Charter Cloud Drive™ | Terms Of Service
 

Terms of Service and License Agreement for Charter Cloud Drive Software and Online Service

 

IMPORTANT: YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITION OF USE (“AGREEMENT”) BEFORE SELECTING TO REGISTER FOR USE OF the Charter Cloud Drive SERVICE (THE “SERVICE”) PROVIDED BY DIGI-DATA CORPORATION (“DIGI-DATA”) AND MADE AVAILABLE TO YOU BY CHARTER COMMUNICATIONS (“CHARTER”).

BY ACCEPTING THE TERMS OF SERVICE AND/OR ACCESSING ANY PART OF THE SERVICE YOU ARE REPRESENTING THAT YOU ARE EITHER OVER THE AGE OF 18 OR HAVE OBTAINED YOUR PARENT’S CONSENT TO REGISTER FOR THE SERVICE, AND YOU ARE AGREEING TO ALL THE TERMS AND CONDITIONS OF USE OF THIS SERVICE AGREEMENT. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF USE OF THIS SERVICE AGREEMENT, OR YOU CANNOT COMPLY WITH THESE TERMS AND CONDITIONS OF USE, THEN YOU SHOULD NOT USE THE SERVICE, AND YOU SHOULD NOT ACCEPT THE SERVICE AGREEMENT AND YOU WILL HAVE NO AUTHORITY TO USE THE SERVICE.

IF YOU ARE DEEMED TO HAVE REGISTERED FOR THE SERVICE, ACCEPTANCE BY CHARTER IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL THE TERMS AND CONDITIONS OF USE OF THIS SERVCE AGREEMENT, TO THE EXCLUSION OF ALL OTHER TERMS.

IMPORTANT NOTE: This software and service may be used to reproduce and store materials. It is licensed to you only for reproduction and storage of non-copyrighted materials, materials in which you own the copyright, or materials you are authorized or legally permitted to reproduce. This software and service may also be used for remote access to materials for usage between computers. Remote access of copyrighted material is only provided for lawful personal use or as otherwise legally permitted. If you are uncertain about your right to copy or permit access to any material you should contact your legal advisor.

TERMS AND CONDITIONS OF USE

1. THE SERVICE
Subject to the acceptance of Your subscription by Charter, and Your compliance with the terms and conditions of this Agreement, Charter will provide you with access to and use of Digi-Data’s Service consisting of (1) data encryption, (2) data transmission, (3) data access (as available), (4) data storage, and, if applicable, (5) interface software, and (6) media copies (e.g., CD-ROM) of digitized data stored on the Service. The Service will enable You to retrieve data files from Your account, up to a maximum amount of data which can be downloaded from your Account per each 24-hour period as determined by Digi-Data (the “Download Limit”). Your “Download Limit” is set by Digi-Data, at its sole discretion, and is currently calculated by the number of bytes downloaded over the course of a 24-hour period according to Digi-Data servers’ local time. Digi-Data reserves the right to change the Download Limit calculation method without further notice. From time to time, Digi-Data may offer promotions to increase your Download Limit. In the event that You desire or attempt to download more than Your Download Limit through Digi-Data’s servers, Digi-Data reserves the right, but shall have no obligation, to offer and, upon Your acceptance, provide to You a higher Download Limit as part of the Service (or other Digi-Data Additional Services and Products that may be offered from time to time).

In Your use of the Service, You are responsible for obtaining and maintaining all computer hardware, software and communications equipment needed to access the Service, and for paying all third party access fees incurred while using the Service.

Neither Charter nor Digi-Data, makes any guarantees as to the continuous availability of the Service or any specific feature(s) of the Service. Charter reserve the right to change the Service or the terms and conditions of this Agreement at any time without notice.

2. CONDITIONS OF USE
You are solely responsible for the content of all data You store or retrieve from, or attempt to store or retrieve from Your Account, and the Service in general, and for all transmission by You from and to Your Account. You will not use the Service in any way for spamming, junk mail, distribution lists or chain letters to any person who has not given specific permission to be included in such a process. You will not download nor cause to be downloaded data in excess of Your Download Limit. You agree not to transmit through the Service (1) any illegal pictures, materials or information; (2) any harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature; (3) any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national, or international law or regulation; (4) any code or material that violates the intellectual property rights of others; or (5) any Viruses, "Trojan horses", worms, or any other similar contaminating or destructive features. You will only use the Service for lawful purposes, in compliance with all applicable laws including without limitations, copyright, trademark, obscenity and defamation laws. Unlawful activities may include, without limitation, attempting to compromise the security of any networked account or site, making direct threats of physical harm, or transmitting, distributing or storing any unlawful material. You agree to hold harmless, defend and indemnify both Charter and Digi-Data from and against any and all damage, costs, loss, claim, action, or other liability that arises from Your violation of any of the restrictions set forth in this Agreement and/or otherwise the unlawful or improper use of the Service.

3. OWNERSHIP
You acknowledge that the Service may include information, communications, code, software, photos, text, video, graphics, sounds, images, logos and other material and services (collectively the “Content”), that are owned, provided and maintained by Digi-Data Corporation or its affiliates. You agree and acknowledge that notwithstanding Digi-Data’s right to permit and authorize access to and use of the Content, the Content is protected by copyrights, trademarks and proprietary rights. You may not copy, reproduce, distribute, or create derivative works from, the Content, unless expressly authorized by Digi-Data.

4. LICENSE TO USE PROPRIETARY SOFWARE
Subject to the terms and conditions of this Service agreement, and only in conjunction with this Service agreement, You as an individual, are granted a limited, non-exclusive license (the "License") to use Digi-Data’s proprietary software, in object code form only. Copyright law protects the Software. The Software contains trade secrets. As an express condition of this License, you will NOT MODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN, RESELL FOR PROFIT, DISTRIBUTE, OR OTHERWISE ASSIGN OR TRANSFER THE SOFTWARE, OR MODIFY, TRANSFER, OR CREATE DERIVATIVE WORKS BASED UPON THE SOFTWARE, REVERSE ENGINEER, DECOMPILE, DISASSEMBLE, OR OTHERWISE ATTEMPT TO DISCOVER THE SOURCE CODE OR UNDERLYING IDEAS OR ALGORITHMS OF THE SOFTWARE, USE THE SOFTWARE FOR SERVICE BUREAU PURPOSES, TIMESHARING, OR FOR THE BENEFIT OF A THIRD PARTY, OR REMOVE ANY PROPRIETARY LABELS OR NOTICES ON THE SOFTWARE. You acknowledge that Digi-Data is the Licensor of the software, and that the Licensor retains ownership of all software, any portions or copies thereof, and all rights therein. Upon termination of this Service Agreement for any reason, this License will terminate and you will destroy and cease to use the software. The software is provided "As Is" and is subject to the warranty and disclaimers and limitations of liability found in this service agreement.

5. PRIVACY POLICY
It is the policy of Charter and Digi-Data to respect the privacy of its customers. Neither Charter nor Digi-Data will sell, rent or disclose any personally identifiable customer information attributable to/arising from Your use of the Service. Charter may collect some basic information about you and your computer such as Internet address and the site from which you visited the Charter sites. This information as aggregated with other information may be used internally to determine the number of visitors to Charter’s Web site, number of Users, to ensure the security and integrity of the Charter site, and to gauge the effectiveness of Charter’s advertising campaigns and partner programs. The information also helps the Charter to understand our Users’ needs so that our products and services may be developed and improved to better serve those needs.

CHARTER DOES NOT COLLECT OR ACCESS YOUR PERSONAL FILES OR DATA YOU CHOOSE TO STORE IN YOUR CHARTER CLOUD DRIVE ACCOUNT.

6. LEGAL COMPLIANCE
It is the policy of both Charter and Digi-Data to respect the privacy of their respective customers. Notwithstanding anything else stated in this Agreement, both Charter and Digi-Data reserve the right to disclose your information if required to do so by law or in the good faith belief that such action is reasonably necessary to (1) comply with legal process, (2) respond to any claims against it, or (3) protect the rights, property or personal safety of Charter and/or Digi-Data, their respective customers/users or the public. This may include disclosing subscriber names and other registration and identification information. Charter and Digi-Data will fully cooperate with law enforcement authorities as may be necessary in investigating suspected lawbreakers, and reserves the right to report to such authorities any suspect activity it becomes aware of.

You are solely responsible for (a) obtaining sufficient rights to the content of all data and files stored by You on Digi-Data’s servers and (b) ensuring that such content does not include any of the items listed in paragraph 2 above. Neither Charter nor Digi-Data reviews, inspects, edits or monitors any content, data or files stored by You or any other user of the Service, including, without limitation, for viruses, worms, "Trojan horses" or any other similar contaminating or destructive features. Charter and Digi-Data reserve the right to refuse, remove or disable access to any data or files stored on Digi-Data servers that Charter or Digi-Data learns may be illegal, may violate the terms of paragraph 2 above, may violate the rights of any third party or otherwise may be reasonably objectionable.

7. SUPPORT
Subject to the terms hereof, either Digi-Data or Charter will provide you with support services for the Service and associated software via e-mail. Under no circumstances will Charter or Digi-Data have any obligation to provide you with hard-copy documentation, upgrades, enhancements, modifications, or toll-free phone support.

8. PROTECTION OF FILES
You are solely responsible for protecting the information on your computer such as by installing anti-virus software, updating your applications, password protecting your files, and not permitting third party access to your computer. You understand that the Digi-Data Products and Services may back-up files that are no longer usable due to corruption from viruses, software malfunctions or other causes. This might result in You restoring files that are no longer usable.

9. DELETION OF BACKUP DATA
Digi-Data Software saves to a server operated by Digi-Data or a Digi-Data Affiliate a copy of each file you designate. The Digi-Data Software scans for changes or additions to these files and then periodically creates a copy of modified or newly designated file. YOU WILL NOT BE ABLE TO RESTORE FILES THAT DIGI-DATA HAS NOT COMPLETED COPYING OR FILES THAT HAVE BEEN CHANGE BUT NOT YET BEEN BACKED UP OR NOT ELIGIBLE FOR BACK UP.

If your license to Use Digi-Data Products and Services expires, is terminated, is not renewed, or is otherwise discontinued for any reason, Charter, Digi-Data, and/or the Digi-Data Affiliates may, without notice, delete or deny you access to any of your Backup Data that may remain in their possession or control.

You agree that if you mark a file to no longer be backed-up, delete a file from your computer, or terminate or allow Your trial or license to terminate, non-renew, or otherwise lapse for any reason, that these files may not be available to you should you wish to restore them.

You agree that Charter and/or Charter’s affiliates may retain (but shall have no obligation to retain) your Backup Data for a period after your trial or license has been terminated, expired, or otherwise lapsed, as part of Charter’s marketing to you the opportunity to purchase, renew, or extend a license as may be permissible under applicable law.

You agree that Charter and/or Charter’s affiliates may retain (but shall have no obligation to retain) your Backup Data for a period after your trial or license has been terminated, expired, or otherwise lapsed, as part of Charter’s marketing to you the opportunity to purchase, renew, or extend a license as may be permissible under applicable law.

10. PAYMENT OF FEES
By clicking on the ACCEPT button below, and/or accessing any part of the Service, you agree to provide Charter with accurate and complete billing information, including your legal name, address and telephone number, and to update this information within 30 days of any change to it. Payment by fraudulent means will result in immediate and permanent termination of the account, and possible criminal penalties. Upon signing up for an account, you will pay Charter the then applicable fees (the "Fees"). Currently applicable Fees are available at www.charter.net/clouddrive. The Fees will automatically be charged monthly according to Your subscription option, in advance.

Your account will be considered delinquent if your credit card company refuses for any reason to pay the amount billed to it and that amount remains unpaid at the beginning of the next accounting cycle. The additional services may be suspended, archived or purged from the system if your account is delinquent for more than one billing cycle. Charter may impose a charge to restore archived data from delinquent accounts.

If you believe you have been billed incorrectly for the Service, you must contact Digi-Data no later than 60 days after the closing date of the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to support@bigvault.com.

11. TERM AND TERMINATION
Upon the expiration of the initial term of this Agreement, unless otherwise terminated, this Agreement is renewable according to subscription. Termination by You prior to such expiration may subject You to an Early Termination Fee.

Charter may terminate this Service Agreement immediately, without prior notice or liability, if you breach any of the terms or conditions of this Service Agreement.

Upon expiration or termination, You will immediately cease all use of the software, service, and any documentation and destroy all copies of the software and any documentation.

All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, warranty disclaimers, and limitations of liability, except for the License granted in Paragraph 4 and, except as otherwise expressly provided herein. Termination is not an exclusive remedy and all other remedies will be available whether or not the license is terminated.

12. CANCELLATION POLICY
If You wish to cancel Your Service subscription. You will be able to use Service until the day before Your next bill date. After this date, access to Your Service will no longer be possible, any files stored through the Service will be cleared and any unused storage remaining will be forfeited. Charter does not offer refunds for unused time or storage.

13. WARRANTY DISCLAIMER
THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND BVOTH CHARTER AND DIGI-DATA DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

14. LIMITATION OF LIABILITY
TOTAL LIABILITY FOR CHARTER AND/OR DIGI-DATA, IF ANY, WITH RESPECT TO THE SUBJECT MATTER OF THIS SERVICE AGREEMENT (INCLUDING, BUT NOT LIMITED TO, LIABILITY ARISING OUT OF CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTY OR OTHERWISE), WILL BE LIMITED TO THE FEES PAID BY YOU TO CHARTER FOR THE SERVICE UNDER THIS SERVICE AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT OF INJURY THAT GAVE RISE TO THE LIABILITY. CHARTER, DIGI-DATA AND ANY OTHER APPLICABLE OR RELATED LICENSORS WILL NOT BE LIABLE IN ANY EVENT FOR LOSS OR INACCURACY OF DATA, LOSS OF PROFITS OR REVENUE, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THE COST OF ANY SUBSTITUTE PROCUREMENT), WHETHER OR NOT FORESEEABLE AND EVEN IF CHARTER AND/OR DIGI-DATA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15. U.S. GOVERNMENT MATTERS
You acknowledge that the Software, and any accompanying documentation and/or technical information, is subject to applicable export control laws and regulations of the USA. You agree not to export or re-export the Software, directly or indirectly, to any countries that are subject to USA export restrictions.

16. MISCELLANEOUS
This Agreement shall be governed and construed in accordance with the laws of the United States and the State of Missouri, and You consent to the exclusive jurisdiction of the state courts and U.S. federal courts located there for any dispute arising out of this Service Agreement. Both parties agree that this Agreement is the complete and exclusive understanding of the parties and supersedes and cancels all prior understandings, communications or agreements whether written or oral, on the subject matter hereof. This Agreement may not be assigned, downloaded or sublicensed by You, except with Charter’s express prior written consent. If any term of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement, including all of the remaining terms, will remain in full force and effect as if such invalid or unenforceable term had never been included. Either party's failure to insist in any one or more instances upon strict performance by the other party of any of the terms of this Agreement shall not be construed as a waiver of any continuing or subsequent failure to perform or delay in performance of any term hereof. Any notice required by this Agreement or given in connection with it, shall be in writing and shall be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by certified or registered mail, return receipt requested, mail, postage prepaid, or recognized overnight delivery services. No agency, partnership, joint venture, or employment is created as a result of this Service Agreement and you do not have authority of any kind to bind Charter or Digi-Data in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorney’s fees.

17. COPYRIGHT REMOVAL POLICY
Digi-Data provides online services for the storage of data files and other content provided by third parties, neither Charter nor Digi-Data tolerates infringing material on their respective sites or servers, and both Charter and Digi-Data may remove content that appears to infringe any copyright or other intellectual property rights, as well as terminate the online account of any individual or entity who posts infringing material.

Please note that Charter and Digi-Data reserve the right to terminate the account of any account holder about or with respect to whom Charter or Digi-Data receives repeated complaints of copyright infringement.

18. CHILD PORNOGRAPHY REPORTING OBLIGATIONS
Charter and Digi-Data will comply with their respective obligation to report evidence of child pornography offenses to the appropriate law enforcement authorities pursuant to the Protection of Children from Sexual Predators Act. Any such materials will be forwarded to the appropriate law enforcement authorities upon discovery and public access will be disabled.