Disclaimer, Terms of Use, and Termination
Publication Date: February 18, 2022
Effective Date: February 18, 2022
- Your Files and Permissions
When you use our Services, you provide us with files, content, records, order and process data, contacts, and more ("Your Data"). These data are your property. These Terms do not grant us any rights to Your Data except for the limited rights that allow us to offer the Services.
We need your permission to perform operations like hosting your data, backing it up, and sharing it when you ask us to. Our Services also offer features such as comments, sharing, search, photo thumbnails, document previews, optical character recognition (OCR), simple ways to order and organize, and personalization to reduce workload. To provide these features, iProd accesses, stores, and scans your files and data. You grant us permission to perform these operations, which extends to our affiliates and trusted third parties with whom we work.
- User Responsibility
Your use of our Services must comply with our Terms and Services. The content in the Services may be protected by others' intellectual property rights. Do not copy, upload, download, or share content unless you have the right to do so.
We reserve the right to review your conduct and content for compliance with these Terms and our Terms and Services. We are not responsible for the content posted and shared by users through the Services.
We ask users to help us keep data safe. You are required to protect your password for accessing the Services and to keep your account information updated. Do not share your account credentials or grant access to others.
You may only use our Services as permitted by applicable law, including export control laws and regulations. You must be at least 13 years old if you reside in the United States or 16 years old if you reside elsewhere to use our Services. If the law of your country requires a higher age to allow iProd to legally provide the Services without parental consent (including the use of personal data), you must meet that age requirement.
- Software
Some of our Services allow you to download client software ("Software") which may update automatically. As long as you comply with these Terms, iProd grants you a limited, non-exclusive, non-transferable, and revocable license to use the Software solely to access the Services. To the extent any component of the Software may be offered under an open-source license, we will make that license available to you and the provisions of that license may expressly prevail over some of these Terms. Unless prohibited by law, you agree not to decompile, reverse engineer, or attempt to do so or assist anyone else in doing so.
- Beta Services
Occasionally, we offer products and features that are still in testing and evaluation ("Beta Services"). These Services are labeled as "alpha," "beta," "preview," "early access," or "evaluation" (or similar terms) and may not be as reliable as other iProd services. Beta Services are made available so that we can collect user feedback, and by using our Beta Services, you agree that we may contact you to collect this feedback.
Beta Services are confidential until their official launch. By using Beta Services, you agree not to disclose any information about them without our consent.
- Additional Features
From time to time, iProd will add additional features to enhance the user experience of our storage service at no extra cost. However, these free features may be withdrawn without further notice.
- Our Services
The Services are protected by copyright. These Terms do not grant you any rights, title, or interest in the Services, others' content in the Services, iProd trademarks and logos, and other brand features. We welcome user feedback, but please note that we may use comments or suggestions without any obligation to you.
- Copyright
We respect others' intellectual property and ask you to do the same. We respond to notices of alleged copyright infringement if they comply with the law and are properly provided to us under iProd's terms of service. We reserve the right to delete or disable content alleged to infringe and to terminate accounts of repeat infringers.
- Changes to Fees
We reserve the right to modify the fees at the time of subscription renewal to reflect circumstances such as changes in our product offerings, changes in our business, or changes in the economic environment. You will be notified at least 30 days in advance of such changes via a message to the email address associated with your account, and you will have the opportunity to cancel your subscription before the new fee takes effect.
- Termination
You may stop using the Services at any time. We reserve the right to suspend or terminate your access to the Services with notice if:
- You violate these Terms.
- Your use of the Services poses a real risk of harm or loss to us or other users.
- You do not have a paid Account and have not accessed our Services for 12 consecutive months.
We will contact you in advance at the email address associated with your account to allow you to address the issue and give you the opportunity to export your files from our Services. If you fail to take the necessary steps after such notice, we will terminate or suspend your access to the Services.
We will not provide advance notice or the opportunity to export your data before termination or suspension of access to the Services if:
- You have committed a serious breach of these Terms.
- Providing such notice could create a legal liability for us or compromise our ability to provide the Services to other users.
- It is prohibited by law.
- Service Interruptions
We may decide to discontinue the Services in response to unforeseen exceptional circumstances, events beyond iProd's control (such as a natural disaster, fire, or explosion), or in compliance with a legal requirement. In such an event, we will notify you with reasonable advance notice via the email associated with your account to allow you to export your files from our systems (providing no less than 30 days' notice where possible). If we discontinue the Services this way before the end of any fixed or minimum term for which you have paid, we will refund the portion of the fee corresponding to the unused Services.
- Services "AS IS"
iProd strives to provide great Services, but certain things cannot be guaranteed. TO THE EXTENT PERMITTED BY LAW, IPROD AND ITS AFFILIATES, SUPPLIERS, AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Some states do not allow the types of disclaimers in this paragraph, so they may not apply to you. For example, these disclaimers do not override the legal protections that apply to consumers, such as those described under European law.
- Limitation of Liability
IPROD DOES NOT EXCLUDE OR LIMIT ITS LIABILITY TO YOU WHERE IT WOULD BE ILLEGAL TO DO SO. THIS INCLUDES ANY LIABILITY FOR IPROD'S OR ITS AFFILIATES' FRAUD OR FRAUDULENT MISREPRESENTATION IN PROVIDING THE SERVICES. THIS PARAGRAPH DOES NOT AFFECT YOUR RIGHTS THAT CANNOT BE WAIVED OR LIMITED BY CONTRACT OR AGREEMENT. IF YOU ARE A CONSUMER IN THE EUROPEAN UNION OR THE UNITED KINGDOM, THIS PARAGRAPH DOES NOT EXCLUDE IPROD'S LIABILITY FOR LOSSES AND DAMAGES CAUSED BY IPROD'S FAILURE TO USE REASONABLE CARE AND SKILL IN PROVIDING THE SERVICES OR BY IPROD'S BREACH OF CONTRACT, PROVIDED THAT SUCH LOSSES AND DAMAGES WERE REASONABLY FORESEEABLE AT THE TIME THE OBLIGATION AROSE.
IN COUNTRIES WHERE THE EXCLUSIONS OR LIMITATIONS OF LIABILITY ARE ALLOWED, IPROD, ITS AFFILIATES, SUPPLIERS, OR DISTRIBUTORS WILL NOT BE LIABLE FOR:
- INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR
- LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY.
THESE EXCLUSIONS OR LIMITATIONS APPLY REGARDLESS OF WHETHER IPROD OR ANY OF ITS AFFILIATES HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES.
IF YOU USE THE SERVICES FOR ANY COMMERCIAL, BUSINESS, OR RE-SALE PURPOSE, IPROD, ITS AFFILIATES, SUPPLIERS, OR DISTRIBUTORS WILL HAVE NO LIABILITY TO YOU FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY. IPROD AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICES.
EXCEPT FOR THE TYPES OF LIABILITY THAT IPROD CANNOT LIMIT BY LAW (AS DESCRIBED IN THIS SECTION), IPROD LIMITS ITS LIABILITY TO YOU TO THE AMOUNT YOU PAID FOR THE CURRENT SERVICE PLAN WITH IPROD SYNC.
- Dispute Resolution
First, try to resolve the issue informally. We aim to address problems without legal action. Before filing a claim against iProd, you agree to try to resolve the dispute informally by contacting info@iprod.it, providing your name, a detailed description of the dispute, and the desired remedy. We will try to resolve the dispute informally by contacting you via email. If the dispute is not resolved within 60 days of submission, you or iProd may begin formal legal proceedings. If you reside in the EU, the European Commission provides an online dispute resolution platform at https://ec.europa.eu/consumers/odr.
- Indivisible contract
These Terms constitute the entire agreement between you and iProd in relation to the subject matter of these Terms and supersede any other prior or contextual agreements, terms and conditions applicable to the subject matter of these Terms. Our past, present and future affiliates and agents may appeal our rights under this agreement if they become involved in a dispute with you. Otherwise, these Terms do not confer rights on any third party.
Judicial Forum for Disputes. You and iProd agree that any judicial proceeding to resolve claims relating to these Terms or the Services will be brought in the courts of Pisa, Italy, notwithstanding the provisions of the mandatory arbitration clause below. Both you and iProd agree to this venue and the personal jurisdiction of these courts. If you reside in a country (such as a member state of the European Union) whose laws grant consumers the right to bring disputes in their local courts, this paragraph does not affect those requirements.
IF YOU ARE A RESIDENT OF THE UNITED STATES, YOU ALSO AGREE TO THE FOLLOWING MANDATORY ARBITRATION PROVISIONS:
Both parties agree to arbitration. You and iProd agree to resolve any claims relating to these Terms or the Services through final and binding arbitration conducted by a single arbitrator, except as provided under the "Exceptions to Arbitration Agreement" section below. This includes disputes related to the interpretation or application of this "Mandatory Arbitration Provisions" section, including its enforceability, revocability, or validity. The arbitrator may issue relief only on an individual basis and only to the extent necessary to address personal claims; the arbitrator may not issue relief on behalf of others or the public.
NO CLASS ACTIONS OR REPRESENTATIVE ACTIONS. You can resolve disputes with iProd only on an individual basis and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.
Severability. If any part of this "Mandatory Arbitration Provisions" section is found to be illegal or unenforceable, the remaining parts will remain effective, except where the found illegality or unenforceability would allow for representative or class arbitration, in which case this entire "Mandatory Arbitration Provisions" section will be unenforceable. If it is determined that you have a non-waivable right to bring a particular claim or seek a particular form of relief that the arbitrator lacks the authority to grant under this "Mandatory Arbitration Provisions" section, including public injunctive relief, then only that specific claim or request for relief may be brought in court, and you and we agree to stay litigation of that claim or request for relief pending the arbitration of any remaining claims or requests for relief.
- Indivisible Contract
These Terms constitute the entire agreement between you and iProd regarding the subject matter herein and supersede any prior or contemporaneous agreements, terms, and conditions applicable to the subject matter of these Terms. Our past, present, and future affiliates and agents may invoke our rights under this agreement if they become involved in a dispute with you. Except for this provision, these Terms do not confer any rights on third parties.
- Waiver, Severability, and Assignment
The failure of iProd to enforce any provision shall not constitute a waiver of future enforcement of that or any other provision. If any provision is found to be unenforceable, the remaining provisions of the Agreement will continue in full force and effect, and a new enforceable term will be substituted that reflects our intent as closely as possible. You may not assign any of your rights under these Terms to any third party, and any attempt to do so will be null and void. iProd may assign its rights to its affiliates, subsidiaries, or any successor in interest to the business associated with the Services.
- Changes
We reserve the right to periodically modify these Terms to better reflect:
- Legislative changes,
- New regulatory requirements, or
- Improvements made to our Services.
If an update affects your use of the Services or your legal rights as a user of our Services, we will notify you before the update takes effect by sending an email to the email address associated with your account or through a notification within the products. The updated terms will be effective no sooner than 30 days from the date of notification.
If you do not accept the updates, you must delete your account and discontinue using the Services before the updated Terms become effective. If applicable, we will offer you a proportional refund based on the amounts paid in advance for the Services and the account cancellation date. By continuing to access or use the Services after the updates become effective, you agree to be bound by the modified Terms.