Terms of Use

1. INTRODUCTION

CloudFuze, Inc. (“CloudFuze”, “we” or “us”) maintains the website CloudFuze.com (the “Website”) and provides products and services that save you time in managing cloud based file management across multiple clouds and devices.

2. LEGAL AGREEMENT

These terms of use (the “Terms of Use”) govern your use of our Website and our services and products (collectively the “Service”). Certain parts of the Service may require you to agree to additional terms or guidelines, all of which are included by reference in these Terms of Use. Please read the Terms of Use carefully before you start to use the Website. By using and accessing the Website, or by clicking to accept or agree to the Terms of Use when this option is made available to you, you agree to be bound by and comply with these Terms of Use. You may not use the Service if you do not accept these Terms of Use.

For the purposes of these Terms of Use, “you” shall refer to either you as an individual or the entity on whose behalf you are accepting these Terms of Use. You represent that you are of legal age to form a binding contract and that you are authorized to accept these Terms of Use.

3.CHANGES TO THE TERMS OF USE

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them. Your continued use of the Service following the posting of revised Terms of Use means that you accept and agree to the changes. You must check this page frequently so that you are aware of any changes, and immediately discontinue access to the Website and use of the Services if you do not want to agree to the revised Terms of Use.

4. ACCOUNT; MEMBER INFORMATION

In order to download the CloudFuze application, you must provide your email address. You agree that your email address will always be accurate and current, and it is your responsibility to notify CloudFuze if you wish to change the email account associated with your CloudFuze account. We may use your email address to contact you about important things such as modifications to these Terms of Use or our Privacy Policy, and it is your responsibility to keep your email account current.

You are responsible for safeguarding the password that you use to access the Services 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 CloudFuze of any unauthorized use of your account.

5. PRIVACY POLICY

All information we collect on the Website is subject to our Privacy PolicyBy using the Website, or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by our Privacy Policy. If you do not want to agree to our Privacy Policy, you must not provide us any personal information.

Our Website is hosted in the United States and our services are provided from the United States. It is possible that certain information will be stored on servers in multiple other countries on the “cloud” or other similar distributed hosting platforms. If you are a user accessing our Website or Services from the European Union, Asia or any other region with laws governing personal data collection, use, and disclosure that differ from United States laws, you are expressly and knowingly consenting to the transfer of your personal information to the United States and other jurisdictions as indicated above, and to our use of your personal information in accordance with our Privacy Policy.

6. YOUR CONTENT ON THE SERVICE

The Service helps to organize information, data, text, photographs, graphics, video, messages, tags, or other materials (“Content”) that you email, transmit or otherwise make available while using the Service (including third party service integrations that you enable through the Service). You acknowledge that if you wish to protect your transmission of Content to CloudFuze, you must use a secure encrypted connection to communicate with the Service. You will continue to own all of your Content and you agree that CloudFuze may use, distribute, syndicate, reproduce, modify, adapt, publicly perform and publicly display such Content solely for the purpose of providing you the Service.

If you no longer want your Content to appear on the Service, it is your responsibility to go to your applicable third party service providing the Content and either change your privacy settings to block publicly available content, or remove the content entirely. However, you agree and understand that CloudFuze may not be able to (and has no obligation to you) to restrict any use of your Content by any other person, including other users, and that CloudFuze has no control of your Content provided by or to the third party services that you authorize or enable.

You understand and acknowledge that you are responsible for your Content, including its legality, reliability, accuracy and appropriateness. We are not responsible for pre-screening or removing Content.

7. FEEDBACK TO CloudFuze

You may submit feedback, ideas, ratings, reviews, or suggestions (“Feedback”) to CloudFuze. You acknowledge and agree that: (a) your Feedback automatically becomes the property of CloudFuze, without any obligation of CloudFuze to you; (b) your Feedback does not contain confidential or proprietary information of you or any third party; (c) CloudFuze may use or disclose such Feedback for any purpose, in any way, in any media worldwide; (d) CloudFuze may have something similar to the Feedback already under consideration or in development; and (e) you are not entitled to any compensation or reimbursement of any kind from CloudFuze.

8. MEMBER CONDUCT

You agree to not use the Service to:

(a) harm minors in any way;

(b) impersonate any person or entity, or misrepresent your affiliation with a person or entity;

(c) engage in any unsolicited or unauthorized advertising, “spamming” or “chain letters,” or any other form of solicitation;

(d) stalk or otherwise harass another;

(e) transmit or make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

(f) interfere with or disrupt the Service or servers or networks connected to the Service; or

(g) intentionally or unintentionally violate any applicable local, state, national or international law.

You agree to not upload, post, or transmit or make available any Content that:

(a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;

(b) you do not have a right to make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information protected under nondisclosure agreements); or

(c) infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party.

You must access the Service only through the interface that we provide. You may not access the Service or the Content through any automated means (including use of bots, scripts or web crawlers). You must not override or circumvent any security components or violate any usage rules relating to the protection of materials or technology on the Service.

9. PROPRIETARY RIGHTS

All right, title and interest to the Service (which includes any CloudFuze content or materials made available via the Service, the Service’s look and feel, and the designs, service marks, trademarks and trade names displayed on the Service) are the property of CloudFuze, its affiliates, licensors or other providers, and are protected by copyrights, patents, trademarks or other proprietary rights and laws. These Terms of Use permit you to use the Website and Services only for your personal, non-commercial use. You may not otherwise use the Website and Services, nor copy, modify, create a derivative work from, reverse engineer, sell, assign, sublicense or otherwise transfer any right to any part of the Service without the prior written consent of the respective owner.

CloudFuze may permit you to download a software app (the “Software”) to enable you to use the Service in the manner permitted by these Terms of Use. CloudFuze grants you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use such Software solely for the purposes expressly permitted by these Terms of Use. You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software. You may not assign or grant a sublicense of your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software. If you are required to agree to additional terms when you download the Software, they will become a part of these Terms of Use.

10. THIRD PARTY CHARGES

You (and not CloudFuze) are solely responsible for any fees or charges incurred to access the Service through an internet access or mobile access provider, or other third party, including, but not limited to, charges incurred to send or receive SMS messages.

11. NO RESALE OF SERVICE

You agree to use the Service solely for your personal noncommercial use. You agree not to reproduce, duplicate, copy, sell, trade, resell, frame, or exploit any portion of the Service for any commercial purposes.

12. ANNOUNCEMENTS

The Service may display announcements. In consideration for CloudFuze granting you access to and use of the Services, you agree that CloudFuze may place such announcements on the Service.

13. INDEMNITY

You agree to indemnify and hold CloudFuze and its affiliates, members, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Content you submit, post, transmit or otherwise make available through the Service, your use of the Service, your connection to the Service, your violation of these Terms of Use, or your violation of any rights of another.

14. MODIFICATIONS TO SERVICE

We reserve the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. CloudFuze may elect to provide you with customer support, in its sole discretion, and may terminate such support at any time without notice. You agree that CloudFuze shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. You further agree that we may limit the number of emails sent via the Service at any time, in our sole discretion.

15. TERMINATION

CloudFuze may terminate your application access to the Service at any time, without notice, for any reason, including but not be limited to, (a) breaches or violations of these Terms of Use, (b) requests by law enforcement or other government agencies, (c) a request by you to deactivate your application, (d) discontinuance or material modification to the Service, (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) engagement by you in fraudulent or illegal activities, or (h) nonpayment of any fees owed by you in connection with the Services. Further, you agree that CloudFuze shall not be liable to you or any third party for any deactivation of your account.

16. DISCLAIMER OF WARRANTIES

We cannot and do not guarantee or warrant that files available for downloading from the Internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER CLOUDFUZE NOR ANY PERSON ASSOCIATED WITH CLOUDFUZE MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SERVICE. WITHOUT LIMITING THE FOREGOING, NEITHER CLOUDFUZE NOR ANYONE ASSOCIATED WITH CLOUDFUZE REPRESENTS OR WARRANTS THAT THE SERVICE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITE OR ANY SERVICE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

CLOUDFUZE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

17. LIMITATION OF LIABILITY

IN NO EVENT WILL CLOUDFUZE, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICE. THIS DISCLAIMER INCLUDES ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL OR LOSS OF DATA, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

18. NOTICE

We may provide you with notices, including those regarding changes to these Terms of Use by email, regular mail, text message, postings on the Service, or other reasonable means now known or developed later.

19. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT

We respect the intellectual property of others, and we ask our users to do the same. If you believe that any material posted by any user of our Website violates your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement. It is the policy of the Company to terminate the user accounts of repeat infringers

20. DISCLAIMER

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information and any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

The Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by CloudFuze, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of CloudFuze. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

21. GOVERNING LAW AND JURISDICTION

All matters relating to the Service and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of North Carolina without giving effect to any choice or conflict of law provision or rule (whether of the State of North Carolina or any other jurisdiction).

Any legal suit, action or proceeding arising out of or related to these Terms of Use or the Service shall be instituted exclusively in the federal courts of the United States in the Middle District of North Carolina or the courts of the State of North Carolina, except that we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

22. LIMITATION ON TIME TO FILE CLAIMS

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

23. WAIVER AND SEVERABILITY

No waiver by CloudFuze of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of CloudFuze to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect

24. ENTIRE AGREEMENT

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and CloudFuze with respect to the Website and our Service, supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Website or the Service.

25. LENGTH OF SERVICE

Service Term.
The “service term” refers to the period of time for which CloudFuze (hereinafter “the Company”) will periodically bill you (hereinafter “the Customer”) in advance of service. The service term is the term selected by the Customer from the available options at the time of signing up for the Company’s service, either one month or one year.

The first service term begins on the date the Customer placed the order for the Company’s application services (hereinafter “Order Date”). The service term does not begin on the day the Customer receives any ordered equipment. The service term does not begin the first time the Customer uses the Company services.

This is an indefinite duration contract with no set end date. Beginning on the Order Date, the Customer’s service will continue indefinitely until cancelled by the Customer or by the Company, as detailed below under “Company Rights.” The Customer assumes all financial responsibilities and obligations for payment of Company services as set forth herein.
Automatic Renewal.
At the expiration of the Customer’s original service term, the service term agreement shall be automatically renewed by the Company and will continue in full force and effect for the specific term the Customer selected on the original Order Date. Service term renewal is automatically enacted on the first day following the end of the Customer’s current service term. The Customer has the right to terminate services before the last day of the current service term by contacting the Company at payments@cloudfuze.com.

Early Termination Fees.
All promotional plans or additional benefits offered to the Customer at the time of the service agreement, such as subscription upgrades, compensated or discounted service pricing, free installations, rebates, or any and all other incentives, are provided to the Customer based on a fixed agreement for a specific duration of Company services. Unless otherwise specified in the offer and noted in the terms of the Customer’s binding service agreement, the service period begins on the Order Date.

If the Customer terminates service before the expiration of the period of time specified in the Customer’s service agreement, whether monthly or yearly, the Customer will be subject to an Early Termination Fee (hereinafter “ETF”). The applicable ETF is assessed based upon the Customer’s specific service subscription plan, and the ETF is calculated based on the terms of the agreement for the Customer’s selected rate plan.

For monthly subscriptions cancelled by the Customer at any time during the month, the Customer assumes full responsibility for payment of services for the entirety of the final month of service and for the service validity. Likewise, for yearly subscriptions cancelled by the Customer at any time during the year, the Customer assumes full responsibility for payment of services for the entirety of year of the service agreement and for the service validity. The Company does not prorate service fees for cancelled subscriptions, monthly or yearly, and no refunds will be issued.

Company Rights.
The Company reserves the right to suspend or discontinue company services at any time. The Company also reserves the right to immediately disconnect the Customer’s individual service or discontinue the Customer’s service agreement at any time without notice.