END-USER SERVICE & LICENSE AGREEMENT
Effective as of 13 May 2020
BooleBox® is a uniquely data protection service provided by Boole Server s.r.l., and its parents and affiliates (collectively “Boole Server, “we”, “us”, or “our”).
1. ACCEPTANCE OF THE TERMS
These Terms, the Business Agreement and any other Related Agreement set forth the entire understanding of the parties with respect to the use of the Services, and supersede all contemporaneous agreements, representations, warranties and understandings with respect to the Services. These Terms may be amended by us from time to time. The latest Terms will be posted on the Boole Server website www.boolebox.com (the “Website”), and you should review these Terms prior to using the Services. If you do not agree to the terms of this Agreement, you may not use the Services.
The Services may not be used by anyone under the age of 13. By using the Services, you are representing that you are over the age of 13.
2. HOW TO USE THE SERVICES: DEFINITIONS
The Services may be used as follows:
B) Subscription On-Premises
as better described by Article 3, each of them being regulated by the present Terms, the Business Agreement and one or more Related Agreements.
3. HOW TO USE THE SERVICES:
A) Cloud, annual fee for activation and use of a BooleBox License in a service type including the purchased apps (“Apps”)
B) Subscription On-Premises, IT infrastructure at Customer’s premises, annual fee for activation and use of a BooleBox License in a service type including the purchased Apps,
C) On-Premises, IT infrastructure at Customer’s premises and customized installation according to the specific needs for the use of a BooleBox License including the purchased Apps, annual fee for activation and use.
4. END-USER’S DATA AND AUTHORIZATIONS
The Services allow you to store and protect information like your files, contents, emails, contacts and similar items (collectively Your Data). Your Data remain exclusively yours. These Terms do not give us any rights to Your Data except for the limited rights that enable us to offer and provide the Services. After you create a user account, you will also be able to choose and enable the Apps you wish to purchase.
By using the Services, you hereby grant us limited rights in Your Data to the extent that such rights are necessary to offer and provide the Services. This may include hosting Your Data, backing it up, and sharing them when you request that we do so.
Under these Terms, you are solely responsible for (1) the nature, quality, and accuracy of Your Data, (2) ensuring that Your Data complies with all applicable laws and regulations, (3) promptly responding to any notices sent by others to you, informing you of claims that Your Data violates the intellectual property rights or other rights of third parties, (4) maintaining appropriate security regarding Your Data, including but not limited to making and maintaining backup copies of Your Data, and your encrypted Personal Key(s). By using our Services, you expressly disclaim and discharge any and all claims that you may have, now or in the future against Boole Server for any loss of Your Data, including, but not limited to, deletion, modification, loss, or failure to store any of Your Data, or any inability to access Your Data as a result of your loss of your Personal Key(s).
5. SHARING YOUR DATA
Our Services let you share Your Data with others (“Guests”). By sharing Your Data you are allowing Guests to access Your Data. We cannot see or monitor who you share Your Data with, and you assume any and all liability for any modifications made to Your Data by third parties, including but not limited to the deletion, correction, modification, or loss of Your Data.
6. YOUR RESPONSIBILITIES
You are responsible for your conduct while using the Services, and you must comply with our Acceptable Use Policy, as provided below. Content stored in the Services may be protected by others’ intellectual property rights. You are expressly prohibited from knowingly or willfully copying, uploading, downloading or sharing content under these Terms and the applicable laws unless you have the permission to do so by the right’s owner.
BOOLE SERVER EXPRESSLY DISCLAIMS ALL LIABILITY FOR VIOLATION OF LAWS AND / OR THIRD-PARTY RIGHTS IN ANY WAY CONSEQUENTLY AND / OR LINKED TO THE END USER’S DATA OR TO THE CONTENTS PUBLISHED, ARCHIVED AND / OR SHARED USING THE SERVICES AND THE END-USER EXPRESSLY AGREES TO BE THE ONLY RESPONSIBLE FOR HIS/HER DATA AND CONTENTS. THE END-USER IS RESPONSIBLE FOR THE PROTECTION OF THE PASSWORD OF HIS/HER ACCOUNT AND OF ALL THE PERSONAL KEYS CREATED. IT IS UP TO THE END-USER TO KEEP THESE INFORMATION IN A SAFE PLACE AND TO ENSURE THAT OTHER PEOPLE DO NOT HAVE ACCESS TO THEM. BOOLE SERVER WILL NEVER HAVE ACCESS TO THE END- USER PERSONAL KEYS, SO WILL NOT BE ABLE TO PROVIDE WITH A REPLACEMENT IF ANY PERSONAL KEY IS LOST OR STOLEN.
7. ACCEPTABLE USE POLICY
We expect you to use our Services responsibly. Accordingly, you shall not do, attempt to do, or encourage any third party to do or attempt to do any of the following when accessing and using the Services: Reverse engineer, decompile, modify, alter, tamper with, disassemble, or create any derivative works of any software used to provide the Services; Probe, monitor or otherwise test for vulnerabilities any network used to provide the Services; Breach or otherwise circumvent any security or authentication measures put in place by Boole Server or its successors, affiliates, or assigns; Use the Services in any manner other than that expressly allowed by these Terms; Promote or advertise products or services without express written authorization from Boole Server; Originate or otherwise send any spam or similar unauthorized advertisements; Use automated or other means to create accounts in bulk; Abuse the Services in a way which circumvents any applicable limits on storage space; Sell, sublease, rent, or otherwise transfer your interest in the Services to a third party without the express written consent of Boole Server; Use the Services to knowingly or willfully infringe the intellectual property rights of others, including, but not limited to, the rights of others in patent, copyright, trademark, trade secret, or any applicable moral rights, as such exist now or come to exist, throughout the world; or, Use the Services for any purpose which is in violation of applicable laws.
8. UPDATES TO THE SERVICES
We may update the Services at any time or add or subtract features from the Services at any time; provided, however, that if we make any modifications to the Services which will materially affect your ability to use the Services, we will provide notification of such changes by sending you a notice to the email address associated with your account.
9. SOFTWARE AND LICENSE
Use of some features of the Services may require you to download our software (the “Software”). As long as you comply with these Terms, Boole Server grants you a limited, a non-exclusive, worldwide, non-transferrable, revocable license to use the Software to the extent necessary to access the Services. Boole Server may sometimes use third-party software to provide the Services. In such event, the use of such third-party software may be subject to separate terms and conditions, and your use of such third-party software may be subject to your acceptance of such terms and conditions. You will be notified in the event that any use of third-party software is subject to separate terms and conditions, and you will have an opportunity to accept or decline such terms and conditions and consequently to use or to not use the applicable third-party software.
10. INTELLECTUAL PROPERTY RIGHTS
The Services, and all elements thereof, are protected by copyright, trademark, trade secret, trade dress, patent and any other intellectual property rights provided by applicable laws and you accept that those rights exclusively pertain to Boole Server (“Boole Server IP”). These Terms do not grant you any license right, title or interest in the Services, Boole Server IP, Boole Server trademarks, logos and other brand features. We welcome feedback, but please note that we may use and implement comments or suggestions as part of our Services without any obligation to you, provided that we always strive to fully comply with all preexisting Intellectual Property Laws wich End-User is in any case obliged to notify to Boole Server.
In some cases you could be required to register in order to use the Services by providing us with your first and last name, a valid e-mail address, and a password. We will then send you a confirmation e- mail, which will allow you to confirm the registration.
12. CUSTOMER LIST
If you are a company, we might ask you to include your company’s name, brand and/or logo in a list of customers published on www.boolebox.com or in other marketing, advertising or promotional materials.
13. PERSONAL KEYS
For us the security of Your Data is of utmost importance. Accordingly, once you have set a username and password, you will have the opportunity to create additional Personal Keys for your specific files, folders and messages. You may choose to share your Personal Keys with third parties, and if you do so then the third parties with the Personal Keys will be able to access the applicable file(s), folder(s) or message(s). We do not keep a record or copy of the Personal Keys, and we cannot access any file, folder or message that is protected by a Personal Key (or otherwise, except as expressly provided in these Terms). Accordingly, we advise you to keep a backup record of your Personal Keys, as you may be unable to de-crypt or otherwise access Your Data if you lose them.
14. ACCESS TO YOUR DATA
We always strive to provide you with full access to Your Data at all times. In the event that you cannot access Your Data because of technical issues, please contact us at email@example.com and we will try to remedy the problem as quickly as possible.
You are responsible for making all due payments on a timely basis, and for all applicable taxes – and we will charge tax when required to do so.
We reserve the right to suspend or end the Services at any time, at our discretion and without notice, if you are not complying with these Terms, or if you use the Services in a manner that would cause us legal liability, disrupt the Services, or disrupt other users’ use of the Services.
17. LIABILITY & WARRANTIES
17.1 Services Offered “As Is”
BOOLE SERVER PROVIDES THE SERVICES AS THEY HAVE BEEN IDEATED AND IMPLEMENTED AND ON A “AS AVAILABLE” BASIS. ACCORDINGLY, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BOOLE SERVER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, THAT THE SERVICES WILL BE UNINTERRUPTED AND/OR ERROR-FREE.
17.2 Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL BOOLE SERVER, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OR DESTRUCTION OF DATA, LOSS OF ACTUAL OR ANTICIPATED PROFITS OR BENEFITS, LOSS OF PERSONAL KEYS, OR THE COST OF PROCURING A REPLACEMENT SERVICES OR SOLUTIONS, WHETHER OR NOT BOOLE BOX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING IN ANY WAY OUT OF THESE TERMS OR IN CONNECTION WITH THE SERVICES, OR ANY UNDERTAKING OR PERFORMANCE THAT MAY BE PROMISED, PERFORMED, OR EXECUTED TO IMPLEMENT THESE TERMS.
Some States don’t allow the types of limitations in this paragraph, so they may not apply to you.
17.3 Third-party software
The use of the third-party software is done at your own discretion and risk and with agreement that you will be solely responsible for any damage to your computer system or loss of data that results from such activities. We will not be liable for any damages that you may suffer in connection with downloading, installing, using, modifying or distributing such software. Additionally, we make no warranty that: the third-party software will meet your requirements; the third-party software will be uninterrupted, timely, secure or error-free; the results from the use of the third-party software will be effective, accurate or reliable; the quality of the third-party software will meet your expectations. In no event shall we be liable to you or any third parties for any special, punitive, incidental, indirect or consequential damages of any kind, or any damages whatsoever, including, without limitation, those resulting from loss of use, lost data or profits, or any liability, arising out of or in connection with the use of any third-party software.
18. DISPUTE RESOLUTION
18.1 Initial Dispute Resolution
We want to address your concerns without a formal legal claim. You hereby undertake to notify any irregularities in the Services by e-mail within the next 24 hours from discovering the same. Lacking a report in the ways and according to the terms set out above will release Boole Server from any responsibility for any irregularities in the Services.
18.2 Jurisdiction and Venue
All disputes arising out of or in relation to the execution and/or interpretation of this Terms and the use of the Services between the parties, shall be settled in accordance with the provisions of this Terms, otherwise in accordance with the substantive law in force in the Republic of Italy. All disputes between the Parties arising out of or in relation to these Terms shall be submitted to the exclusive jurisdiction of the Court of Milan.
19.1 Entire Agreement
19. 2 Waiver, Severability & Assignment
Any failure on the part of Boole Server to enforce a provision under these Terms does not constitute waiver of any rights under these Terms, including the right to take action at a later date. If any term, provision, covenant or conditions of this Terms is determined to be invalid, void, or unenforceable by any reviewing authority of competent jurisdiction, the rest of the Terms will remain in full force and effect to the extent permitted by Law and will not be affected, impaired or invalidated, provided that the intent and purpose of the parties is not materially frustrated thereby. You may not assign any of your rights under these Terms, and any such attempt will be null and void. Boole Server may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.
By using the Services, you consent to us providing you with any and all notices under these Terms at the e-mail address you use to create your account. For the avoidance of doubt, any notices sent under these Terms will be deemed received by you once they are sent by Boole Server. If you decide that you no longer consent to receive notices by e-mail, you must stop using the Services.
We may revise these Terms from time to time and will always post the most current version on our Site. If a revision meaningfully reduces your rights, we will notify you by sending you a notice to the email address associated with your account. To avoid any disputes which may arise, you expressly agree to allow Boole Server to determine when a revision to these Terms meaningfully reduces your rights. By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.