Your access to and use of the Website is subject to this Agreement. If you use the Website on behalf of a business, entity or other person, you represent to the Company that you have the authority to bind that business, entity or other person to this Agreement, and your acceptance of this Agreement will be considered as acceptance by that business, entity or other person. By using the Website, you are agreeing to comply with and be bound by the terms and conditions of this Agreement and any operating rules, regulations, policies, and procedures that may be modified from time-to-time on the Website.
ACCESS TO AND USE OF THE WEBSITE
1. Overview. The Website is geared towards a high-level understanding of our technology and who we are with an outlet to contact us to learn more about our products. The Company’s flagship product provides storage optimization for Network Attached Storage ( “NAS” ). The solution accelerates access to your data, allows for seamless expansion, intelligent migration with an option to store data in the cloud and extends the life of your NAS storage by reducing the size of files through deduplication and compression. The Company aims to simplify the acquisition process and lower the capital expenditure for customers by making the solution available on a subscription basis. The monthly subscription includes our software solution, the lease of our Storage Router Appliance, the ongoing maintenance and support of the solution, and a certain amount of cloud storage. The Company offers different subscription tiers based on the amount of data managed and magnitude of cloud storage utilized by you.
2. Access, Generally. Subject to this Agreement, we may offer to provide certain services that you select from a menu of offerings. The Website shall include, but not be limited to, the services we perform for you, as well as the offering of certain proprietary software. We may change, suspend or terminate your Account if you violate any of the terms of this Agreement or the License Agreement governing use of our solution. We may also impose limits on certain features and services or restrict your access to parts of or to the entire Website without notice or liability. The Company does not host, store, reproduce or modify your data or that of third parties (collectively, “Content” ), but Content may be accessed through use of the Website or our solution. Therefore, you acknowledge that all Content you access using the Website or our solution is at your own risk and that you will be solely responsible for any damage to any party resulting therefrom.
3. Access to Password Protected/Secure Areas Access to and use of password protected and/or secure areas of the Website is restricted to authorized users only. Unauthorized individuals attempting to access these areas of the Website may be subject to prosecution.
4. Services Offered by the Company. When you enroll to obtain services from the Company, you accept the specific terms and conditions applicable to such services in accordance with the then applicable License Agreement. Except as provided in the License Agreement, we do not warrant that any service description or content contained in the Website is accurate, current, reliable, complete or error-free.
5. Adults Only and Legal Use. You certify that you are at least 18 years of age. If you are under 18, you may use the service only with the involvement of a parent, guardian, or teacher. In accordance with U.S. Federal Children’s Online Privacy Protection Act of 1998, Company will never knowingly solicit, nor will it accept, “personally identifiable information” from any person known to be under 13 years of age. You also certify that it is legally permitted for you to access and use the Website, and that you take full responsibility for access of the Website and the selection and use of any services you obtain from us. This Agreement is void where prohibited by law, and the right to access the Website is revoked in such jurisdictions.
6. Limited License to Use the Website. Company hereby grants you for the subscription period chosen a limited, terminable, nonexclusive, nontransferable license to access and use the Website in accordance with this Agreement. For your convenience, the Company may make available tools and utilities at the Website for your use and/or download, such as the HyperQ Scan Tool. ™ The Company does not make any assurances with regard to the accuracy of the results or output that derive from your use of any such tools and utilities. Please respect the intellectual property rights of others when using the tools and utilities made available by us.
7. No Unlawful or Prohibited Uses. The Website may only be used for lawful purposes. As a condition of your access to and use of the Website, you warrant that you will not use the Website for any purpose that is unlawful or prohibited by this Agreement. Activities including, but not limited to, tampering with the Website, misrepresenting the identity of a user, using buying agents or conducting fraudulent activities on the Website are strictly prohibited. Without limiting the generality of the foregoing, you are prohibited from violating or attempting to violate the security of the Website, including, without limitation:
- Accessing data not intended for you or logging onto a server or an account that you are not authorized to access;
- Using the Website for unintended purposes or trying to change the behavior or functionality of the Website;
- Attempting to probe, scan or test the vulnerability of a system or network or breach security or authentication measures without proper authorization;
- Attempting to interfere with service to any user, host or network, including without limitation via means of submitting malware to the Website or by overloading, "flooding," "spamming," "mailbombing" or "crashing" the Website;
- Forging any header or any part of the header information in any e–mail or posting; or
- Forging communications on behalf of the Website (impersonating the Website) or to the Website (impersonating another user). Sending unsolicited and unauthorized e–mail on behalf of the Company, including promotions and/or advertising of products or services, is expressly prohibited.
You agree not to use any device, software or routine or data to interfere or attempt to interfere with the proper working of the Website or any activity being conducted on the Website. You agree not to use or attempt to use any engine, software, tool, agent, data or other device or mechanism including without limitation “browsers,” “spiders,” “robots,” “avatars,” “intelligent agents” or “offline readers” to navigate or search the Website (other than the search engine and search agents provided by the Company or those that are generally considered publicly available browsers (i.e., a conventional on-line web browser). Violations of system or network security may result in civil or criminal liability.
Further, you will not, by way of example only and not by limitation:
- Post, transmit, or otherwise make available in connection with the Website:
- Anything that is or may be considered (i) threatening, harassing, degrading, hateful or intimidating; (ii) defamatory; (iii) fraudulent; (iv) obscene, indecent, pornographic or otherwise objectionable; or (v) protected by copyright, trademark, trade secret, right of publicity or other proprietary right, without the express prior consent of the owner of such right;
- Any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; or that encourages or provides instructional information about illegal activities or activities such as "hacking," cracking," or "phreaking"; or
- Any material, non–public information about a company without the proper authorization to do so;
- Use the Website to defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others’ privacy rights or rights of publicity, or to harvest or collect personally identifiable information about other users of the Website;
- Impersonate any person or entity, including without limitation any representative of the Company; falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Website; or express or imply that we endorse any statement you make;
- Restrict or inhibit any other person from using the Website (including without limitation by hacking or defacing any portion of the Website);
- Use the Website to advertise or offer to sell or buy any goods or services without the Company’s express prior written consent;
- Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Website;
- Modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Website;
- Remove any copyright, trademark or other proprietary rights notice from the Website or the Content;
- Frame or mirror any part of the Website without our express prior written consent; or
- Create a database by systematically downloading and storing Website content.
8. Enforcement. Company reserves the right and has absolute discretion to enforce this Agreement. Company may, in its sole discretion, immediately terminate or suspend: (i) the Website; (ii) access to the Website; and/or (iii) a License Agreement if it determines in its sole discretion that your activities violate this Agreement or upon receipt of claims or allegations from third parties or authorities relating to Content. Without limitation, Company also reserves the right to report any activity (including the disclosure of appropriate data or merchant information) that it suspects may violate any law or regulation to appropriate law enforcement officials, regulators, or other third parties. We also may cooperate with appropriate law enforcement agencies to assist in the investigation and prosecution of any illegal conduct. If you wish to report any violations of these guidelines, please email us at: firstname.lastname@example.org. You agree that the Company is not responsible or liable to you or to any third party for termination of your access to the Website.
REGISTRATION AND PURCHASES
1. Registration. As a condition to using certain components of the Website, you may be required to establish an account ( “Account” ) with us for a subscription period of your choosing. You will never let others use your Account unless your Account allows for multiple users. You agree to provide us with accurate, complete, and updated registration information for your Account ( “Account Information” ). Failure to do so shall constitute a breach of this Agreement, resulting in the immediate termination of your Account. We reserve the right to refuse registration of, or cancel an Account, in our discretion. If you are under the age of 13, your parent, guardian, or teacher should establish your Account so that your personally identifiable information is not provided to the Company.
2. Security. You are responsible for maintaining the confidentiality and security of your Account Information and for all activities that occur on or through your Account, and you agree to immediately notify the Company of any security breach of your Account. To report a matter of security, please e-mail us at: email@example.com. We will not be responsible for any losses arising out of the unauthorized use of your Account.
3. Fees. Some portions or versions of the Website, including your Account and the Software, require payment of fees. All currency references are to U.S. Dollars. We reserve the right to change the fees charged for your enjoyment of the Website or for the Software you purchase through or in connection with Website and to institute new charges at any time. We do not provide price protection or refunds in the event of a price reduction or promotional offering.
4. Payment. You agree to pay all applicable fees, as described on the Website, in connection with the purchases, services or subscriptions you select. You agree that the Company may charge your credit or debit card or other payment account for all applicable fees (including any taxes and late fees, as applicable). YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND FOR PROVIDING THE COMPANY WITH A VALID CREDIT OR DEBIT CARD OR OTHER PAYMENT ACCOUNT INFORMATION FOR PAYMENT OF ALL FEES. You authorize us, directly or through third parties, to make any inquiries we consider necessary to validate the information you submit to us.
5. Cancellation and Refund. We shall be entitled to rely on any cancellation request that appears legitimate and cancel your purchases or subscriptions on that basis. Our responsibility for improper cancellation is limited to reinstating your purchases or subscriptions upon your request. At the Company’s sole discretion, you’re Account Information, and Content you have purchased by means of your Account, including a terminated or suspended account, may be archived or purged. You agree that Company is not responsible or liable to you or to any third party for the deletion or failure to store, serve, or process any Content or for termination of your access to the Website as a result of cancellation.
LINKS TO THIRD-PARTY SITES
To enhance the user experience, some pages of the Website contain clickable words, phrases or images that navigate to a new document, page or section within the Website ( “Internal Hyperlinks” ) or to external, third-party websites or webpages ( “External Hyperlinks” ). While the Company creates and monitors the functionality of Internal Hyperlinks, the Company does not provide quality control of or otherwise monitor in any way the content on external, third-party websites or webpages to which External Hyperlinks take you ( “Outside Content”). For purposes of this Agreement, “Outside Content” also includes by implication the content of third-party websites or webpages that link to the Website. The Company has not reviewed, cannot be reasonably expected to review and therefore does not assume any duty or obligation to review -- or otherwise screen -- Outside Content. Please be aware that the Company does not control, guarantee or influence the accuracy, appropriateness, availability, lawfulness, relevance, timeliness or thoroughness of Outside Content. Therefore, the Company disclaims any responsibility for Outside Content, including any commission, omission, submission, transmission or emission that may occur there, including matters that may be prohibited by law or that may infringe upon the rights of others. You are solely responsible for the consequences of, and assume all the risk for, interaction with Outside Content, being ever mindful that such content may violate the privacy or publicity rights, or infringe the proprietary, including intellectual property, rights of others and further that the act of copying, downloading, emailing or forwarding Outside Content may be subject to others’ terms and conditions of use, stated or unstated, or readily available only upon your request. When interacting with Outside Content, you are also solely responsible for taking necessary precautions to protect your technology systems from Malicious Code and any other industry-related device, software or routine, including those which implement reverse look-ups or traces on any information of any visitor to websites or webpages. You should not consider any hyperlink to or from a third-party website or webpage as the Company’s endorsement of any such website or webpage unless the Company expressly states so, as such hyperlinks are only provided for your convenience and in a good faith effort to enhance the user experience of our Website and our solution.
You are advised to verify the privacy practices of all providers of Outside Content. The Company will not be responsible for the manner of use or misuse of information you specifically volunteer by entering information about yourself while accessing Outside Content, and information generally made available by your act of accessing Outside Content, including browser type and language, beacons, clickstream data, cookies, date/time stamp, IP address, ISP information, GPS position and any other technologies that inventory, log, reveal or otherwise track your interaction with Outside Content. The Company encourages you not to provide personal information at third-party websites and webpages without first familiarizing yourself with their privacy policies and taking such other action as you deem appropriate to prevent the accidental or unintentional disclosure of information about you.
SOFTWARE AVAILABLE ON OUR WEBSITE
Any software that is made available to you by download ( "Software" ) is the proprietary, intellectual property of the Company and/or its partners. Use of the Software is governed by the terms of the end user license agreement accompanying the Software ( "License Agreement" ). An end user will be unable to install any Software that is accompanied by or includes a License Agreement until s/he first agrees to abide by the terms of the License Agreement.
The Software is made available for download solely for use by end users according to the License Agreement. As a general condition of your use of the Website and the Software, you agree not to reverse engineer or decompile the Software, make any attempt to reverse engineer or decompile the Software or to assist any other party in this nefarious conduct. Your license to use the Software is automatically revoked if you violate the terms of this Agreement or if your use of the Software implicates our proprietary and intellectual property rights. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law. The Software is warranted, if at all, only according to the terms of the License Agreement and, except as to warranties expressed therein, the Company disclaims all warranties and conditions with regard to the Software, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.
INTELLECTUAL PROPERTY RIGHTS TO SITE CONTENT
1. Ownership. The Website is proprietary to Company. All the text, graphics, images, marks, logos, software and other content of the Website ( "Site Content") contained in the Website, including but not limited to the arrangement, coordination, design, expression, look and feel, selection and structure of Site Content, is proprietary to Company or to third parties from whom Company has obtained permission. The Site Content is owned, controlled, or licensed by or to Company and is protected by trade dress, copyright, patent, and trademark laws, and other intellectual property rights.
2. Prohibited Use. Except as otherwise expressly provided in this Agreement or by the applicable License Agreement or otherwise permitted by law, the Site Content may not be used, copied, reproduced, modified, republished, uploaded, posted, publicly displayed, publicly performed, publicly performed by means of a digital audio transmission, encoded, translated, transmitted, or distributed in any way to any other computer, server, website, or any other medium for publication or distribution or any commercial enterprise or purpose without the Company’s express prior written consent. Without limiting the generality of the foregoing, the Company authorizes you to view, download, and print the Site Content only on the following limited conditions: (i) you may only do so for your own personal and non-commercial use; (ii) you may not copy, publish or redistribute any Site Content; (iii) you may not modify Site Content; and (iv) you may not remove any copyright, trademark, or other proprietary notices that appear in the Site Content. You represent and warrant that your use of Site Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties.
LIMITATION OF LIABILITY
THE COMPANY EXPRESSLY DISCLAIMS ANY LIABILITY OR LOSS ARISING FROM OR RELATED TO THE WEBSITE (HOWEVER ARISING, INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION, LIABILITY OR LOSS ASSOCIATED WITH UNAUTHORIZED ACCESS TO ANY SERVER, MERCHANT INTERFACES, WEBSITES, FACILITIES, OR YOUR DATA OR YOUR CUSTOMER DATA (INCLUDING CREDIT CARD NUMBERS AND OTHER PERSONALLY IDENTIFIABLE INFORMATION) DUE TO ACCIDENT, ILLEGAL OR FRAUDULENT MEANS, INCLUDING HACKING, OR DEVICES USED BY ANY THIRD PARTY, OR OTHER CAUSES BEYOND THE COMPANY'S REASONABLE CONTROL.YOU EXPRESSLY AGREE THAT THE COMPANY SHALL NOT BE LIABLE FOR ANY LOSS ARISING FROM INFILTRATION OF THE WEBSITE BY MEANS OF SOFTWARE VIRUSES, TROJAN HORSES, WORMS, TIME BOMBS, OR ANY OTHER SOFTWARE PROGRAMS, OR TECHNOLOGY DESIGNED OR INTENDED TO DISRUPT, DAMAGE, INTERCEPT OR EXPROPRIATE DATA FROM THE WEBSITE. AS A CONDITION OF USE OF THE WEBSITE, YOU AGREE THAT NEITHER COMPANY, NOR ANY OFFICER, AFFILIATE, DIRECTOR, SHAREHOLDER, AGENT, CONTRACTOR OR EMPLOYEE OF COMPANY WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL LOSS OF PROFITS, LOSS OF EARNINGS, LOSS OF BUSINESS OPPORTUNITIES, DAMAGES, EXPENSES, OR COSTS RESULTING DIRECTLY OR INDIRECTLY FROM, OR OTHERWISE ARISING IN CONNECTION WITH THE WEBSITE. THE LIMITATIONS SET FORTH IN THIS SECTION APPLY TO THE ACTS, OMISSIONS, NEGLIGENCE AND GROSS NEGLIGENCE OF COMPANY AND ITS AFFILIATES, PARENTS, SUBSIDIARIES, CONTRACTORS, SUBCONTRACTORS, OFFICERS, DIRECTORS, SHAREHOLDERS, MANAGERS, EMPLOYEES, AND AGENTS, WHICH, BUT FOR THIS PROVISION, WOULD GIVE RISE TO A COURSE OF ACTION IN CONTRACT, OR ANY OTHER LEGAL DOCTRINE.
DISCLAIMER OF WARRANTY AND LIMITATION
THE WEBSITE AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE OR ANY WARRANTY OR CONDITION ARISING BY USAGE OR TRADE, COURSE OF DEALING OR COURSE PERFORMANCE. COMPANY MAKES NO WARRANTY THAT (a) THE WEBSITE WILL MEET YOUR REQUIREMENTS; (b) THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (c) ANY PRODUCTS, SITES, INFORMATION, OR OTHER MATERIAL WHETHER IN TANGIBLE OR INTANGIBLE FORM, PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR EXPECTATIONS OR ANY STANDARD OF QUALITY; AND (e) ANY DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE WEBSITE WILL BE CORRECTED. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THESE LIMITATIONS MAY NOT APPLY TO YOU.
NO ADVICE, REPRESENTATION, OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH THE WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT. EXCEPT AS OTHERWISE LIMITED, OUR LIABILITY AND THE LIABILITY OF OUR PARENT, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCES UNDER THESE TERMS SHALL BE LIMITED TO THE LESSER OF (A) THE AMOUNT YOU PAY US IN THE 30 DAYS PRIOR TO THE ACTION GIVING RISE TO LIABILITY OR (B) $100.
You agree to indemnify, defend and hold harmless Company, its parents, subsidiaries, affiliates, directors, officers, shareholders, agents, contractors and employees, from any claim or demand, including reasonable attorneys' fees and court costs, made by any third party due to, arising from or out of: (a) your use of the Website; (b) your breach or alleged breach of any representation, warranty or other obligation; (c) your violation or alleged violation of any federal, state, international or local law and any and all regulations, rules or ordinances; (d) the negligence or willful misconduct by you or your employees or agents; (e) any violation of this Agreement; (f) your infringement of any intellectual property or other legal right of any person or entity; or (g) your advertising, marketing, promotion, sale, or distribution of any products or services. In the event you cause fines and/or penalties to be charged to the Company by the Credit Card Associations or any other entity, you agree to reimburse us immediately for said fines and/or penalties.
DISCLOSURE; FORWARD-LOOKING STATEMENTS.
Certain statements that are not historical fact contained in the Site Content may constitute forward-looking statements. Such statements include, without limitation, statements about future financial and operating performance of the Company, as well as the Company's plans, strategies, partnerships, products, service markets, growth prospects, successes, cost-effectiveness and security of new products or services, objectives, expectations, intentions or other statements that are not historical fact. Such statements are based on the then current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainty and actual results may vary. Company undertakes no obligation to update any forward-looking statements. Nothing contained in the Site Content constitutes an offer to sell or solicitation of an offer to buy any of the Company's securities.
Company shall not be liable for any losses arising out of the delay or interruption of its performance of obligations due to any acts of God, acts of civil or military authorities, civil disturbances, terrorism, wars, strikes or other labor disputes, fires, transportation contingencies, interruptions in telecommunications, utility, Internet services or network provider services, acts or omissions by a third party, infiltration or disruption of the Website by a third party, or other catastrophes or occurrences that are beyond Company's reasonable control.
MODIFICATIONS TO THE WEBSITE
1. Governing Law and Venue. This Agreement shall be governed in all respects by the laws of the State of Minnesota, without regard to its conflict of law principles. You agree that any claim or dispute between you and the Company must be resolved exclusively by a state or federal court situated in Minnesota, except as otherwise agreed to in writing by the parties. The parties agree to submit to the personal jurisdiction of the courts located within Minnesota for the purpose of litigating all such claims or disputes, and hereby waive all claims of forum non conveniens.
2. Entire Agreement. Both parties agree that this Agreement constitutes the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein.
3. Dispute Resolution. In the event of any controversy or dispute between the Company and you arising out of or in connection with your use of the Website, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If the parties are unable to resolve any such dispute within a reasonable time (not exceeding sixty (60) days), then either party must submit such controversy or dispute to mediation in Minnesota. If the dispute cannot be resolved through mediation, then the parties will be free to pursue any right or remedy available to them under applicable law.
4. Statute of Limitations. You and Company agree that any cause of action arising out of or related to the Website must commence within one (1) year after the cause of action accrues, regardless of any statute or law to the contrary, unless otherwise prohibited by public policy.
5. Survival of Certain Provisions. All provisions of this Agreement, unless otherwise indicated herein, which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
6. No Waiver. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
7. Severability. If any portion of this Agreement is found to be unenforceable or contrary to law, it shall be modified to the least extent necessary to make it enforceable and the remaining portions of this Agreement shall remain in full force and effect.
8. No Third Party Beneficiaries. Nothing expressed or implied in this Agreement is intended to confer upon any person other than the parties and their respective successors or permitted assigns, any rights, remedies, obligations or liabilities whatsoever.
9. Relationship of the Parties. The performance by us of our duties and obligations under this Agreement shall be that of an independent contractor, and nothing herein shall create or imply an agency relationship between the parties, nor shall this Agreement be deemed to constitute a joint venture or partnership between the parties.
10. No Assignment. You may not assign, transfer or sublicense your obligations under this Agreement except with our prior written consent. We may transfer, assign or delegate this Agreement and our rights and obligations hereunder without consent.