JetBackup Storage End User License Agreement
JetBackup Storage
Copyright (c) 2025 JetApps
END USER LICENSE AGREEMENT
IMPORTANT: PLEASE READ THIS LICENSE CAREFULLY BEFORE USING THIS SERVICE.
1. SERVICES
1.1 Provision of Services. JetApps will: (a) provide the JetBackup Storage Service to you pursuant to this Agreement, any applicable order, and the Documentation; and (b) allow you to access any customer portals which may also be made available to you as part of or through with the JetBackup Storage Service. “Documentation” means the user, technical and admin guides for the JetBackup Storage Service.
1.2 Customer Accounts.
(a) You must register an account with us (a “Customer Account”) in order to use the JetBackup Storage Service. We will use your Account Information in accordance with our Privacy Policy and you consent to such use, where “Account Information” means information about you that you provide to us in connection with the creation or administration of your Customer Account, including names, usernames, phone numbers, email addresses and billing information associated with your Customer Account.
(b) You agree to provide accurate and complete information in the creation of your Customer Account and agree to update this information with any changes. You may authorize others (collectively, “Authorized Users”) to use the JetBackup Storge Service on your behalf, but you remain responsible for the acts and omissions of such Authorized Users.
(c) You and your Authorized Users are responsible for ensuring that any access credentials are kept confidential and are not disclosed to any third party, and for all activity that occurs under your Customer Account.
(d) You agree to, and will ensure that each Authorized User will, notify us at [email protected] immediately upon learning of any unauthorized access to a Customer Account or any other suspected security breach.
1.3 Software; Third-Party Content.
(a) Certain JetBackup Storage Services may require you to install software or access a SaaS platform (collectively “Software”). In such cases, JetApps grants to you a non-exclusive, nontransferable, limited license (without the right to sublicense) to install, execute, access and use such Software during the applicable Order Form term, solely: (i) in object code format; (ii) for your internal use, with no right to make such software or SaaS available to third parties either by transferring copies thereof, by providing a hosted service, or sharing your access credentials; (iii) in connection with the JetBackup Storage Service; and (iv) in accordance with Documentation and the terms hereof.
For purposes of this Agreement, any Software provided by JetApps (including via SaaS) is included within the definition of JetBackup Storage Service. Any such Software is commercial computer software, as such term is defined in 48 C.F.R. §2.101 and is provided with “Restricted Rights”. If Customer is an agency of, or contractor to, the US Government, it receives only those rights with respect to such Software as are granted to all other end users under license.
Except where such restrictions are prohibited by law, you shall have no right, and you specifically agree not to: (i) modify or adapt the Software or create derivative works based upon the Software, or to permit third parties to do so; (ii) rent, lease, loan or use the Software as a service bureau, as an application service provider, or to perform consulting or training services for a third party or in any commercial time share arrangement; (iii) decompile, decrypt, reverse engineer, disassemble or otherwise reduce the Software or any part thereof to human-readable form; or (iv) remove any product identification, trademark, copyright or other notices contained in or on the Software.
(b) Third-Party Content, if any, may be used by you, solely at your option. Use of Third-Party Content is solely governed by the separate terms and conditions accompanying such Third-Party Content, which terms and conditions may include separate fees and charges. “Third Party Content” means content made available to you by any third party in conjunction with the JetBackup Storage Service.
1.4 Limited JetBackup Storage Services. We may offer the JetBackup Storage Service for free in limited circumstances, such as a free trial or pre-release version of any JetBackup Storage Service (“Limited JetBackup Storage Service”). The Limited JetBackup Storage Service requires an active Customer Account and is subject to the time limits that are made known to you at the time of order fulfillment, via email or the Documentation. You agree that to use the Limited JetBackup Storage Service in compliance with any related Documentation and restrictions. Your use of any Limited JetBackup Storage Service is for the sole purpose of evaluating and testing the applicable service and providing Feedback to JetApps. Any pre-release version of a JetBackup Storage Service may be experimental in nature, not fully tested and may be discontinued at any time with or without notice, at which point your access will end and Your Content shall be deleted.
1.5 Your Content. “Your Content” means content that you or any Authorized User transfers to us for storage or hosting by the JetBackup Storage Service in connection with your Customer Account. Your Content does not include your Customer Account information. You will ensure that Your Content does not violate any terms of this Agreement, the Documentation, or any applicable law. You are solely responsible for the development, content, operation, maintenance, and use of Your Content. You represent and warrant to us that: (a) you or your licensors own all right, title, and interest in and to Your Content and Feedback; (b) you have all rights in Your Content and Feedback necessary to grant the rights contemplated by this Agreement.
1.6 Acceptable Use. You will ensure Your Content and use of the JetBackup Storage Service will not violate the Acceptable Use Policy (“AUP”).
1.7 Proprietary Rights; Feedback.
(a) Reservation of Rights. All Software, code, hardware, trademarks, trade secrets, proprietary methods and systems used to provide the JetBackup Storage Service (the “JetBackup Technology”) and the content made available or displayed by us through the JetBackup Storage Service, including all text, graphics, images and the look and feel of such JetBackup Storage Service (collectively, the “JetBackup Content”) are owned by or licensed to JetApps, including all intellectual property rights therein. Nothing in this Agreement or any of the Documentation shall be considered an assignment or other transfer of ownership in and to the JetBackup Technology or JetBackup Content to you, either expressly, or by implication, estoppel, or otherwise. Other than the authorizations or licenses as may be conferred or granted by us to you in this Agreement or any of the Documentation, JetApps reserves all right, title and interest in and to the JetBackup Technology and JetBackup Content.
Except as expressly provided in this Agreement, you obtain no rights under this Agreement from us, our Affiliates or our licensors to the JetBackup Storage Service, including any related intellectual property rights. Some JetBackup Content and Third-Party Content may be provided to you under a separate license, such as the Apache License, Version 2.0, or other open source license. In the event of a conflict between this Agreement and any separate license, the separate license will prevail with respect to the JetBackup Content or Third-Party Content that is the subject of such separate license.
(b) Feedback. Notwithstanding anything to the contrary in this Agreement, all intellectual property rights in the Feedback, if any, and all other ownership in any ideas, modifications, enhancements, improvements, or any other suggestion specifically relating to the JetBackup Storage Service, are hereby assigned to JetApps and shall be the sole and exclusive property of JetApps. “Feedback” means any suggestions, enhancement requests, recommendations, corrections or other feedback provided by you, your Affiliates, and/or Authorized Users relating to the features or operation of the JetBackup Storage Service and Documentation.
2. SERVICE CHANGES; SUPPORT AND MAINTENANCE
2.1 To the JetBackup Storage Service and APIs. We may modify or discontinue any or all of the JetBackup Storage Service or APIs from time to time; provided however, that during the Term of any RCS Order Form, we will not discontinue or materially degrade the functionality of the JetBackup Storage Service purchased or any JetBackup-controlled API, unless required by applicable law, to mitigate a material security risk or to address substantial economic or technical burdens. We will notify you of any such material change or discontinuation by posting such change on our website and/or communicating it to you as soon as reasonably practicable. Any material changes will be effective upon the later of: ten (10) days from the time we post such changes or the renewal date of any RCS Order Form term. Immaterial changes to the JetBackup Storage Services will be effective immediately.
2.2 Support and Maintenance. During the Term, JetApps will provide you with reasonable support in accordance with JetBackup Storage Service Level Agreement (“SLA”), except that support for Software, once downloaded, will be provided in JetApps sole discretion. JetApps may temporarily limit or suspend the availability of all or part of the JetBackup Storage Service, without liability, if it is necessary for reasons of public safety, security, maintenance of the JetBackup Storage Service, interoperability of services, data protection, or to perform work that is necessary for operational or technical reasons.
3. STORAGE MATERIALS
3.1 License. You grant Company a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, transferable, and fully sublicensable right to reproduce, modify, distribute, and export the Storage Materials solely as necessary to meet our obligations hereunder and to comply with your instructions to store such Storage Materials via the Storage Services.
3.2 Backup. Company does not guarantee the maintenance of any Storage Materials and is not responsible for any loss, misuse, or deletion of Storage Materials or any failure of any Storage Materials to be stored or encrypted. You are solely responsible for backing up and maintaining copies of the Storage Materials.
4. SECURITY & DATA PRIVACY
4.1 Security. You are responsible for properly configuring and using the Storage Services to store your Storage Materials and for maintaining appropriate security of your Storage Materials, which includes client-side encryption. Without limiting your obligations under Section 1.5(“Content”) or the terms of Section X(Limitations of Liability), we will implement reasonable and appropriate measures designed to help you secure Your Content against accidental or unlawful loss, access or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat our safeguards. You are responsible for properly configuring and using the JetBackup Storage Service and otherwise taking appropriate action to secure, protect and backup your Customer Account(s) and Your Content in a manner that will provide appropriate security and protection, which might include use of encryption to protect Your Content from unauthorized access and routinely archiving Your Content.
4.2 Compliance with Laws. You are solely responsible for ensuring that storage of your Storage Materials via the Storage Services is in compliance with all applicable laws. We make no representations or warranties regarding the suitability of the Storage Services for the storage of any particular types of data or for your specific usage. Company makes no representation or warranty that the using the Storage Services to store any Storage Materials that include personal data or sensitive data requiring heightened security protections complies with any specific regulations or laws, including without limitation (i) “protected health information,” as defined under the Health Insurance Portability and Accountability Act (“HIPAA”), (ii) “cardholder data,” as defined by the Payment Card Industry Data Security Standard (“PCI DSS”), or (iii) “Sensitive Personal Data” as defined under the General Data Protection Regulation, Regulation (EU) 2016/679 (“GDPR”) and other applicable law. You must provide all notices to, and obtain any necessary consents from, third parties as required by applicable law in connection with the storage of Storage Materials via the Storage Services. We reserve the right at any time, without notice, to remove, reject or delete any Storage Materials that contain unencrypted and/or plain text data or otherwise violate this Agreement.
5 REGISTRATION, ACCESS AND USAGE
5.1 Registration. This Agreement shall be effective on the date the Customer first registers for an Account, as defined herein, for access to the Storage Services (the “Effective Date”). Company may update the content, functionality, and user interface of the Storage Services from time to time, in its sole discretion. In order to use the Storage Services you will need to register for an account (“Account”). In connection with your creation of any Account, you must (i) provide accurate, current and complete Account information, (ii) maintain and promptly update your Account information as necessary, including a valid email address, (iii) maintain the security of your Account, including by not using the same password for the Storage Services that you use for third-party products or services, (iv) not disclose your password, API keys, or private keys to any third party, and (v) immediately notify us if you discover or otherwise suspect any unauthorized activities in connection with your Account or the Storage Services. You acknowledge and agree that, in addition to other circumstances, if you lose your private keys, you will not be able to recover any Storage Materials. Customer acknowledges that they retain administrative control over to whom they grant access to Storage Materials maintained in the Storage Services.
5.2 Access Rights. Customer has a non-exclusive, non-sublicensable, non-transferable (except as specifically permitted in this Agreement) right to use the Storage Services pursuant to the terms of this Agreement during the applicable Term as defined below.
5.3 Usage Restrictions. Customer shall not (a) reverse engineer, copy, modify, adapt, hack the Storage Services or otherwise attempt to gain unauthorized access to the Storage Services or its related systems or networks; (b) without authorization, access the Storage Services, the Documentation, or Company’s Confidential Information to build a competitive product or Storage Services; (c) alter or remove, or permit any third party to alter or remove, any proprietary trademark or copyright markings incorporated in, marked on, or affixed to the Storage Services; (d) access or use the Storage Services: (i) to store infringing, obscene, threatening, or otherwise unlawful material, including material violative of third-party privacy rights; (ii) in violation of applicable laws; (iii) to store material knowingly or intentionally containing software viruses, worms, Trojan horses, or other harmful computer code, files, or scripts; or, (iv) in a manner that interferes with or disrupts the integrity or performance of the Storage Services (or the data contained therein); or, (e) register for more than one Account per Satellite.
5.4 Sensitive/Personal Information. You agree that you shall not use the Storage Services to send or store personal information subject to special regulatory or contractual handling requirements (e.g., Payment Card Industry Data Security Standards, the Gramm-Leach-Bliley Act, the Health Insurance Portability and Accountability Act, and/or any other data protection laws) including without limitation: credit card information, credit card numbers and magnetic stripe information, social security numbers, driver’s license numbers, passport numbers, government-issued identification numbers, health-related information, biometric data, financial account information, personally identifiable information collected from children under the age of 13 or from online services directed toward children, and real time geo-location data which can identify an individual, or information deemed “sensitive” under applicable law (such as racial or ethnic origin, political opinions, or religious or philosophical beliefs) without entering into a separate agreement with Company.
Every end user and vendor is responsible for identifying and mitigating risks associated with the protection of confidential information.
5.5 Derived Data. Except for software subject to the Open Source License, and except for any rights expressly granted under this Agreement, Company and its licensors own and shall retain all right, title, and interest in and to the Storage Services (including any improvements, enhancements, customizations, and modifications thereto), the Documentation, Company Confidential Information, and the Derived Data, including, without limitation, all related intellectual property rights therein. For purposes hereof, the term “Derived Data” means data derived from operation of the Uplink and of the Storage Services via the Uplink, and any data that is aggregated by Company (including aggregations with data sourced from other Customers and other third party data sources), and data and information regarding Customers’ access to and participation in the Storage Services, including, without limitation, statistical usage data derived from the use of the Storage Services and configurations, log data and the performance results related thereto. For the avoidance of doubt, nothing herein shall be construed as prohibiting Company from utilizing Derived Data to optimize and improve the Storage Services or otherwise operate Company’s business; provided that if Company provides Derived Data to third parties, such Derived Data shall be de-identified and presented in the aggregate so that it will not disclose the identity of Customer to any third party. No rights are granted to Customer hereunder other than as expressly set forth in this Agreement.
5.6 Right to Suspend. Company may immediately, with or without notice, suspend the Account of any Customer or Customers End User who: (a) violates this Agreement (b) is using the Storage Services in a manner that Company reasonably believes may cause a security risk, is in breach of these terms and conditions, conducts illegal activities, is a disruption to others’ use of the Storage Services or liability for Company.
5.7 DMCA Policy. JetApps, LLC respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the US Copyright Office website at https://www.copyright.gov/legislation/dmca.pdf , JetApps will respond expeditiously to claims of copyright infringement committed using the Impossible Cloud Storage service and/or the Impossible Cloud website (the “Site”) if such claims are reported to Impossible Cloud’s Designated Copyright Agent on [email protected].
If you are a copyright owner, authorised to act on behalf of one, or authorised to act under any exclusive right under copyright, please report alleged copyright infringements taking place on or through the Site by completing the following DMCA Notice of Alleged Infringement and delivering it to Impossible Cloud’s Designated Copyright Agent. Upon receipt of Notice as described below, Impossible Cloud will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Site.
6. LICENSE GRANT; ACKNOWLEDGEMENT
6.1 Use of Your Content. You grant JetApps the right to process Your Content as necessary to perform this Agreement, and in accordance with the terms hereof. You retain all ownership and proprietary rights in Your Content. You may modify or remove / export Your Content at any time during the Term. Your Content (and, where applicable, the related metadata) will be irretrievably deleted upon: (a) your deletion of Your Content or (b) cancellation or termination of the Customer Account (including from expiration or non-renewal of an RCS purchase).
6.2 Log-In Credentials and Account Keys. Any log-in credentials and private keys provided to you by JetApps or generated by the JetBackup Storage Service are for your internal use only and you will not sell, transfer or sublicense them to any other entity or person, except that you may disclose your private key to your agents and subcontractors performing work on your behalf.
7. FEES AND PAYMENT
7.1 Fees. You will pay the Fees and any other amounts due as you are otherwise notified via the Storage Services of the fees applicable to use of the Storage Platform (“Fees”). All Fees are payable monthly exclusive of any applicable taxes, which are your sole responsibility. We will provide notice at least thirty (30) days in advance of any increase to the Fees. For more on how Fees typically are calculated, please visit our website for details
7.2 Payment. Except where otherwise indicated via the Storage Services we will charge all Fees to a payment method designated by you from the available options you have via the Storage Services (the “Payment Method”). You represent and warrant that you are authorized to use the Payment Method and authorize us to charge all amounts due hereunder to the Payment Method. If your Payment Method cannot be verified, is invalid, or is not otherwise acceptable, your right to use the Storage Services may be suspended and/or terminated automatically. Fees will be charged on a monthly basis based on your prior month’s usage. You can avoid incurring future Fees at any time by discontinuing your use of the Storage Services to store your Storage Materials.
7.3 Payment Terms. Payments to JetApps are due within three (3) days of the invoice date, without offset or deduction of any kind. Payment is due in the currency set forth in the quote. We may elect to charge you interest at the rate of 1.5% per month (or the highest rate permitted by law, if less) on all late payments. If we suspect that your account is at risk of non-payment, as reasonably determined in our discretion, we may bill you more frequently. You will be responsible for any costs of collection incurred by JetApps, including attorneys’ fees, in the event of non-payment.
7.4 Late Fees. Except as prohibited by law, we may assess a late charge if you do not pay Fees when due which you will pay at the lesser of 1.5% of the unpaid amount per month or the maximum rate permitted by law along with our costs of collection including but not limited to reasonable attorneys’ fees and other legal fees and costs. In addition, we may suspend and/or terminate your access to the Storage Services immediately without notice if you fail to pay Fees on time.
7.5 Promotional Credits. From time to time, Company or an authorized third party may make available certain credits against future charges for promotional purposes which may include marketing incentives, referral, or other events (“Promotional Credits”). Promotional Credits are valid for the period as stated in the terms of any such Promotional Credits (the “Usage Period”). Promotional Credits that have not been used by the end of the Usage Period will expire. All Company promotion codes are subject to the following terms, in addition to any terms printed on the applicable promotional material:
i. A Company promotion code may be redeemed only during the period shown in the selected promotional media, or, if none is stated, then for a period of three (3) months from the promotion date;
ii. You must have an Account in good standing to redeem a Company Promotional Credit;
iii. No adjustments can be made to prior purchases;
iv. Company Promotional Credits have no cash value and cannot be redeemed for cash or assigned or transferred for value, in whole or in part.
Material relating to the Software, provided, however, that Licensee shall be permitted to retain a full copy of all material subject to the confidentiality provisions of this agreement
8. TERM; TERMINATION; SUSPENSION
8.1 Term.
(a) Agreement Term. Subject to the provisions of Section x.2, the term of your access to the JetBackup Storage Service will continue for so long as you have an active and fully paid-up Customer Account (the “Term”).
(b) Reserved Capacity Storage Order Form Term. For RCS purchases, the term of the Order Form will be as set forth in the applicable quote, and will automatically renew for successive periods of one (1) year, unless either party provides written notice of its intent not to renew at least 30 days prior to the end of the then-current order form term. Fees for RCS are committed for the Order Form term and are non-refundable and non-cancellable.
8.2 Termination.
(a) Termination For Convenience. Either party may terminate this Agreement and your Customer Account for any reason by providing the other party at least thirty (30) days’ advance notice, provided, however, if you have elected the RCS prepaid JetBackup Storage Service, you remain responsible for all fees due for the balance of the then-current reserved capacity term, and you shall not be entitled to any refunds.
(b) Termination for Cause.
(i) By Either Party. Either party may immediately terminate this Agreement for cause if the other party is in material breach of this Agreement and the material breach remains uncured for a period of thirty (30) days from receipt of notice by the other party.
(ii) By JetApps. We may also terminate this Agreement immediately upon notice to you (A) if our relationship with Affiliates and/or a third-party who provides Software or other technology we use to provide the JetBackup Storage Service expires, terminates or requires us to change the way we provide the Software or other technology as part of the JetBackup Storage Service, or (B) in order to comply with law.
8.3 Effect of Termination of this Agreement. Upon termination: (a) all of your rights under this Agreement, any active order, and your Storage Account immediately terminate; (b) you remain responsible for all fees and charges you have incurred through the termination date (including RCS Fees); (c) you will immediately return or, if instructed by us, destroy all JetBackup content in your possession; (d) you will uninstall or destroy any Software, and will delete and cease all use of any Software creations or outputs such as tags or other metadata, and provide written certification of such; (e) those terms intended to survive termination shall continue to apply in accordance with their terms; (f) JetApps may immediately terminate your Account and delete Your Content.
8.4 Suspension and Termination of Your Account; Deletion.
(a) Suspension. We may immediately suspend (in our sole discretion) your Account or any Authorized User’s right to access or use any portion or all of the JetBackup Storage Service if we determine you or your Authorized User’s: (i) are in violation of the Acceptable Use Policy, (ii) pose a security risk to JetApps, the JetBackup Storage Service, any other JetBackup customer, or any third party, (iii) could adversely impact our systems, the JetBackup Storage Service or the systems or content of any other JetBackup customer, or (iv) could subject us, our Affiliates, or any third party to civil or criminal liability; (v) are in breach of this Agreement; (vi) provide registration information that is inaccurate, untrue or incomplete; (vii) fail to maintain the security of any access credentials; or (viii) have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding.
(b) Effect of Suspension or Termination. Upon expiration or termination of this Agreement for any reason, all use of the Storage Services and any other rights granted to Customer under this Agreement shall immediately terminate, and Customer shall immediately cease all use of the Storage Services. Customer acknowledges and agrees that when Customer’s subscription expires, or if Customer’s access to the Storage Services is otherwise suspended or terminated for any reason, Customer will no longer have access to the Storage Materials stored in the Storage Services and Customer’s Storage Materials may not be recoverable. As earlier stated, there is no guarantee that any Storage Materials will be available on demand or retrievable at any time. Customer is responsible for maintaining backup copies of all Storage Materials at all times. Company is not responsible for any loss or damage to any Storage Materials. If Company terminates or suspends Customers access to the Storage Services for reasons other than Customer’s breach of the Agreement, negligence, or misconduct, Company will make commercially reasonable efforts to provide you an opportunity to retrieve your Storage Materials via the Storage Service.
(c) Failure to Pay. Notwithstanding any other terms set forth in this Section 7, if you (or the channel partner through which you purchased the Service) fail to make any payment in relation to in this Agreement, we reserve the right to immediately suspend your Account upon notice to you. You (or your channel partner, where applicable) are required to make payment of all outstanding amounts before your Account will be re-enabled. If JetApps does not receive full payment following the first notice, we will provide a final notice that if outstanding amounts are not paid in full within twenty-four (24) hours of delivery of the second notice, we reserve the right to delete your Account and Your Content within seventy-two (72) hours from such final notice.
9. SERVICE AVAILABILITY (SLA)
9.1 SLA Commitments. JetApps will use commercially reasonable efforts to meet the following service level commitment:
(a) Storage Services SLA: except for Maintenance Windows, the Storage Services will be available 99.9% of the time. We calculate availability based upon the service records we maintain. We will use reasonable efforts to notify you in advance of any scheduled maintenance.
(b) Edge Services SLA: except for Maintenance Windows, the Edge Services will be available 99.9% of the time.
9.2 Service Availability. We calculate availability based upon the service records we maintain. We will use reasonable efforts to notify you in advance of any scheduled maintenance.
9.3 SLA Limiations. Our SLA obligations do not extend to any unavailability of the Storage Services that is caused by: (i) any hardware or software that you use in connection with the Storage Services; (ii) misuse of our Storage Services, including use in breach of the Agreement or use other than in accordance with any content or Documentation or other instructions provided by Company; (iii) circumstances or events beyond the reasonable control of Company; (iv) maintenance or scheduled downtime; or (iv) our suspension or termination of your access to the Storage Services pursuant to the rights we have reserved under the Impossible Cloud agreements.
9.4 Scheduled Downtime. Scheduled Downtime will generally occur during the Maintenance Windows. Company will endeavor to provide notice at least eight (8) hours in advance of any scheduled downtime occurring outside of the Maintenance Windows.
9.5 Maintenance Windows. Customers acknowledge potential unavailability due to maintenance performed by company. Company will use reasonable efforts to schedule maintenance during non-peak usage hours. We will endeavor to limit actual maintenance outages to the minimum necessary to be consistent and reliable.
10. IDEMNIFICATION
Customer agrees that it shall defend, indemnify, save and hold Provider harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney’s fees asserted against Provider, its agents, its customers, officers and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by customer, its agents, employees or assigns. Customer agrees to defend, indemnify and hold harmless Provider against liabilities arising out of; (1) any injury to person or property caused by any services and/or products sold or otherwise distributed in connection with Provider; (2) any material supplied by customer infringing or allegedly infringing on the proprietary rights of a third party; (3) copyright infringement and (4) any defective products sold to customers from Provider’s servers.
11. LIMITATION OF LIABILITY
SOME STATES AND JURISDICTIONS INCLUDING MEMBER COUNTRIES OF THE EUROPEAN ECONOMIC AREA, DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE BELOW LIMITATION OR EXCLUSION MAY NOT APPLY TO CUSTOMER. UNDER NO CIRCUMSTANCES SHALL PROVIDER BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (EVEN IF PROVIDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE), RESULTING FROM ANY ASPECT OF CUSTOMER’S USE OF SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT, FROM INABILITY TO USE THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT OR ANY LINKS ON THE SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE SITE, SERVICES, PROVIDER CONTENT OR USER CONTENT OR ANY LINKS ON THE SITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. IN NO CASE SHALL PROVIDER’S LIABILITY EXCEED THE AMOUNT CUSTOMER PAID FOR THE APPLICABLE PRODUCT OR SERVICE.
THIS WEB SITE COULD INCLUDE TECHNICAL OR OTHER INACCURACIES. CHANGES ARE PERIODICALLY MADE TO THE INFORMATION HEREIN. HOWEVER, PROVIDER MAKES NO COMMITMENT TO UPDATE MATERIALS ON THIS SITE.
Provider makes no representation that information on this web site is appropriate or available for use in all countries, and prohibits accessing materials from territories where contents are illegal. Those who access this site do so on their own initiative and are responsible for compliance with all applicable laws.
12. MISCELLANEOUS
12.1 Assignment. You may not assign or otherwise transfer this Agreement or any of the rights and obligations under this Agreement, without JetApps prior written consent. Any assignment or transfer, or attempt thereof, in violation of this Section 1 will be void. Notwithstanding the foregoing, either party may assign this Agreement to an Affiliate, or to any entity that acquires by sale, merger or otherwise, all or substantially all or a portion of such party’s assets, stock or business. If another entity merges with or acquires JetApps, or all, substantially all or a portion of our assets, stock or business you agree your encrypted stored data and information that JetApps has collected from you, including personally identifiable information, may be transferred, and you consent to the secure transfer of such information, to such successor or assignee. “Affiliate” means any corporation, partnership or other entity now existing or hereafter organized that directly or indirectly controls, is controlled by or under common control with such party. For purposes of this definition “control” means the direct possession of a majority of the outstanding voting securities of an entity.
12.2 Affiliates, Subcontractors and Vendors. Some or all of the JetBackup Storage Service, including support services, may be provided by JetApps Affiliates, agents, subcontractors and information system vendors. The rights and obligations of JetApps may be, in whole or in part, exercised or fulfilled by the foregoing entities, provided that JetApps remains responsible for compliance with this Agreement.
12.3 Entire Agreement. This Agreement incorporates any policies or other information found at the published links by reference and is the entire agreement between you and us regarding the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of this Agreement. We will not be bound by, and specifically object to, any term, condition or other provision that is different from or in addition to the provisions of this Agreement including those: (a) submitted by you in any order, receipt, acceptance, confirmation, correspondence or other document, (b) related to any online registration, response to any Request for Bid, Request for Proposal, Request for Information, or other questionnaire, or (c) related to any invoicing process that you submit or require us to complete. If the terms of this Agreement are inconsistent with the terms contained in documents referenced or linked herein, the terms contained in such documents will control.
12.4 Force Majeure. We and our Affiliates will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, electrical or power outages, utilities or other telecommunications failures, earthquake, storms or other elements of nature, epidemics, pandemics, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.
12.5 Governing Law. The laws of the State of California, without reference to conflict of law rules, governs this Agreement and any dispute of any sort that might arise between the parties. Disputes arising under this Agreement shall be brought exclusively in the state or federal courts of California. The United Nations Convention for the International Sale of Goods does not apply to this Agreement.
12.6 Trade Compliance. In connection with this Agreement, each party will comply with all applicable import, re-import, sanctions, anti-boycott, export, and re-export control laws and regulations. For clarity, you are solely responsible for compliance related to the manner in which you choose to use the JetBackup Storage Service, including your transfer and processing of Your Content, the provision of Your Content to Authorized Users, and the JetApps region in which any of the foregoing occur. You represent and warrant that you and your financial institutions, or any party that owns or controls you or your financial institutions, are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the U.S. Government (e.g., the Specially Designated Nationals List and Foreign Sanctions Evaders List of the U.S. Department of Treasury, and the Entity List of the U.S. Department of Commerce), the European Union or its Member States, or other applicable government authority.
12.7 Independent Contractors. Both parties are independent contractors with respect to each other.
12.8 Non-Exclusive Rights. Both parties reserve the right: (a) to develop or have developed for it: products, services, concepts, systems, or techniques that are similar to or compete with the products, services, concepts, systems, or techniques developed or contemplated by the other party, and (b) to assist third party developers or systems integrators who may offer products or services which compete with the other party’s products or services.
12.9 Language. All communications and notices made or given pursuant to this Agreement must be in the English language. If we provide a translation of the English language version of this Agreement, the English language version of the Agreement will control if there is any conflict.
12.10 Notice.
(a) To You. We may provide any notice to you under this Agreement by: (i) posting a notice on the JetBackup website; or (ii) sending a message to the email address then associated with your account. You agree that all disclosures, notices and communications are considered received by you within twenty-four (24) hours of the time posted to JetBackup’s website, or within twenty-four (24) hours of the time emailed to you. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email.
(b) To Us. To give us notice under this Agreement, you must contact JetApps as follows: (i) by email transmission to [email protected]; or (ii) by personal delivery, overnight courier or registered or certified mail to either JetApps LLC, the attention of the Legal Department and CFO. Notices provided by personal delivery will be effective immediately. Notices provided by email transmission or overnight courier will be effective one (1) business day after they are sent. Notices provided registered or certified mail will be effective three (3) business days after they are sent.
12.11 No Third-Party Beneficiaries. This Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement.
12.12 No Waivers. The failure by either party to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit a party’s right to enforce such provision at a later time. All waivers by a party must be in writing to be effective.
12.13 Severability. If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect.
12.14 Marketing. Each party may use the other party’s name, trade name, trademarks, icons, and logos (collectively, the “Brands”) to refer publicly to the other, orally and in writing, as a customer/vendor of the other solely in connection with the JetBackup Storage Service and only during the Term. Any other use of a party’s Brands requires such party’s prior written consent.
12.15 Export Controls. Your use of the JetBackup Storage Service is subject to compliance with United States and other applicable export control and trade sanctions laws, rules and regulations (collectively, “Export Control Laws”). You will not export, reexport, download or otherwise transmit the JetBackup Storage Service, or technical data relating thereto, in violation of any applicable Export Control Laws. In particular, you acknowledge that the JetBackup Storage Services, or any part thereof, may not be exported, transmitted, or re-exported to, or otherwise used in: (a) any country subject to a U.S. embargo or comprehensive trade sanctions or that has been designated a state sponsor of terrorism by the U.S. Government (“Sanctioned Countries”); or (b) anyone identified on any U.S. Government restricted party lists (collectively, “Restricted Party Lists”). By purchasing the JetBackup Storage Service, you represent and warrant that you are not located in any Sanctioned Country or on any Restricted Party List. You acknowledge that the JetBackup Storage Service may not be available in all jurisdictions and that you are solely responsible for complying with applicable Export Control Laws related to the manner in which you choose to use the JetBackup Storage Service, including your transfer and processing of Your Content and the region in which any of the foregoing occur.
12.16 Electronic Communications. By using JetBackup Storage Service, you consent to receive electronic communications to the email address provided in your Customer Account. It is your responsibility to keep your email address current for notice purposes. You agree that any communications that JetApps provides to you electronically satisfies any legal requirement that such communications be in writing.
12.17 Survival. The provisions of this Agreement that are clearly intended by their nature to survive termination, shall survive the expiration or termination of this Agreement, including but not limited to Customer’s payment obligations and each party’s indemnity obligations.