These terms of service ("Terms") are a legal agreement between you, either an individual
or a single legal entity ("You" or "you"), and Shelby Systems, Inc. (“SSI”), which
operates the SSI hosting services. These Terms govern your use of any SSI online
services ("Services"), the SSI hosting site (“Site”), the client software distributed
with this Agreement and any other software provided by SSI, including any updates
and any accompanying written documentation ("Software"). Collectively, the Software,
the Site and the Services may be referred to as the “Products.” By clicking the
“I AGREE” or similar button, or using any Products, you agree to these Terms. If
you do not agree to these Terms, then do not indicate acceptance and do not use
the Products. If you agree to these Terms on behalf of a legal entity, you represent
that you have the authority to bind that legal entity to these Terms.
Disclaimer of Warranties
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SOME
OF THE EXCLUSIONS SET FORTH BELOW MAY NOT APPLY TO YOU. THE EXCLUSIONS SET FORTH
BELOW MAY NOT APPLY TO YOU. YOU SPECIFICALLY AGREE THAT YOUR USE OF THE PRODUCTS
IS AT YOUR SOLE RISK, AND THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE"
BASIS. SSI, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES EXPRESSLY
DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
IN PARTICULAR, SSI, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES
MAKE NO WARRANTY THAT (A) THE PRODUCTS WILL MEET YOUR REQUIREMENTS; (B) YOUR USE
OF THE PRODUCTS WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE; (C) ANY INFORMATION
OBTAINED BY YOU AS A RESULT OF THE PRODUCTS WILL BE ACCURATE OR RELIABLE; AND (D)
ANY DEFECTS OR ERRORS IN THE PRODUCTS WILL BE CORRECTED. ANY MATERIAL DOWNLOADED
OR OTHERWISE OBTAINED THROUGH THE USE OF THE PRODUCTS IS ACCESSED AT YOUR OWN DISCRETION
AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS
OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOU FURTHER ACKNOWLEDGE
THAT THE PRODUCTS ARE NOT INTENDED OR SUITABLE FOR USE IN APPLICATIONS
Limitation of Liability
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY
FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE EXCLUSIONS OR LIMITATIONS SET
FORTH BELOW MAY NOT APPLY TO YOU. YOU SPECIFICALLY AGREE THAT SSI, ITS SUPPLIERS,
RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES WILL NOT BE LIABLE TO YOU FOR
ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES , INCLUDING
DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE
GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF THE PARTY YOU ARE SEEKING
DAMAGES AGAINST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING
FROM THE USE OR INABILITY TO USE THE PRODUCTS OR IN ANY WAY RELATING TO THE PRODUCTS.
IF YOU HAVE A PAID ACCOUNT, YOU AGREE THAT THE AGGREGATE LIABILITY OF SSI, ITS SUPPLIERS,
RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY AND ALL CLAIMS IN CONNECTION
WITH THE PRODUCTS IS LIMITED TO THE AMOUNT PAID FOR THAT ACCOUNT DURING THE TWO
(2) YEAR PERIOD BEFORE THE RELEVANT CLAIM OR TWO-HUNDRED US DOLLARS ($100), WHICHEVER
IS LOWER. IF YOU HAVE A FREE ACCOUNT, YOU AGREE THAT THE AGGREGATE LIABILITY OF
SSI, ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY
AND ALL CLAIMS IN CONNECTION WITH THE PRODUCTS IS LIMITED TO TWENTY US DOLLARS ($20).
YOU SPECIFICALLY AGREE THAT THIS DAMAGES LIMITATION IS A FUNDAMENTAL ELEMENT OF
THE BASIS OF THE BARGAIN BETWEEN YOU AND SSI.
Accounts & Fees
You must register with SSI to use the Services, and you agree to keep your registration
information accurate, complete and up-to-date as long as you continue to use the
Services. If you sign-up for a Paid Account, you agree to pay the fixed subscription
and variable usage-based fees, if any, for the account type you have selected and
agree to any applicable restrictions, including quotas on the amount of storage
you are allowed to use. If you exceed any quota allocated to your account, you agree
that SSI may restrict your ability to backup further data until you reduce your
storage usage or sign-up to another type of account with a higher quota or no quota
at all. If you use a credit card for payment, you authorize SSI to automatically
renew your subscription and charge the then-current renewal fees to the credit card
associated with your account unless you notify SSI in advance that you do not want
your subscription renewed.
Passwords & Security
You are responsible for keeping your passwords secure, and you agree not to disclose
your passwords to any third party. You are solely responsible for any activity that
occurs under your user names and accounts, including any sub-accounts. If you lose
your passwords or the encryption keys for your accounts, you may not be able to
access your backup data. You must notify SSI immediately of any unauthorized use
of your accounts or any other security breach related to the Service. If SSI determines
that a security breach has occurred or is likely to occur, SSI may suspend your
accounts and require you to change your user names and passwords.
Use of Services & Software
Subject to these Terms, SSI grants you a limited, non-exclusive, non-transferable
and revocable license to access the Site and use the Services and Software. You
may install and use the Software in executable form only on the number and type
of devices that are specified in the then-current documentation for your account
type as described on the Site or as specified in other transaction documentation
provided by SSI or an authorized reseller. You acknowledge that certain third party
code may be provided with the Software and that the license terms accompanying that
code will govern its use. You acknowledge that SSI or third parties own all right,
title and interest in and to the Products, including all intellectual property rights.
Except for the license granted in these Terms, SSI and its licensors retain all
rights in the Products, and no implied licenses are granted to you. You specifically
agree that you will not, nor will you permit another person to sublicense, lease,
rent, loan, transfer or distribute any portion of the Products modify, adapt, translate
or create derivative works from the Products decompile, reverse engineer, disassemble
or otherwise attempt to derive source code from the Products or remove, obscure,
or alter any trademark, copyright or other proprietary rights notices displayed
in the Software or on the Site.
User Indemnity
You agree to defend, indemnify, and hold SSI, its suppliers, resellers, partners
and their respective affiliates harmless from and against any claims, liabilities,
damages, losses and expenses, including reasonable attorney fees and costs, in connection
with your use of the Products your violation of these Terms your violation of any
third party right, including any intellectual property right or any claim that use
of your backup data caused damage to a third party. This indemnity obligation will
survive the termination or expiration of your account and these Terms. You agree
to defend, indemnify, and hold SSI, its suppliers, resellers, partners and their
respective affiliates harmless from and against any claims, liabilities, damages,
losses and expenses, including reasonable attorney fees and costs, in connection
with:
Changes to the Service & Terms
SSI reserves the right at any time to modify, suspend, or discontinue providing
the Service, in whole or in part, without notice. While not obligated to do so,
SSI will use commercially reasonable efforts to notify you of any such action by
sending you an e-mail, an in-client message or by posting relevant information on
the Site. SSI reserves the right to modify these Terms at any time, and each such
modification will be effective upon posting on the Site. All material modifications
will apply prospectively only. Your continued use of any Products following any
such modification constitutes your agreement to be bound by the modified Terms.
To stay informed of any changes, please review the most current version of these
Terms posted on the Site. If you do not agree to be bound by these Terms, you must
stop using the Products immediately.
Term & Termination
These Terms, and any posted revisions, remain in effect as long as you continue
to maintain an account or use the Services. You may terminate your account at any
time, for any reason, by following the instructions on the Site and discontinuing
use of the Products. If you have a Free Account, SSI may terminate your account
and these Terms immediately and without notice if your computer fails to access
the Services to perform a backup for more than thirty (30) days or you fail to comply
with these Terms. If you have a Paid Account, SSI may terminate your account and
these Terms immediately and without notice if you fail to renew your subscription,
fail to pay any fees or invoices when due or otherwise fail to comply with these
Terms. On termination or expiration of your account or these Terms, you will no
longer have the right to continue to use the Software and the Services, and you
will no longer be able to access and restore your backup data. Also, you specifically
agree that SSI has no obligation to provide you or anyone else with a copy of your
backup data and may automatically purge your backup data from SSI systems.