Welcome to VaultMe (www.vaultme.com), owned and operated by Unbounded Cloud LLC, a Washington limited liability company (collectively "VaultMe"). VaultMe provides cloud-based technology, services, software and tools which allow users to copy data and files (such as documents, emails, calendar entries, and contacts) and associated metadata (such as folder organization, labels, and tags) from a Google-operated account to another Google-operated account (the "Services"). By using the Services, you agree to comply with and be legally bound by these Terms of Service ("Terms"). These Terms govern your access to and use of the Services and constitute a binding legal agreement between you and VaultMe.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SERVICES, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE PURCHASED ANY SERVICES. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU SHOULD NOT CONTINUE AS A USER AND YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES.
VaultMe reserves the right to modify or discontinue, temporarily or permanently, any aspect of the Services at any time and without prior notice. VaultMe may also modify these Terms at any time, but if we do so we will post the modification on the website or via the application and will provide you with reasonable notice prior to the changes taking effect. By continuing to access or use the Services after we have posted a modification or have provided you with notice of a modification of these Terms, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cancel your account and stop using the Services.
The Services are intended solely for persons who are 18 or older, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms. In any case, you affirm that you are over the age of 13, as the Service is not intended for children under 13. If you are under 13 years of age, then please do not use the Service.
By accepting these Terms, by clicking "I Agree" or otherwise, you are deemed to have executed these Terms electronically, effective on the date you register your Account, pursuant to the U.S. Electronic Signatures in Global and National Commerce Act (the E-Sign Act) (15 U.S.C. § 7001, et seq.). Your purchase of Services or creation of an account constitutes an acknowledgement that you are able to electronically receive, download, and print these Terms, and any amendments.
The Services consist of cloud-based technology, services, software and tools available via vaultme.com by which Users can either pay a fee or redeem a gift code and receive the right to use the Services to copy data and files (such as documents, emails, calendar entries, and contacts) and associated metadata (such as folder organization, labels, and tags) between Google-operated accounts.
VaultMe may also offer the Services for a discount, or on a limited or trial basis without requiring payment of a fee; VaultMe reserves the right to change or terminate any such limited or trial access at any time, with or without notice, in its sole discretion.
Users may purchase transferrable gift codes. The recipient of any gift code must create an account with us and become a User in order to redeem the gift code. Gift codes must be redeemed within one year of purchase.
VaultMe's role is only that of a technology services provider, helping you copy and transmit data and files; VaultMe is not a cloud storage service and does not save or store data or files after any transmission is complete, and does not at any time take legal possession of your data or files.
You will be required to pay a fee or redeem a gift code for each time you wish to copy and transmit data or files using the Services. Users must use the Services within one year of paying the service fees or purchasing a gift code.
All fees paid are refundable only in accordance with VaultMe's then-effective refund policy. We reserve the right to change our prices and our refund policy at any time, with or without notice, in our sole discretion.
You agree to provide accurate, current and complete information, including a credit card, during registration and to update such information as needed.
You agree that you will safeguard your password and that you are solely responsible for any activities or actions under your account, whether or not you have authorized such activities or actions. You will immediately notify us of any unauthorized use of your account.
VaultMe assumes no responsibility for account information, or for any User's compliance with any applicable laws, rules and regulations (including tax requirements). You are solely responsible for determining, withholding, or remitting any Tax applicable to your use of the Services in consultation with your tax advisors.
In order to use the Services, it is the sole responsibility of Users to ensure that:
In addition, by submitting the User registration form, you represent, warrant and agree to the following:
You further represent, warrant and agree that you will not:
VaultMe has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. VaultMe may involve and cooperate with law enforcement authorities in prosecuting Users who violate these Terms.
You acknowledge that VaultMe has no obligation to monitor your access to or use of the Services or to review or edit any data or files, but has the right to do so for the purpose of operating the Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
VaultMe reserves the right, at any time and without prior notice, to remove or disable access to any technology, software or tool that VaultMe, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Services.
Title, ownership and all rights (including without limitation intellectual property rights) in and to the Services shall remain with VaultMe. Except for those limited rights expressly granted in these Terms, no other rights are granted, whether express or implied.
The Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Services, including all associated intellectual property rights, are the exclusive property of VaultMe and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
All trademarks, service marks, logos, trade names and any other proprietary designations of VaultMe used herein are trademarks or registered trademarks of VaultMe. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
Subject to your compliance with these Terms, VaultMe grants you a limited, non-exclusive, revocable, non-transferable license to (1) access the content of vaultme.com to which you are permitted access, and (2) use the Services purchased by you, both solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Services, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by VaultMe or its licensors, except for the licenses and rights expressly granted in these Terms.
The Services may contain links to third-party websites or resources. You acknowledge and agree that VaultMe is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by VaultMe of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources, or the products or services on or available from such websites or resources.
VaultMe may include advertisements on its own behalf or paid advertisements on behalf of interested companies and/or individuals on the Services. By clicking on the advertisements, the User may be shifted to a Web site of the advertiser or receive other messages, information, or offers from the advertiser. Users acknowledge and agree that VaultMe is not liable for the privacy practices of advertisers or the content of their Web sites, information, messages or offers. Users are wholly liable for all communications with advertisers and for all transactions subsequently executed.
If you are a copyright owner or an agent thereof and believe that any data or files utilizing the Services infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C § 512(c)(3) for further detail):
VaultMe's designated Copyright Agent to receive notifications of claimed infringement is Unbounded Cloud LLC, email: copyright@VaultMe.com, mailing address: 113 Cherry St, Suite 1422, Seattle, WA 98104. You acknowledge that if you fail to comply with all of these requirements, your DMCA notice may not be valid.
Counter-Notice. If you believe that your User submission that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your User Submission, you may send a counter-notice containing the following information to the Copyright Agent:
If a counter-notice is received by the Copyright Agent, VaultMe may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at VaultMe's sole discretion.
These Terms will continue in full effect unless and until your account or these Terms are terminated as described herein. You have the right to deactivate your account at any time by sending notice to firstname.lastname@example.org and by removing VaultMe from the list of approved connected apps in your Google Account using the interface provided at the link https://security.google.com/settings/security/permissions by Google.
IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, VAULTME EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. VAULTME MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. YOU ACKNOWLEDGE AND AGREE TO INDEMNIFY AND HOLD VAULTME HARMLESS IN CONNECTION WITH ANY CLAIM AND ANY DAMAGES OR EXPENSES ARISING FROM YOUR USE OF THE SERVICES.
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER VAULTME NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUR OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT VAULTME HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL VAULTME'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, FROM THE USE OF OR INABILITY TO USE THE SERVICES AND IN CONNECTION WITH ANY INTERACTIONS WITH ANY OTHER USERS, EXCEED THE GREATER THE AMOUNTS YOU HAVE PAID IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR TWENTY-FIVE DOLLARS ($25) IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN VAULTME AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to release, defend, indemnify, and hold VaultMe and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Services or your violation of these Terms; (b) your reliance on any information exchanged via the Services; (c) your violation of any third party right, including without limitation any copyright, property, or privacy right; (d) any claim that you caused damage to a third party; (f) your use of the Service in or in any way related to a hazardous environment requiring fail-safe controls (including, without limitation, operation of nuclear facilities, aircraft navigation/communication systems, air traffic control, and life support or weapons systems). VaultMe shall have the right to control all defense and settlement activities.
You may not assign or transfer these Terms, by operation of law or otherwise, without VaultMe's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. VaultMe may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by VaultMe (i) via email to the email address on your account or (ii) by posting to the website or via the application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. You may provide notice to us by email at notices@VaultMe.com.
You agree that (i) the Services shall be deemed solely based in the State of Washington, U.S.A., and (ii) the Services shall be deemed a passive website that does not give rise to personal jurisdiction over VaultMe, either specific or general, in jurisdictions other than Washington. These Terms shall be governed by the internal substantive laws of the State of Washington, without respect to its conflict of laws principles. You and we agree to submit to the personal jurisdiction of a state court located in Seattle, Washington for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution Provision below.
YOU AND VAULTME AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND WAIVED.
These Terms are intended to govern the agreement between VaultMe and you to the extent permitted by all applicable laws, ordinances, rules, and regulations. If any provision of these Terms or the application thereof to any person or circumstances shall, for any reason or to any extent, be invalid or unenforceable, the remainder of these Terms and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law.
You and VaultMe agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services (collectively "Disputes") will be resolved according to the provision of this section
Informal Resolution. We will first try to resolve any Dispute informally. Accordingly, neither of us may start a formal proceeding (except for Disputes described in Section 10.4 below) for at least 30 days after one of us notifies the other of a Dispute in writing. Notice of the Dispute will include a brief written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested. You will send your notice by email to email@example.com AND to VaultMe, 113 Cherry St, Suite 1422, Seattle, WA 98104.
Formal Resolution. If the Dispute is not resolved informally, we agree that it will be resolved by binding arbitration and not in courts of general jurisdiction; except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
You acknowledge and agree that you and VaultMe are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and VaultMe otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.
Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at https://www.adr.org/sites/default/files/Consumer Rules.pdf or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at https://www.adr.org/sites/default/files/Demand for Arbitration Consumer Arbitration Rules.pdf .) The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Washington and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Arbitration Location and Procedure. Unless you and VaultMe otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and VaultMe submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
Arbitrator's Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law.
Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $10,000, VaultMe will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
No Class Action. YOU AND VAULTME AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.
Changes. Notwithstanding the provisions of the "Modification" section above, if VaultMe amends this "Dispute Resolution" section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms) you will be notified in accordance with these Terms. You may reject any such change by sending us written notice (including by email to notices@VaultMe.com) within 30 days of the date such change became effective, as indicated in the "Last Updated Date" above or in the date of VaultMe's email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and VaultMe in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
Enforceability. If the "No Class Action" section of this Dispute Resolution Provision is found to be unenforceable, or if the entire Dispute Resolution Provision is found to be unenforceable, then the entirety of the entirety of the Dispute Resolution Provision will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described above will govern any action arising out of or related to these Terms.
VaultMe makes no claim that the Services are appropriate or may be used outside the United States. If you access the Services from a location outside the United States, you do so at your own risk and are responsible for compliance with all applicable laws, rules, regulations or decrees of your jurisdiction.
You may not use, export, re-export, import, or transfer the Services except as authorized by United States law, the laws of the jurisdiction in which you obtained the application, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Services, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons.
We welcome and encourage you to provide feedback, comments and suggestions (collectively "Feedback") for improvements to the Services. You may submit feedback by emailing us at feedback@VaultMe.com, posting to our social media accounts (Facebook, Google+ or Twitter), or posting to online surveys or forms we provide. You acknowledge and agree that all Feedback will be the sole and exclusive property of VaultMe and you hereby irrevocably assign to VaultMe all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At VaultMe's request and expense, you will execute documents and take such further acts as VaultMe may reasonably request to assist VaultMe to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
The failure of VaultMe to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of VaultMe. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
Certain areas of the Site and Application (and your access to or use of certain aspects of the Services) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the website or Services, the latter terms and conditions will take precedence with respect to your use of or access to that area of the website or Services.
If you are a California resident, under California Civil Code § 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
These Terms constitute the entire and exclusive understanding and agreement between VaultMe and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between VaultMe and you regarding the same.
Disclaimer: The original, legally binding version of this document is written in English. If it is translated into other languages for non-English-speaking users, there may be discrepancies between the English version and a translated version. If so, the English version supersedes the translated version.