to 3S to or under Client patents, copyrights, trademarks, or trade secret information.
To use our services, you must create an user account to access the Rendering Services, by submitting a complete registration form which is continuously available on our Website.
As part of the registration process for the Rendering Services, you agree to:
(1) provide certain limited information about you as prompted to do so by the Services (such information to be current, complete and accurate); and
(2) maintain and update this information as required to keep it current, complete and accurate;
(3) secure your personal password, under your own responsibility, for its proper storage.
If 3S discovers that any of your registration data is inaccurate, incomplete or not current, we may suspend or terminate your right to access and receive the Rendering Services immediately upon notice per email to the registered email address. 3S may also reject a registration application if it determines, in its sole discretion, that the user is not an appropriate subscriber or user of the Service.
The data from our registration form is collected in a storage by 3S (responsible for the treatment) for the creation of your account, the use of our service and client support. We keep it for the duration of our sales relationship. It is used by the marketing and the customer service departments. This data may be transferred to our emailing partner which sends the communication to which you can unsubscribe anytime (newsletter, promotion, etc.).
7. Payment of Fees
3S offers the Rendering Services in consideration of the Fees as displayed on the Website. The applicable Fees for the Rendering Services are those that are displayed at the time you place your order. 3S reserves the right to change the Fees or applicable charges and to institute new charges at any time. In the event you cancel the Rendering Services, 3S will not refund any Fees already paid by you, even in case you don’t use the Services.
Each 3S user has a balance. Each time you run a project, the amount corresponding to the render time charged is automatically removed from your balance. If your project costs more than the amount you have left in your balance, you will be asked to pay the difference.
8. Trial Offers, Coupons, Credits and Special Offers
3S reserves the right to discontinue or modify any promotional offer at its own discretion. Free Trial terms may vary by promotional offer.
3S, in its sole discretion, may terminate your account or use of the Rendering Services and remove and discard any data within the Service if necessary or if you fail to comply with this Agreement. You may terminate your user account upon notice to 3S at any time; however, you will not receive a refund of any portion of your fees paid to 3S. Upon termination by 3S or at your direction, all your user data will be deleted. Upon termination of an account, your right to use such an account and the Service immediately ceases. 3S shall have no obligation to maintain any Data stored in your account or to forward any Data to you or any third party.
3S shall treat as confidential all “Information” obtained from the Client pursuant to this Agreement and shall not disclose such Confidential Information to any person (except to its own employees and then only on a need to know basis) without the Client’s prior written consent provided that this Clause shall not extend to information which is already public knowledge or becomes so at a future date (otherwise than as a result of a breach of this Clause) or which is trivial or obvious.
3S shall ensure that its employees are aware of and comply with the provisions of this Clause.
All Confidential Information shall remain the property of the Client.
3S shall be obligated to protect the Confidential Information by using the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, dissemination, or publication of the Confidential Information as 3S uses to protect its own Confidential Information of a like nature.
3S declares that it does not consult the project(s) provided by the Client, as well as the results of the Rendering Services delivered by its computers.
You undertake to keep confidential and not to disclose to any third party, all “Information” (including but not limited to: information, data, know-how, etc.) obtained from (and belonging to) 3S by using the Services.
11. Limitation of Liability
3S warrants that it will use all reasonable efforts to perform the Services conforming generally accepted industry standards. 3S is only held by an obligation of means.
The Client acknowledges that 3S reserves the right to suspend the Services in case of non-payment for any overdue invoice. Thus, in no circumstances, the Client may ask for some
compensation to 3S, in the event of the interruption of the Services arising from any incident of payment.
3S makes every reasonable effort to maintain the Servers and the Services but 3S shall not, in any event, be liable for interruptions of the Services (subject to regularly scheduled server and network maintenance cycles) or down-time of the Servers. Indeed, because many events and circumstances are beyond the control of 3S, 3S does not in any way warrant or otherwise guarantee the availability of the Services and is not responsible for any delay or loss of data, lack of connection, slow connection, or any other such issues whether due to the active or passive negligence of 3S. 3S shall have the right to suspend the Services, as briefly as possible, at any time and for any reason, generally without notice, but if such suspension lasts or is to last for more than three (3) days the Client will be notified of the reason.
The client acknowledges and agrees that 3S, its agents, executive, or employees shall not be liable to anyone for any direct or indirect, incidental, unitive, exemplary, special, consequential damages or similar damages, including any lost profits or lost data arising out of the use or inability to use the services even if 3S, its agents, executive, or employees have been advised of the possibility of such damages. The client acknowledges and agrees that under no circumstances shall 3S, its agents, executive, or employees be liable for any loss, cost, expense, or damage to the client in an amount that collectively exceeds the fees of the services.
12. Disclaimer of Warranties
3S Cloud makes no representation, warranty, or guarantee as to the reliability, timeliness, quality, suitability, truth, availability, accuracy or completeness of the service or any content. 3S does not represent or warrant that:
(i) the use of the service will be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data,
(ii) the service will meet your requirements or expectations,
(iii) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your requirements or expectations,
(iv) errors or defects will be corrected,
(v) the service or the servers that make the service available are free of viruses or other harmful components.
The service and all content is provided to you strictly on an “as is” basis. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed to the maximum extent permitted by applicable law by 3S.
The Client agrees to indemnify, defend and hold 3S harmless from and against any and all suits, losses, liabilities, damages, awards, claims, settlements, costs and expenses (including reasonable attorneys’ fees and costs), arising out of or otherwise relating to the use of the content provided by the Client for the Services of rendering, and concerning i) the infringement or violation of any third party patent, trademark, copyright or other proprietary right or interest, ii) an act of unfair or parasitic competition, iii) a “breach of the peace”, iv) an offense against public decency, v) the violation of any legal stipulation.
The Client shall indemnify and hold 3S and its parents, subsidiaries, affiliates, officers, directors, employees, attorneys, and agents, harmless from and against any and all claims, costs, damages, losses, liabilities, and expenses (including attorneys’ fees and costs) arising out of or in connection with its use of the Services or breach of this Agreement.
14. Force Majeure
3S shall not be deemed to be in breach of this Agreement, or otherwise to be liable to the Client, by reason of any delay in performance, or nonperformance, of any of its obligations hereunder to the extent that such delay or non-performance is due to any Force Majeure of which it has notified the Client, and time for performance of that obligation shall be extended accordingly.
15. Relationship between the Parties
Given that the Parties are independent contractors, this Agreement shall be binding upon them only for the purposes set forth herein. Consequently, the provisions of this Agreement shall not, under any circumstances, be interpreted as creating any association or partnership between the Parties or as conferring any mandate from one Party to the other. Moreover, neither Party may bind the other in any manner whatsoever or in favour of anyone whomsoever, except in accordance with the provisions of this Agreement.
If any provision or provisions of this Agreement shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
The Parties are committed to replace ineffective provisions with those that are effective and to the best degree fulfil the intended economic purposes of the Parties.
17. Amendment to Terms
3S reserves the right to change the terms and conditions of this Agreement or its policies relating to the Rendering Services at any time and shall notify you by posting an updated version of this Agreement on the Website. You are responsible for regularly reviewing this Agreement. Continued use of the Rendering Services after any such changes shall constitute your consent to such changes.