Terms of Service (2016)

Welcome to CloudSponge.com, the website and online service of Cloud Copy, Inc. (“Cloud Copy”). These terms govern the use of our Service. By accessing or using the Service, including by embedding our code on your site, you signify that you have read, understood, and agree to be bound by this Terms of Service Agreement (“Agreement”), and to the collection and use of your information as set forth in the Cloud Copy Privacy Policy, whether or not you are a registered user of our Service. If you are accepting this Agreement and using the Service on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.

PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

Cloud Copy may, in its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. The most current version of the policy will govern our use of your information and will always be at www.CloudSponge.com/terms. If the revision, in our sole discretion, is material we will attempt to notify you via e-mail to the email associated with your account and by placing a prominent notice on the Service for the 30 days prior to the effective date of the change. We will also update the ‘last revised’ date at the top of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Service. If you do not agree to any of these terms or any future Terms of Service, do not use or access (or continue to access) the Service. This Agreement applies to all Users of the Service.

1. Definitions.a. “Information System” means (i) any information or communications system, including network services, computer systems, data networks, software applications, broadband/satellite/wireless communications systems, and voicemail, and (ii) the means of access to such systems, including all authentication methods.b. “Intellectual Property” means (i) trade secrets, (ii) patents and patent applications, (iii) trademarks and trademark applications, (iv) service marks and service mark applications, (v) trade names, (vi) Internet domain names, (vii) copyrights and copyright applications, (viii) moral rights, (ix) database rights, (x) design rights, (xi) rights in know-how, (xii) rights in inventions (whether patentable or not), (xiii) renewals or extensions of the foregoing, (xiv) goodwill associated with the foregoing, and (xv) all other equivalent rights anywhere in the world;c. “Order Form” means an ordering document specifying the Service to be provided hereunder that is entered into between you and Cloud Copy, including any addenda and supplements thereto.

   d. “Service” means the services, websites, widgets, APIs, and software provided on or in connection with the service known commercially as “CloudSponge” (collectively the “Service”).

   e. “Subscription Fee” means the fee for the Service that you purchase under an Order Form, per twelve consecutive months during the Term.

   f. “Term” means the one (1) year period following your acceptance of this Agreement.

   g. “User” means all visitors, users, and others who access the Service, including the natural person or entity who has or will accept your Terms of Service (as you may update them from time to time in your discretion).

   h. “User Data” means any data uploaded or provided by a User through the Service, including any address book data and any User passwords (if provided), together with any personally identifiable information derived from any of the foregoing.

   i. “Your Data” means any data uploaded or provided by you or at your request through the Service, including any User Data, together with any personally identifiable information derived from any of the foregoing.

2. Use of Our Service. Cloud Copy provides customizable software that enables you to allow your Users to upload their webmail or desktop address books to your website.a. Accounts. You need to register with Cloud Copy and create an account. You may never use another User’s account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account and you must keep your account password secure. You must notify Cloud Copy immediately of any breach of security or unauthorized use of your account. Cloud Copy will not be liable for any losses caused by any unauthorized use of your account. By providing Cloud Copy your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail.b. Service Rules. You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to Cloud Copy than a human can reasonably produce in the same period of time by using a conventional on-line web browser; (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Service; (vii) collecting or harvesting any personally identifiable information, including account names, from the Service; (viii) using the Service for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Service; (xi) accessing any content on the Service through any technology or means other than those provided or authorized by the Service; (xii) submitting to the Service or to Cloud Copy any personally identifiable information, except as necessary for the establishment of your account; or (xiii) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.We may, without prior notice, change the Service, stop providing the Service or features of the Service, or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability if in our sole determination you violate any provision of this Agreement.

   c. Restrictions. Except as expressly permitted under Section 2(a), you agree not to use, copy, modify, create a derivative work of, reverse engineer, decompile, or otherwise attempt to extract the source code of the software underlying the Service or any part thereof, unless this is expressly permitted or required by law, or unless authorized by Cloud Copy in writing.

3. License Grant.a. License to You. Subject to the terms and conditions of this Agreement, an applicable Order Form and payment of fees stated therein, Cloud Copy grants you a non-exclusive, non-transferable, non-sublicensable right to use the Service and to implement the same in your website, mobile app or other Information System, solely for your internal use during the Term. Each of us recognize that, except for the limited licenses granted specifically hereunder, all Intellectual Property shall remain with the owner and neither of us acquires or transfers any right to the other’s Intellectual Property. Subject to the terms of this Agreement, we will use commercially reasonable efforts to provide you the Service. The Service is subject to usage limits, including, for example, usage only on the specific domain(s) or IP address(es) listed in Order Forms. The Service may not be implemented on any domain or IP address that is not specifically listed in an applicable Order Form. If you exceed a contractual usage limit, you will promptly execute an Order Form for any additional domain(s) or IP address(es) on which the Service is to be implemented, and/or pay any invoice for excess usage in accordance with Section 7(c) (Payment Information; Taxes).b. Licenses to Cloud Copy.i. Your Data. To the extent necessary, you hereby grant, Cloud Copy a non-exclusive, royalty-free license to use Your Data, solely for the purposes of providing the Service to you.

   ii. Name and Logo. You expressly grant, and represent and warrant that you have all rights necessary to grant, to Cloud Copy, a royalty-free, sublicensable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, and distribute your name, logo, or any other identifying words or marks used by and/or associated with you to identify you (“Your Marks”), in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service, to identify you as a customer of Cloud Copy or for marketing and publicity purposes.

   iii. Aggregate/Anonymous Data. Cloud Copy aggregates Your Data with other data so that results are non-personally identifiable and also collects anonymous technical logs and data regarding use of the Service (“Aggregate/Anonymous Data”). Notwithstanding anything to the contrary herein, such Aggregate/Anonymous Data will be deemed Cloud Copy Content (as defined below), which Cloud Copy may use for any business purpose during or after the term of this Agreement, including without limitation to develop and improve Cloud Copy’s Service and to create and distribute reports and other materials. For clarity, this does not give Cloud Copy the right to identify you as the source of any Aggregate/Anonymous Data without your prior written permission.

   iv. Feedback and Improvements. You may choose to or we may invite you to submit comments, suggestions, feedback, or ideas about the Service, including without limitation about how to improve the Service or our products (“Idea(s)”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Cloud Copy under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Cloud Copy does not waive any rights to use similar or related ideas previously known to Cloud Copy, or developed by its employees, or obtained from sources other than you.

4. Ownership Rights.a. Cloud Copy Proprietary Rights. As between you and Cloud Copy, Cloud Copy and its licensors exclusively own all right, title and interest in and to the Service, including without limitation any improvements thereto, updates, and all materials therein or transferred thereby, including without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, and copyrights (the “Cloud Copy Content”), and all Intellectual Property rights related thereto and derivative works of the foregoing. Except as provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service. Use of the Cloud Copy Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.b. Your Proprietary Rights. As between you and Cloud Copy and subject to Section 3(b), you own all right, title, and interest in and to the Your Data and any Intellectual Property rights embodied therein.
5. Free Access and Beta Release. If you receive a free or unsubscribed access subscription (“Free Access Subscription”) to the Service or a beta release product (“Beta Release”), then you may use the Service or Beta Release in accordance with the terms and conditions of this Agreement for the period designated in the Order Form or otherwise by Cloud Copy. Cloud Copy may terminate or immediately suspend your Free Access Subscription at any time for any reason without liability to you. Cloud Copy may revoke your right to use any Beta Release and any related services at any time without liability and does not guarantee that future versions of a Beta Release will be made available under the same commercial or other terms. You acknowledge your Free Access Subscription or Beta Release may not be complete or fully functional and may contain bugs, errors, omissions and other problems. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, CLOUD COPY WILL HAVE NO WARRANTY, INDEMNITY OR SUPPORT OBLIGATIONS WITH RESPECT TO FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES.
6. Privacy Obligations.a. Cloud Copy is the processor of all personal User Data collected through the Service, and will comply with all applicable laws and requirements in connection with its receipt and storage of all such personal data. Cloud Copy takes no responsibility and assumes no liability for any of Your Data that you or any other User provides or transmits over the Service. You shall be solely responsible for Your Data and the consequences of using, disclosing, or transmitting it, and you agree that Cloud Copy is only acting as a passive conduit.b. Cloud Copy will not process or otherwise interact with any personal User Data associated with your end users in any manner except for the sole purpose of improving the Service or performing the Service for your benefit and in compliance with: (i) the express terms and conditions of this Agreement or as you may hereafter expressly direct in advance in writing; and (ii) all applicable laws (including all then current and applicable laws relating to spamming, privacy and consumer and data protection). Without limiting the foregoing, Cloud Copy shall not communicate or attempt to communicate with any Users or User’s contacts using any information learned through its provision of the Service for any promotional purpose, nor shall Cloud Copy permit any third party to do so.c. Any information that you provide to Cloud Copy is subject to our Privacy Policy, which governs our collection and use of Your Data. You understand that through your use of the Service, you consent to the collection and use (as set forth in the Privacy Policy) of Your Data, including the transfer of this information to the United States and/or other countries for storage, processing and providing the Service.

   d. The Service fully supports the OAuth standard and will use the OAuth standard to facilitate User’s upload of User Data from it’s respective email provider when available. Your use of the Service with respect to third-party email providers who support the OAuth standard does not require Cloud Copy to have access to, and Cloud Copy will not in fact have access to, Users’ passwords in such instances.

7. Payment Obligations.a. Fees. You agree to pay Cloud Copy all Subscription Fees, as set forth in the applicable Order Form, including any sales, excise, service, use or other taxes now or hereafter imposed upon or required to be collected by Cloud Copy by any authority in connection with or arising from the Service and/or this Agreement, excluding taxes based upon Cloud Copy’s net income. You authorize Cloud Copy to charge the credit card you associate with your account for the initial Term and any renewal Term(s). Such charges shall be made annually in advance.b. Subscription Terms. Your subscription shall automatically renew for additional successive Terms equal to the period of your initial Term, unless you provide Cloud Copy with written notice at least thirty (30) days prior to the end of the then-current Term. If you cancel or suspend your subscription before the end of the then current Term, (i) all fees will become immediately due and payable, (ii) Cloud Copy reserves the right to immediately suspend your access to your account, and (iii) unless termination occurs within the first 90 days of the initial Term, you will not receive any refunds.c. Payment Information; Taxes. Any amounts not paid when due shall bear interest at the rate of one and one-half percent (1.5%) per month or the maximum rate allowed by law, whichever is less. Cloud Copy reserves the right to suspend your account for late or non-payment. You will maintain complete and accurate billing and contact information with Cloud Copy at all times.

   d. Disputes. Cloud Copy will not exercise its rights under Section 7(c) above if you are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute.

   e. Future Functionality. You agree that your purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by Cloud Copy regarding future functionality or features.

8. Representations and Warranties.a. Corporate Authority and Compliance with Laws. Each of us warrants and represents that such we each have full right, power, and authority to enter into and perform this Agreement without the consent of any third party. You hereby represent, warrant, and covenant to use the Service in accordance with all applicable laws.b. Consent to Collection and Use of Your Data. In connection with any of Your Data, you hereby represent and warrant that (a) you have obtained all necessary rights, releases, and permissions to provide Your Data to Cloud Copy, and (b) the collection, use, and disclosure of such information by you does not violate any laws or rights of any third party, including without limitation any Intellectual Property, rights of privacy, or rights of publicity, and is not inconsistent with the terms of any applicable privacy policies. Cloud Copy takes no responsibility and assumes no liability for any Your Data that you or any other user or third party provides, posts, publishes or transmits over the Service. You shall be solely responsible for Your Data and the consequences of using, disclosing, or transmitting it, and you agree that Cloud Copy is only acting as a passive conduit.
9. Indemnity. You shall indemnify, defend, and hold harmless Cloud Copy from and against any and all third-party claims, costs, damages, liabilities, and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any claim based on (a) any Your Data or Information System (including without limitation any breach or alleged breach of your obligations and warranties in Section 8), or (b) any service or product offered by you in connection with or related to the Information System.
10. No Warranty. EXCEPT FOR THE LIMITED WARRANTY IN SECTION 8, ALL SERVICES ARE PROVIDED “AS IS”. NEITHER CLOUD COPY NOR ITS SUPPLIERS MAKES ANY OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. YOU MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW. CLOUD COPY SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES AND OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE THE REASONABLE CONTROL OF CLOUD COPY. CLOUD COPY DOES NOT WARRANT THAT ANY CHANGES YOU MAKE TO YOUR INFORMATION SYSTEM WILL MEET YOUR EXPECTATIONS AND IS NOT RESPONSIBLE FOR ANY DECISIONS OR ACTIONS TAKEN (OR NOT TAKEN) BY YOUR BASED UPON USE OF THE SERVICES.
11. Limitation of Liability. NEITHER CLOUD COPY NOR ITS SUPPLIERS WILL BE LIABLE FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, FAILURE OF SECURITY MECHANISMS, INTERRUPTION OF BUSINESS, COSTS OF DELAY OR ANY INDIRECT, SPECIAL, INCIDENTAL, RELIANCE OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. CLOUD COPY’S AND ITS SUPPLIERS’ ENTIRE LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID OR PAYABLE BY YOU TO CLOUD COPY UNDER THIS AGREEMENT DURING THE THEN CURRENT SUBSCRIPTION TERM.The parties agree that the limitations specified in this Section 11 will survive and apply even if any limited remedy specified in this Agreement is found to have failed of its essential purpose. Each party acknowledges that the foregoing limitations are an essential element of the Agreement and a reasonable allocation of risk between the parties and that in the absence of such limitations the pricing and other terms set forth in this Agreement would be substantially different.
12. Confidentiality. “Confidential Information” includes any information disclosed by one party to the other in writing and marked “confidential” or which, due to its nature, reasonably should be understood to be confidential. Notwithstanding the foregoing, Confidential Information will not include any information that is or becomes known to the general public, which is already in the receiving party’s possession prior to disclosure by a party or which is independently developed by the receiving party without the use of Confidential Information. Neither party will use or disclose the other party’s Confidential Information without the other party’s prior written consent, except for the purpose of performing its obligations under this Agreement or if required by Law or court order, in which case, the party being compelled to disclose Confidential Information will give the other party as much notice as is reasonably practical prior to disclosing such information.
13. Termination.Termination. You may terminate this Agreement for any reason during the first 90 days of the initial Term and receive a full refund. Cloud Copy, in its sole discretion, may terminate or suspend your account at any time if, in Cloud Copy’s sole discretion, you violate any term or provision of this Agreement without prior notice or liability to you. If you default in the performance of any material provision of this Agreement, including without limitation any payment obligations due under Section 6, then Cloud Copy may give written notice to you that if the default is not cured within ten (10) days the Agreement will be terminated. If Cloud Copy gives such notice and the default is not cured during the ten (10) day period, then the Agreement shall automatically terminate at the end of that period. Upon termination of your account, your right to use the Service will immediately cease and all amounts due shall become immediately due and payable. Sections 4, 7 (to the extent not satisfied), 8-13, and 16 shall survive any termination or expiration of this Agreement. Upon termination of this Agreement for any reason, you shall cease all use of the Service and you shall destroy and remove from all computers, hard drives, networks, and other storage media all copies of the Service and any the data, and shall so certify, if requested, to Cloud Copy that such actions have occurred.Refund Upon Termination. If this Agreement is terminated by you within the first 90 days of the initial Term, in accordance with Section 13(a), Cloud Copy will refund to you any prepaid fees covering the remainder of the Term of all Order Forms after the effective date of termination. If this Agreement is terminated by Cloud Copy in accordance with Section 13(a), you will pay any unpaid fees covering the remainder of the Term of all Order Forms. In no event will termination relieve you of your obligation to pay any fees payable to Cloud Copy for the period prior to the effective date of termination.
14. Security. You understand and agree that all data will be transmitted to Amazon Web Services (“AWS”), which shall host the Service. The data therefore shall be stored and maintained in accordance with the applicable terms and conditions of AWS. Cloud Copy makes no guarantees as to the availability of AWS or the Service.
15. California Residents. The provider of services is set forth herein. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.
16. General.a. Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you without Cloud Copy’s prior written permissions, but may be assigned by Cloud Copy without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.b. No Agency. Neither party has the ability to bind the other party to any agreements or other obligations and will not attempt to do so. Cloud Copy and you are independent contractors, and nothing in this Agreement creates any partnership, joint venture or agency relationship. As between each other, each party is fully responsible for all persons and entities it employs or retains.c. Governing Law. You agree that: (i) the Service shall be deemed solely based in California; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in San Francisco County, California for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that San Francisco County, California is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable.

    d. Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM CLOUD COPY. For any dispute with Cloud Copy, you agree to first contact us and attempt to resolve the dispute with us informally. In the unlikely event that Cloud Copy has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in Santa Clara County, California, unless you and Cloud Copy agree otherwise. If you are using the Service for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Cloud Copy from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights.

    e. Jury Trial Waiver. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND CLOUD COPY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.

    f. Notification Procedures. All notices from you to Cloud Copy must be given in writing and sent by registered or certified mail (postage prepaid and return receipt requested), by hand or messenger delivery, by overnight delivery service, by facsimile with receipt confirmed, by electronic mail, to Cloud Copy’s addresses provided on the Service. Any notice or report delivered in accordance with this Section will be deemed given on the date actually delivered; provided that any notice or report deemed given or due on a Saturday, Sunday, or legal holiday will be deemed given or due on the next business day. Cloud Copy may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our website, as determined by Cloud Copy in our sole discretion. Cloud Copy reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers. Cloud Copy is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We recommend that you add support@CloudSponge.com to your email address book to help ensure you receive email notifications from us.

    g. Entire Agreement/Severability. This Agreement, together with any Order Forms and amendments you may enter into with Cloud Copy in connection with the Service, shall constitute the entire agreement between you and Cloud Copy concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

    h. API Use Terms. By using CloudSponge to import email and address book information from a third-party email service provider, you agree to be bound by any additional terms set forth by that email service provider. For example, by using CloudSponge to import contact data from Google, you agree to the Google APIs Terms of Service available at https://developers.google.com/terms/. If you have questions regarding the Google’s terms, please contact Google.

    i. No Waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Cloud Copy’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

    j. Export Restrictions. You are responsible for compliance with all applicable laws and regulations, including but not limited to United States export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government.

    k. DMCA. You shall be responsible for handling and processing notices of alleged infringement by your Information System in accordance with the Digital Millennium Copyright Act (or any successors thereto or similar laws in foreign jurisdictions) (“DMCA”) and shall promptly notify Cloud Copy if you become aware of any such notices or takedown requests. Notwithstanding the foregoing, without limiting Cloud Copy’s other rights and remedies hereunder, Cloud Copy reserves the right to respond to any DMCA notices it receives in accordance with its DMCA policies and to suspend or terminate access to the Service for repeat infringers.

    l. Eligibility. You may use the Service only if you can form a binding contract with Cloud Copy, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Service by anyone under 13 is strictly prohibited and in violation of this Agreement.

    m. Contact. Do you have questions about this Agreement? Please reach out to us: 548 Market Street #30734, San Francisco, CA 94104, (888) 725-9352 support@CloudSponge.com.

See the Revision archive.