These Terms of Service (the "Terms") govern your access to and use of Cloustor (the "Site") and the services offered by the Site (the "Services"), which is owned and operated by Cloustor ("Company", "we", or "us"). Please read these Terms carefully before you access the Site or use the Services, as these Terms form a binding legal agreement between you and Company.
1. By accessing or using the Services you agree to be bound by these Terms, whether prior to or subsequent to subscribing to any Service and whether during the initial term or any renewal or successive term in accordance with these Terms of Use.
2. The Services are offered for personal (individual) use. At present, the Services are not offered for signup by an organization, and you represent and warrant that you are accessing and using the Services solely for yourself, on an individual basis.
3. Use of and Changes to the Services:
a. You may use the Services only in compliance with these Terms.
b. You may use the Services if you are under the age of majority (18 in most jurisdictions, 21 in some) or otherwise are incapable of forming or entering into legal contracts.
c. The Services may continue to change over time as we refine and add more features and we may modify any content from the Services from time to time.
d. In the event of a material change as set out in section 3(c), we will provide any user of that aspect of the Services with at least 30 days' notice prior to taking such action, save where the changes to the Services are the result of (i) minor technical adjustments which can be of no real significance to your use of the Services; (ii) changes required by law; (iii) changes required by necessity (e.g. to ensure the integrity or security of the Services or your data) or (iv) enhancements to the Services to reflect advancements in technology for your benefit, in which case we may not be able to provide you with 30-days prior notice and instead notice may be provided to you after the date of the material change.
e. Company shall not increase the price of the Services during the fixed term of this Agreement.
f. The notice referenced in section 3(d) shall set out the scope of the change and enable you to understand the impact of this change on the delivery of the Services.
g. If you do not agree to the material change made to the Services described in 3(d) above, you may terminate your use of the Services within 30 days of receiving the notice, and should you decide to terminate, you shall be entitled to a refund of fees paid for the unexpired portion of the then-current subscription period.
4. By using our Services you provide us with information, files, and folders that you submit to Company (collectively, "your files"). You retain full ownership to your files. We don't claim any ownership of any of your files. These Terms of Use do not grant us any rights to your files or intellectual property except for the limited rights that are needed to run the Services, as explained below.
5. The Services may be activated by you by uploading your files, or if you have not taken steps to activate the Services in the three months after subscription, the Services will be automatically activated without further reference to you. You will be sent an activation email following activation as long as you have provided us with a valid email address.
6. By using our Services you agree to hosting of your files at our third-party data center and the sharing your files with third parties nominated by you. In addition, as part of the Services we will process information in your files in order make back up files and to display your files to you in a manner that will assist you in using the Service, including image thumbnails or document previews. We may share your information with selected third parties, including sub-contractors who may perform some or all of the Services on our behalf. Subject to these exceptions, we will not share your files with any third party without first obtaining your consent, except in accordance with our Privacy Policy, the privacy policy of any third-party data center, or as required by applicable law.
7. Aside from the disclosures set out in the Privacy Policy, we will not share your content with others, for any purpose unless you direct us to. How we collect and use your information generally is also explained in the Privacy Policy.
8. You are solely responsible for your conduct, the content of your files, and your communications with others while using the Services. For example, it's your responsibility to ensure that you have the rights or permission needed to comply with these Terms.
9. We may choose to review public content for compliance with our community guidelines, but you acknowledge that Company has no obligation to monitor any information on the Services. We are not responsible for the accuracy, completeness, appropriateness, or legality of files, user posts, or any other information you may be able to access using the Services.
10. The Services provide features that allow you to share your files with others or to make your files public. There are many things that users may do with your files (for example, copy it, modify it, re-share it). Please consider carefully what you choose to share or make public. Company has no responsibility for that activity.
11. We may revise these Terms from time to time and you shall be provided with at least 30 days' notice of such revisions, while the most current version will always be posted on the Site. By continuing to access or use the Services after revisions become effective, you agree to be bound by Terms then prevailing.
12. Some of our Services require you to download a client software package ("Software"). Company hereby grants you a limited, non-exclusive, non-transferable, revocable license to use the Software, solely to access the Services. Your license to use the Software is automatically revoked if you violate these Terms in a manner that implicates our intellectual property rights. We hereby reserve all rights not expressly granted in these Terms of Use. You must not reverse engineer or decompile the Software, nor attempt to do so, nor assist anyone else to do so. Our Services may update the Software on your device automatically when a new version is available. Your acceptance of such updates is required under the Terms.
13. You are responsible for safeguarding the password that you use on your Company account to access the Services (the "Account") and you agree not to disclose your password to any third party. You are responsible for any activity using your Account, whether or not you authorized that activity. You should immediately notify Company of any unauthorized use of your Account.
14. Files and other content in the Services may be protected by intellectual property rights of others. Please do not copy, upload, download, or share files unless you have the right to do so. Company reserves its right to delete files (without notice to you) where it has a reasonable belief that you do not have the right to copy, upload, download or share such files. You, not us, will be fully responsible and liable for what you copy, share, upload, download or otherwise use while using the Services. You must not upload spyware or any other malicious software to the Services.
15. You, and not us, are responsible for maintaining and protecting all of your files and understand that unless clearly stated otherwise, Company is providing you with a backup service and will not be liable for any loss or corruption to the files that you backup arising from your actions. There are no additional costs and expenses for restores using the Company system, however should you request a custom restore outside of the Company system, any additional costs and expenses will be explained to you prior to the custom restore, and you will be responsible for the discharge of same.
16. If your contact information, or other information related to your Account changes, you must notify us promptly and keep your information current.
17. YOUR USE OF THE SITE AND SERVICE IS AT YOUR SOLE RISK. THE SITE, ALL SITE INFORMATION AND THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, NONINFRINGEMENT, AVAILABILITY OR ACCURACY OF INFORMATION. COMPANY DOES NOT WARRANT THAT THE SITE OR SERVICES WILL BE AVAILABLE, WILL MEET YOUR REQUIREMENTS OR WILL OPERATE IN AN UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE MANNER OR THAT ERRORS OR DEFECTS WILL BE CORRECTED. COMPANY DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE OR SERVICE, IN TERMS OF THEIR ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, OR OTHERWISE.
SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR CONDITIONS, OR ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH EVENT, COMPANY'S WARRANTIES AND CONDITIONS WITH RESPECT TO THE SITE AND SERVICES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW IN SUCH JURISDICTION.
18. YOU ARE SOLELY RESPONSIBLE AND LIABLE FOR YOUR CONDUCT, YOUR DATA, AND YOUR BACKED-UP DATA RELATED TO THE CLOUSTOR PRODUCTS. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD CLOUSTOR, AND ITS OFFICERS, DIRECTORS, SHAREHOLDERS, AFFILIATES, SUPPLIERS AND LICENSORS HARMLESS FROM AND AGAINST ANY AND ALL LOSS, COST, DAMAGE, LIABILITY AND EXPENSE (INCLUDING ATTORNEYS' FEES, EXPERT FEES AND OUT-OF-POCKET EXPENSES) ARISING OUT OF, RESULTING FROM, OR IN CONNECTION WITH YOUR BREACH OF THESE TERMS, YOUR USE OF THE CLOUSTOR PRODUCTS, OR YOUR BACKED-UP DATA. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CLOUSTOR OR ITS AFFILIATES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY COST TO PROCURE SUBSTITUTE SERVICES OR DATA, OR ANY DIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, EXEMPLARY, OR ANY OTHER DAMAGES, INCLUDING DAMAGES FOR PERSONAL INJURY, LOST PROFITS, LOSS OF DATA AND BACKED-UP DATA, BUSINESS INTERRUPTION, OR LOST REVENUES, ARISING OUT OF YOUR USE OR INABILITY TO USE THE CLOUSTOR PRODUCTS, THIRD PARTY COMPONENTS, OR BETA SOFTWARE, OR YOUR USE OF DATA OR FILES STORED THEREIN, EVEN IF CLOUSTOR HAS BEEN ADVISED ABOUT THE POSSIBILITY OF SUCH DAMAGES (WHETHER SUCH DAMAGES ARISE IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR OTHERWISE)). IN ANY CASE AND WITHOUT LIMITING THE FOREGOING, THE ENTIRE LIABILITY OF CLOUSTOR AND ITS AFFILIATES, SUPPLIERS AND LICENSORS FOR ALL DAMAGES OF EVERY KIND AND TYPE (WHETHER SUCH DAMAGES ARISE IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) SHALL BE LIMITED TO THE LICENSE FEES PAID BY YOU TO CLOUSTOR IN THE 30 CALENDAR DAYS PRIOR TO THE DAMAGES ARISING. IF THE CLOUSTOR PRODUCTS ARE PROVIDED TO YOU WITHOUT CHARGE, THEN CLOUSTOR SHALL HAVE NO LIABILITY TO YOU WHATSOEVER. THE FOREGOING TERMS SET A LIMIT ON THE AMOUNT OF DAMAGES PAYABLE AND ARE NOT INTENDED TO ESTABLISH LIQUIDATED DAMAGES.YOU EXPRESSLY RECOGNIZE AND ACKNOWLEDGE THAT SUCH LIMITATION OF LIABILITY IS AN ESSENTIAL PART OF THIS AGREEMENT AND IS AN ESSENTIAL FACTOR IN ESTABLISHING THE PRICE OF THE CLOUSTOR PRODUCTS. Some jurisdictions do not allow the exclusion of incidental or consequential damages, or the limitation on how long an implied warranty lasts, so some of the foregoing terms may not apply to you.
19. You can terminate your Services by cancelling prior to the expiration of your then-current subscription period. Fees paid by you prior to your decision to stop using our Services will not be refunded to you, unless expressly agreed to by Company. Please contact Customer Service at (844) 596-3524 or support@Cloustor.com to learn whether you qualify for a refund.
20. We reserve the right at our discretion to not permit you to renew your use of the Services.
21. In the event of a material breach by you of these Terms (as set out below) or as required by law or requirements set down by government agencies, we retain the right to suspend or terminate the provision of these Services to you, with 10 days notice to you, and where possible provide you with an opportunity to remediate the situation within this 10 day period. Where remediation is not possible or is not effected by you, then at the end of this notice period, we shall terminate for material breach of these Terms, and no refund of any fees paid will be offered. It shall constitute a material breach of these Terms if we have a reasonable belief that you:
a. use the Services in any way that would cause us legal liability or be deemed a use for an illegal purpose;
b. use the Services in such a manner that has the effect of disrupting others' use of the Services;
c. repeatedly or flagrantly violate any of these Terms;
d. act in conflict with a court order, or our providing the Services to you is in breach of a court order;
e. represent a danger to the best interests of other customers or third-parties;
f. exceed your Usage Limit repeatedly, or exceed your Usage Limit on one occasion when that Usage Limit represents the highest available limit;
g. fail to disclose the number of devices on which you are running the backup software, be they multidrive devices, network-attached (NAS) hard drives, or external drives (collectively "External Storage Devices") or otherwise;
h. directly or indirectly reverse engineer, decompile, disassemble, modify, reproduce or create derivative works of the Services or manipulate Services in any manner not specified by us;
i. are found to have used the Services to store, backup or distribute material protected by intellectual property rights (including copyright) of a third-party unless you own or have appropriate rights to such material;
j. engage in activity that damages or is likely to damage our tangible or intangible assets; or
k. otherwise act in breach of the terms of our Acceptable Use Policy.
22. If we suspend or terminate your use, we will use commercially reasonable efforts to work with you to retrieve your files at no additional fee.
23. All fees payable by you for the Services shall be in accordance with the scale of fees and rates published from time to time by us on the Site (the "Pricing Structure"). The current Pricing Structure, which describes our current membership packages, is set forth at the end of these Terms, at Appendix A.
24. The Pricing Structure includes usage limits with you ("Usage Limit"). We reserve the right to alter the Pricing Structure, including ceasing to offer elements of the Services as provided for in section 3. The current Pricing Structure will always be posted on our Site and where a significant change (meaning a change that would lead to you paying more for the Services) is made to the Pricing Structure, we will provide you with notice at least 30 days prior to that new Pricing Structure being applied to the Services we provide you. By continuing to access or use the Services after receiving such notice, you agree to be bound by the revised Pricing Structure as and from the start of the next subscription period, if applicable. If you do not agree to the new Pricing Structure, you can then notify us that you want to discontinue use of the Services.
25. In the event that your actual usage increases so that you exceed your Usage Limit, then we reserve the right to charge you for the additional disc space required or to migrate you to a higher Usage Limit (collectively a "Migration") consistent with your increased actual usage. We are not obliged to contact you prior to a Migration, however such Migration is likely to incur additional fees for you under the Pricing Structure and we will provide you with notice of these additional fees following your usage increase. If you do not agree to the Migration decision and do not wish to pay the additional fees, you must then notify us that you want to revert to the previous Usage Limit and take the required steps to effect this change, i.e. a reduction in your usage. Please note that if your actual usage is such that you exceed the highest available Usage Limit available at that time, then it is possible that no such Migration is possible, and we reserve the right to terminate the Services without notice to you in accordance with section 21(f) of these Terms of Use.
26. All fees for our Services are due in advance and your contract will automatically renew on the expiry of the then-current subscription period. If you choose to pay by credit or debit card then you authorize Company to debit your card with the fees due, and to avoid interruptions in the Services caused by rejected credit or debit card charges, Company reserves the right to update your credit or debit card details (such as expiration dates) where this is not prohibited by law. YOU UNDERSTAND AND AGREE THAT COMPANY IS ENTITLED TO OBTAIN SUCH UPDATED CARD DETAILS, STORE THEM AND USE THEM TO BILL CHARGES. If you wish to cancel your subscription with Company, you must do so by calling [insert toll-free number] or emailing [insert CS email address] at least 24-hours prior to the expiry of the then-current subscription period.
27. All fees paid to us are non-refundable except as may be set out in these Terms of Use.
28. You acknowledge that in the event that you chose to issue a chargeback via your bank in relation to any fees charged by us, there is a risk that you will be liable for our costs in dealing with the chargeback and recovering any fees properly due to us under the Terms of Use.
29. Subscription Cancellation. You have the right to cancel your subscription (i.e., turn-off auto-renewals for upcoming subscription period) at any time. Please note that you will not be refunded for the unused portion of the current subscription period.
30. Refund. We seek your full satisfaction with our Services. However, if you are not satisfied with our Services you may cancel your subscription and request a refund within 30 days from receipt of service ("Money Back Guarantee"). Please note that we do not grant the Money Back Guarantee for the auto-renewed subscription period of you cancel after the day of charge of such auto-renewal. In any event, we would be glad to troubleshoot an issue you experienced before you decide to request a Money Back Guarantee by contacting Customer Service at support@Cloustor.com or (844) 596-3524.
31. Payment of Refund. Payment of any refund issued to you will be made to the same payment mechanism (e.g., same credit card or bank account) that you used in paying for the subscription. For payments made in cryptocurrency, such currencies fluctuate in value and as a result your refund will be calculated in US Dollars. Payments made using gift cards or prepaid cards will not be refunded if such card does not support a refund. Should a refund issue, it will be credited to the card or other approved payment mechanism that was used for the original purchase. Refunds will be processed within 24hrs, but may take 7-14 days to credit the account on file depending on the issuing bank accepting the refund.
32. Please be aware that we may use any feedback, comments, or suggestions that you send us or post in our forums without any obligation to you.
33. The Software and other technology we use to provide the Services are protected by copyright, trademark, and other laws. These Terms of Use do not grant you any rights to use the trademarks, logos, domain names, or other brand features of Company or its service providers.
34. Some Services regarding data backup are sold on condition that the data being backed up is stored on the internal hard drives of devices that are not classified as External Storage Devices (as defined above), and that the number of such devices does not exceed the limits stipulated in the Pricing Structure. In the event that you wish to backup data stored on External Devices, you are required to disclose this to us and pay such additional storage related charges as set out in the Pricing Structure for such backup packages.
35. An upper limit on the number of devices from which backup can be run will be included on each backup package. The applicable upper limit will be notified to you at time of Backup Package sale. The upper limit for any single internal or external drive will exclude External Backup Devices, for which the Pricing Structure includes a separate charging methodology. In the event that the number of devices exceeds the applicable limit on the Backup Package sold, Company reserves the right, but is not under an obligation, to increase the upper limit of your Backup Package without prior notification to you, and increase the charges accordingly.
36. You must at all times hold an original copy of the data in the original location on the system it was backed up from and ensure that any External Storage Devices are always connected whilst the Software is running. If you delete files from your computer that have been backed up or disconnect External Storage Devices that have been backed up we will remove the corresponding backup from our servers.
37. You must at all times run the Software on any computer that is being backed up and you must ensure this computer connects to the Internet at least once every 30 days. Company will remove backups for computers that have not connected to the service for 30 days.
38. If you wish to restore data backed up onto our servers we may require up to 72 hours notice.
39. You agree to indemnify, defend and hold harmless Company, its members, managers, employees, agents, successors and assigns from and against any claims or causes of action asserted by any third-party arising from or relating to your use of the Service or your violation of these Terms of Service, including but not limited to the Acceptable Use Policy (infra), including reimbursement for reasonable attorneys' fees and any other damages, losses or liabilities.
40. These Terms of Service shall be governed by the laws of the State of Delaware for contracts made and wholly performed in that State. Any dispute arising under these Terms of Service or relating to the Services shall be first submitted to non-binding mediation before a professional, neutral mediation at JAMs or other mutually agreed upon mediator. Any judicial proceeding filed or initiated prior to the conclusion of said mediation shall be stayed until such time as the mediator concludes in writing that the matter cannot be resolved through negotiations.
You agree not to misuse the Services. For example, you must not, and must not attempt to, use the Services to do the following things:
1. Probe, scan, or test the vulnerability of any system or network;
2. Breach or otherwise circumvent any security or authentication measures;
3. Access, tamper with, or use non-public areas of the Services, shared areas of the Services which you have not been invited to, Company (or our service providers') computer systems;
4. Interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Services;
5. Plant malware or otherwise use the Services to distribute malware;
6. Access or search the Services by any means other than our publicly supported interfaces (for example, "scraping");
7. Send unsolicited communications, promotions or advertisements, or spam; send altered, deceptive or false source-identifying information, including "spoofing" or "phishing";
8. Publish anything that is fraudulent, misleading, or infringes another's rights; promote or advertise products or Services other than your own without appropriate authorisation;
9. Impersonate or misrepresent your affiliation with any person or entity;
10. Publish or share materials that are unlawfully pornographic or indecent, or that advocate bigotry, religious, racial or ethnic hatred;
11. Violate the law in any way, or violate the privacy of others, or defame others.
Notifications We respect the intellectual property rights of others. If you believe that any material available on or through the Site infringes upon any copyright you own or control, please immediately notify our Designated Copyright Agent using the contact information provided below (a "Notification").
A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to federal law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Site infringes your copyright, you should consider first contacting an attorney.
All Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and include the following information:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Site are covered by the Notification, a representative list of such works on the Site;
3. identification of the material that is claimed to be infringing 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 us to locate the material;
4. information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted;
5. a statement that the complaining party has 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;
6. a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed upon.
If you believe your own copyrighted material has been removed from the Site as a result of a mistake or misidentification, you may submit a written counter notification to Company using the contact information provided below (a "Counter Notification").
To be an effective Counter Notification under the DMCA, your Counter Notification must include substantially the following:
1. identification of the material that has been removed or disabled and the location at which the material appeared before it was removed or disabled;
2. a statement that you consent to the jurisdiction of the Federal District Court in which your address is located, or if your address is outside the United States, for any judicial district in which we are located;
3. a statement that you will accept service of process from the party that filed the Notification or the party's agent;
4. your name, address, and telephone number;
5. a statement under penalty of perjury that you have a good faith belief that the material in question was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled;
6. your physical or electronic signature.
If you send us a valid, written Counter Notification meeting the requirements described above, we will restore your removed or disabled material, unless we first receive notice from the party filing the Notification informing us that such party has filed a court action to restrain you from engaging in infringing activity related to the material in question.
Please note that if you materially misrepresent that the disabled or removed content was removed by mistake or misidentification, you may be liable for damages, including costs and attorney's fees. Filing a false Counter Notification constitutes perjury.
You may send your Notification or Counter Notification to our Designated Copyright Agent electronically to: legal@Cloustor.com
The Site offers users various product packages, at varying price points, as purchase options. We have two (2) levels of membership product packages: "Basic", and "Pro"
Basic Membership Package
Includes 500GB of storage for 1 user billed monthly. By placing your monthly recurring order of cloustor.com - you will be charged $19.85 Now and every 30 days thereafter until you cancel your subscription. You will receive an electronic notification 5 to 7 days prior to your transaction and receipt after each successful transaction. Upon authorization of your credit card you will receive immediate access with your login and password. cloustor will appear on your billing statement.
Pro Membership Package
Includes 1TB of storage for up to 2 users billed monthly. By placing your monthly recurring order of cloustor.com - you will be charged $29.85 Now and every 30 days thereafter until you cancel your subscription. You will receive an electronic notification 5 to 7 days prior to your transaction and receipt after each successful transaction. Upon authorization of your credit card you will receive immediate access with your login and password. cloustor will appear on your billing statement.
Upon selecting a product package, you authorize Company or its authorized payment processing agent (as shown on the payment page of the Site) to charge your credit card or other approved payment mechanism for periodic recurring subscription charges according to the then-current billing terms displayed on the Site. Upon authorization of your credit card you will receive immediate access with your login and password. cloustor will appear on your billing statement.
AUTOMATIC RECURRING BILLING: Your credit card or other approved payment mechanism will be automatically charged on the monthly anniversaries of your initial subscription purchase so as to auto-renew your membership, unless you notify the Company that you are cancelling prior to the end of the current subscription cycle. You are responsible for subscription fees, and any other charges, incurred on your account up to and until the time of cancellation.