StraightArrow Subic Corporation (“SA Subic”), is a domestic corporation duly organized and existing under and by virtue of the laws of the Republic of the Philippines, with principal office address at Unit 2-9, Subic Creative Center Bldg., Manila Ave. cor. Dewey Ave., Central Business District, Subic Bay Freeport Zone, 2222. SA Subic is a branch office of StraightArrow Corporation a domestic corporation duly organized and existing under and by virtue of the laws of the Republic of the Philippines, with principal office address at 5F, Silver City 1 Annex Bldg., Frontera Verde Drive, Pasig City, Philippines 1600.
Blink is a product solution that enables our clients to manage their online scheduling activities, client management, payment and billing as well as online marketing efforts (the “Services”). Blink is designed to minimize the workload related to building an online solopreneur-driven business. Blink is powered by vCita, Inc., a corporation registered with the State of Delaware, USA.
Through a subscription model, we provide our clients the license needed to create their individual accounts, and set-up and configure their information, services and offers on these accounts.
Blink offers a Monthly Subscription Plan at $99 and an Annual Subscription Plan at $999. The Monthly plan is a pay-per-use option for our customers that allows them to access and use all the features of their solution within a month’s period. The Annual Plan is a one-time-payment option for our customers that allows them to access and use all the features of our solution within a year from accessing Blink’s Services. Both plans require no lock-in period and can be cancelled anytime.
As the software for the Services is created and maintained by vCita, Inc. (“vCita”), vCita’s Data Processing Addendum (“Addendum”) is deemed part of this Agreement. You may access the Addendum here: https://support.vcita.com/hc/en-us/article_attachments/360004847693/vcita_customer_data_protection_addendum.pdf).
In this Agreement, “SA Subic”, “we”, “us”, “our” refers to StraightArrow Subic Corporation, including its affiliates and related corporations as defined under The Revised Corporation Code of the Philippines.
- Use of Services. The use of the Services is conditioned upon your agreement to the terms and conditions contained in this Agreement and the payment of the Subscription Fee.
- Amendments. SA Subic, at its sole discretion, reserves the right to make changes, at any time, to this Agreement (including any additional terms and conditions applicable to the Services) by posting the amended Agreement at “https://app.justblinkit.com/site/blink” (the “website”) or within the Services. Amendments to the Agreement will be effective within seven (7) days after posting of the amended Agreement. The amendments, however, will not apply to any dispute of which we receive actual notice before the amended Agreement is in effect. Your use of Services after the amended Agreement comes into effect constitutes your agreement to the amended Agreement.
- Our Services consist of client relations management solutions, online calendar management, online billing and invoicing, marketing automation, and an online client portal through a technological platform (“Web-App”) provided and operated by vCita. We offer access to the Services through the Internet through the website or any successor website.
- The website and any software/client program that we make available in connection with the Services (“Software”) are an active part of the Services and any use of the foregoing is governed by this Agreement. We do not represent or warrant that the Services will be compatible with your browser or mobile device.
- It is your sole responsibility to ensure that you use a compatible web browser, mobile device or other equipment and software to access and use the Services.
- LICENSE TO USE
- Subject to your agreement to and compliance with the terms and conditions of this Agreement, we grant to you a non-exclusive, non-transferable, revocable, limited license to use the Services (including the Software in connection with the Services) in accordance with this Agreement.
- In the event of your any violation of the terms of this Agreement, we are entitled to immediately terminate this license, without any liability to you.
- INTELLECTUAL PROPERTY RIGHTS
- The Services comprise of programs supported and hosted by vCita that are protected by copyright, trademark, and other intellectual property laws. vCita reserves all rights, including without limitation, intellectual property rights and other rights, in respect of the Services. You may not use the Services or the intellectual property comprised in the Services in a manner that constitutes an infringement of vCita’s rights. You shall not create, modify, adapt, reverse engineer, recompile, reproduce, publish or distribute any derivative works of any software, utilities, applications, simulators, tools, files or intellectual property derived from, forming or otherwise used to provide the Services, or otherwise use the Software and Services except as may be expressly provided in this Agreement or to the extent permitted by law or relevant open source licenses. You are not permitted to sell, auction, trade, sublicense, rent, lease, loan or transfer any Account or any copyrighted material.
- The Blink trademark, logo, icons, domain names, and any other features of the Blink trademark are the sole property of StraightArrow. This agreement does not grant you any rights to use any of Blink’s brand features whether for commercial or non-commercial use.
- ACCOUNT CREATION AND ACCESS TO SERVICES
- Account Creation. To gain access to the Services, you are required to have an account (the “Account”) established with us, which shall be created through an online subscription form. An Account authorizes only five end users to access the Services. You and your authorized end users are liable for all activities conducted through your Account.Any person whose Account or access through which has been suspended or terminated by us or any person who has been banned or removed from any Services may not access the Services in any manner or for any reason, including through any other Account, without our express written permission.
- User ID. At the time your Account is opened, you and your authorized end users will be required to choose a name to identify yourself (your “User ID”).You shall not express, show, publish, announce any contents or act any activities which violates SA Subic, vCita, or any third party’s trademark right, copyright, or other proprietary right, or which may mislead others to believe you to be an employee of ours, or which we deem in our sole discretion to be vulgar or otherwise offensive, through your Account or under your User ID.
- Account. We reserve all rights to maintain, manage, consolidate, switch, migrate, terminate, dispose, alter and administer our servers and the data of the Services for the provision of the Services as we may deem fit in our sole discretion without any liability to you whatsoever.
- Passwords and Security. At the time your Account is opened, you and your authorized end users must select a password. You and your authorized end users are responsible for maintaining the confidentiality of your respective passwords and you are responsible for any harm resulting from your disclosure or allowing the disclosure of your respective passwords or from use by any person of your password to gain access to your Account and Account ID. At no time should you respond to an online request for a password, or use your Account, or password on any other platform without being licensed by us. We will never ask for your password offline or online, except that you will be required to enter your password as part of the log-on process, or when you are requesting us to perform certain service that requires your password authentication, in which case you will only send your password to our designated email address or our website.You agree to (a) notify us immediately if you are aware or reasonably suspect of any unauthorized use of your Account or password, and (b) ensure that you exit from your Account at the end of each session.
- Right to Monitor and Remove Accounts and Contents. We have the right to review and monitor all Accounts, all access to the Services, Internet Protocol addresses, online communications and all content submitted for or included in the Services.Subject to the provisions of the Data Privacy Act of 2012 and its Implementing Rules and Regulations, you agree that we have the right to monitor, collect, use, remove, alter, suspend and disclose all such data, information and content as we, in our sole discretion, believe necessary or appropriate for provision of the Services, to investigate or resolve possible problems or inquiries, for any legal process, for compliance with any laws or regulations, to enforce the terms of this Agreement or in our good faith belief that it would aid in protecting the rights, property or safety of any person.We further reserve the right in our sole discretion to remove, suspend or terminate any Accounts and/or access through any Accounts and/or content in the event of any breach of any terms of this Agreement, without any prior notice, without any liability whatsoever.
- SUBSCRIPTION FEE
- Subscription Plan. The Services may be availed on a monthly or annual subscription plan (“Subscription Plan”). You are required to pay a subscription fee to us in accordance with your Subscription Plan to gain access to and use the Services.Your subscription is deemed as your consent to the Subscription Plan. Your subscription will be automatically renewed on a monthly or annual basis until either party cancels or terminates the subscription.The limited license is provided for a period of one (1) month or one (1) year depending on the selected subscription, commencing from the date of your payment of the corresponding Subscription Fee. Upon the expiry of the license, we no longer have any obligation to allow access to the Services. You agree that we are only obliged to continue allowing access to Services from one (1) month or one (1) year, as applicable, from the date of your payment of the Subscription Fee. Thereafter, you agree and acknowledge that we may terminate any and all Services at any time in our sole discretion, without any liability to you whatsoever, without prejudice to our clause on Limitation on Liability.All applicable taxes on the Subscription Fee shall be for your sole account.
- Payment Terms. The Subscription Fee shall be paid through any of the following modes: PayPal or Credit Card. Upon receiving your payment of the Subscription Fee, you shall be allowed access to our Services, provided you are already registered as a User. In this regard, the delivery of the Services has occurred when you first use any of the Services offered upon your payment of the Subscription Fee. You are encouraged to use the Services promptly and we shall not be liable to you in any manner (whether for the refund of the Subscription Fee or otherwise) if you do not use the Services by the expiry of the license (unless, and to such extent that, such failure to use is due to a breach by us of this Agreement).Upon payment of the Subscription Fee, you agree that none of the Services are eligible for return, and that the Subscription Fee is not refundable, in whole or in part.
- INTERRUPTION OF SERVICES
- We reserve the right to interrupt the Services from time to time on a regularly scheduled basis or otherwise with or without prior notice in order to perform maintenance.
- You acknowledge that the Services may be interrupted for unforeseen circumstances or causes beyond our control, and we cannot guarantee that you will be able to access the Services or your Account whenever you may wish to do so. In any event, we shall not be liable for any interruption of the Services arising from unforeseen circumstances or causes beyond our reasonable control, including without limitation acts of God, acts or regulations of government, military authorities and political interferences with our activities, network, server or infrastructure failures or shortages of labor, fuel, energy or technological facilities.
- Notwithstanding any other provision in this Agreement, we shall not be obligated to refund any portion of any Subscription Fee or otherwise provide any compensation or have any liability by reason of any interruption of the Services by reason of any of the circumstances described above.
- DISCLAIMER OF WARRANTIES
- vCita, through SA Subic, provides the platform and the services on an “as is” and “as available” basis, and vCita and SA Subic hereby expressly disclaim all warranties or conditions of any kind, written or oral, express, implied or statutory, including without limitation any implied warranty of title, noninfringement, merchantability or fitness for a particular purpose. Without limiting the foregoing, given our arrangement with vCita and though we intend for the materials used in the website or the Web-App to be accurate and for the Services to be reliable, we do not warrant or represent that the software, the account, the Services, or other related services will meet your requirements, or that the software, the account, the Services, or other related services will be uninterrupted, error-free, continuous, secure, virus-free, or that the defects in the software, the account, or services will be corrected. We do not warrant or make any representation regarding the use or the results of the use of the software, the account, the Services, or any other services or related documentation in terms of their correctness, accuracy, quality, reliability, appropriateness for a particular task or application, or otherwise. No oral or written information or advice given by us or our authorized representatives shall create a warranty. You are entirely responsible for and assume all risk for use of the software, the account, the Services, and all other services. We do not warrant or represent that our security procedures will prevent the loss or improper access to your data. We are not responsible for transmission errors or corruption or security of information carried over telecommunication lines or for any breach of this agreement by any user or loss of records or other data.
- LIMITATION OF LIABILITY
- Under no circumstances shall SA Subic and vCita, its officers, agents, or employees, involved in creating or delivering the Services be liable for any direct, indirect, incidental, or consequential damages that result from the use of or inability to use the Services.
- User’s and his authorized end users’ exclusive remedies for all damages, losses, and causes of actions whether in contract, tort including negligence or otherwise, shall not exceed the aggregate amount which they paid during the term of this Agreement.
- User undertakes to defend, indemnify, save and hold SA Subic harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorneys’ fees, (collectively “Liabilities”) asserted against SA Subic, its contracted providers, agents, officers and employees, that may arise or result from the use of Services by User, its agents, employees or assigns.
- You may cancel or terminate your subscription, with or without cause. In the event of termination, the unused Subscription Fee shall no longer be refunded.
- MISCELLANEOUS PROVISIONS
- Governing Law. This Agreement shall be governed by and be construed in accordance with the applicable laws, rules and regulations of the Philippines.
- Dispute Resolution. If there is a dispute between the parties concerning the terms of this Agreement or the performance under this Agreement and the parties are unable to resolve it between themselves, then the dispute or conflict shall be submitted to arbitration in accordance with applicable arbitration rules. The venue of the arbitration proceedings shall be the City of Pasig, Philippines.
- Binding Effect. Except as otherwise expressly provided, this Agreement shall inure to the benefit of and be binding upon each party thereto, and their respective successors and assigns.
- Waiver. Waiver by SA Subic of a particular breach of this Agreement by User shall not be construed as, or constitute, a continuing waiver of such breach, or of other breaches of the same or other provisions of this Agreement.
- Separability Clause. In the event that any one or more of the provisions of this Agreement are declared invalid, illegal, or unenforceable, such provision/s shall be deemed stricken out, and the invalidity, illegality, or unenforceability of those provision/s shall not affect the rest of the Agreement, which shall remain in full force and effect.