Acceptance of Terms
Welcome to ERPOnline.vn'. This "Terms of Services" (TOS) applies to all those are using any form of services provided by ERPOnline.vn. The ERPOnline.vn is also referred to as "The website".
The list below identifies different terms being usage through the website:
- "Odoo" is an open source comprehensive and integrated software suite of business applications including but not limited to Sales, Purchase, CRM, Project management, Warehouse management, Manufacturing, Accounting and Human Resources, etc.
- "Odoo" is a trademark of Odoo S.A whose internet home is at www.odoo.com. ERPOnline.vn and the company behind are not affiliated with or endorsed by Odoo S.A.
- "Odoo instance" is an instance of Odoo software hosted at ERPOnline.vn. The "Odoo instance" is also referred to as an "Instance", an "ERP" or an "ERPOnline instance".
- "Computing resources" is referred to Monthly Bandwidth and/or Storage and/or Paying User Accounts and/or Number of Backups that allocated to an Instance.
- A "Plan" is referred to a set of computing resources including but not limited to Monthly Bandwidth, Number of Paying User Account, Storage, Number of Backups, etc, which may vary from time to time in compliance with ERPOnline's sales policy. Each and every Instance must be associated with one Plan to work.
- An "Addon" is referred to one or more computing resources that extends plan's capacity.
The list below identifies different client types; it is inclusive but not exhaustive:
- "Account Holders" or "Clients" are any individual with an "Odoo instance" hosted by ERPOnline.vn.
- “Partners” - any developer or agent who has their clients’ Odoo instance hosted at ERPOnline.vn.
ERPOnline.vn reserves the right to update and change this TOS without notification. The TOS will also be applicable to the use of any ERPOnline.vn trial-based Services. By using any ERPOnline.vn Service, you are accepting this TOS.
Description of Services
ERPOnline.vn provides each Client one or more Odoo instances hosted at ERPOnline.vn that accessiable via the Internet with appropiate authentication methods. Each instance may have either limited or unlimited computing resource based on the Plan purchased. Additional resources are made available to Clients at extra cost, but the type and number of resources available depend on the type of Plan the Client has purchased. Unless explicitly stated, any new features that augment or enhance the current Service, including the release of new ERPOnline.vn tools and resources, shall be subject to the TOS. In order to use the Service, Clients must obtain access to the World Wide Web, either directly or through devices that access Web-based content, and pay any service fees associated with such access. In addition, Clients must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device.
By using ERPOnline.vn Services, Clients also understand and agree that Services may include certain communications from ERPOnline.vn, such as service announcements, administrative messages and newsletters. These communications are considered part of ERPOnline.vn Services and Clients may not be able to opt out of receiving them. Unless explicitly stated, any new features that augment or enhance the current Services, including the release of new ERPOnline.vn properties, shall be subject to the TOS.
In order to use ERPOnline.vn Services, Clients register to become an Account Holder. At that point the Client is issued with an ID number. To be an Account Holder with a website, Clients must provide ERPOnline.vn with a valid email address and other registration data during registration process. Account Holders also select a password during the registration process. Account Holders are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account.
Clients agree to (a) immediately notify ERPOnline.vn of any unauthorized use of passwords or account or any other breach of security, and (b) ensure that the account is exited at the end of each session.
ERPOnline.vn cannot and will not be liable for any loss or damage arising from Client failure to comply with these expectations. In consideration of use of Services, Clients agree to (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form, and (b) maintain and promptly update registration data to keep it accurate, current and complete. If Clients provide any information that is untrue, inaccurate, not current or incomplete, or ERPOnline.vn has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, ERPOnline.vn has the right to suspend or terminate the Client account and refuse any and all current or future use of Services. Users under 13 years of age are required to have a parent or guardian review and complete the registration process.
- Each and every Client when deploying an instance will be allocated with a sub-domain in form of "yourcompanyname.erponline.vn", where "yourcompanyname" is the client choice provided that yourcompanyname is still idle and available.
- The sub-domain will be associated with the corresponding domain for the whole lifetime of the instance at free of charge
Custom Domain Names
A Custom domain name is a domain name (e.g. yourcompany.com) owned by the Client and can be associated with ONE instance at a time as another option beside the sub-domain for a preferable access way to the instance. A custom domain is at the Client supply and charge.
Upgrades & Migrations
All the instances will be upgraded to their minor successor at free of charge. For example, upgrading within Odoo versions 7.x or Odoo versions 8.x will be considered as minor upgrade. But moving from 7.x to 8.x will be considered as a major upgrade (also known as migration) which is subject to additional charge.
On customer demand, major upgrade/migration service will be provided by ERPOnline and is subject to mutual agreement on scope of service and additional charge by both parties.
Cancellation and Termination
Failure to pay all applicable charges and service fees when due, including, but not limited to your credit card being declined or rejected by our merchant account processing gateway, shall be deemed a default cancellation without notice. If you terminate your receipt of the Services prior to the end of the Initial Term or the Renewal Term, whichever is then applicable, (a) ERPOnline.vn shall not refund you any fees paid in advance of such termination. Your termination request must be submitted to ERPOnline.vn. It is your obligation to notify ERPOnline.vn of any change in billing or contact information in advance of the renewal date. Termination request will not be processed unless all due invoices are paid.
You agree ERPOnline.vn, in its sole discretion, may terminate your password, and/or account, and remove and discard any Content and Data within the Service (including, but not limited to your instance if you are an Account Holder), for any reason, including and without limitation, the lack of use, or if ERPOnline.vn believes that you have violated or acted inconsistently with the letter or spirit of the TOS. Any contracts, verbal or written or assumed, in conjunction with your deleted website (as applicable) and all its parts, at ERPOnline.vn's discretion, will be terminated as well. ERPOnline.vn may also in its sole discretion and at any time, discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice, and acknowledge and agree that ERPOnline.vn may immediately deactivate or delete your instance, as applicable, and all related information and files and other associated data. ERPOnline.vn reserves the right to bar any further access to such files or the Service. You agree that ERPOnline.vn shall not be liable to you or any third-party for any termination of your access to the Service. Paid accounts that are terminated will not be refunded.
If an Account Holder has been granted a discount for ERPOnline.vn's Services and cancels the Service before the Agreed upon period, Account Holder must pay for the all Services used.
Trial instance will be automatically deleted after 30 days from the expiration of 15-day trial period. All the data associated with the instance will be deleted permanently then.
Ownsership of a Website Account and Security
You are responsible for maintaining the security of your account and website, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the website, including those of your Guests. You agree to immediately notify ERPOnline.vn of any unauthorized uses of the account or any other breaches of security. ERPOnline.vn cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. You acknowledge and agree that under no circumstances will ERPOnline.vn be liable, in any way, for any acts or omissions by an Account Holder or a Guest, including any damages of any kind incurred as a result of such acts or omissions.
Content and Conduct Rules and Obligations
You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials ("Content") are the sole responsibility of the person from which such Content originated. This means that you, and not ERPOnline.vn, are entirely responsible for all Content that you upload, post, transmit, or otherwise make available via the Service. ERPOnline.vn does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content.
You understand that by using the Service, you may be exposed to Content that is offensive, indecent, or objectionable. Under no circumstances will ERPOnline.vn be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted, or otherwise made available via the Service. You acknowledge that ERPOnline.vn does not pre-screen Content, but that ERPOnline.vn and its designees shall have the right (but not the obligation) in their sole discretion to refuse or move any Content that is available via the Service. Without limiting the foregoing, ERPOnline.vn and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content submitted to ERPOnline.vn. You acknowledge and agree that ERPOnline.vn may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of ERPOnline.vn, its users and the public.
You understand that the technical processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
Should Content be found or reported to be in violation with, but not limited to, the following terms, it will be in ERPOnline.vn's sole discretion as to what action should be taken.
You agree that you will not:
- upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy (up to, but not excluding any address, email, phone number, or any other contact information without the written consent of the owner of such information), hateful, or racially, ethnically, or otherwise objectionable;
- harm minors in any way;
- impersonate any person or entity, including, but not limited to, a ERPOnline.vn official, forum leader, guide, or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service;
- upload, post, or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;
- upload, post, or otherwise transmit unsolicited commercial email or "spam." This includes unethical marketing, advertising, or any other practice that is in any way connected with "spam," such as (a) sending mass email to recipients who haven't requested email from you or with a fake return address, (b) promoting a site with inappropriate links, titles, descriptions, or (c) promoting your site by posting multiple submissions in public forums that are identical;
- upload, post, or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
- interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies, or regulations of networks connected to the Service;
- intentionally or unintentionally violate any applicable local, state, national, or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
- "stalk" or otherwise harass another;
- promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals. This may include, without limitation, providing instructions on how to assemble bombs, grenades, and other weapons or incendiary devices;
- offer for sale or sell any item, good, or service that (a) violates any applicable federal, state, or local law or regulation, (b) you do not have full power and authority under all relevant laws and regulations to offer and sell, including all necessary licenses and authorizations, or (c) ERPOnline.vn determines, in its sole discretion, is inappropriate for sale through the Service provided by ERPOnline.vn;
- use the Service as a forwarding service to another Web site;
- exceed the scope of the Service that you have signed up for; for example, accessing and using the tools that you do not have a right to use, or deleting, adding to, or otherwise changing other people's comments or content as a Guest. If any user is reported to be in violation with the letter or spirit of these terms, ERPOnline.vn retains the right to terminate such account at any time without further warning.
With respect to any additional software that may be made available by ERPOnline.vn in connection with the Service, if you elect to download or access such additional software, you understand that you may have to agree to additional terms and conditions before you use such software.
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
You acknowledge that ERPOnline.vn does not pre-screen Content, but that ERPOnline.vn and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the Service. Without limiting the foregoing, ERPOnline.vn and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because ERPOnline.vn has no control over such sites and resources, you acknowledge and agree that ERPOnline.vn is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that ERPOnline.vn 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 use of or reliance on any such Content, goods, or services available on or through any such site or resource.
You agree to indemnify and hold ERPOnline.vn, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your Content, your use of the Service, your Guests activities, your connection to the Service, your violation of the TOS, or your violation of any rights of another, whether you are a registered user or not. The user is solely responsible for his or her actions when using the Service, including, but not limited to, costs incurred for Internet access.
General Practices Regarding Use and Storage
You acknowledge that ERPOnline.vn may establish general practices and limits concerning use of the Service and may modify such practices and limits from time to time.
Modifications to Service
ERPOnline.vn reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. You agree that ERPOnline.vn shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
ERPOnline.vn Proprietary Rights
You acknowledge and agree that the Service and any necessary software used in connection with the Service ("Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by ERPOnline.vn or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.
Disclaimer of Warranties
You expressly understand and agree that:
- Your use of the service is at your sole risk. the service is provided on an "as is" and "as available" basis. ERPOnline.vn expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
- ERPOnline.vn will make reasonable efforts to maintain the service, however, ERPOnline.vn is not responsible for any damage, loss of data, customer information or vendor data, revenue, or other harm to business arising out of delays, misdelivery or nondelivery of information, restriction or loss of access, bugs or other errors, unauthorized use due to your sharing of access to the service, or other interaction with the service. You are responsible for maintaining and backing up your data and information that may reside on the service. ERPOnline.vn does not warrant that (I) the service will meet your specific requirements, (II) the service will be uninterrupted, timely, secure, or error-free, (III) the results that may be obtained from the use of the service will be accurate or reliable, (IV) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (V) any errors in the software will be corrected.
- Any material downloaded or otherwise obtained through the use of the service is done at your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
- No advice or information, whether oral or written, obtained through or from the service shall create any warranty not expressly stated in the tos.
Limitation of Liability
You expressly understand and agree that ERPOnline.vn shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if ERPOnline.vn has been advised of the possibility of such damages), resulting from: (a) the use or the inability to use the service; (b) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (c) unauthorized access to or alteration of your transmissions or data; (d) statements or conduct of any third party on the service; or (e) any other matter relating to the service.
Exclusions and Limitations
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages.
Notices to you may be made via either email or regular mail. The Service may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Service. The TOS and the relationship between you and ERPOnline.vn shall be governed by the laws of the State of Michigan without regard to its conflict of law provisions. You and ERPOnline.vn agree to submit to the personal and exclusive jurisdiction of the courts located within Cheboygan, Michigan. The failure of ERPOnline.vn to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. The TOS constitutes the entire agreement between you and ERPOnline.vn and govern your use of the Service, superseding any prior agreements between you and ERPOnline.vn (including, but not limited to, any prior versions of the TOS). You also may be subject to additional terms and conditions that may apply when you use affiliate or other ERPOnline.vn services, third-party content or third-party software. If any provision of the TOS or incorporated documents are found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect.