This is a legal agreement between you (either an individual or an entity) and Remote Backup Systems. By opening the sealed software packet(s), clicking an "ACCEPT" button during installation or purchase, electronically signing this document with "I AGREE," and/or using the software or service you are agreeing to be bound by the terms of this agreement.
1. GRANT OF LICENSE. This License Agreement permits you to use one copy of the Server software if included in your package (the "SOFTWARE") on a single computer, and a number of active copies of the Client software equal to the number of Client licenses you have bought. For purposes of this paragraph, "active copies" means installed versions of the Client software which have active accounts on the Server. Client software without a corresponding account on the Server is not "active."
2. COPYRIGHT. The SOFTWARE and accompanying materials (including any images, "applets", photographs, animations, video, audio, music and text incorporated into the SOFTWARE and accompanying materials) is owned by Remote Backup Systems and is protected by United States copyright laws and international treaty provisions and all other applicable national laws. Therefore, you must treat the SOFTWARE and accompanying materials like any other copyrighted material (e.g. a book or musical recording) except that you may either (a) make one copy of the SOFTWARE solely for backup or archival purposes or (b) transfer the SOFTWARE to a single hard disk provided you keep the original solely for backup or archival purposes.
3. SOFTWARE MEDIA. You may receive the SOFTWARE in disk media or on a CD-ROM or installed on the hard disk drive or ROM of your computer, or multiple forms of media. Regardless of the number or type(s) of media you receive you may use only the media appropriate for your single computer. You may not use the other media on another computer or loan, rent, lease, or transfer them to another user except as provided for below.
4. TRANSFER OF LICENSE. This license is non transferable except by written permission in advance from Remote Backup Systems when sold as part of an entire licensed business which includes the hardware, router, and firewall appliance (if any) on which the Server is running. Transfer charges may apply. The maintenance Subscription will expire on the date of the transfer, and the new owner will be required to purchase a minimum one year Subscription. You may not rent or lease or sell the SOFTWARE except to a direct subsidiary of the original purchaser, or as allowed elsewhere in this paragraph. Transferring the SOFTWARE without compliance to this paragraph automatically terminates the maintenance subscriptions of the original owner along with any rights of the new owner to software updates and to the use of any of Remote Backup Systems' trademarks and copyrights, and the look-and-feel of Remote Backup Systems's graphics and web sites. This paragraph is NOT intended to prohibit you from distributing the Client software for use with your Online Backup Service. You MAY distribute the Client software.
5. RESTRICTED USES. You may not install or use this software on computers that are connected to life-saving or life-support medical equipment, nor on any equipment used in the production or administering of drugs or breathable gasses, nor on any equipment that, through malfunction or misuse, could directly or indirectly cause physical injury or death.
6. OTHER RESTRICTIONS. You hereby agree not to reverse engineer, decompile or disassemble the SOFTWARE. You agree not to analyze the software, its data files, or transmission protocols in an attempt to discover its systems and methods of operation. You agree not to communicate to others any discovery of technical procedures, systems and methods, or protocol of the Software. You hereby agree that the Software does not infringe on any patent, copyright, trademark, or other intellectual property rights under your control either directly or indirectly, or under the control of any company or other entity to which you report. You agree to hold harmless Remote Backup Systems in any intellectual property dispute that might arise from the discovery or disclosure of such information by you as a result of a violation of this paragraph. You may not distribute the Client portion(s) of the SOFTWARE for use with any Server software other than that provided by Remote Backup Systems, except as specifically allowed in writing by Remote Backup Systems.
7. U.S. GOVERNMENT RESTRICTED RIGHTS. The SOFTWARE and documentation are provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the United States Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of The Rights in Technical Data and computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software-- Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is Remote Backup Systems.
8. EXPORT CONTROLS. You may not download or otherwise export or reexport the Software or any underlying information or technology except in full compliance with all United States and other applicable laws and regulations. In particular, but without limitation, none of the Software or underlying information or technology may be downloaded or otherwise exported or reexported (i) into (or to a national or resident of) Cuba, Iran, North Korea, Sudan, Syria or any other country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using the Software, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.
9. USE OF Remote Backup Systems IMAGES AND TEXT. If you have bought the RBS Business Kit you may use any of its images and text, unless otherwise noted in the Business Kit, in your own advertising and promotional efforts except any trademark or copyright of Remote Backup Systems which include the symbols (r), (c), or (tm).
10. INSTALLATION AND SUPPORT. You are solely responsible for the installation and maintenance of the Software, and for the proper installation, configuration, and operation of the software and the hardware, supporting software, and services upon which the Software relies. You are solely responsible for the configuration and operation of the Software - both Server and Clients, unless your Server is hosted by Remote Backup Systems, in which case Remote Backup Systems is responsible for the maintenance (but not the operation) of your Server. You are responsible for selecting the correct settings for your Server and Clients. The Software is delivered with certain default settings which may not be appropriate for all Servers or Clients.
11. SOFTWARE UPDATES. From time to time Remote Backup Systems releases updates for the Software, and may notify you of their availability through one or several methods. Because Remote Backup Systems cannot know conclusively if you have received a notification, you are responsible for periodically checking with the "Updates" link on our main web site at remote-backup.com for the availability of updates. You agree that you will download and apply updates to the Server software and the Client software as updates are released, in a timely way. Remote Backup Systems may not support software that is not at the current version. Remote Backup Systems may, at our sole discretion, make updates and other services available only to customers who have current Maintenance Subscriptions.
12. TECHNICAL SUPPORT. Remote Backup Systems will provide technical support for the Software through the Online Help Desk System on our main web site at remote-backup.com within the parameters of our current support policy posted on our website. Remote Backup Systems provides Technical Support for our products only. Remote Backup Systems cannot provide support for, and is not responsible for, problems affecting our software which are caused by any external software, hardware, or service. This includes routers, firewalls, network interface devices, Internet connections, antivirus software, disk management software, or any other software, hardware, or service that might hamper the proper operation of our software. You agree to properly report support issues through the proper channels (our Online Help Desk System), to completely explain your issue, to read your email or check in with the Online Help Desk System within 4 hours to view our response, and to reply within 4 hours when we request further information and/or offer suggestions.
13. MAINTENANCE SUBSCRIPTIONS. If you have opted for monthly billing for your Maintenance Subscription, Remote Backup Systems will debit your credit card, debit card, or checking account monthly for the amount of your Subscription payments. Monthly payments are 1/12 of the annual fee. Such debits will continue until you request cancellation of your Maintenance Subscription by phone or email sent to firstname.lastname@example.org, and your request is acknowledged by email. If your monthly subscription payments terminate before the twelfth payment, Remote Backup Systems reserves the right to terminate your Maintenance Subscription, access to the Partner's Portal (and any associated services) and to revoke your software's authorization for any upgrades that were downloaded before twelve payments were made. This may make it necessary for you to downgrade your software to a previous version.
14. RESPONSIBILITY FOR EMAILS AND OTHER NOTIFICATIONS. Remote Backup Systems is not responsible for your receipt of our emails. If you are not receiving our emailed replies from our Online Help Desk or from our staff members, check your SPAM filters, or make sure we have your correct email address.
15. SUPPORT FOR RETIRED SOFTWARE VERSIONS. Remote Backup Systems will not offer technical support for software versions (either Server or Client software) that have been officially retired, typically two years after public release.
16. SUPPORT FOR CUSTOMERS WITH EXPIRED SUPPORT SUBSCRIPTIONS. Remote Backup Systems will not offer free technical support for customers with expired Support Subscriptions.
17. FEES FOR RENEWING EXPIRED SUPPORT SUBSCRIPTIONS. Remote Backup Systems may, at its sole discretion, charge an additional fee to renew Support Subscriptions that have been expired for thirty days or more.
18. OPERATING SYSTEMS. The SOFTWARE may or may not run properly on operating systems designed for, or localized for countries and languages other than US English. Remote Backup Systems specifically excludes any guarantee, warranty, or technical support for any operating system other than the US English versions of Windows. Remote Backup Systems suggests testing the free Evaluation version before purchase for operation on operating systems other than US English Windows.
19. HARDWARE AND SOFTWARE RECOMMENDATIONS. Remote Backup Systems may from time to time discuss verbally and in writing hardware and software configurations that might be used with the SOFTWARE, and might discuss very specific products. It is understood that Remote Backup Systems employees are not network engineers, are not in the business of designing networks or operating environments, and that any discussions regarding hardware and supporting software are suggestions only, and not requirements or official recommendations of Remote Backup Systems. In all cases, you are responsible for selecting and engineering your own hardware and software, and you agree to hold Remote Backup Systems harmless for choices you make. This agreement supersedes any verbal or written hardware or software recommendation made by Remote Backup Systems. Product support for the SOFTWARE is provided by Remote Backup Systems For product support, please refer to the number provided in the documentation for the SOFTWARE. Should you have any questions concerning this Agreement or if you desire to contact Remote Backup Systems for any other reason, please refer to the address provided in the documentation.
20. TERM. This Agreement becomes effective when you purchase the covered product or service, or register for any of Remote Backup Systems's hosting services. It remains in effect until your account is terminated.
21. TERMINATION OF HOSTING ACCOUNTS. You may terminate this Agreement at any time by notifying Remote Backup Systems in writing or by email or telephone up to two (2) business days before your billing cycle ends, typically on the fifteenth of every month.
FOR HOSTING ACCOUNTS ONLY, this Agreement automatically terminates if you fail to comply with this Agreement. Remote Backup Systems reserves the right to refuse or discontinue any Hosting Account at any time at its sole discretion. Upon termination of paid accounts, Remote Backup Systems will use reasonable efforts to make your data available for you to download for a period of three (3) days. Notwithstanding, Remote Backup Systems is under no obligation to provide you with a copy of your Data after termination and may, at its sole discretion and without liability, destroy or retain any Data after termination.
WARRANTY AND SPECIAL PROVISIONS
UNITED STATES OF AMERICA AND ANY OTHER COUNTRY
LIMITED WARRANTY. Any implied warranties on the SOFTWARE are limited to fifteen (15) days. Implied warranty is voided by misapplication, misuse, attempted use outside the recommended software environment, on equipment or networks not suited to the SOFTWARE, or which could have been avoided by reading the documentation included with the Software.
CUSTOMER REMEDIES.Remote Backup Systems, its officers' and employees' entire liability and your exclusive remedy shall be, at the sole discretion of Remote Backup Systems, repair or replacement of the SOFTWARE that does not meet this Limited Warranty and which is returned to Remote Backup Systems with a copy of your receipt and a Returned Material Authorization number (which must be acquired from Remote Backup Systems prior to shipping) clearly printed on the outside of the package. After installing the SOFTWARE from the provided CDs or from a download, returning CDs to Remote Backup Systems does not constitute the return of purchased product unless a valid RMA number is printed on the outside of the package. This Limited Warranty is void if failure of the SOFTWARE has resulted from accident, abuse or misapplication.
NO OTHER WARRANTIES. To the maximum extent permitted by applicable law, Remote Backup Systems, its officers, and employees disclaim all other warranties, either express or implied, including but not limited to suitability for any particular purpose, or the ability of the licensee to operate the software or a successful business based on the software. Remote Backup Systems's return policy is limited to replacement of defective diskettes and materials. As with most software companies, Remote Backup Systems offers no form of a "money-back guarantee." Because software can be downloaded and used immediately after online purchase, all sales are final and non-refundable.
EFFECT OF PRIOR AGREEMENTS. This Agreement supersedes any prior agreement between you and Remote Backup Systems, except where specifically noted and signed by the CEO of Remote Backup Systems in writing.
ORAL AGREEMENTS NOT BINDING. This instrument is the entire agreement between you and Remote Backup Systems. Oral changes and agreements have no effect. This agreement may be altered only by a written agreement signed by both you and Remote Backup Systems.
ACCEPTANCE OF THESE CONDITIONS. By clicking the "I AGREE" button or typing "I AGREE" in the space provided, or by downloading, installing or using the software, you accept the terms of this license agreement. You agree that you fully understand the capabilities of the software, that you have tested the Evaluation Version and that it fully meets your needs, and that you accept the software as-is. By accepting this license, you agree that you will not reverse any credit card charge for this purchase.
This limited warranty gives you specific legal rights. You may have others which vary from state/jurisdiction to state/jurisdiction.
NO LIABILITY FOR CONSEQUENTIAL DAMAGES. To the maximum extent permitted by applicable law, in no event shall Remote Backup Systems, its officers, or employees be liable for any damages whatsoever (including without limitation, direct or indirect damages for personal injury, loss of business profits, business interruptions, loss of business information or any other pecuniary loss) arising out of the use of or inability to operate this product, misapplication, failure to read and understand the operating instructions in all its forms - Help Files, Web based, printed, and verbal, even if Remote Backup Systems has been advised of the possibility of such damages. In any case, Remote Backup Systems's, its officers', and employees' entire liability under any provision of this agreement shall be limited to the amount actually paid by you to Remote Backup Systems for the SOFTWARE.
IN NO EVENT SHALL Remote Backup Systems AND/OR ITS OFFICERS OR EMPLOYEES BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTUOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF SOFTWARE, DOCUMENTS, PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR INFORMATION AVAILABLE FROM ANY OF Remote Backup Systems's WEB SITES OR INFORMATION SERVICES.
The scope of this Agreement, the performance requirements it places upon both parties, the services and products to be provided, and terms of payment are defined by and limited to this Agreement. No addition to, deletion from, or modification or amendment of this agreement shall be valid unless it is given in writing by either party and approved by the other party. This Agreement supersedes any verbal agreements or understanding, and any differences between this agreement and any verbal agreement or understanding shall be resolved in favor of this Agreement. Paragraph headings are included for convenience and are not to be used to interpret this Agreement.
Should it become necessary for Remote Backup Systems to retain counsel to enforce its rights, or defend any action or inaction under this agreement, you agree to pay all costs of such enforcement and/or defense, including, but not limited to, all court costs and other litigation expenses, together with Remote Backup Systems's reasonable attorney fees. This agreement shall be governed by the laws of the state of Tennessee and shall inure to the benefit of Remote Backup Systems and any successors, administrators, heirs, and assigns. Any action or proceeding brought by either party against the other arising out of or related to this agreement shall be brought only in a STATE or FEDERAL COURT of competent jurisdiction located in Shelby County, Tennessee. The parties hereby consent to in personam jurisdiction of said courts.