Terms and Condition
This CDKFiles End User License Agreement ("Agreement") is by and between CDKWeb, Inc., ("CDKWeb"), a/an individual and you, and your heirs, assigns, agents and contractors (collectively, "You") and is made effective as of the date of electronic execution. This Agreement sets forth the terms and conditions of Your use of CDKWeb's CDKFiles ("CDKFiles") and represents the entire Agreement between You and CDKWeb concerning the subject matter hereof. By using CDKWeb´s CDKFiles, You acknowledge and agree that You have read, understand, acknowledge and agree to be bound by all the terms and conditions of this Agreement, along with any new, different or additional terms, conditions or policies, including, but not limited to, the User Agreement that CDKWeb may establish from time to time. Such agreements may be found here.
1. The Service
CDKWeb currently provides CDKFiles to its clients on a monthly subscription model based on diskspace and client account volume. CDKWeb shall provide You with the ability to create, manage and maintain client accounts to send and receive files; provided, however, You abide by the terms and conditions set forth herein and in each of CDKWeb's policies and procedures, as may be amended by CDKWeb from time to time.
CDKFiles allows You to:
- add, access, manage and maintain client accounts;
- add, access, manage and maintain files;
Availability of Services
Subject to the terms and conditions of this Agreement, CDKWeb shall use commercially reasonable efforts to provide CDKFiles on a twenty-four (24) hours a day, seven (7) days a week basis throughout the term of this Agreement. You acknowledge and agree that from time to time CDKFiles may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs that CDKWeb may undertake from time to time; or (iii) causes beyond the control of CDKWeb or that are not reasonably foreseeable by CDKWeb , including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks network congestion or other failures. You acknowledge and agree that CDKWeb has no control over and has made no representation or warranty about the availability of CDKFiles on a continuous or uninterrupted basis.
2. Your Obligations
By using CDKFiles, You acknowledge and agree that You are age eighteen (18) years old or older. CDKFiles are available only to persons who can enter into legally binding contracts under applicable law.
You also acknowledge and agree that You shall not use CDKFiles to send or upload the following types of information:
- personal information about minors without their parent´s consent,
- pornography or nude pictures,
- tasteless images,
- excessively violent material,
- links to web sites containing the serial numbers for unlocking software illegally,
- pyramid schemes,
- chain letters,
- impersonations of another person,
- encouraging the use of a controlled substance,
- selling or promoting products that are unlawful in the location where the email is received,
- advocating, promoting, or encouraging violence against any person, organization, or the government, or
- links to web pages containing any of the aforementioned content.
You acknowledge and agree that You have provided accurate, current and complete information in the application process and that You shall notify CDKWeb within five (5) business days when any of the information You provided as part of the application and/or registration process changes. Failure by You, for whatever reason, to respond within five (5) business days to any inquiries made by CDKWeb to determine the validity of information provided by You, shall constitute a material breach of this Agreement. If You provide any information that is inaccurate, not current, false, misleading or incomplete, or if CDKWeb has reasonable grounds to suspect that Your information is inaccurate, not current, false, misleading or incomplete, CDKWeb has the absolute right, in its sole discretion, to terminate this Agreement and/or CDKFiles and close Your account.
By using CDKFiles, You represent and warrant that the information You use in any client account(s) is true, and that the email addresses You include are of subscribers who have granted You direct consent to receive email messages from You. You agree that You shall include a valid and correct physical address on every email message, as well as a valid and correct "From" and "Reply-To" address in every email message. Any and all email campaigns shall require You to provide "Opt-In" verification for each subscriber. You acknowledge and agree that CDKWeb has the right but not the obligation to copy and/or store Your subscriber content, contact lists, and other information. CDKWeb shall not use this information in any way that violates its Privacy Policy, except as permitted or required by law.
Spam
CDKWeb recommends that You carefully consider whether the email You are sending out may be considered spam. Generally, if You are not sure that You have received someone's permission to send them email, then it is probably spam.
Intellectual Property
Except as expressly stated elsewhere in this Agreement, this Agreement does not grant You any rights in CDKFiles and all rights are reserved by CDKWeb. You acknowledge and agree that CDKFiles, the names and logos of CDKWeb and all related product and service names, design marks and slogans, are the sole and exclusive property of CDKWeb and its affiliates, and that You are not authorized to use any of them in any advertising, publicity, or other commercial venture without the prior written consent of CDKWeb, which may be withheld, conditioned or delayed in the sole and absolute discretion of CDKWeb.
Storage and Security
At all times, You shall bear full risk of loss and damage to Your CDKFiles. You are entirely responsible for maintaining the confidentiality of Your password and account information. You acknowledge and agree that You are solely responsible for all acts, omissions and use under and charges incurred with Your account or password or in connection with Your use of CDKFiles. You shall be solely responsible for undertaking measures to: (i) prevent any loss or damage to Your client account(s) and files; (ii) maintain independent archival and backup copies of Your client account(s) and files; and (iii) ensure the confidentiality of Your password. CDKWeb's CDKFiles are not an archive and CDKWeb shall have no liability to You or any other person for loss, damage or destruction of any of Your content. If Your password is lost, stolen or otherwise compromised, You shall promptly notify CDKWeb, whereupon CDKWeb shall suspend access to Your CDKFiles by use of such password and issue a replacement password to You or Your authorized representative. CDKWeb shall not be liable for any loss that You may incur as a result of someone else using Your password or CDKFiles, either with or without Your knowledge and/or consent. However, You could be held liable for losses incurred by CDKWeb or another party due to someone else using Your CDKFiles or password.
CDKWeb shall not disclose the information you place in CDKFiles without your express permission, in accordance with our Privacy Policy, except and permitted or required by law. CDKWeb does not sell personal information. CDKWeb shall not disclose or sell the information of Your clients that You store in CDKFiles, except as permitted or required by law.
3. CDKWeb's Rights
CDKWeb explicitly reserves the right in its sole discretion to: (i) modify its pricing through email notification; (ii) review Your use of CDKFiles for excessive space and bandwidth utilization and to terminate this Agreement and Your use of CDKFiles or apply additional fees if Your use exceeds allowed levels; (iii) establish limits and guidelines concerning the use of CDKFiles, including but not limited to the maximum size of files sent through our servers and the maximum number of occasions that You may access our servers using CDKFiles in any given period of time; (iv) terminate this Agreement and/or Your use of CDKFiles for unsolicited, commercial e-mailing (e.g., spam, sending email to subscribers who have not "opted-in"); illegal access to other computers or networks (e.g., hacking); distribution of Internet viruses or similar destructive activities; non-payment of CDKFiles fees; activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties; activities prohibited by the laws of the United States and/or foreign territories in which You conduct business; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography; activities that are tortious, vulgar, obscene, invasive of the privacy of a third party, or racially, ethnically, or otherwise objectionable; activities designed to impersonate the identity of a third party; and activities designed to harm minors in any way, and other activities whether lawful or unlawful that CDKWeb determines in its sole discretion may be harmful to its other clients, operations, or reputation; (v) terminate this Agreement and/or Your use of CDKFiles if Your use of CDKFiles results in, or is the subject of, legal action or threatened legal action against CDKWeb or any of its affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit, and (vi) terminate this Agreement and/or Your use of CDKFiles if You have not accessed or logged into it for ninety (90) days or more. If CDKWeb terminates this Agreement or Your use of CDKFiles, CDKWeb may, at its own option, remove and destroy data and files stored by You on CDKWeb 's servers. CDKWeb has no obligation to monitor Your CDKFiles, but reserves the right in its sole discretion to do so.
For every email You send out using CDKFiles, You agree that CDKWeb may automatically attach a notice to it stating that the email was powered by CDKFiles or a similar message.
4. Disclaimer of Warranties
CDKWeb expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non-infringement, concerning any subject matter of this agreement. CDKFiles are provided on an "As Is" and "As Available" basis without any representation or warranties whatsoever.