SkyQuota Terms of Service
Last Modified: January 2020
Account Setup and Administration
Your Account. When you register a new Account, an Account is set up for you corresponding to the Account Type you specified (e.g., Free Trial or Regular Account), the Subscription Period, the number of Registered Users under your Account and other feature selections. You agree not to set up duplicative Free Trial Accounts to circumvent the usage restrictions. When you register an Account, you represent that you are at least 13 years old and that, to the best of your knowledge and belief, your registration information is truthful, accurate and complete.
Your Password. A username and password will be assigned by us or chosen by you. You will only access and use the Services through your own Account and only during the Subscription Period. You are responsible for maintaining the secrecy of your password and for activities occurring under your Account (and each Registered User associated with your Account). Be sure to change your password promptly and notify us if you believe your Account has been compromised or is being accessed by others. Users may not loan their Accounts or passwords to others.
Right to Rely on Instructions. The Service may act in reliance upon any instruction, information, document, filing, name, email address or user password that meets the Service’s automated criteria or which is believed by the Service’s personnel to be genuine. For any password protected areas, the Service may assume a person entering a user name address and associated password is, in fact, that user or is authorized by that user to act on its behalf. The Service may assume the latest email addresses and registration information on file with the Service are accurate and current. When programmed to do so, the Service may take prescribed actions in the absence of receiving proper and complete contrary instructions.
Prices and Payment
Some features of the Service are available for a limited Free Trial period. If you use the Services beyond the Free Trial period, applicable charges will apply. Except for the limited Free Trial features, use of our Service requires the payment of charges, which may include one-time charges and recurring subscription-based fees or other charges that may be posted. We require timely payment of all published fees and charges by the Account holder at the time Services are ordered or as otherwise posted. Prices do not include and you agree to pay, indemnify and hold SkyQuota harmless from all sales/use, gross receipts, value-added, GST, personal property or other tax (including interest and penalties thereon) on the transaction contemplated herein, other than taxes based on the net income or profits of SkyQuota.
If you fail to pay applicable fees or charges when due, we may suspend or terminate your Account and the Services. Unless otherwise agreed in writing, all charges are payable in U.S. Dollars in advance by major credit card or other payment method specified in the registration page. Late payments are subject to costs of collection (including legal fees of 17.5% pre-filing, or 35% if formal legal proceedings are filed) and shall bear interest at a rate equal to the lesser of one (1) percent per month or the highest rate permitted by law.
When you register an Account for a specified Subscription Period, the price may include a discount corresponding to the length of your commitment and specific selected features. We use these customer commitments collectively to obtain and schedule computing resources and staff to run the Service. Therefore, it is expressly agreed that Subscription Fees for the specified Subscription Period selected by you are non-refundable should you choose to cancel your Account prior to completion of the remaining Subscription Period for which you registered. Cancellation of the Account for payment purposes will become effective immediately prior to the next Subscription Period renewal date.
If the Service is not accessible at least 99.9% of the time (as determined by the Service) for a continuous thirty (30) day period, then you may in the Service’s discretion and as your exclusive remedy be given pro-rata credit (1/30 th per day) of the monthly fee corresponding to that period, provided that you notify SkyQuota within seventy-two (72) hours of your inability to use the Service.
If you received the Services through a Reseller Agreement, we reserve the right to condition access to the Services on our receipt of proper payment from the Reseller or, at our written request, from you directly.
Your Content & Your Privacy
We may need your permission to do things you ask us to do with your Content, for example, hosting your files and/or information, or sharing them at your direction. This includes product features visible to you. It also includes design choices we make to technically administer our Services, for example, how we backup data to keep it safe. You give us the permissions we need to do those things solely to operate and administer the Services.
You are solely responsible for your conduct, the Content you upload or store on the Services, and your communications with others while using the Services. For example, it’s your responsibility to ensure that you have the rights or permission needed to comply with these Terms.
We may choose to review public content for compliance with our community guidelines, but you acknowledge that SkyQuota has no obligation to monitor any information on the Services. We are not responsible for the accuracy, completeness, appropriateness, or legality of files and/or information, user posts, or any other information you may be able to access or distribute using the Services.
Sharing Your Content
The Services provide features that allow you to share your Content with others or to make it public. There are many things that users may do with that Content (for example, copy it, modify it, re-share it). Please consider carefully what you choose to share or make public. SkyQuota has no responsibility for that activity.
Files and/or information and other Content in the Services may be protected by intellectual property rights of you and others. Please do not copy, upload, download, or share files and/or information unless you have the right to do so. You, not SkyQuota, will be fully responsible and liable for what you copy, share, upload, download or otherwise use while using the Services. You must not upload spy-ware or any other malicious software to the Service.
You, and not SkyQuota, are responsible for maintaining and protecting all of your Content. SkyQuota will not be liable for any loss or corruption of your Content, or for any costs or expenses associated with backing up or restoring any of your Content.
If your contact information or other information related to your account, changes, you must notify us promptly and keep your information current. The Services are for business use and are not intended for use by you if you are under 13 years of age. By agreeing to these Terms, you are representing to us that you are over 13.
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. SkyQuota may rely on electronic instructions received through features of the Services through your account in carrying out those instructions. You should immediately notify SkyQuota of any unauthorized use of your account. You acknowledge that if you wish to protect your transmission of data or files and/or information to SkyQuota, it is your responsibility to use a secure encrypted connection to communicate with the Services.
Data Management & Disclosure
We reserve the right to manage and operate our system resources and to archive any files and/or information stored on our Service at any time. You (the customer) are solely responsible for making back-up copies of any Customer Data or files and/or information that you wish to preserve. We may archive information and or delete information stored in accounts that are deemed “not in good standing” with our company. SkyQuota will take all reasonable steps to ensure all data archived is secure. We do not claim any ownership rights in the contents under your account. We may disclose the contents of your account (a) as required by law or legal process, (b) to protect or defend the rights of the Service, (c) to enforce this Agreement, or (d) to protect the interests of any other user.
You will not upload, store or disseminate any Content or make any Communications which violate or infringe the intellectual property or privacy rights of any person or which a reasonable person would consider abusive, profane, hateful, racially or ethnically offensive, which are defamatory or harassing, or which violate or encourage others to violate this Agreement or any applicable law. You will not upload or transmit pornographic or obscene images or files and/or information, and you will not impersonate our personnel or disrupt the orderly operation of the Service. You will not use the Service to violate any applicable law, including domestic or foreign securities laws or regulations. In order to protect itself, the Service may without liability actively cooperate with and furnish identifying and supporting information to any person likely to be harmed or affected by your violation of this Agreement and to any law enforcement agency conducting an investigation. You agree not to make any Communication that encourages users to terminate their use of the Service or to use a competitor’s service. You also agree not to make any Communication that encourages SkyQuota employees or contractors to terminate their employment or contracts with SkyQuota.
You will not use our Service to make any Communications which are unsolicited bulk advertising or promotional messages (“spam”), so-called “chain letters,” pyramid schemes, or make Communications of a promotional nature other than through channels authorized by the Service. You may not harvest email addresses or instant messaging identifiers, frame the Service or its features, nor use the Service in combination with other websites or in a manner that causes confusion as to its origin.
Additionally, SkyQuota reserves the right, without limitation, to terminate your access to and use of the Site and Services if, in our view, your conduct fails to meet any of the following guidelines for User conduct:
- You may not attempt to harm, disrupt, or otherwise engage in activity that diminishes, the SkyQuota Site, computer systems and network, or the Services.
- You may not attempt to interfere with any other person’s use of the Services.
- You may not misrepresent your identity or impersonate any person.
- You may not attempt to gain access to any account, computers or networks related to the Services without authorization.
- You may not attempt to obtain any data through any means from the Services, except if we intend to provide or make it available to you.
- You may not attempt to charge others to use the Services either directly or indirectly.
- You may not use the Services to participate in pyramid schemes or chain letters.
- You may not use the Services to send, either directly or indirectly, any unsolicited bulk e-mail or communications or unsolicited commercial e-mail or communications.
- You may not use the Services for defaming, abusing, harassing, stalking, threatening or otherwise violating the legal rights of others.
- You may not use the Services to send or otherwise make available, any material protected by intellectual property laws unless you own or control the rights to such material or have received all necessary consents.
- You may not use the Services to send or otherwise making available any material that contains viruses, Trojan horses, worms, corrupted files and/or information, or any other similar software that may damage the operation of another’s computer or property.
- You may not use the Services to download any material sent by another User of the Services that you know, or reasonably should know, cannot be legally distributed in such manner.
- You may not use the Services to violate any code of conduct or other guidelines which may be applicable to the Services or the Site.
- You may not use the Services to harvest or otherwise collecting information about others, including e-mail addresses.
- You may not attempt to modify, translate, adapt, edit, copy, decompile, disassemble, or reverse engineer any software used or provided by SkyQuota in connection with the SkyQuota Site or Services.
- You may not use the Services in a manner that results in excessive bandwidth usage, as determined by a representative of SkyQuota. Use of the Services on the Site as well as use of the Services on any desktop application will be applied toward such bandwidth usage.
All judgments concerning the applicability of these guidelines shall be at the sole and exclusive discretion of SkyQuota. SkyQuota reserves the right, in its sole discretion, to determine whether and what action to take in response to each such notification, and any action or inaction in a particular instance shall not dictate or limit SkyQuota response to a future complaint. You acknowledge and agree that SkyQuota shall not assume or have any liability for any action or inaction by SkyQuota with respect to any User Content. Users shall remain solely responsible for User Content, and any material or information transmitted to other Users for interaction with other Users.
Software and Updates
If any part of our Service requires you to download a client software application (“Software”), SkyQuota hereby grants you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access and use the Services. Your license to use the Software is automatically revoked if you violate these Terms. We hereby reserve all rights not expressly granted in these Terms. You must not reverse engineer or decompile the Software, nor attempt to do so, nor assist anyone else to do so. Our Services may update the Software on your device automatically when a new version is available.
SkyQuota Property and Feedback
These terms do not grant you any right, title, or interest in the Services or any Software used to operate the Services. While we appreciate it when users send us feedback, please be aware that we may use any feedback, comments, or suggestions you send us or post in our forums without any obligation to you. The Software and Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. SkyQuota is a service mark of the owners of this Service. These Terms do not grant you any rights to use the SkyQuota trademarks, logos, domain names, or other brand features.
The Services may contain links to third-party websites or resources. SkyQuota does not endorse and is not responsible or liable for their availability, accuracy, the related content, products, or services. You are solely responsible for your use of any such websites or resources. If we provide you with any software under an open source license, there may be provisions in those licenses that expressly conflict with these Terms, in which case the open source provisions will apply.
The Service is not responsible for any delay or failure in performance of the Service in whole or in part for any reason including, without limitation: fires, floods, storms, earthquakes, civil disturbances, disruption of telecommunications, transportation, utilities, services or supplies, governmental action, computer viruses, corruption of data, hacker attack, incompatible or defective equipment, software or services or otherwise. Nothing herein enlarges any warranty or diminishes any disclaimer under this Agreement.
SkyQuota is Available “AS-IS”
THE SERVICES AND SOFTWARE ARE PROVIDED “AS IS”, AT YOUR OWN RISK, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY
KIND. WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SkyQuota will
have no responsibility for any harm to your computer system, loss or corruption of Content or data, or other harm that results from your access to or
use of the Services or Software. Some states do not allow the types of disclaimers in this paragraph, so they may not apply to you.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL SkyQuota, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, CONTENT, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT SkyQuota HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE GREATER OF $50 OR THE AMOUNTS PAID BY YOU TO SkyQuota FOR THE PAST THREE MONTHS OF THE SERVICES IN QUESTION. Some states do not allow the types of limitations in this paragraph, so they may not apply to you.
SkyQuota is in no way liable for loss of customer data. Under no circumstances will SkyQuota be held accountable for any loss of customer data. By becoming a SkyQuota user you, the customer, acknowledge that you forfeit the right to hold SkyQuota accountable for any and all technical errors, including loss of user files and/or information (customer data). SkyQuota intends for the information contained on its Site and Services to be accurate and reliable; however, errors sometimes may occur. In addition, SkyQuota may make changes and improvements to the information provided herein at any time. SkyQuota PROVIDES ITS SITE AND SERVICES “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE,” AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SkyQuota, ITS AFFILIATES, RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS AND/OR SUPPLIERS (EACH, A “SkyQuota PARTY,” AND COLLECTIVELY, THE “SkyQuota PARTIES”) MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. THE SkyQuota PARTIES DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT ACCESS TO OR USE OF THE WEB SITES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS CONTRACT.
You agree to defend, indemnify and hold the Service harmless from any damage, liability, cost or expense (including legal fees of the Service) arising from any third party claim proximately caused by your violation of these Terms, provided you are given the right to control the defense of such claim and any settlement that does not adversely affect the Service.
THE WARRANTY DISCLAIMERS, LIABILITY LIMITS, INDEMNITIES AND RESERVATION OF RIGHTS CONTAINED IN THIS AGREEMENT PROTECT THE SERVICE, ITS OFFICERS, DIRECTORS, OWNERS, AGENTS, PROGRAMMERS, CONSULTANTS, ATTORNEYS AND ADVISERS, EMPLOYEES, AFFILIATES, ADVERTISERS, DISTRIBUTORS, RESELLERS, SUPPLIERS, PUBLISHERS AND PROMOTERS.
We may revise these Terms from time to time and the most current version will always be posted on our website. By continuing to access or use the Services after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using the Services.
Under no circumstances shall you be eligible to receive reimbursement, in whole or in part, of any payment to SkyQuota unless the Products and Services were unable to be used as a result of uptime of the Products and Services below 99.9% for a certain thirty (30) day payment period. In this limited event, you shall be eligible to receive a pro rata (1/30th of the payment due on the payment date immediately subsequent to the date during which the Products and Services were unable to be used) reimbursement for each individual day during the thirty (30) day payment period for which the uptime of the Products and Services was below 99.9%. To qualify for a pro rata reimbursement of payment under this Section, you must notify SkyQuota in writing within seventy-two (72) hours of such inability to use Products and Services. SkyQuota, in its sole discretion, shall determine whether uptime of the Products and Services was below 99.9% for a certain thirty (30) day payment period.
TERMINATION AND CANCELLATION
If either SkyQuota terminates, or you cancel, your right to use the Products and Services, SkyQuota shall have all the legally available rights and privileges to receive any outstanding amount owed by you to SkyQuota. In addition, if you are a party to a Reseller Agreement, SkyQuota shall have all the legally available rights and privileges to receive directly from you any outstanding amount owed by you to Reseller for your right to use the Products and Services if (i) payment for your right to use the Products and Services has not been made by you to Reseller; and (ii) Reseller has not effectuated payment for your right to use the Products and Services to SkyQuota.
Choice of Law and Forum
THESE TERMS AND THE USE OF THE SERVICES AND SOFTWARE WILL BE GOVERNED BY MASSACHUSETS LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES OR SOFTWARE MUST BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF MIDDLESEX COUNTY, MASSACHUSETS (USA), AND BOTH PARTIES IRREVOCABLY CONSENT TO VENUE AND PERSONAL JURISDICTION THEREIN.
By using the SkyQuota product and services, users in the European Union understand and consent to the processing of personal information in the United States.
If you violate or exceed the scope of these Terms or infringe our proprietary rights, you agree we would be irreparably harmed and may (in addition to other relief and without having to post bond or proving actual damage) obtain a court order obtaining specific performance or enjoining you from further mischief. You agree to pay our reasonable legal fees in any action to enforce these rights in which we substantially prevail.
Relationship of the Parties
There are no third party beneficiaries of this Agreement. The parties are independent to one another and are not related by franchise, partnership, employment, joint venture or otherwise. This Service is not a party to any transaction between you and any third party advertisers or suppliers. You will look solely to the third party for all claims regarding their goods, services or information.
These Terms constitute the entire and exclusive agreement between you and SkyQuota with respect to the Services and any Software, and supersede and replace any other agreements, terms and conditions applicable to this subject matter. SkyQuota failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable the remaining provisions of the Agreement will remain in full effect and the unenforceable term shall be deemed revised to reflect our intent as closely as possible. You may not assign any of your rights in these Terms, and any such attempt is void, but SkyQuota may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services. The parties agree that electronic mail and other electronic communications and notices posted on the Service or transmitted between them shall be effective written communications, unless other specific notice provisions are provided herein.
SkyQuota may assign this contract, in whole or in part, at any time with or without notice to you. You may not assign this contract, or any part of it, to any other party. Any attempt by you to do so is void. ANY CLAIM RELATED TO THIS CONTRACT OR THE SOFTWARE AND SERVICE MUST BE BROUGHT WITHIN ONE YEAR. THE ONE-YEAR PERIOD BEGINS ON THE DATE WHEN THE CLAIM FIRST COULD BE FILED. IF IT IS NOT, THEN THAT CLAIM IS PERMANENTLY BARRED. THIS APPLIES TO YOU AND YOUR SUCCESSORS. IT ALSO APPLIES TO US AND OUR SUCCESSORS AND ASSIGNS. The failure of SkyQuota to exercise or enforce any right or provision of the terms and conditions shall not constitute a waiver of such right or provision. The section titles in these terms and conditions are for convenience only and have no legal or contractual effect.
COPYRIGHT COMPLAINTS AND REMOVAL POLICY
If you believe that your copyright in any material has been infringed on a site hosted on SkyQuota equipment or through its services, please send a DMCA Notice, (described below) to SkyQuota Copyright Agent for Notice of Claims of Copyright Infringement. Once we receive a complete DMCA Notice, we will then evaluate your notice and take such action as is appropriate under the Digital Millennium Copyright Act (.DMCA.), 17 U.S.C. § 512 et seq.
Federal law requires your DMCA Notice to include the following information:
Identification of the copyrighted work that you claim has been infringed;
Identification of the material, including URL, that you claim is infringing, with enough detail so that we may locate it;
Your address, telephone number, and e-mail address;
A statement declaring under penalty of perjury that (a) you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (b) the above information in your notice is accurate, and (c) you are the owner of the copyright interest involved or you are authorized to act on behalf of that owner; and Your physical or electronic signature.
SkyQuota Copyright Agent for Notice of Claims of Copyright Infringement can be reached as follows:
Attn: DMCA Copyright Agent
SkyQuota - 221 Littleton rd., Chelmsford, MA 01824 United States
Phone : (888.759.7868)
Please note that SkyQuota, in its sole discretion, may terminate the account of any User about whom SkyQuota receives more than one complaint of copyright infringement.
If you have any questions about this policy, please contact email@example.com
Notice of Copyright Infringement Procedures
If you believe content on our Service infringes your copyrighted work and you want the Service to take down the offending material, you will need to complete the following Notice of Copyright Infringement and mail or fax it to our Registered Agent (do not use this procedure for any other kind of communication):
Customer Relations Department
Email it to: firstname.lastname@example.org
SkyQuota - 221 Littleton rd., Chelmsford, MA 01824 United States
Notice of Copyright Infringement (Please complete):
I certify under the penalty of perjury that I own or am authorized to act on behalf of the owner of the copyrighted work identified below. I believe in good faith that the copyrighted work has been used on your Service without authorization by the owner, its agents or according to law. I ask that you remove or block access to the infringing material.
Name of Copyright Owner:
Description of Copyrighted Work:
Description of Infringing Material:
Location of Infringing Material:
I can be contacted as follows:
I certify under the penalties of perjury that the foregoing is true and correct to the best of my information, knowledge and belief.
INTELLECTUAL PROPERTY RIGHTS AND NOTICES
Except for the licenses granted herein, you have no right, title or interest in or to SkyQuota Services or any content. You agree that SkyQuota or its licensors retain all proprietary right, title and interest, including copyright and all other intellectual property rights, in and to SkyQuota service and content, including, without limitation, text, images, and other multimedia data.
All contents of the SkyQuota Site and Services including but not limited to design, text, software, technical drawings, configurations, graphics, other files and/or information, and their selection and arrangement (“Content”) are: Copyright © 2020 SkyQuota, and/or the proprietary property of its suppliers, affiliates, or licensors. Content may not be reproduced, modified, derivative works created from, displayed, performed, published, distributed, disseminated, broadcasted or circulated to any third party (including, without limitation, the display and distribution of the material via a third party Web site or other networked computer environment) without the express prior written consent of SkyQuota and/or it suppliers, affiliates, or licensors. All rights reserved.
SkyQuota and the SkyQuota logo are including without limitation, either trademarks, service marks or registered trademarks of SkyQuota, and may not be copied, imitated, or used, in whole or in part, without SkyQuota prior written permission or that of our suppliers or licensors. Other product and company names may be trade or service marks of their respective owners.
SkyQuota may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter in its Site that are part of the Services. Unless we have granted you licenses to our intellectual property in these terms and conditions, our providing you with such Web pages does not give you any license to our intellectual property. Any rights not expressly granted herein are reserved.