Terms of Service

Your Agreement with FormNinja

1.1 Your use of FormNinja Services is governed by this agreement (the “Terms”). “FormNinja” means Oursky Limited, located at 10B, Great Wall Factory Building, Cheung Shun St, Cheung Sha Wan, Hong Kong, and its subsidiaries or affiliates involved in providing FormNinja Services. “FormNinja Services” refers to the services FormNinja makes available through this website, including this website, the FormNinja Portal, the FormNinja API, and any other software or services offered by FormNinja in connection to any of those.

1.2 In order to use FormNinja Services, you must first agree to the Terms. You can agree to the Terms by actually using FormNinja Services. You understand and agree that FormNinja will treat your use of FormNinja Services as acceptance of the Terms from that point onward.

1.3 You may not use FormNinja Services if you are a person barred from receiving FormNinja Services under the laws of the United States or other countries, including the country in which you are a resident of or from which you use FormNinja Services. You affirm that you are over the age of 13, as FormNinja Services are not intended for children under 13.

1.4 You agree that your purchase of FormNinja Services is not contingent on the delivery of any future functionality or feature, or dependent on any oral or written public comments made by FormNinja or any of its affiliates regarding future functionalities or features.

2. Your Account and Use of FormNinja Services

2.1 You must provide accurate and complete registration information when you register to use FormNinja Services. You are responsible for the security of your passwords and any use of your account. If you become aware of any unauthorized use of your password or your account, you agree to notify FormNinja immediately.

2.2 Your use of FormNinja Services must comply with all applicable laws, regulations, and ordinances, including any law regarding the export of data or software.

2.3 You agree not to (a) access (or attempt to access) the administrative interface of FormNinja Services by any means other than through the interface that provided by FormNinja in connection with FormNinja Services, unless you have been specifically allowed to do so in a separate agreement with FormNinja; and (b) engage in any activity that interferes with or disrupts FormNinja Services (or the servers and networks which are connected to the Service).

2.4 Your account has “hard” and “soft” usage limits, as further explained here (or such URL as FormNinja may provide). FormNinja Services does not permit you to exceed the hard usage limits. FormNinja reserves the right to enforce soft usage limits in its sole discretion, which may result in FormNinja serving a page indicating “quota exceeded” page or “services temporarily not available” to you or users whom you serve API to via the FormNinja Services (“End Users”). Repeatedly exceeding the hard or soft usage limits may lead to termination of your account.

2.5 You may not access or use FormNinja Services for the purpose of bringing an intellectual property infringement claim against FormNinja or creating a product or service that competes with FormNinja Services.

2.6 FormNinja Services is a hosted document processing software, which enables you to pull Parsed Content from Processed Documents, based on the Parsing Rules defined by you. FormNinja Services provides you with the possibility to download or send the Parsed Content to External APIs. FormNinja Services does not include any storage services. You has the sole responsibility to ensure that all data contained in the Processed Documents, Content, and Parsed Content are saved.

3. Service Policies and Privacy

3.1 You agree that you will protect the privacy and legal rights of the End Users of your application. You must provide legally adequate privacy notice and protection for End Users.

4. Fees for Use of the FormNinja Services

4.1 Subject to the Terms, FormNinja Services is provided to you without charge up to certain limits. Usage over this limit requires your purchase of additional resources or services. Unless and until FormNinja and you have executed a quote document specifically referencing this Agreement with respect to amounts due on resources and services (a “Quote”, which is hereby incorporated by reference, if applicable), and unless your subscription to (and payment with respect to) the resources and services has been made on your’s behalf by a reseller, you will pay the pricing for additional resources and services at https://opensolai.ca/pricing or any such URL as FormNinja may provide.

4.2 For all purchased resources and services, we will charge you with the method of payment set forth in the pricing or quote on a monthly basis or otherwise at the interval agreed between you and FormNinja. Late payments may bear interest at the rate of 1.5% per month (or, if indicated as less, the highest rate permitted by law). Charges are exclusive of taxes. You are responsible for paying all taxes and government charges, and all reasonable expenses and attorneys' fees FormNinja incurs collecting late payments. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within 60 days after the charge (this does not affect your credit card issuer rights). Charges are solely based on FormNinja’s measurements of your use of FormNinja Services, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if there are any) are at the discretion of FormNinja and only in the form of credit for FormNinja Services. Nothing in these Terms obligates FormNinja to extend credit to any party.

4.3 You acknowledge and agree that any credit card and related billing and payment information that you provide to FormNinja may be shared by FormNinja with companies who work on FormNinja's behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to FormNinja, and servicing your account. FormNinja may also provide information in response to valid legal process, such as subpoenas, search warrants, and court orders, or to establish or exercise its legal rights or defend against legal claims. FormNinja shall not be liable for any use or disclosure of such information by such third parties. FormNinja reserves the right to discontinue the provision of FormNinja Services to you for any late payments.

4.4 FormNinja may change its fees and payment policies for FormNinja Services by notifying you at least fifteen (15) days before the beginning of the billing cycle in which such change will take effect. Changes to the fees or payment policies will be posted on the website (or any other URL FormNinja may provide from time to time).

4.5 Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.

5. Proprietary Rights

5.1 You acknowledge and agree that FormNinja (or FormNinja’s licensors) owns all legal rights, titles, and interest in and to FormNinja Services, including any intellectual property rights that subsist in FormNinja Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).

5.2 Except as provided in Section 7, FormNinja acknowledges and agrees that it obtains no right, title, or interest from you (or your licensors) under these Terms in or to any Content that you create, submit, post, transmit or display on, or through FormNinja Services, including any intellectual property rights that subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with FormNinja, you agree that you are responsible for protecting and enforcing those rights and that FormNinja has no obligation to do so on your behalf.

6. License from FormNinja and Restrictions

6.1 FormNinja gives you a personal, worldwide, royalty-free, non-assignable, and non-exclusive license to use the software provided to you by FormNinja as part of FormNinja Services. This license is for the sole purpose of enabling you to use and enjoy the benefits of FormNinja Services as provided by FormNinja, in the manner permitted by the Terms.

6.2 You may not (and you may not permit anyone else to): (a) copy, modify, create a derivative work of, reverse engineer, decompile, or otherwise attempt to extract the source code of FormNinja Services or any part thereof, unless expressly permitted or required by law or you have been specifically told that you may do so by FormNinja in writing (i.e., through an open-source software license); or (b) attempt to disable or circumvent any security mechanisms used by FormNinja Services or any Applications running on FormNinja Services.

6.3 Open-source software licenses for components of FormNinja Services are released under an open-source license and constitute separate written agreements. To the limited extent that the open-source software licenses expressly supersede these Terms, the open-source licenses govern your agreement with FormNinja for the use of the components of FormNinja Services released under an open-source license.

6.4 FormNinja hereby grants you a limited, non-exclusive, royalty-free, and nontransferable license, with no right to sub-license, to display the FormNinja trademarks and/or logos as provided here (“Marks”) for the sole purpose of promoting or advertising that you use the FormNinja Services. You agree that all goodwill generated through your use of the FormNinja Marks shall inure to the benefit of FormNinja.

7. License from You

7.1 You retain copyright and any other rights you already hold in the Content, and you are responsible for protecting those rights as appropriate. You hereby grants FormNinja a non-exclusive, non-transferable, non-sub-licensable, worldwide, royalty-free license to use, collect, transfer and process the Content for the sole purpose of providing the Services to you under the terms of the applicable terms and this agreement.

7.2 You further understands and acknowledges that FormNinja may generate "Derived Data" from the Content. "Dervied Data" means data submitted to, collected by, or generated by FormNinja from the Content in connection with your use of FormNinja Services. You hereby agrees and understands that FormNinja may freely use Derived Data for its internal business purposes (including without limitation, for the purposes of improving, testing, operating, promoting and marketing FormNinja's products and services).

7.3 You may choose to or we may invite you to submit comments or ideas about FormNinja Services, including, without limitation, how to improve FormNinja Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction and will not place FormNinja under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.

7.4 You agree that FormNinja, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names, and other distinctive brand features in presentations, marketing materials, customer lists, financial reports, and website listings (including links to your website) for the purpose of advertising or publicizing your use of FormNinja Services.

8. Modification and Termination of the FormNinja Services

8.1 FormNinja is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of FormNinja Services that FormNinja provides may change from time to time without prior notice to you, subject to the terms in Section 4.4. Changes to the form and nature of FormNinja Services will be effective with respect to all versions of FormNinja Services. Examples of changes to the form and nature of the FormNinja Services include, but are not limited to, changes in fee and payment policies, security patches, added functionality, and other enhancements.

8.2 You may terminate these Terms at any time by canceling your account on FormNinja Services. You will not receive any refunds if you cancel your account.

8.3 FormNinja may terminate these Terms upon 15 days’ written notice to you with or without reason.

8.4 You are solely responsible for exporting your Content from FormNinja services prior to the termination of your account for any reason, provided that we give you a reasonable opportunity to retrieve your Content before terminating the account.

8.5 Upon termination of your access to FormNinja Services or your account, these Terms will also terminate, but Sections 6.1, 8, 9, 10, 11, and 13 shall continue to be effective after these Terms are terminated.

9. Exclusion of Warranties

9.1 Nothing in these terms, including Sections 9 and 10, shall exclude or limit FormNinja’s warranty or liability for losses that may not be lawfully excluded or limited by applicable laws.

9.2 You expressly understand and agree that your use of FormNinja services is at your sole risk and that FormNinja service is provided “as is” and “as available.”

9.3 FormNinja, its subsidiaries and affiliates, and its licensors, make no express warranties and disclaim all implied warranties regarding FormNinja services, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Without limiting the generality of the foregoing, FormNinja, its subsidiaries and affiliates, and its licensors, do not represent or warrant to you that: (a) your use of FormNinja services will meet your requirements; (b) your use of FormNinja services will be uninterrupted, timely, secure or free from error; and (c) usage data provided through FormNinja services will be accurate.

10. Limitation of Liablility

10.1 Subject to Section 9.1, you expressly understand and agree that FormNinja, its subsidiaries and affiliates, and its licensors shall not be liable to you for any direct, indirect, incidental, special consequential, or exemplary damages that may be incurred by you, however caused and under any theory of liability. This shall include, but not be limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss of data suffered, cost of procurement of substitute goods or services, or other intangible loss.

10.2 The limitations on FormNinja’s liability to you in Section 10.1 shall apply whether or not FormNinja has been advised of or should have been aware of the possibility of any such losses arising.

10.3 You and FormNinja agree that the total liability of the other party for all claims of any kind arising as a result of or related to this agreement, or to any act or omission of another party, whether in contract, tort, or otherwise, will not exceed an amount equal to the amount actually paid by you to FormNinja for the services during the one year period preceding the date the claim arises.

11. Indemnification

11.1 You agree to hold harmless and indemnify FormNinja and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers, or partners (collectively “FormNinja and Partners”) from and against any third party claim arising from or in any way related to: (a) your breach of the Terms; (b) your use of FormNinja Services; (c) your violation of applicable laws, rules, or regulations in connection with FormNinja Services; and (d) your Content or your Application, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs, and attorneys' fees of every kind and nature. In such a case, FormNinja will provide you with written notice of such claim, suit, or action.

12. Changes to the Terms

12.1 FormNinja may make changes to the Terms from time to time. If we change the Terms in any substantive way, we will give you at least seven (7) days notice before the changes take effect, during which period of time you may reject the changes by terminating your account.

12.2 You understand and agree that if you use FormNinja Services after the date on which the Terms have changed, FormNinja will treat your use as acceptance of the updated Terms.

13. General Legal Terms

13.1 The Terms constitute the whole legal agreement between you and FormNinja and govern your use of the FormNinja Services (but excluding any services which FormNinja may provide to you under a separate written agreement), and completely replace any prior agreements between you and FormNinja in relation to FormNinja Services.

13.2 There are no third-party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership, or joint venture.

13.3 If FormNinja provides you with a translation of the English language version of these Terms, the English language version of these Terms will take precedence if there is any conflict.

13.4 You agree that FormNinja may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on FormNinja Services. By providing FormNinja your email address, you consent to our use of the email address to send you any notices required by law in lieu of communication by postal mail.

13.5 You agree that if FormNinja does not exercise or enforce any legal right or remedy that is contained in the Terms (or in which FormNinja has the benefit of under any applicable law), this will not be taken to be a formal waiver of FormNinja’s rights and that those rights or remedies will still be available to FormNinja.

13.6 FormNinja shall not be liable for failing or delaying performance of its obligations resulting from any conditions beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood, other acts of God, labor conditions, power failures, and internet disturbances.

13.7 The Terms, and your relationship with FormNinja under the Terms, shall be governed by the laws of the Hong Kong Special Administrative Region without regard to its conflict of laws provisions.

13.8 Neither party may assign any of its rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, either party may assign the entirety of its rights and obligations under these Terms, without consent of the other party, to its affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets (and not involving a direct competitor of the other party). A party’s sole remedy for any purported assignment by the other party in breach of this paragraph shall be, at the non-assigning party’s election, termination of your use of FormNinja Services upon written notice to the assigning party.