Terms and Conditions of Use THIS LICENSE AGREEMENT ("AGREEMENT") SETS FORTH THE TERMS AND CONDITIONS UNDER WHICH SendEncrypt.com ("SendEncrypt" OR "WE") PROVIDES A LICENSE TO USE ITS SENDENCRYPT MESSAGING SERVICE ("SENDENCRYPT MESSAGING SERVICE") TO YOU ("YOU" OR "CLIENT") AND TO THE INDIVIDUAL USERS IDENTIFIED BY YOU AS BEING AUTHORIZED TO USE THE SERVICE ("AUTHORIZED USERS"). BY SIGNING UP FOR THE SendEncrypt MESSAGING SERVICE AND/OR BY USING THE SendEncrypt MESSAGING SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY IT.
License. Subject to the terms and conditions of this Agreement, SendEncrypt grants you and your Authorized Users a non-exclusive right to use the SendEncrypt Messaging Service.
Government Order. In the event SendEncrypt is prevented from providing any portion or all of the Software or the SendEncrypt Messaging Service or is required to grant access to unencrypted information or to decrypt a message, by any law, regulation, or ruling, regardless of form, issued by any judicial or other governmental entity, or if a notice from a governmental entity, department or agency indicates that the SendEncrypt Messaging Service cannot be provided or that a message must be de-encrypted, SendEncrypt may immediately cease providing the SendEncrypt Messaging Service or provide access to decrypted messages without any liability whatsoever to you. SendEncrypt shall not be required to seek a waiver of any law, rule, regulation, or restriction, or seek judicial review or appeal of any court order.
Restrictions on Use. You agree that you shall not reverse engineer, decompile, copy or disassemble the SendEncrypt Messaging Service, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. You shall not modify, or create derivative works based upon, the SendEncrypt Messaging Service in whole or in part. You shall not resell, lease, rent, transfer, sublicense, or otherwise transfer rights to the SendEncrypt Messaging Service. You shall not attempt to interfere with the SendEncrypt Messaging Service, including any attempt to access keys or de-encrypt or intercept messages not your own. Any use in violation of this Section shall immediately terminate your license to use the SendEncrypt Messaging Service.
Account Control and Pass Phrases. You acknowledge and agree that you are responsible for your use of your account and the SendEncrypt Messaging Service by your Authorized Users. You and your Authorized Users shall be fully responsible for the control of and/or access to your account, including limiting access to pass phrases used to access your account. You agree to take all reasonable precautions to protect your pass phrase and those of your Authorized Users. You agree to notify SendEncrypt immediately in the event you discover or think your account or your pass phrase has been compromised. SendEncrypt shall have no liability to you or to any third party for your failure to prevent any unauthorized access or use of your account.
Payment. We will charge you a standard fee based on your account plan. The SendEncrypt Messaging Service is billed in advance, and is non-refundable. There will be no refunds or credits for partial cycles of service, or refunds made should you not use the SendEncrypt Messaging Service during a period of time when your account is open. No exceptions will be made. Should you upgrade or downgrade your account plan, your credit card will be charged your new billing rate immediately. Your credit card will then be charged your new billing rate every billing period thereafter unless you cancel your account.
Acceptable Use. You agree on behalf of yourself and your Authorized Users that you will not use the SendEncrypt Messaging Service for any of the following purposes. If you do, SendEncrypt may immediately suspend or limit the SendEncrypt Messaging Service, or terminate the applicable license and services agreement without further liability or obligation to you, in addition to any other remedies that SendEncrypt may have:
Using the SendEncrypt Messaging Service in a way that has a detrimental effect upon SendEncrypt, its customers or the SendEncrypt Messaging Service, as determined by SendEncrypt in its sole discretion;
Attempting to use the SendEncrypt Messaging Service in contravention of the terms of this Agreement;
Transmitting harassing, obscene, racist, malicious, abusive, libelous, illegal or deceptive messages or files;
Committing or attempting to commit a crime or facilitate the commission of any crime or other illegal or tortious act;
Using the SendEncrypt Messaging Service for any unlawful, invasive, infringing, defamatory or fraudulent purpose;
Using the SendEncrypt Messaging Service to send unsolicited bulk commercial email ("Spam") of any kind, regardless of the content or nature of such messages;
Intentionally sending any harmful code or attachment with the SendEncrypt Messaging Service;
Interfering with the use of the SendEncrypt Messaging Service by SendEncrypt's customers or other Authorized Users;
Altering, tampering with or circumventing any aspect of the SendEncrypt Messaging Service;
Testing or reverse engineering the SendEncrypt Messaging Service in order to find limitations or vulnerabilities.
SendEncrypt IS NOT RESPONSIBLE FOR THE CONTENT OF MESSAGES OR ATTACHMENTS TRANSMITTED THROUGH THE SendEncrypt MESSAGING SERVICE. SUCH MESSAGES OR ATTACHMENTS MAY INCLUDE HARMFUL CODE OR OTHER MATERIAL THAT MAY DAMAGE YOUR COMPUTER SYSTEM.
Intellectual Property. You agree that no title to the intellectual property in the SendEncrypt Messaging Service, or license keys is transferred to you. Title, ownership, rights and intellectual property rights in and to the SendEncrypt Messaging Service, and license keys shall remain in SendEncrypt and/or SendEncrypt's licensors. The SendEncrypt Messaging Service and license keys are protected by intellectual property laws internationally.
Online Bulletin Boards, Forums and Blogs. We may from time to time host bulletin boards, forums, blogs or other public posting areas ("Forums"). The information and opinions expressed in these Forums are not necessarily ours, and we make no representations or warranties, whatever, regarding them. Neither do we assume any obligation to monitor these Forums or to delete or edit any postings. We do however reserve the right to delete, move, or edit any postings that we consider illegal or inappropriate in any way. Specifically, you shall not submit or otherwise publish through such Forums anything which libels, defames, invades privacy, or is even remotely obscene, pornographic, abusive, or threatening, violates any law, or advocates any illegal activity, advertises products or services, or solicits funds, or infringes any intellectual property or other right of any person or entity, including, but not limited to violating anyone's right of privacy or publicity.
DISCLAIMER OF WARRANTY. THE SendEncrypt MESSAGING SERVICE IS PROVIDED "AS IS" AND "AS AND WHEN AVAILABLE", WITHOUT WARRANTY OF ANY KIND. SendEncrypt MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, ORAL OR WRITTEN. YOU ACKNOWLEDGE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF SendEncrypt MESSAGING SERVICE IS WITH YOU. SHOULD THE SendEncrypt MESSAGING SERVICE PROVE DEFECTIVE, YOU (AND NOT SendEncrypt OR ANY DEVELOPER OR LICENSOR) ASSUME THE ENTIRE COST OF ANY COSTS OR DAMAGES INCURRED BY YOU.
SendEncrypt DOES NOT WARRANT THAT YOU WILL HAVE OR ENJOY UNINTERRUPTED OR ERROR FREE USE OR OPERATION OF THE SendEncrypt MESSAGING SERVICE, THAT ANY DATA SENT BY OR TO YOU WILL BE TRANSMITTED IN UNCORRUPTED FORM OR WITHIN A REASONABLE OR DEFINED PERIOD OF TIME, OR THAT THE SendEncrypt MESSAGING SERVICE WILL AVERT OR PREVENT ALL OCCURRENCES OR THE CONSEQUENCES THEREFROM THAT THE SendEncrypt MESSAGING SERVICE IS DESIGNED TO DETECT AND/OR PREVENT.
ALL REPRESENTATIONS, WARRANTIES, ENDORSEMENTS AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF TITLE OR NON-INFRINGEMENT AND ANY IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND/OR THOSE ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE CONDUCT ARE HEREBY EXCLUDED. IN ADDITION, SendEncrypt DOES NOT WARRANT THE ACCURACY OR RELIABILITY OR SECURITY OF THE RESULTS OBTAINED THROUGH USE OF THE SendEncrypt MESSAGING SERVICE OR ANY DATA OR INFORMATION DOWNLOADED, SENT, RECEIVED OR OTHERWISE OBTAINED OR ACQUIRED THROUGH THE USE OF THE SendEncrypt MESSAGING SERVICE. YOU ACKNOWLEDGE THAT ANY DATA OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED, RECEIVED OR SUBMITTED THROUGH THE USE OF THE SendEncrypt MESSAGING SERVICE ARE AT YOUR SOLE RISK AND DISCRETION AND THAT SendEncrypt WILL NOT BE LIABLE OR RESPONSIBLE FOR ANY HARM OR DAMAGE TO YOU OR YOUR PROPERTY (INCLUDING ANY DATA, E-MAIL, PERSONAL COMPUTER EQUIPMENT OR STORAGE MEDIA).
IF THE RELEVANT SOFTWARE OR ACCESS TO THE SendEncrypt MESSAGING SERVICE WAS PROVIDED TO YOU AT NO CHARGE YOU AGREE THAT SendEncrypt AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES.
YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ADEQUATE PROTECTION AND BACKUP OF THE DATA AND EQUIPMENT USED IN CONNECTION WITH ANY OF THE SendEncrypt MESSAGING SERVICE.
THE LIMITATIONS IN THIS SECTION ARE COMPREHENSIVE AND ALL EXAMPLES ARE ILLUSTRATIVE AND NOT EXHAUSTIVE. THE LIMITATIONS IN THIS SECTION ARE SEPARATE AND INDEPENDENT OF ANY OTHER REMEDY LIMITATIONS IN THIS AGREEMENT AND SHALL NOT FAIL IF SUCH OTHER LIMITATION OR REMEDY FAILS. THE PROVISIONS IN THIS AGREEMENT REFLECT THE ALLOCATION OF RISKS BETWEEN THE PARTIES. THIS SECTION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU.
Assignment and Delegation. SendEncrypt may assign this Agreement without notice to, or pre-approval by, you. You, however, may not and shall not assign this Agreement or any of your rights hereunder. SendEncrypt may perform all obligations to be performed under this Agreement directly or may have some or all obligations performed by its contractors or subcontractors.
Notices/On-Line Posting of General Changes.
Except as otherwise provided in this Agreement, all notices or other communications to SendEncrypt hereunder shall be deemed to have been duly given when made in writing and delivered in person, via overnight courier or certified mail addressed.
Notices to you will be addressed via e-mail based on the information provided by you during the account registration process unless you have notified SendEncrypt of any changes.
Notwithstanding the foregoing, or anything contained herein to the contrary, SendEncrypt may amend, revise, change, alter, replace, substitute the system requirements and interoperability standards, acceptable use provisions, or any other general policies applicable to all end users, at any time and in any manner, including by posting a notice of any such changes or modifications, etc. on the SendEncrypt Messaging Service website or by e-mail. Your use of the SendEncrypt Messaging Service after posting of such a notice shall constitute acceptance of the modified terms.
Force Majeure. Notwithstanding any other provision of this Agreement, neither party shall be deemed in default of this Agreement for failure to fulfill its obligations when due to causes beyond its reasonable control.
Waivers of Default. Waiver by either Party of any default by the other Party shall not be deemed a continuing waiver of such default or a waiver of any other default.
Survival. The terms, conditions and warranties contained in this Agreement that by their sense and context are intended to survive the performance hereof by either or both parties shall so survive the completion of performance, cancellation or termination of this Agreement.
Right To Alter Systems, Equipment. SendEncrypt reserves the right, from time to time, to make changes in the configuration of SendEncrypt's proprietary facilities, type and location of equipment, programming languages, end user identification procedures, accessibility periods, allocation and quantity of resources utilized, rules of operation, its administrative and operational algorithms, and the designation of the control center serving you at any particular address.