Last modified: November 29, 2010
WEBCARGO may revise this Agreement from time to time. Each revision will be marked with a revision date and will be posted on the Site. By continuing to access or use the Service after each revision, you agree to be bound by the modified version of this Agreement. If you do not agree to the modified terms, stop using the Service and contact WEBCARGO at 1-(866) 905-0123 or firstname.lastname@example.org .
The Service enables users to store and send to others files that they provide ("User Files"). WEBCARGO offers personal, team and corporate subscription plans. If you access the Service through a team or corporate subscription plan, you are still bound by the terms and conditions of this Agreement despite the fact that the fees payable for your subscription plan are paid by a third party. Please consult the Site at http://www.webcargo.net/en/pricing.php or contact your Sales Representative for more information on the pricing and features of the different subscription plans.
You acknowledge and agree that WEBCARGO may modify the conditions and features of the Service, including without limitation, the maximum size of the file that a user may store and send through the Service, the maximum number of days that a file will be stored by the Service, the maximum number of times a user may access the Service in a given period of time, and the maximum number of recipients to which a user may send a User File. WEBCARGO will notify you of the change in the Service. By continuing to access or use the Service after having received this notice, you agree to be bound by the conditions and features of the Service. If you do not agree to the modified conditions and features, stop using the Service and contact WEBCARGO at 1-(866) 905-0123 or email@example.com.
You need a supported Web browser to access the Service. You acknowledge and agree that WEBCARGO may cease to support a given Web browser and that your continuous use of the Service will require you to download a supported Web browser. You also acknowledge and agree that the performance of the Service is incumbent on the performance of your computer equipment and your Internet connection.
2. Account and password
In order to use the Service and send User Files, you must hold a valid user account. You agree to provide accurate, current, and complete information as well as to keep this information current and accurate for the duration of your use of the Services. WEBCARGO will have no liability for failure to deliver notices that result from inaccurate account information or otherwise.
You are responsible for safeguarding the password that you use to access the Service. You agree not to disclose your password to any third party. You agree to take sole responsibility for any activities or actions under your password, whether or not you have authorized such activities or actions. You will immediately notify WEBCARGO in writing at firstname.lastname@example.org of any unauthorized use of your password.
The fees applicable for WEBCARGO service are available at www.webcargo.net. WEBCARGO reserves the right to change the fees or applicable charges and to institute new charges at any time, upon thirty (30) days prior notice to you.
Unless you terminate this Agreement pursuant to section 4 below, WEBCARGO will automatically renew the Service for the same term and will charge your credit card on the first day of the renewal term. If payment is not received thirty (30) days after the first day of such renewal term, your account will be frozen and inaccessible until all outstanding payments have been processed by WEBCARGO. You retain the responsibility for settling all outstanding balances in a timely manner and maintaining updated billing information. If payment is not received thirty (30) days after the first day of such renewal term, your account will be deactivated and all files will no longer be retrievable.
If you access the Service through a team or corporate account, this section is only applicable to your team or corporate account administrator.
You may cancel your individual account at any time by either downgrading within your WEBCARGO account or contacting WEBCARGO at 1-(866) 905-0123 or email@example.com .
>. The Services are prepaid for the following month and are non-refundable.
Upon termination by WEBCARGO or at your direction, You must retrieve all files within your account prior to cancellation. Otherwise, ANY DATA YOU HAVE STORED ON WEBCARGO’S SYSTEMS MAY NOT BE RETRIEVED
WEBCARGO reserves the right to temporarily or permanently discontinue the Service at any time. WEBCARGO will deploy commercially reasonable efforts to notify you of such discontinuation. If you breach this Agreement, WEBCARGO will have the right to terminate this Agreement immediately, without notice, and to deactivate your account.
5. Responsibility for Data
User Files posted, transmitted or hosted on or through the Service are not monitored or reviewed by WEBCARGO. WEBCARGO is bound to do so by the operation of law or of a valid Court order.
You have sole responsibility for all User Files that you store on WEBCARGO servers through use of the Service. You acknowledge and agree that WEBCARGO will not be responsible for any failure of the Service to store a User File, for the deletion of a User File stored on the Service, or for the corruption of or loss of any data, information or content contained in a User File.
It is of your responsibility to make sure to have independent backup copies of the User Files you store or send through your use of the Service.
6. Copyright infringment
WEBCARGO expressly prohibits the use of its Services for the illegal transmission of copyrighted material, and will respond if notified by content owners to disable copyrighted material from being transmitted via its Services. In addition, WEBCARGO may disable individual accounts if these accounts are found to be illegally transferring copyrighted material.
If you believe that your work or other copyrighted material has been copied in a way that constitutes copyright infringement, please provide WEBCARGO the written information specified below: (1) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) A description of the copyrighted work that you claim has been infringed upon; (3) A description of where the material that you claim is infringing is located on the Site; (4) Your address, telephone number, and e-mail address; (5) A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (6) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Depending on the location where you access the Service, different copyright protection laws may apply to you including, without limitation, the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512 et seq. You agree to abide by such applicable laws.
7. Ownership of User Files
WEBCARGO does not claim any ownership rights in any User Files that you make available through the Service. However, by making User Files available through the Service, you grant WEBCARGO the non exclusive, worldwide, transferable right, on a royalty-free basis, with a right to sublicense this right only to third parties assisting WEBCARGO in providing the Service, to use, copy, distribute and process User Files on the Sites and through the Service on your behalf and on behalf of your customers solely for the purposes of ensuring secure transfer and delivery of such User Files.
8. Proprietary Rights
All right, title, and interest in and to the Service is and will remain the exclusive property of WEBCARGO and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Except as expressly permitted in this Agreement, you may not reproduce, modify, or prepare derivative works based upon, distribute, sell, transfer, publicly display, publicly perform, transmit, or otherwise use the Service.
WEBCARGO, the WEBCARGO logo, and all other WEBCARGO trademarks, service marks, product names, and trade names of WEBCARGO appearing on the Service are owned by WEBCARGO. All other trademarks, service marks, product names, and logos appearing on the Service are the property of their respective owners. You may not use or display any trademark, service mark, product name, trade name, or logo appearing on the Service without the owner’s prior written consent.
11. General Prohibitions
As a condition to your use of the Service, you agree not to:
a. Upload or transmit any User File: (i) that you do not have the lawful right to copy, transmit, distribute, and display (including any User Files that would violate any confidentiality or fiduciary obligations that you might have with respect to the User Files); (ii) for which you do not have the consent or permission of each identifiable person in the User Files to use the name, voice, signature, photograph, or likeness of each such person (to the extent each is implicated by the User Files); (iii) that infringes or misappropriates the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory; (vi) that is obscene, pornographic, or offensive; (vii) that promotes bigotry, racism, hatred, or harm against any individual or group; or (viii) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil, criminal or other legal liability;
b. Access, tamper with, or use any non-public areas of the Service or WEBCARGO‘s or its contractor’s computer systems;
c. Attempt to probe, scan, or test the vulnerability of the Service or any related system or network or breach any security or authentication measures used in connection with the Service and such systems and networks;
d. Attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Service;
e. Harm or threaten to harm other users in any way or interfere with, or attempt to interfere with, the access of any user, host or network, including without limitation, by sending a virus, overloading, flooding, spamming, or mail-bombing the Service;
f. Send unsolicited email, junk mail, spam, chain letters, or promotions or advertisements for products or services;
g. Impersonate or misrepresent your affiliation with any person or entity.
WEBCARGO will have the right to investigate and prosecute violations of any of the above, including without limitation possible infringement of any intellectual property rights and possible security breaches, to the fullest extent of the law. WEBCARGO may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement. You acknowledge that, although WEBCARGO has no obligation to monitor your access to or use of the Service, it has the right to do so for the purpose of operating the Service, to ensure your compliance with this Agreement, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body. WEBCARGO reserves the right at all times to disclose, in its sole discretion, any User Files as necessary to (a) satisfy any law, regulation, or governmental request or (b) reduce or prevent what WEBCARGO considers to be, in its sole discretion, a serious or imminent threat to your health or safety, or the health or safety of another.
The Service may contain links to third-party websites. You acknowledge and agree that WEBCARGO is not responsible or liable for: (i) the availability or accuracy of such websites; or (ii) the content, products, or services on or available from such websites. Links to such websites do not imply any endorsement by WEBCARGO of such websites or the content, products, or services available from such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites.
13. Scheduled Maintenance
WEBCARGO may perform system maintenance from time to time. WEBCARGO will use reasonable efforts to perform all maintenance during its pre-scheduled maintenance windows.
14. Disclaimer of Warranties and limitation of liability
EXCEPT AS MAY BE OTHERWISE EXPRESSLY AND UNAMBIGUOUSLY PROVIDED FOR HEREIN AND TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW, WEBCARGO MAKES NO WARRANTY OR REPRESENTATION REGARDING THE SERVICES, INCLUDING THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR WILL WORK IN COMBINATION WITH ANY HARDWARE OR SOFTWARE PROVIDED BY THIRD PARTIES, THAT THE SERVICES WILL BE UNINTERRUPTED, WITHOUT PROBLEMS OR ERROR FREE, OR THAT ALL ERRORS IN THE SERVICE WILL BE CORRECTED. EXCEPT AS MAY BE OTHERWISE EXPRESSLY AND UNAMBIGUOUSLY PROVIDED FOR HEREIN AND TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW, WEBCARGO PROVIDES THE SERVICE “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE”.
EXCEPT AS MAY BE OTHERWISE EXPRESSLY AND UNAMBIGUOUSLY PROVIDED FOR HEREIN AND TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW, WEBCARGO’S WARRANTIES AND REMEDIES (IF ANY) EXPRESSLY SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTE, CUSTOM, ORAL OR WRITTEN STATEMENTS OR OTHERWISE, INCLUDING, BUT NOT LIMITED, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, AVAILABILITY, PERFORMANCE, COMPATIBILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, CORRESPONDENCE WITH DESCRIPTION, AND NONINFRINGEMENT, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. WEBCARGO NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER WARRANTY OR LIABILITY IN CONNECTION WITH THE SALE, INSTALLATION, MAINTENANCE OR USE OF THE SERVICE.
TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT SHALL WEBCARGO AND ITS SUPPLIERS OR LICENSORS HAVE ANY LIABILITY, WHETHER BASED IN CONTRACT OR TORT (INCLUDING NEGLIGENCE) OR STRICT LIABILITY, FOR INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND, OR FOR LOSS OF REVENUE OR PROFITS, LOSS OF BUSINESS OR GOODWILL, LOSS OR CORRUPTION OF, OR UNAUTHORIZED ACCESS TO, OR DISCLOSURE OF INFORMATION OR DATA (INCLUDING SUBSCRIBER DATA AND PERSONAL INFORMATION) OR OTHER FINANCIAL LOSS ARISING OUT OF OR IN CONNECTION WITH THE USE, PERFORMANCE, FAILURE, OR INTERRUPTION OF THE SERVICE, WHETHER FORESEEABLE OR NOT, AND EVEN IF WEBCARGO HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL WEBCARGO’S TOTAL CUMULATIVE LIABILITY TO YOU WILL EXCEEED THE FEES PAID BY YOU TO WEBCARGO HEREUNDER DURING THE MONTH PRECEDING THE RELEVANT CLAIM, EVEN IF WEBCARGO HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE. THE ABOVE LIMITATIONS OF LIABILITY WILL NOT BE AFFECTED IF ANY REMEDY PROVIDED HEREIN SHALL FAIL OF ITS ESSENTIAL PURPOSE.
You will defend, indemnify, and hold harmless WEBCARGO, its officers, directors, affiliates, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Service, or your violation of this Agreement, including without limitation third party claims that User Files submitted to the Service by you infringe or misappropriate the intellectual property rights, privacy rights, publicity rights, or moral rights of a third party.
16. Controlling Law and Jurisdiction
This Agreement shall be governed by and construed by the laws of the Province of Quebec, Canada and the laws of Canada applicable to contracts between Quebec residents and to be performed in Quebec. The original of this Agreement has been written in English and English is the governing language of this Agreement. Parties hereby irrevocably submit and attorn to the non-exclusive jurisdiction of the Courts of the district of Montreal, Province of Québec.
17. Entire Agreement
This Agreement is the entire and exclusive agreement between WEBCARGO and you regarding the Service, and this Agreement supersedes and replaces any prior agreements between WEBCARGO and you regarding the Service.
You shall not assign or otherwise transfer this Agreement or any of its rights or obligations hereunder (whether voluntarily, involuntarily, by operation of law or otherwise) to any third party without the prior written consent of WEBCARGO which consent is within WEBCARGO’s sole discretion. No assignment or delegation by you shall relieve or release you from any of its obligations under this Agreement. Subject to the foregoing, this Agreement shall be binding upon, inure to the benefit of, and be enforceable by each of the Parties and their respective successors and assigns.
Nothing in this Agreement shall constitute a partnership or joint venture between you and WEBCARGO.
If a particular provision of this Agreement is held to be invalid by a court of competent jurisdiction, the provision shall be deemed severed from this Agreement and shall not affect the validity of this Agreement as a whole.
WEBCARGO may provide you with notices, including those regarding changes to the Service by email or by postings on the Site.
Any waiver of any provision of this Agreement shall only be deemed to have been made if expressed in writing.
The headings and captions are for convenience only and are not to be used in the interpretation of this Agreement.
The Parties have expressly requested that this Agreement be drawn up in English and that all modifications thereof can be made in this language. Les Parties ont expressément demandé que ce contrat soit rédigé en anglais et que toute modification à celui-ci puisse se faire également dans cette langue.
If you have any questions about this Agreement, please contact WEBCARGO at 1-(866) 905-0123 or firstname.lastname@example.org.