BaaS Terms of Use Addendum


Link Cloud Services – Backup as a Service (BaaS) Terms of Use Addendum


Effective as of September 1, 2013.

This BaaS Cloud Service terms of use addendum (BaaS Cloud Service Terms of Use Addendum”) sets forth the terms and conditions relating to Your use of Link’s Backup as a Service Cloud Service (“BaaS Cloud Service”), all of which are incorporated in and form an integral part of the Link Cloud Services Terms of Service (“TOS”).  All capitalized terms used in this BaaS Cloud Service Terms of Use Addendum shall have the meaning set forth in the TOS unless otherwise expressly provided.

 

1.   General

1.1     Our BaaS Cloud Services are designed to meet the needs of various types of Customers.  We offer three categories of BaaS Cloud Service:

         (a) Cloud BaaS Entry Service – Our BaaS entry level service suitable for most individual and small business users with basic backup service requirements.

         (b) Cloud Professional Service – Our BaaS professional level service suitable for a mid to large size corporate users requiring more expansive backup service requirements.

         (c) Cloud BaaS Enterprise Service – Our BaaS enterprise level service with custom features designed for specific corporate users.

These service categories currently comprise Our BaaS Cloud Service offerings.  Please use the appropriate BaaS Cloud Service to suit Your needs.  If You have any questions regarding which BaaS Cloud Service is right for You or wish to discuss purchasing Our Cloud BaaS Enterprise Service, please contact Us at Cloud@LinkBermuda.com.

1.2.    “Visitors.”  A Visitor may browse Our website but will not have access to any of Our Services including BaaS Cloud Services without first registering and becoming a Customer.  Once You register and create an account with Us You can subscribe for a BaaS Cloud Service.  Only Customers that subscribes for one of Our BaaS Cloud Services can backup with Us (“BaaS Subscription”).

1.3     “BaaS Subscribers.”  Once You have subscribed for a BaaS Cloud Service You can start Your backup process by downloading the BaaS Cloud Service software from Our Site and installing it on Your computer equipment.  We will refer to Your email address and password as Your “BaaS Credentials”.  You may not transfer or share Your log-in information with any third parties, and You are solely responsible for maintaining the confidentiality of such log-in information.  You acknowledge and agree that We rely on BaaS Credentials to know whether users accessing Our website and using Our BaaS Cloud Services are authorized to do so.  If someone accesses Our website or BaaS Cloud Services using Your BaaS Credentials, We will rely on the BaaS Credentials and will assume that it is really You who is accessing the website and BaaS Cloud Services.  You are solely responsible for any and all use of Your BaaS Credentials and BaaS Cloud Service Subscription and all activities that occur under or in connection with Your BaaS Credentials or BaaS Subscription.  You agree to be responsible for any act or omission of any users that access the website or  BaaS Cloud Services under Your BaaS Credentials.  You promise that all information You provide to Us is true, accurate, current and complete, and You agree to maintain and promptly update such information to keep it true, accurate, current and complete.  If We believe or suspect that such information is not true, accurate, current or complete, We may deny or terminate Your access to the website or BaaS Cloud Services (or any portion thereof).

1.4     “BaaS Business Subscribers.”  A BaaS Subscriber may be an individual or a legal or governmental entity (e.g., a company, a government agency).  If an individual, legal or government entity accesses the BaaS Cloud Services for a commercial purpose or on behalf of legal or governmental entity, You are a “BaaS Business Subscriber”.  If You access the BaaS Cloud Services for the benefit of a BaaS Business Subscriber as an employee, contractor or agent, You are a “BaaS Business Subscriber User”.  As between a BaaS Business Subscriber and a BaaS Business Subscriber User, the BaaS Business Subscriber will be the owner of the Backed Data (as defined below).  If You are a BaaS Business Subscriber User, You further acknowledge and agree that the BaaS Business Subscriber may select one or more administrators to control, manage and use the BaaS Cloud Services on its behalf, and the administrators may grant (or may grant to other BaaS Business Subscriber Users) certain privileges such as access to and control of the Backed Data, for which You may bear responsibility.  Each BaaS Business Subscriber is responsible for the acts and omissions of its BaaS Business Subscriber Users. Subscribers, BaaS Business Subscriber Users may be referred to collectively as “BaaS Users”.

1.5     Link Equipment.  Any Link Equipment provided to You for use with Your BaaS Cloud Service shall be subject to the TOS, including without limitation Section 5 thereof.

 

2.      How You Backup.  

Subject to Your compliance with the TOS, including without limitation this Addendum and Our AUP and Privacy Policy, We will undertake commercially reasonable efforts to save a copy of Your data and other files that exist on third-party websites that You designate for backup (Your “Backup Data”) to a server operated by LinkBermuda or Our agents.  Then, on a going forward basis, We will automatically poll the API for changes or additions to the Backup Data and periodically re-save a copy of a modified file or create a copy of a newly designated file.  Before We can backup Your data, We will need You to authorize Us to act on Your behalf to access and interact with the systems from which We will collect Backup Data, such as email servers, webservers or other sources of data (“Backup Site”) so We can retrieve and store duplicate copies of the Backed Data.  You can revoke Our access to such site(s) at any time by amending the appropriate settings from within Your settings on the applicable Backup Site or by changing Your BaaS Subscription settings on Our Site.  By downloading and installing Our Baas Cloud Service software You hereby authorize and grant Us a license to use, reproduce, access, view, modify, reformat, translate and transfer Your Backup Data, solely and to the limited extent necessary to perform Our obligations hereunder and provide You the BaaS Cloud Services.  You acknowledge that a Backup Site may change or amend its guidelines and Our access to it at any time, and We cannot guarantee that Our BaaS Cloud Services will always include a connection to such Backup Site.

 

3.      Backup Data.

3.1     Availability.  Your Backup Data may not be available or restorable if: (a) We have not completed copying Your selected files or changed files and (b) You change Your password on a Backup Site or otherwise restrict Our access to such site; or (c) Your BaaS Subscription expires or terminates.  You represent and warrant that Your Backup Data will comply with the terms and conditions of the Backup Site on which it is located, and You agree that We may disclose such Backup Data to the Backup Site to the extent required by the terms under which We are granted access to that Backup Site.

3.2     Access.  We will take reasonable efforts to restrict access to the Backup Data to BaaS Subscribers using their applicable BaaS Credentials.  However, no password-protected system of data storage and retrieval can be made entirely impenetrable and You acknowledge that Our website and the BaaS Cloud Services are not invulnerable to all security breaches or immune from viruses, security threats or other vulnerabilities.

3.3     Review.  We do not normally review, inspect, edit or monitor any Backup Data.  However, if We believe that a BaaS Subscription is being used for storage and distribution of any illegal material such as copyrighted content, We reserve the right to examine the content of the Backup Data.  We reserve the right to refuse, remove or disable access to any Backup Data stored on Our servers for any reason including that the Backup Data or its storage is illegal or may violate the TOS.

3.4     Fees.  As a BaaS Subscriber, You agree to pay Our then-current and applicable fees which are located at http://LinkBermuda.com/cloudpricing.aspx for the BaaS Cloud Services, based on the level of BaaS Cloud Services for which You sign up.  Custom BaaS Cloud Services shall be priced by mutual written agreement.  Your use of the BaaS Cloud Services are limited to the restrictions established in Your applicable plan (e.g., limitations on storage amounts or the number of accounts).

3.4.1  Free Trials.  We may from time to time offer a free trial BaaS Cloud Service.  If You subscribe for a free trial BaaS Cloud Service it will be available to You on a trial basis free of charge until the earlier of (a) the end of the free trial period for such service or (b) the start date of any fee-based BaaS Cloud Service to which You subscribe.  All provisions of the TOS including without limitation the AUP, Privacy Policy and this BaaS Cloud Service Terms of Use Addendum will apply during Your free trial, unless otherwise set forth herein, and additional trial terms and conditions may appear on the trial subscription web page.  Any such additional terms and conditions are incorporated into the TOS by reference and are legally binding.  ANY BACKUP DATA SAVED DURING YOUR FREE TRIAL WILL BE PERMANENTLY LOST UNLESS YOU PURCHASE A PAID SUBSCRIPTION TO A BAAS CLOUD SERVICE OR EXPORT SUCH DATA BEFORE THE END OF THE TRIAL PERIOD.

3.4.2  Promotions.  We may run promotional offers from time to time on the Site.  The terms of any such promotion will be posted on Our website.  Unless otherwise indicated, We may establish and modify, in Our sole discretion, the terms of such offer and end such offer at any point.

3.5     Ownership.  You understand and acknowledge that the software, code, proprietary methods and systems used to provide Our website or BaaS Cloud Services (“Our Technology”) are: (i) copyrighted by Us and/or Our licensors under United States and international copyright laws; (ii) subject to other intellectual property and proprietary rights and laws; and (iii) owned by Us or Our licensors.  Our Technology may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without Our prior written permission and the prior written permission of Our applicable licensors.  You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Technology.  Nothing in this BaaS Cloud Service Terms of Use Addendum grants You any right to receive delivery of a copy of Our Technology or to obtain access to Our Technology except as generally and ordinarily permitted through Our website according to the BaaS Cloud Service Terms of Use Addendum . Furthermore, nothing in this BaaS Cloud Service Terms of Use Addendum will be deemed to grant, by implication, estoppel or otherwise, a license to Our Technology.  Certain of the names, logos, and other materials displayed on the Site or in the BaaS Cloud Services constitute trademarks, trade names, service marks or logos (“Marks”) of LinkBermuda or other entities. You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with and will inure to Us or those other entities.  To the extent indicated, any use of third party software provided in connection with Our website or BaaS Cloud Services will be governed by such third parties’ licenses and not by the TOS.  All Feedback shall be governed by Section 11.3 of the TOS.

3.6     Modifications To The BaaS Cloud Services.  We may, in Our sole discretion, upgrade, enhance, change and modify the BaaS Cloud `Services, including by discontinuing a Baas Cloud Service or any aspect or feature thereof, including the manner and extent to which We interact with the Backup Sites (collectively, “Modifications”).  Any Modifications will be subject to these BaaS Cloud Service Terms of Use Addendum.  We will use reasonable efforts to provide You notice of adverse and material changes to the BaaS Cloud Services by posting them on Our website.  It is Your responsibility to periodically check Our website.

3.7     BaaS Subscription Term; Termination  The term of Your BaaS Cloud Service is established at the time of Your Subscription (“Term”).  If Your BaaS Subscription is for Cloud BaaS Entry Service You may terminate Your Subscription for convenience prior to the end of the Term upon thirty (30) days prior notice to Us at Cloud@LinkBermuda.com.  If Your BaaS Subscription is for Cloud BaaS Professional Service or Cloud BaaS Enterprise Service and You terminate Your Subscription for convenience prior to the end of the Term You shall pay LinkBermuda a termination charge (as a service discontinuation fee and not as a penalty) equal to one hundred percent (100%) of the balance of the total remaining minimum monthly fee under the applicable BaaS Cloud Service plan that would have been payable by You if You had continued to receive such BaaS Cloud Service for the whole of the remaining Term  Upon termination or expiration of Your access to the BaaS Cloud Services, You will no longer have the right to access or retrieve Your Backup Data through Our website.  If You contact Us within thirty (30) days of the date of the termination or expiration of a paid Subscription and request a copy of Your Backup Data, We will use commercially reasonable efforts to provide You a copy of Your Backup Data in a format determined by Us.  Upon expiration of a free trial that is not followed by a paid BaaS Cloud Service Subscription, or beginning thirty (30) days after any termination or expiration of Your paid BaaS Cloud Service Subscription, You acknowledge and agree that We may delete any or all of Your Backup Data.  It is solely Your responsibility to seek another source for Your backup needs.  YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO OUR WEBSITE OR BAAS CLOUD SERVICES OR DELETION OF YOUR BACKEDUP DATA.  TERMINATION OF YOUR BAAS CLOUD SERVICE SUBSCRIPTION WILL IN NO WAY MODIFY, CHANGE OR VOID ANY PAYMENT OBLIGATIONS YOU MAY HAVE INCURRED UP TO THE DATE OF TERMINATION THROUGH YOUR USE OF OUR WEBSITE OR ANY BAAS CLOUD SERVICES, WHETHER SUCH OBLIGATION IS TO US OR A THIRD PARTY.

 

4.   BaaS Cloud Services – Service Level Agreement (“BaaS SLA”). 

Your use of the BaaS Cloud Services is subject to the terms and conditions of Our BaaS SLA which is posted at http://LinkBermuda.com/Legal.aspx.  The BaaS SLA shall be Your sole and exclusive remedy for any unavailability or non-performance of BaaS Cloud Services.