Legal

CrowdStorage Terms of Service

Last Modified: May 18, 2020

 

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE YOU CLICK “I AGREE” OR USE THE SERVICES DESCRIBED IN SECTION 2 BELOW. BY CLICKING “I AGREE” OR USING THE SERVICES YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE AND AGREE TO BE BOUND BY THEM. YOUR ATTENTION IS SPECIFICALLY DRAWN TO THE LEGAL DISPUTES PROVISION IN SECTION 21 BELOW, WHICH PROVIDES THAT YOU MAY BE REQUIRED TO RESOLVE ANY CLAIM OR DISPUTE THROUGH ARBITRATION. CERTAIN RIGHTS THAT YOU MAY HAVE IF YOU WENT TO COURT MAY NOT BE AVAILABLE IN ARBITRATION OR MAY BE MORE LIMITED. YOU SHOULD CONSULT LEGAL COUNSEL TO DETERMINE WHETHER THIS LEGAL DISPUTES CLAUSE IS APPROPRIATE FOR YOU. YOU CAN OPT OUT OF THIS LEGAL DISPUTES CLAUSE BY FOLLOWING THE INSTRUCTIONS IN SECTION 21.

 

Section 1.  Acceptance of the Terms

1.1 These Terms of Service (these “Terms“) are between CrowdStorage, Inc. (“CrowdStorage,” “we” or “us“) and you or the entity, organization, or company you are accepting these Terms on behalf of (“you“), and govern your access to and use of our website at https://crowdstorage.com/ and/or any subdomains thereof (the “Site“) as well as all related websites, networks, downloadable software, mobile applications, and other services provided by us and/or on which a link to these Terms is displayed (collectively with the Sites, the “Services“).

1.2 Please read these Terms carefully before you use the Services. By using the Services, you agree to be bound by these Terms, including our Privacy Policy and any terms, conditions, and policies referenced herein and/or available by hyperlink. All information we collect on or through the Services, including when you set up your account, is subject to our Privacy Policy. By using the Services, you consent to any and all actions taken by us with respect to your information in compliance with the Privacy Policy. You must not access or use the Services if you do not agree to these Terms and the Privacy Policy.

1.3 The Services are not intended for users younger than 18. If you are not at least 18, you must not access or use the Services. By agreeing to these Terms, you represent and warrant to us that you are at least 18 years of age.

1.4  If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that entity, organization, or company to these Terms and you agree to be bound by these Terms on behalf of that entity, organization, or company

 

Section 2.  Services Overview.

Our Services enable you to upload, store, make public, share, and download materials, including messages, reviews, photos, videos, images, folders, data, text, and other types of files (collectively, “User Content“). In many cases, you must obtain and set-up a Crowdstorage-approved device (“Device“) before you can use the Services, and certain features of the Services, including the process of making backup copies of your User Content, may not operate if your Device is not powered, online and operating properly. As described further in our Privacy Policy, the Services may store your User Content in an encrypted format on Devices owned or used by other users of the Services, and also may store other users’ content in an encrypted format on your Device. These other users may include individuals, entities, organizations, companies and others. You hereby consent to this distributed storage of your User Content on other users’ Devices and users’ User Content on your Device, including, without limitation, the power and bandwidth (and your costs) required for the use of your Device in connection with the Services. We will discontinue the distributed storage of your User Content on other users’ devices and other users’ User Content on your Device only after your cancellation of the Services as described in Section 7.

 

Section 3.  Changes to the Terms and the Services.

3.1 We may revise these Terms from time to time in our sole discretion. The revised Terms will be posted on the Sites and are effective immediately when posted. Your continued use of the Services following the posting of revised Terms means you accept and agree to the changes. We encourage you to regularly check the Sites for updates. We may require you to expressly accept the revised Terms. If so, the changes are effective only after your express acceptance. If you do not expressly accept the revised Terms, however, we may suspend or terminate your access to and use of the Services. Disputes arising under these Terms will be resolved in accordance with the Terms in effect at the time the dispute arose.

3.2 We reserve the right to withdraw or amend the Services in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts or all of the Services.

 

Section 4.  License Grant.

Subject to these Terms, CrowdStorage grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable license to use the Services to upload, store, make public, share, and download your User Content. We reserve all rights not expressly granted to you in this Section 4. Notwithstanding the foregoing, you will not, or authorize or permit any third party to: (i) distribute, license or sell the Services; (ii) use the Services for any purpose other than your own internal use; (iii) reverse engineer, decompile, disassemble or attempt to discover the source code for the Services; (iv) modify, alter or create any derivative works of the Services; (v) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the Services; or (vi) use the Services in any unlawful manner or for any unlawful purposes. In the event of misuse of the Services, we will have the right to immediately terminate these Terms and your access to or use of the Services at any time and in our sole discretion upon written notice to you (of which email will suffice).

 

Section 5.   Setting up Your Account.

5.1 Your use of the Services may require you to set up an account, including (a) providing contact and other information regarding you or the entity, organization or company you are entering into these Terms on behalf of; (b) create login accounts for the authorized users of your account; and (c) provide other information to customize the account and your access to the Services. You and, if applicable, your authorized users will create your own password(s), which must be used to access your account and use the Services. Each authorized user who accesses the Services through your accounts must be your employee, consultant, contractor or agent.

5.2 You agree that any information you provide in creating your account is complete and accurate, and you agree to keep it up to date. For example, we provide some notices by email and you agree to keep that email current and valid as a method for providing notices under these Terms.

5.3 If you choose, or are provided with, a user name, password or any other information for you or your authorized users as part of our security procedures, you must treat such information as confidential, and you and your authorized users must not disclose it to any other person or entity. You agree to accept responsibility for all activities that occur under your account. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. We have the right to disable any user name or password, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason.

Section 6.   Payment.

In the event that you subscribe to a paid version of the Services, we will put you on a recurring payment plan that charges you in advance for each billing cycle. All fees set forth on the Sites are in U.S. Dollars and are non-refundable, except for any charges that we explicitly identify as refundable on the Sites. We may change the fees for the Services on a going-forward basis at any time. We will charge the payment method you specify at the time of purchase and, if you do not cancel the Services prior to the end of the current billing cycle in accordance with Section 7, you will automatically be charged the then-current fee for the Services at the start of the following billing cycle. You authorize us to charge all sums described herein to such payment method. If you pay any fees with a credit card, we may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. You acknowledge that if you fail to make any payment when due, we may, by giving you written notice, immediately suspend and/or terminate these Terms and/or the Services, and impose a late charge on all payments in the maximum amount permitted by applicable law.

 

Section 7.  Cancelling the Services

You may cancel the Services by logging into your account or sending an email to support@crowdstorage.com from the email address associated with your account using the subject line: “Account Cancellation.” We bill in advance so you must make your cancellation request at least five business days before the next billing cycle to cancel the Services and not be charged the fees for the next billing cycle. If you cancel during a billing cycle, no refund will be issued for the unused portion of the billing cycle. Upon cancellation of the Services, all of your User Content will be queued for permanent deletion and we will cease storing other subscriber’s User Content on your Device. If you cancel the Services while your account is in good standing, you may request that we continue to make your User Content available to you until the end of the then-current billing cycle and, if we expressly agree to this request, we will make your User Content available to you until the end of the then-current billing cycle. If a request to maintain your User Content is not received together with your cancellation of the Service, then your User Content will be queued for deletion immediately following the cancellation of the Services. Your User Content will not be available to you if you subscribe to the Services again later.

 

Section 8.  Intellectual Property.

8.1 The Services and all contents, features and functionality thereon (including, but not limited to, all information, software, text, products, displays, images, video and audio, and the design, selection and arrangement thereof), and all other elements of the Services (collectively, the “Materials“) are owned by CrowdStorage, its licensors, or other providers of such material, and protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. Except as expressly authorized by CrowdStorage or as required by applicable law, you may not copy, reproduce, distribute, publish, create derivative works, use, or in any way exploit the Materials without our prior written consent. CrowdStorage reserves all rights to the Materials not expressly granted to you in Section 4 of these Terms.

8.2 The CrowdStorage names and trademarks, and all related names, trademarks, logos, product and service names, designs and slogans are trademarks and trade names of CrowdStorage or its licensors. You must not use such marks without our prior written permission. All other names, logos, product and service names, designs and slogans on the Services are the trademarks of their respective owners.

8.3 YOU RETAIN OWNERSHIP OF YOUR USER CONTENT. You hereby grant a limited right and license for us and the third parties that provide services to us to copy, reproduce, distribute, perform, display, create derivative works, process, store, encrypt, transfer, share, publish, and use the User Content associated with your account solely for operating the Services. This includes, without limitation, (i) making one or more backup copies of each file associated with your account, in whole or in smaller pieces; (ii) transferring that file (or each piece of a file) to any location for storage on one or more of the Devices, to other systems that we operate, or to a third party that may process or store User Content for us; and (iii) displaying your User Content to the users you designate. You hereby grant a limited right and license for us and each third party we work with to transfer your data to any location, including outside of the jurisdiction where you reside in accordance with our Privacy Policy.

 

Section 9.  Open Source.

The Materials may contain or be accompanied by materials, including software code, provided by third parties (“Third-Party Software“) subject to separate license terms (the “Third Party Terms“). Your use of the Third-Party Software in conjunction with the Services in a manner consistent with these Terms is permitted, however, you may have broader rights under the applicable Third-Party Terms and nothing in these Terms is intended to impose further restrictions on your use of the Third-Party Software. You can find certain required notices and other information regarding Third-Party Software here: https://crowdstorage.com/licenses/.

 

Section 10.     Prohibited Uses.

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to (a) use the Services to violate any applicable federal, state, local or international law or regulation (including, without limitation, any law regarding the export of data or software to or from the US or other countries); (b) perform any fraudulent activity including impersonating any person or entity, claiming false affiliations, accessing the Services accounts of others without permission, or falsifying your age or date of birth; (c) violate the rights of third parties, including by infringing or misappropriating third party intellectual property rights; (d) sell or otherwise transfer the access granted herein or any Materials or any right or ability to view, access, or use any Materials; (e) interfere with security-related features of the Services, including without limitation by: (i) disabling or circumventing features that prevent or limit use or copying of any content; (ii) monitoring, recording, or analyzing any network communications in connection with the Services; or (iii) reverse engineering or otherwise attempting to discover the source code of the Services or any part thereof except to the extent that such activity cannot be restricted under applicable law or Third Party Terms; (f) interfere with the operation of the Services or any user’s enjoyment of the Services, including without limitation by: (i) uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code; (ii) making unsolicited offers or advertisements to other users of the Services; (iii) collecting personal information about users or third parties without their consent; or (iv) interfering with or disrupting any networks, equipment, or servers connected to or used to provide the Services, or violating the regulations, policies, or procedures for those networks, equipment, or servers; (g) use any robot, spider or other automatic or manual device, process or means to access the Services for any purpose, including monitoring, copying or scraping any of the material or information on the Services; (h) use any device, software or routine that interferes with the proper working of the Services; (i) attack the Services via denial-of-service attack or distributed denial-of-service attack; or (j) otherwise attempt to interfere with the proper working of the Services.

 

Section 11.     User Content.

11.1 User Content must not (a) contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable; (b) promote or include sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age; (c) contain personal attacks against other participants, name-calling, slurs, hate speech or bigotry; (d) infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person; (e) violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy; (f) promote any illegal activity, or advocate, promote or assist any unlawful act; (g) cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person; (h) impersonate any person, or misrepresent your identity or affiliation with any person or organization; (i) involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising; or (j) give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

11.2 We may offer features that enable you to make User Content available to others (whether publicly or to a specified group). We do not have the ability to control what any third party may do with User Content and we are not responsible for those actions. Once User Content has been shared, those with access to it may be able to reshare, publish, re-use, modify, or otherwise exploit User Content, so please carefully consider what you choose to share before you share it. While our Services may include sharing features, we may place limits on the volume and speed at which materials are available, we may temporarily disable or limit sharing in order to protect the health of the Services, and in many cases the availability of your User Content will depend on the speed and capacity of the Internet connection that is connected to the Device associated with your account.

11.3 We are under no obligation to edit or control User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content. CrowdStorage may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Services you may be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent or objectionable. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against CrowdStorage with respect to User Content. We expressly disclaim any and all liability in connection with User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice.

 

Section 12.     Feedback.

From time to time, you may provide to CrowdStorage (either on your own accord or at our request) feedback, analysis, suggestions and comments (including, but not limited to, bug reports and test results, and design suggestions or ideas) related to the Services (collectively, “Feedback“). As between you and CrowdStorage, all right, title and interest in and to any such Feedback will be owned by CrowdStorage. You agree that CrowdStorage will have the perpetual, irrevocable and worldwide right and license to copy, reproduce, distribute, perform, display, create derivative works, use, modify, license, sublicense and otherwise exploit all or part of the Feedback or any derivative thereof in any manner or media now known or hereafter devised without any remuneration, compensation, credit, or notice to you.

 

Section 13.     Copyright Complaints.

13.1 If you believe any materials accessible on the Services infringe your copyright, you may request removal of those materials from the Services by submitting written notification to our Copyright Agent (designated below). In accordance with the Digital Millennium Copyright Act (17 U.S.C. § 512), the written notice must include substantially the following:

  • Your physical or electronic signature.
  • Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Services, a representative list of such works.
  • Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
  • Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
  • A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
  • A statement that the information in the written notice is accurate.
  •  A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

13.2  Copyright infringement claims and notices (but not other notices) should be sent to the attention of our Copyright Agent, in the following manner:

CrowdStorage Copyright Agent
Stoel Rives LLP
201 South Main St., Suite 1100
SLC, UT 84111
801-328-3131
tm-slc@stoel.com

 

Section 14.     Enforcement; Termination.

We may take legal action, including referral to law enforcement, for any illegal or unauthorized use of the Services. If you violate any provision of these Terms, CrowdStorage may immediately suspend or terminate your access to and use of the Services, in our sole discretion, with or without notice to you. We will have no liability whatsoever on account of any suspension or termination of your access to or use of the Services.

 

Section 15.     Reliance on Information Posted.

The information presented on or through the Services is made available only for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Services, or by anyone who may be informed of any of its contents.

 

Section 16.     Links from the Services.

CrowdStorage may provide tools through the Services that enable you to export information, including User Content, to third party services, including through features that allow you to link your account on CrowdStorage with an account on the third party service, such as Twitter or Facebook, or through our implementation of third party buttons (such as “like” or “share” buttons). By using these tools, you agree that we may transfer such information to the applicable third-party service. Those third-party services are not under our control, and we are not responsible for their use of your exported information. If the Services contain links to other sites or resources provided by third parties, these links are for your convenience only. We have no control over the contents of other sites or resources. We accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any third-party website linked to the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such website.

 

Section 17.     Geographic Restrictions.

The owner of the Services is based in the United States. We make no claim that the Services or any of its content is accessible or appropriate outside of the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative. You are solely responsible for compliance with local laws. Although the Site may be accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. CrowdStorage reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited.  The Services accessed through this Site may be subject to the export and import laws of the United States and other countries. You agree to comply with all applicable export and import laws and regulations. You shall not, and shall not permit any third parties to, directly or indirectly, export, reexport, or release any Services to any jurisdiction or country to which, or any party to whom, the export, reexport, or release of any Services is prohibited by applicable federal or foreign law, regulation, or rule.

 

Section 18.     Indemnification.

You agree that you will be responsible for your use of the Services, and you agree to defend, indemnify, and hold harmless CrowdStorage and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (collectively, the “CrowdStorage Entities“) from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (i) your access to, use of, or alleged use of the Services; (ii) your violation of these Terms or any representation, warranty, or agreements referenced in the Terms, or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with our defense of such claims. Your indemnification obligations do not include any obligation to indemnify CrowdStorage Entities for claims to the extent that they are caused solely by a CrowdStorage Entities’ infringement or misappropriation of third-party intellectual property rights, negligence, intentional misconduct or breach of these Terms.

 

Section 19.     Disclaimer of Warranties.

19.1 THE SERVICES, INCLUDING THE SOFTWARE, FIRMWARE, AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THE CROWDSTORAGE ENTITIES HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SERVICES AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICES, INCLUDING BUT NOT LIMITED TO: (I) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (II) ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. CROWDSTORAGE DOES NOT WARRANT THAT THE SERVICES OR ANY PART THEREOF WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, DEFECTS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DOES NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.

19.2  YOU ASSUME ALL RISK FOR ALL DAMAGES THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICES, YOUR DEALINGS WITH OTHER USERS OF THE SERVICES, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICES. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICES, AND ACCESS, DOWNLOAD, USE, AND/OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICES AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING TO YOUR COMPUTER SYSTEM USED IN CONNECTION WITH THE SERVICES) OR LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICES OR THE DOWNLOAD OR USE OF SUCH MATERIALS OR CONTENT.

19.3  SOME JURISDICTIONS MAY PROHIBIT SOME DISCLAIMERS OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

 

Section 20.     Limitation on Liability.

20.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE CROWDSTORAGE ENTITIES WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICES OR ANY MATERIALS OR CONTENT ON THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, WHETHER OR NOT THE CROWDSTORAGE ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

20.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT THE AGGREGATE LIABILITY OF THE CROWDSTORAGE ENTITIES TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE THE SERVICES (INCLUDING ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICES) OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE LESSER OF (I) THE AMOUNTS YOU HAVE PAID TO CROWDSTORAGE FOR ACCESS TO AND USE OF THE SERVICES IN THE 12 MONTHS PRIOR TO THE CLAIM OR (II) $100 U.S. DOLLARS.

20.3 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

20.4 EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

 

Section 21.     Legal Disputes.

21.1 Law for Legal Disputes. All Disputes will be governed by and construed in accordance with the laws of the State of Utah, excluding Utah conflict of law rules.

21.2 Binding Arbitration.

21.2.1  In the interest of resolving Disputes between you and CrowdStorage in the most expedient and cost effective manner, you and CrowdStorage agree that any and all Disputes arising in connection with these Terms will be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CROWDSTORAGE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

21.2.2 Any arbitration between you and CrowdStorage will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules“) of the American Arbitration Association (“AAA“), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at http://www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting CrowdStorage.

21.2.3 A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or if we do not have a physical address on file for you, by electronic mail (“Notice“). CrowdStorage’s address for Notice is 3401 Ashton Blvd., Lehi, UT 84043. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand“). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement within 30 days after the Notice is received, you or CrowdStorage may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or CrowdStorage will not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.

21.2.4  If you commence arbitration in accordance with these Terms, CrowdStorage will reimburse you for your payment of the filing fee, unless your claim is for greater than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearings will take place at a location to be agreed upon in Salt Lake County, Utah, provided that if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephonic hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In such case, you agree to reimburse CrowdStorage for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner the arbitration is conducted, the arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

21.2.5 Notwithstanding this subsection 21.2, we both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our right to: (a) bring an individual action in small claims court; (b) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address intellectual property infringement claims.

21.3 Jury Trial Waiver. EACH PARTY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL ACTION, PROCEEDING, CAUSE OF ACTION OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.

21.4 Class Action Waiver. NEITHER PARTY TO THESE TERMS MAY ASSERT CLAIMS AGAINST THE OTHER PARTY ON BEHALF OF OTHERS (E.G., IN A REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL CAPACITY) IN A LITIGATION, ARBITRATION OR ANY OTHER PROCEEDING ARISING OUT OF OR RELATING TO A DISPUTE, AND NEITHER THE COURT NOR ANY ARBITRATOR SHALL NOT HAVE THE AUTHORITY TO AWARD RELIEF FOR OR AGAINST ANYONE ON A CLASS OR REPRESENTATIVE BASIS.

21.5 Right to Opt Out. IF YOU DO NOT WISH TO BE BOUND BY THIS LEGAL DISPUTES PROVISION, IN WHOLE OR IN PART, YOU MUST NOTIFY CROWDSTORAGE IN WRITING WITHIN SIXTY (60) CALENDAR DAYS OF THE DATE THAT YOU FIRST RECEIVE THESE TERMS BY MAIL TO 3401 ASHTON BLVD., LEHI, UT 84043. YOUR NOTIFICATION MUST INCLUDE YOUR ACCOUNT NUMBER AND A CLEAR STATEMENT OF YOUR INTENT, SUCH AS “I REJECT THE CLASS ACTION WAIVER IN CROWDSTORAGE’S TERMS” OR “I REJECT THE LEGAL DISPUTES CLAUSE IN CROWDSTORAGE’S TERMS.” YOUR DECISION TO OPT OUT OF THIS LEGAL DISPUTES PROVISION WILL HAVE NO ADVERSE EFFECT ON YOUR RELATIONSHIP WITH US OR THE DELIVERY OF SERVICES TO YOU BY US.

21.6 Severability. If any part of this Legal Disputes clause is determined to be void or unenforceable for any reason, the remainder of this Legal Disputes clause shall remain in effect to the maximum extent possible, and the void or unenforceable part shall be severed from the rest of the Terms. However, any disputes as to the validity of this Legal Disputes clause, including the waiver of rights to participate in any class action, shall be determined by a court of competent jurisdiction. Notwithstanding the foregoing, in the event that the class action (or similar representative action) waiver in this Legal Disputes clause is deemed invalid or unenforceable, then the entire Arbitration Option clause shall be null and void.

21.7 Survival. This Legal Disputes clause shall survive any expiration or termination of these Terms or your Services with CrowdStorage.

 

Section 22.     Third Party Disputes.

Your use of the Services may incur third party fees, such as fees charged by your internet service provider (“ISP“) for data usage, and may be subject to third party terms, such as your ISP’s terms of service, and you agree to pay all such fees and abide by all such terms.  You acknowledge and agree that you are solely responsible for all such fees incurred by you for use of the Services. CrowdStorage is not affiliated with any ISP, service provider, or third party service, and any dispute you have with any ISP, service provider, third party service or other third party, is directly between you and such third party, and you irrevocably release CrowdStorage from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

 

Section 23.     Notices.

Except as specified otherwise in these Terms, all notices to CrowdStorage must be sent to CrowdStorage, Inc., 3401 Ashton Blvd, Lehi, UT 84043 by certified mail, and will be deemed given upon receipt by CrowdStorage. All notices by CrowdStorage to you will be sent to the email address you have made available to CrowdStorage, and will be deemed given on the day sent.

 

Section 24.     Consent to Electronic Communications.

By using the Services, you consent to receiving certain electronic communications from us as further described in these Terms and our Privacy Policy. Please read our Privacy Policy to learn more about your choices regarding our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

 

Section 25.     General Terms.

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference herein, constitute the entire agreement between you and CrowdStorage with respect to the Services and supersede all prior agreements with respect to the Services. Except as expressly permitted herein, the Terms may be amended only by a written agreement signed by authorized representatives of all parties to these Terms. You may not assign or transfer these Terms or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice. The failure to require performance of any provision will not affect our right to require performance at any time thereafter, nor will a waiver of any breach or default of these Terms or any provision of these Terms constitute a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of particular provisions. If any provision of these Terms is found to be unlawful or unenforceable in any respect, you agree that the court may reform such provision so as to render it enforceable (or, if it is not possible to reform such provision so as to make it enforceable, then delete such provision). As so reformed or deleted, the court shall fully enforce the resulting Terms. Upon termination of these Terms, any provision that by its nature or express terms should survive will survive such termination or expiration.

 

Section 26.     Your Comments and Concerns.

All feedback, comments, requests for technical support and other communications relating to the Services should be directed to support@crowdstorage.com.