|
VaultServices Inc. Software and Website Terms of Use and Notices
Last Updated: February 2015
PLEASE READ THESE TERMS CAREFULLY BEFORE INTERACTING WITH THE VAULTSERVICES WEB SITE OR SOFTWARE
1. This is an agreement between you and VaultServices, Inc
This is an agreement (“Agreement”) between you and VaultServices, Inc.
(or, if applicable based on where you live, one of its affiliates)
(“the Company”). This Agreement governs your use of the Internet site located at
https://tzcloud.vaultservices.net,
http://tzcloud.vaultservices.net,
and any sub-domains thereof (the “Site”) and any software, service, web site, or web page operated by the Company (collectively with the Site, “the Services”).
Use of the Services is available only to individuals or businesses that can form legally
binding contracts under applicable law. You represent that you are at least 18 years of
age and have attained the age of majority in the province, state or country in which you
reside, and any information that you submit is correct. The Company offers use of the Services
to you conditioned in your acceptance of the Agreement. Your use of the Services constitutes
your acceptance of the Agreement. The Agreement contains disclaimers of warranties and liability
and an exclusive remedy (see Section 6). These provisions form an essential basis of our bargain.
2. How the Company may modify the Agreement
The Company reserves the right to change the terms, conditions, and notices under
which it offers the Services, including any charges associated with the use of the Services.
You are responsible for regularly reviewing these terms, conditions and notices, and
any additional terms posted on the Company’s web site. Your continued use of the
Services after the effective date of such changes constitutes your acceptance of
and agreement to such changes.
3. Privacy policy
The Company respects your privacy and permits you to control the treatment
of your personal information. A complete statement of the Company’s current
privacy policy can be found at:
https://tzcloud.vaultservices.net/company/privacy_policy.aspx.
The Company’s privacy policy is expressly incorporated into the Agreement by this reference.
4. Use of software
The Company may make certain software available to you via the Services.
If you download software from the Services, the software, including all files
and images contained in or generated by the software, and accompanying data
(collectively, “Software”) are licensed to you by Company, for your use in accordance with
this Agreement only. Company does not transfer either the title
or the intellectual property rights to the Software, and Company retains full and
complete title to the Software as well as all intellectual property rights therein.
You may not sell, redistribute, or reproduce the Software, nor may you decompile,
reverse-engineer, disassemble, or otherwise convert the Software to a human-perceivable
form. All trademarks and logos are owned by Company or its licensors and you may not
copy or use them in any manner.
5. No commercialization, unlawful, or harmful use of the Services; System integrity
The Services are only for your personal or business use and You will not re-sell or attempt to
re-sell the Services for commercial purposes, unless you are an Authorized Reseller. You will not use the Services in any
way that is unlawful, or harms the Company, its affiliates, resellers, distributors,
service providers and/or suppliers (each, an “VaultServices Party” and collectively,
the “VaultServices Parties”) or any customer of an VaultServices Party, as determined
in the Company’s sole discretion. The Company may tell you about certain specific
harmful uses in a code of conduct or other notices available through its web site,
but has no obligation to do so. Without limiting the generality of this section, you
may not use the Services in any manner that could damage, disable, overburden, or
impair any element of the Services (or the network(s) connected to the Services) or
interfere with any other party’s use and enjoyment of the Services. You may not use
any device, software or routine to interfere or attempt to interfere with the proper
working of the Services. You may not take any action that imposes an unreasonable
or disproportionately large load on the Company’s infrastructure. You may not disclose
or share your password or account information with any third parties or use your
password or account information for any unauthorized purpose.
6. Submissions
The materials, data, and other information used and displayed in the Services are
the property of the Company or its licensors and are protected by copyright,
trademark and other laws. In addition to the Company’s and its licensors’ and
suppliers’ rights in individual elements of the content within the Services,
the Company owns a copyright in the selection, coordination, arrangement and
enhancement of such content. Unless the Company has entered into a separate
written agreement with you that explicitly states to the contrary, you agree
that any information, feedback, questions, comments or the like that you provide
to the Company in connection with the Services (“Submissions”) will be deemed
to be provided to the Company on a non-confidential and non-proprietary basis
and will become and remain the property of the Company. The Company shall have
no obligations of any kind with respect to any Submissions and shall be free to
reproduce, use, disclose and/or distribute any Submissions for any purpose whatsoever,
without limitation. You also agree that the Company shall be free to use any ideas,
concepts or techniques embodied in the Submissions for any purpose whatsoever,
including, but not limited to, developing, manufacturing, and marketing products or services
incorporating such ideas, concepts, or techniques. For avoidance of doubt, data uploaded,
backed up, or otherwise added into an end user account is considered End User Data as opposed to
Submissions. End User Data remains the property of the end user and will be treated as
confidential in accordance with our Privacy Policy.
7. Compliance with intellectual property laws; Copyright infringement
When using the Services, you agree to obey the law and to respect the intellectual
property rights of others. Your use of the Services is at all times governed by and
subject to laws regarding copyright ownership and use of intellectual property.
You agree not to upload, download, display, perform, transmit, or otherwise
distribute any information or content (collectively, “Content”) in violation of
any third party’s copyrights, trademarks, or other intellectual property or proprietary
rights. You agree to abide by laws regarding copyright ownership and use of intellectual
property, and you shall be solely responsible for any violations of any relevant laws
and for any infringements of third party rights caused by any Content you provide or
transmit, or that is provided or transmitted using your User ID. The burden of proving
that any Content does not violate any laws or third party rights rests solely with you.
Company has in place certain legally mandated procedures regarding allegations of
copyright infringement occurring via the Services. Company has adopted a policy that
provides for the immediate suspension and/or termination of any user who is found to
have infringed on the rights of Company or of a third party, or otherwise violated
any intellectual property laws or regulations. Company’s policy is to investigate
any allegations of copyright infringement brought to its attention. If you have
evidence, know, or have a good faith belief that your rights or the rights of a
third party have been violated and you want Company to delete, edit, or disable
the material in question, you must provide Company with all of the following
information: (a) a physical or electronic signature of a person authorized to
act on behalf of the owner of the exclusive right that is allegedly infringed;
(b) identification of the copyrighted work claimed to have been infringed, or,
if multiple copyrighted works are covered by a single notification, a representative
list of such works; (c) identification of the material that is claimed to be infringed
or to be the subject of infringing activity and that is to be removed or access
to which is to be disabled, and information reasonably sufficient to permit Company
to locate the material; (d) information reasonably sufficient to permit Company to
contact you, such as an address, telephone number, and if available, an electronic
mail address at which you may be contacted; (e) a statement that you have a good
faith belief that use of the material in the manner complained of is not authorized
by the copyright owner, its agent, or the law; and (f) a statement that the
information in the notification is accurate, and under penalty of perjury, that you
are authorized to act on behalf of the owner of an exclusive right that is allegedly
infringed. For this notification to be effective, you must provide it to Company at:
VaultServices Inc.
Copyright Infringement
212 Marine Street, Suite 100
Santa Monica, CA 90405
copyright@VaultServices.net
8. Inappropriate content
You agree not to upload, download, display, perform, transmit, or otherwise
distribute any Content that (a) is libelous, defamatory, obscene, pornographic,
abusive, or threatening; (b) advocates or encourages conduct that could
constitute a criminal offense, give rise to civil liability, or otherwise
violate any applicable local, state, national, or foreign law or regulation;
or (c) advertises or otherwise solicits funds or is a solicitation for goods or
services. Company reserves the right to terminate your receipt, transmission,
or other distribution of any such material using the Services, and, if applicable,
to delete any such material from its servers. Company intends to cooperate
fully with any law enforcement officials or agencies in the investigation
of any violation of these Terms of Use or of any applicable laws.
9. No warranty
THE COMPANY PROVIDES THE SERVICES “AS IS” AND WITHOUT ANY WARRANTY OR CONDITION,
EXPRESS OR IMPLIED. TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE
COMPANY SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON INFRINGEMENT. The Company does not
guarantee continuous, uninterrupted or secure access to the Services, and
operation of the Services may be interfered with by numerous factors outside
of its control, including but not limited to telecommunications network
disruptions. Nor does the Company guarantee the accuracy, timeliness or
completeness of any information in the Services or the results of your use
of the Services.
10. Limitation of Liability, Your Exclusive Remedy
IN NO EVENT SHALL THE COMPANY OR ITS LICENSORS BE LIABLE FOR LOST PROFITS
OR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES
(HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH
THE AGREEMENT. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION
OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS SHALL ONLY
APPLY TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW. TO THE FULLEST EXTENT
PERMISSIBLE UNDER APPLICABLE LAW, THE COMPANY’S AGGREGATE LIABILITY, AND
THE AGGREGATE LIABILITY OF ITS LICENSORS, TO YOU OR ANY THIRD PARTIES IN
ANY CIRCUMSTANCE IS LIMITED TO $100 IF YOU ARE DISSATISFIED WITH THE
SERVICES, YOU DO NOT AGREE WITH ANY PART OF THE AGREEMENT, OR YOU HAVE
ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ANY VaultServices PARTY WITH
RESPECT TO THE AGREEMENT OR THE SERVICES, THEN YOUR SOLE AND EXCLUSIVE
REMEDY IS TO DISCONTINUE USING THE SERVICES.
11. Affiliate sites
The Company has no control over, and no liability for any third party
websites or materials. Company works with a number of partners and
affiliates whose Internet sites may be linked with the Site. Because neither
Company nor the Services has control over the content and performance
of these partner and affiliate sites, Company makes no guarantees about
the accuracy, currency, content, or quality of the information provided
by such sites, and Company assumes no responsibility for unintended,
objectionable, inaccurate, misleading, or unlawful content that may reside
on those sites. Similarly, from time to time in connection with your use
of the Services, you may have access to content items (including, but not
limited to, websites) that are owned by third parties. You acknowledge and
agree that Company makes no guarantees about, and assumes no responsibility
for, the accuracy, currency, content, or quality of this third party content,
and that, unless expressly provided otherwise, this Agreement shall govern
your use of any and all third party content.
12. Prohibited uses
The Company places certain restrictions on your permissible use of the
Services. You are prohibited from violating or attempting to violate any
security features of the Services, including, without limitation, (a) accessing
content or data not intended for you, or logging onto a server or account that
you are not authorized to access; (b) attempting to probe, scan, or test the
vulnerability of the Services or any associated system or network, or to breach
security or authentication measures without proper authorization; (c) interfering
or attempting to interfere with service to any user, host, or network, including,
without limitation, by means of submitting a virus to the Services, overloading,
“flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using the Services to
send unsolicited e-mail, including, without limitation, promotions, or advertisements
for products or services; (e) forging any TCP/IP packet header or any part of the
header information in any e-mail or in any posting using the Services; or (f)
attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce
or attempt to reduce to a human-perceivable form any of the source code used by the
Company in providing the Services. Any violation of system or network security may
subject you to civil and/or criminal liability.
13. Indemnity
You agree to indemnify the Company for certain of your acts and omissions.
You agree to indemnify, defend, and hold harmless the Company, its affiliates,
officers, directors, employees, consultants, agents, and representatives from any
and all third party claims, losses, liability, damages, and/or costs (including
reasonable attorney fees and costs) arising from your access to or use of the
Services, your violation of this Agreement, or your infringement, or infringement
by any other user of your account, of any intellectual property or other right of
any person or entity. The Company will notify you promptly of any such claim, loss,
liability, or demand, and will provide you with reasonable assistance, at your
expense, in defending any such claim, loss, liability, damage, or cost.
14. Governing law
The Services are controlled by the Company from its offices within the State
of California, USA. The laws applicable to the interpretation of the Agreement
shall be the laws of the State of California, USA, and applicable federal law,
without regard to any conflict of law provisions. The Company makes no
representation that the services or the content available via the Services
are appropriate for access outside of the United States. Those who choose
to access the Services from outside the United States do so at their own
initiative and are responsible for compliance with local laws. You agree to
submission of any dispute to the state and federal courts of the State of
California, city of Los Angeles, USA.
15. Termination; Access restriction
The Company may terminate the Agreement, or terminate or suspend your access
to the Services at any time, with or without cause, with or without notice.
Upon such termination or suspension, your right to use the Services will
immediately cease. UPON SUCH TERMINATION OR SUSPENSION, ANY INFORMATION YOU
HAVE STORED ON THE COMPANY’S HARDWARE AND/OR USING THE SERVICES MAY NOT BE
RETRIEVED LATER, AT THE COMPANY’S SOLE DISCRETION.
16. Payment, Cancellations and Refunds
By agreeing to this Agreement and purchasing a subscription to the paid version
of the Services, you are agreeing to allow the Company to place your account
on a recurring payment plan. The account will automatically be charged according
to the terms of the account type you select on the same day each month or year,
depending on the duration of the subscription. Further, you grant permission to
the Company to charge your credit card or payment service for any and all
services you request and any renewals thereof. If the Company is not able to
process a payment for your account on the specified processing date, the
Company may suspend your account pending a successful payment transaction.
You may cancel your account at any time by using the web-based cancellation
link and confirmation in the
My Account section at the Site.
If you are not able to access this page, you may also send an email to cloud-support@techzilla.com
from the email address associated with your account using the subject line:
“Account Cancellation” for assistance. Because the Company charges its subscribers
for each unpaid billing cycle in advance, in order to cancel your account and not be
charged for an impending billing cycle, you must make your cancellation request at
least two business days before the next automatic billing occurrence.
If you cancel during a billing cycle, no refund will be issued for the unused portion of the
billing cycle. For example, if you are billed on the 15th of every month and you cancel on
September 17th, you have already pre-paid for the entire current billing cycle
(September 15 – October 15 in this case).
Upon cancellation of your account, all data within the account will be queued for permanent deletion.
If you cancel your account while it is in good standing, you may request that the Company continue to make
your data available to you until the end of the current billing cycle.
Only in the event of your request and VaultServices’s acknowledgement will VaultServices
continue to maintain the account data after cancellation and until the end of the current billing cycle.
Such a request must be made at least one business day prior to the cancellation of the account. If no
request is received to maintain the account data until the end of the current billing
cycle, all account data will be queued for deletion immediately following the
cancellation of the account. If an account is later reactivated, previous data may
not be recovered.
17. Severability; Assignment; Waiver
If any part of the Agreement is determined to be invalid or unenforceable pursuant
to applicable law, then the invalid or unenforceable provision will be deemed superseded
by a valid, enforceable provision that most closely matches the intent of the original
provision and the remainder of the Agreement will remain unaffected and in full force
and effect. The Company may assign the Agreement, in whole or in part, at any time
with or without notice to you. You may not assign the Agreement, or assign, transfer
or sublicense your rights, if any, as related to the Software. No waiver of any breach
of any provision of these Terms of Use shall constitute a waiver of any prior, concurrent,
or subsequent breach of the same or any other provisions hereof, and no waiver shall
be effective unless made in writing and signed by an authorized representative of the
waiving party.
18. Entire agreement
Except as expressly stated herein, the Agreement constitutes the entire agreement
between you and the Company with respect to the Services and it supersedes all prior
or contemporaneous communications and proposals, whether electronic, oral or written,
between you and the Company with respect to the Services.
19. Section titles
The section titles in the Agreement are solely used for the convenience of the
parties and have no legal or contractual significance.
20. Acknowledgement
By using the Services you acknowledge that you have read this Agreement and
agree to be bound by it.
