SaaS Agreement
(Software as a Service Agreement)
This Agreement governs the User’s use of the Services provided by RASID, as detailed within their chosen Plan on the Platform, and is effective from the date the User accepts this Agreement by creating an account, clicking a consent checkbox, or beginning to use the Services (“Effective Date”)
1. Definitions
In this Agreement, unless defined in the preceding clauses or the context otherwise requires:
Additional Costs: refers to any extra costs, expenses, damages, or losses that RASID endures or incurs.
Agreement: Means this agreement.
Confidential Information: means any information that is of value to its owner or is required to be kept confidential by contract or otherwise. Confidential Information includes, but is not limited to, the following: trade secrets, proprietary information, technical processes and formulas, software, source Code, the User interface of the software, the features and functions of the software, application database, documentation, benchmark and performance test results, product designs, any sales, cost, and other unpublished financial information, product and business plans, projections and marketing data, user data, and hosted data. Confidential Information does not include information: (a) generally known to the public through no act or omission of recipient; (b) independently developed by the recipient without use of or reference to the discloser’s Confidential Information; or (c) obtained by recipient from any third party not owing any confidentiality obligation to the discloser.
Data: means all of the information, documents and other data provided by the User or their Personnel to RASID, any content uploaded by the User or Personnel to RASID’s System, or otherwise accessed by RASID in providing the Services.
Effective Date: means the date on which the User first become entitled to access the Services under this Agreement.
Fee: means the fee set out in on the Platform.
Force Majeure: means any event or circumstance beyond the reasonable control of a Party, including but not limited to fire, lightning, flood, earthquake, natural disaster, sabotage, nuclear contamination, terrorism, war, or civil riot, provided that it:
Occurs to such an extent that it would be unreasonable to expect the affected Party to have foreseen, prevented, or mitigated the impact of such event through appropriate risk management, disaster recovery, or business continuity planning; and
Causes the Party to be unable to fulfill an obligation under this Agreement in a timely manner.
Order Form: means any document, including electronic versions, that is either signed by the Parties or accepted online by the User, detailing the commercial terms of the Services provided under this Agreement. All order forms are governed by and must conform to the terms of this Agreement.
Party: means a party of this Agreement and Parties means all of them.
Plan: means the applicable User Fee plan selected by the User, which may include either a single-use (one-time) Service or recurring Services provided periodically for a predefined duration, as detailed on the Platform or Order Form.
Platform: has the meaning given in clause 2.1
RASID: has the meaning given in clause 2.1
Services: has the meaning given in clause 4
Term: means the term of this Agreement specified in clause 4
User: refers to the user(s) authorized to access and use the SaaS Services as per the Plan outlined in the User Account, or as identified by RASID during an audit, which may include additional Authorized Users.
Variation: any modification to the Plan or SaaS License made subsequent to the date of this Agreement.
2. This Agreement
2.1. The Agreement
Welcome to RASID SARL, a Limited Liability Company (“RASID”, “we”, “our”, “us”). The following terms and conditions (“Agreement” or “SaaS”) constitute a valid, legally binding agreement made between RASID and the User (“User”, ”you”). RASID operates cloud-based Software accessible at http://app.rasid.ai (“Platform”). This Agreement stipulates your legal rights and responsibilities when you use our Services, application or services offered by RASID. By using the Platform, you confirm you acceptance of this SaaS. If you do not accept this SaaS, you must not use our Services.
2.2. User Intent
This Agreement establishes the terms under which RASID grants the User the right to use the Services. The Agreement becomes binding on the date the User accepts it by creating an account, selecting a consent checkbox, or commencing use of the Services (the “Effective Date”).
3. Your Account
3.1. Eligibility
Our Platform is available to anyone who is at least 18 years old. You represent that you are at least 18.
3.2. Modification, Suspension, and Termination of Your Account
We may modify, suspend, or terminate your Account or access to the Platform if, in our sole discretion, we determine that you have violated this Agreement, including any of the policies or guidelines that are part of this Agreement, that it is in the best interest of RASID community, or to protect our brand or Platform. When this happens, we may notify you of the reasons for the modification, suspension, or termination. Please email us at info@rasid.ai if you believe the modification, suspension, or termination has occurred in error.
3.3. Account Information and Security
To access the Platform, you may need to create an account. When you create an account, you must provide us with some basic information, including an email address and a password. Keep your email address and other account information current and accurate. Also, you agree to maintain the security and confidentiality of your password (or else we may need to disable your account). We strongly encourage you to choose a strong and unique password that is not shared with any other account or online service and practice other healthy password security habits to help avoid unauthorized access to your Account. You alone are responsible for anything that happens from your failure to maintain that security and confidentiality, such as by sharing your Account credentials with others. If someone is using your password or accessing your account without your permission, kindly email us at info@rasid.ai.
4. The Services
4.1. Service Provision
From the Effective Date and throughout the Term, RASID agrees to provide the Services in compliance with the terms set forth in this SaaS Agreement.
4.2. Intellectual Property Rights
The User acknowledges RASID's ownership or rightful licensing of all intellectual property related to the Services. This includes copyrights and any documentation provided to the User, tailored to the specific configuration of the Services.
4.3. Service Management Rights
RASID retains the discretion to decline any service requests considered inappropriate, unreasonable, or unlawful. Additionally, RASID may, at its discretion, temporarily modify or suspend the Services (or parts thereof) without prior notice, primarily for maintenance, or to enhance or modify the Services.
4.4. Service Conditions
The Parties agree that RASID:
Will provide the Services on a non-exclusive basis.
May integrate third-party products or services as components of the Services.
Does not guarantee the performance of any facilities or services offered by third-party providers.
Is not liable for any disruptions or impairments of Services attributable to the User's Environment or third-party services.
5. License to the Platform and Services
5.1. In exchange for the payment of applicable Fee, RASID grants the User a limited, non-exclusive, non-transferable (except as expressly permitted under this Agreement), personal, and revocable license to access and use RASID’s Services solely for their intended purposes (the “SaaS License”).
5.2. The User acknowledges and agrees that the SaaS License:
Begins on the Effective Date or the date RASID provides the User with access to the Services, whichever occurs first;
Authorizes the User to use the Services in accordance with their standard operating procedures and functionality; and
Limits access and use of the Services to the specified number and type of Authorized Users, as applicable.
5.3. If the number of Authorized Users exceeds the agreed-upon limit, RASID reserves the right to charge an Additional Fee for each extra Authorized User, as detailed on the Platform or in a corresponding Order Form.
5.4. License Restrictions
The User may access and use the Services only as expressly permitted under the SaaS License. Furthermore, the User must not engage in or authorize any actions that could invalidate or conflict with RASID's Intellectual Property Rights in the Services or related software. Without limiting the generality of the foregoing, the User agrees and acknowledges that it must not, and will not permit any other person to:
5.5. The User must not use the Services in any manner that violates any applicable law, statute, regulation, or legal right of any person within Lebanon or the jurisdiction in which the User or its Personnel are located.
6. Fees, Payments, and Offers
6.1. Account Balance and Prepaid Wallet
Account Funding:
The User is required to fund the account balance through acceptable credit or debit cards payments as detailed on the Platform. Funds added to the account balance will be immediately charged to the User's provided payment method and will remain available within the User’s account to be used for RASID’s Services. The User is responsible for ensuring that the account balance is adequately funded to cover anticipated use of the service.
Fees and Balance Deduction:
The fees for any service provided by RASID under this Agreement will be deducted directly from the User’s prepaid account balance. After each service usage, RASID will deduct the applicable fees from the account balance. The User can review their remaining account balance directly within their account at any time.
6.2. Cancellation and Refunds
Non-Refundable Fees:
All fees paid by the User are non-refundable. This includes fees paid in advance for service plans that are not fully utilized or are downgraded during a billing cycle.
Plan Changes:
If you downgrade your Account to a Plan with a lower feature during a Plan cycle, we will not provide a refund or partial credit to the Account. There will be no refunds or credits for an incomplete Plan cycle, Plan downgrade, or for unused Accounts. Downgrading your Account Plan may result in the loss of content, features, or capacity of User’s account. We do not accept any liability for any losses or damages that may arise in such cases. For any upgrade or downgrade in Plan level, you will be immediately charged the new Fee.
6.3. Failure of Payment
If any payment has not been made in accordance with this Agreement RASID may (at its absolute discretion):
immediately cease providing the Services, and recover as a debt due and immediately payable from the User its Additional Costs of doing so;
charge applicable statutory interest on late payments, on any such amounts unpaid after the due date;
condition future Plan renewals and orders on pre-payment or shorter payment terms;
engage debt collection services and/or commence legal proceedings in relation to any such amounts; and/or
report the User to any independent credit data agencies.
6.4. Free Trial
RASID may, at its sole discretion, offer a Service with a free trial for a limited period of time (“Free Trial”). You may be required to enter your billing information in order to sign up for Free Trial. If you do enter your billing information when signing up for Free Trial, you will not be charged until Free Trial has expired. After your Free Trial ends, your paid subscription will begin, and we will automatically bill you for each renewal period until cancellation. You can cancel automatic subscription renewals at any time according to the terms and procedures described above. At any time and without notice, RASID reserves the right to (i) modify the terms of service of Free Trial offer, or (ii) cancel such Free Trial offer.
7. Data
7.1. The User grants to RASID and its sub-processors a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, copy, process, transmit, store, edit, modify, aggregate, combine, reproduce, distribute, display, perform, and prepare derivative works of the Data in connection with the Services and otherwise access, use or make reference to any Intellectual Property Rights in the Data:
to supply the Services including to enable the User, its Personnel and any Authorised Users to access and use the Services;
for diagnostic purposes;
to test, enhance and otherwise modify the Services whether requested by the User or not;
to develop other Services; and
as reasonably required for the performance of RASID's obligations under this Agreement.
7.2. The User represents and warrants that any and all Data supplied by the User or otherwise accessed by RASID through the provision of the Services is the sole and exclusive property of the User or the User has secured any and all authorisations and rights to use the Data as applicable to permit us to use the Data and any technical information about User’s use of the Services to customise the user experience of the Services to User, to facilitate User’s use of the Services and to communicate with User.
7.3. The User acknowledges and agrees that:
any collation, conversion and analysis of Data performed as part of the Services whether by the Services or otherwise is likely to be subject to human input and machine errors, omissions, delays and losses including but not limited to any loss of Data. RASID is not liable for any such errors, omissions, delays or losses. The User acknowledges and agrees it is responsible for adopting reasonable measures to limit the impact of such loss or error;
RASID may relocate the Data to another jurisdiction.;
RASID is not responsible for any corruption or loss of any Data if such corruption or loss is due to an act or omission by the User, its Personnel, its Related Bodies Corporate or any Authorised Users; and
RASID is not responsible for the integrity or existence of any Data on the User’s Environment, network or any device controlled by the User or its Personnel.
7.4. The User must ensure that all its Data on the Service is backed-up.
7.5. The User agrees to indemnify and hold RASID harmless for the corruption or loss of any Data controlled or stored by the User or any Related Bodies Corporate, to extent the corruption or loss is not caused by the negligent act or omission of RASID or its Personnel.
8. User Responsibilities
8.1. The User will provide all required materials as required by RASID from time to time for RASID to perform the Services.
8.2. The User must, at the User’s own expense:
provide all reasonable assistance and cooperation to RASID in order to enable RASID to supply the Services in an efficient and timely manner including but not limited to obtaining from Authorised Users any consents necessary to allow the User to engage in the activities described in this Agreement and to allow RASID to provide the Services;
use reasonable endeavors to ensure the integrity of the Data;
ensure that only User will access and use the Services and such use and access will be in accordance with the terms and conditions of the SaaS License.
8.3. The User is responsible for its use of the Services and must ensure that no person uses the Services:
to break any law or infringe any person’s rights including but not limited to Intellectual Property Rights;
to transmit, publish or communicate material that is defamatory, offensive, abusive, indecent, menacing or unwanted;
8.4. The User acknowledge and agrees that:
it is responsible for all users using the Services including its personnel and any authorised users;
its use of the Services will be at its own risk;
it is responsible for maintaining the security of its Account and password. We cannot and will not be liable for any loss or damage from your failure to comply with this security obligation;
downgrading your Plan may cause the loss of content, features, or capacity of your Account. We do not accept any liability for such loss;
we may alter or update your logins and passwords and the logins and passwords of any users at any time throughout the Term;
you are responsible for all content posted and activity that occurs under your Account. This includes content posted by others who have logins or accounts associated with your Account;
If you operate a shared Services Account and make (or allow any third party to make) material available by means of the Services (including shareable links and SCORM objects), you are entirely responsible for the content of, and any harm resulting from, that content. That is the case regardless of what form the content takes, which includes, but is not limited to text, photo, video, audio, or code;
the technical processing and transmission of the Service, including your content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices;
RASID may pursue any available equitable or other remedy against the User as a result of a breach by the User of any provision of this Agreement.
9. Your Use of our Platform
9.1. Our Policies, Guidelines and Applicable Laws. When you use our Platform, we require that you follow the terms of this Agreement. You also agree to comply with all applicable laws, rules and regulations, and to not violate or infringe the rights of any third party.
In addition, your access to and use of some areas or features of the Platform may be subject to additional terms, policies, standards or guidelines (“Additional Terms”). You may be required to accept these Additional Terms before you can access these Platform areas and features. If there is a conflict between this Agreement and the Additional Terms, those Additional Terms will govern your access to and use of that Platform area or feature, unless otherwise specified in the Additional Terms.
When the Platform uses third party services to provide certain features and services for our Users, our Users may be required to comply with the terms of service that apply to these features and services.
If you do not comply, we may modify, suspend, or terminate your Account or access to the Platform, in our sole discretion, and we may provide you with reasons for the modification, suspension, or termination. Please email us at info@rasid.ai if you believe the modification, suspension, or termination has occurred in error.
9.2. Content of Others. RASID does not control the Content of other Users. When we become aware of inappropriate content on our Platform, we reserve the right to investigate and take appropriate action, but we do not have any obligation to monitor, nor do we take responsibility for, the content of other Users.
9.3. Interactions with Others. RASID is not a party to any offline arrangements made through our Platform. RASID does not conduct or require background checks on Users and does not attempt to verify the truth or accuracy of statements made by Users. RASID makes no representations or warranties concerning the conduct or content of any Users or their interactions with you.
9.4. Prohibited Uses of the Platform. Our Platform contains proprietary and Confidential Information and is protected by intellectual property and other laws. Unless we expressly permit it through this Agreement, you agree that you will not, either directly or indirectly (a) use, host, store, reproduce, modify, publish, publicly display, publicly perform, distribute, or create derivative works of the Platform, or any portion of the Platform; (b) remove or alter the proprietary notices on the Platform; (c) reverse engineer, disassemble, decompile, or attempt to discover the source code or structure, sequence, and organization of the Platform; and (d) rent, lease, resell, distribute, or use the Platform for commercial purposes that are not contemplated by this Agreement. You also agree that you will not use the Platform to solicit or collect (i) personal data from others or (ii) sensitive personal data, as defined or treated as such under applicable law.
9.5. Platform Safety and Security. You agree that you will not, either directly or indirectly, (a) extract data from the Platform for a commercial purpose not permitted by this Agreement, whether through use of an automated system or software, and whether operated by a third party or otherwise (“screen scraping,” “data scraping,” or “web scraping”); (b) engage in any activity that interferes with or disrupts, that is designed to interfere with or disrupt, or imposes undue burdens on the Platform or its systems.
9.6. Platform Modifications. We work hard to continuously improve our Platform. This means that we may modify or discontinue portions or all of our Platform with or without notice and without liability to you or any third party.
9.7. Third Party Sites and Services. The Platform may contain links to third party sites, and may be integrated with various third-party services, applications and sites that may make available to you their content and products. We don’t control these third parties and aren’t responsible for those sites or services or their content or products. These third parties may have their own terms and policies, and your use of them will be governed by those terms and policies. You do not have a license to use the intellectual property of third parties merely by way of your access to our Platform.
10. Release
To the full extent permitted by applicable law, you agree to release us and our officers, directors, shareholders, agents, employees, consultants, corporate parent, affiliates, subsidiaries, sponsors, and other third-party partners (“RASID Parties”) from claims, demands, and damages (direct and consequential) (“Claims”), arising out of or in any way connected with any transaction with a third party or your interactions with other Users.
11. Indemnification
To the full extent permitted by applicable law, you agree to indemnify, defend and hold all RASID Parties harmless from any Claims, made by any third party due to or arising out of (a) your violations of this Agreement, (b) your use, misuse, or abuse of our Platform, (c) your content, or (d) your violation of any law, statute, ordinance or regulation or the rights of a third party. You agree to promptly notify us of any third party Claims, cooperate with all RASID Parties in defending such Claims, and pay all fees, costs and expenses associated with defending such Claims (including, but not limited to, attorneys’ fees). You agree not to settle any Claim without our prior written consent.
12. Warranty Disclaimer and Limitation of Liability
12.1. Warranty Disclaimer. Our Platform is provided to you “as is” and on an “as available” basis and may be subject to change without notice. To the full extent permitted by applicable law, we disclaim all warranties and conditions of any kind, including but not limited to statutory warranties, and the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We also disclaim any warranties regarding (a) the reliability, timeliness, accuracy, quality and performance of our Platform or the availability of the services, (b) any information, advice, services, or goods obtained through or advertised on our Platform or by us, as well as for any information or advice received through any links to other Platforms or resources provided through our Platform, (c) the results that may be obtained from the Platform, and (d) the correction of any errors in the Platform, (e) any material or data obtained through the use of our Platform, and (f) dealings with or as the result of the presence of marketing partners or other third parties on or located through our Platform. You may have additional rights under the law of the country in which you are based. You agree that the duration of such additional rights will be limited to the full extent permitted by such law.
WITHOUT LIMITING THE FOREGOING, NEITHER RASID PARTIES NOR ANYONE ASSOCIATED WITH RASID REPRESENTS OR WARRANTS THAT THE SERVICES, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
12.2. Limitation of Liability. To the full extent permitted by applicable law, you agree that in no event shall any RASID Parties be liable for any direct, indirect, incidental, special, or consequential damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if any RASID Parties have been advised of the possibility of such damages) arising out of or in connection with (a) our Platform or this Agreement or the inability to use our Platform (however arising, including our negligence), (b) statements or conduct of or transactions with any User or third party on the Platform, or (c) any other matter relating to the Platform. The limitations set forth above in this section will not limit or exclude liability for our fraud, or intentional, malicious, or reckless misconduct.
13. Dispute Resolution
13.1. Informal Resolution. Before making any claim, you and RASID agree to try to resolve any disputes through good faith discussions. We use the term “claim” in this Section 13 to mean any dispute, claim or controversy arising out of or relating to your use of our Platform or this Agreement. You or RASID may initiate this process by sending written notice according to section 13 describing the dispute and your proposed resolution. In the event that we cannot resolve the issue within 30 business days following receipt of the initial notice, you or RASID may bring a claim in accordance with this section.
13.2. Governing Law and Jurisdiction. This Agreement shall be construed in accordance with and governed by the laws of Lebanon and subject exclusively to the Lebanese Jurisdictions. If any provision of this Agreement, or any portion of such provision is held invalid or unenforceable by any court of final jurisdiction, it is the intent of the parties that all other provisions of this Agreement shall be construed to remain full valid, enforceable and binding upon the parties.
13.3. Class Action Waiver. You agree to resolve disputes with RASID on an individual basis. You agree not to bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. You are expressly waiving any right to participate in any class actions, private attorney general actions, and consolidation with other arbitrations.
14. Intellectual Property
14.1. Intellectual Property of RASID. RASID trademarks, logos, service marks, and service names are the intellectual property of RASID. Our Platform, including our material on the Platform, is also our or our licensors’ intellectual property. You agree not to use our intellectual property without our prior written consent.
14.2. Intellectual Property of Others. RASID respects the intellectual property of others, and we expect our Users to do the same. We may, in appropriate circumstances and in our discretion, remove or disable access to material that we believe may infringe on the intellectual property rights of others. We may also restrict or terminate access to our Platform to those who we believe to be repeat infringers.
15. General Terms
15.1. Translation. This Agreement was written in English. If there is any inconsistency between the English version and any translated version, the English version shall prevail.
15.2. Notices. Except as otherwise stated in this Agreement or as expressly required by law, any notice to us shall be given by certified postal mail to our address: Lebanon – Beirut [to be completed] , or by email to info@RASID.ai. Any notice to you shall be given to the most current email address in your account.
15.3. Entire Agreement. This Agreement constitutes the entire agreement between you and RASID, superseding any prior agreements between you and RASID on such subject matter.
15.4. No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between you and RASID is intended or created by this Agreement. A User of the RASID Platform is not RASID’s representative or agent, and may not enter into an agreement on RASID’s behalf.
15.5. Force Majeure. If performance of this Agreement or any obligation under this Agreement is prevented, restricted or interfered with by reasons of Force Majeure and the affected party unable to carry out its obligations gives the other party prompt written notice of such event, then the obligations of the affected party invoking this provision shall be suspended to the extent necessary by such event. The affected party shall use reasonable efforts under the circumstances to remove such prevention, restriction or interference or to limit the impact of the event on its performance and must continue to perform with reasonable dispatch when the Force Majeure is removed.
15.6. Privacy. RASID collects registration and other information about you through our Platform. Please refer to our Privacy Policy for details on how we collect, use, and disclose this information. These policies do not govern use of information that you provide to third parties.
15.7. Time for Filing. Any Claim must be commenced within one year after the date the party asserting the Claim first knows or should know of the act, omission or default giving rise to the Claim.
15.8. Assignment. This Agreement is not assignable, transferable, or sublicensable by you except with RASID’s prior written consent, but may be assigned or transferred by us to any affiliate or subsidiary, or in connection with a merger, acquisition, corporate reorganization, sale of all or substantially all of RASID’s assets, or similar transaction.
15.9. No Waiver. A party’s failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision and does not waive any right to act with respect to subsequent or similar breaches.
15.10. Severance. If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, you and RASID nevertheless agree that the court should endeavor to give effect to the parties’ intentions as RASID reflected in the provision, and that the other provisions of this Agreement will remain in full force and effect.
15.11. Termination. If we terminate your account or access to our Platform, this Agreement terminates with respect to the User account that has been terminated.
15.12. Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
15.13. Violations. Please report any violations of this Agreement by a User or third party by sending an email to info@rasid.ai