nptech Online Backup Service ("nptech OBS") Terms of Service

IMPORTANT – READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE PROCEEDING WITH INSTALLATION AND/OR USE OF THIS SOFTWARE PRODUCT. THIS IS THE END USER SOFTWARE LICENSE AND SERVICES AGREEMENT THAT YOU ARE REQUIRED TO ACCEPT BEFORE INSTALLING AND USING THE NPTECH ONLINE BACKUP SOFTWARE OR ACCESSING ANY RELATED SERVICES. YOU ARE NOT PERMITTED TO DOWNLOAD, INSTALL AND/OR USE THIS SOFTWARE PRODUCT OR ACCESS ANY RELATED SERVICE UNTIL YOU HAVE AGREED TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS END USER SOFTWARE LICENSE AND SERVICES AGREEMENT.

BY INSTALLING AND/OR USING THE SOFTWARE PRODUCT OR OTHERWISE ACCESSING ANY RELATED SERVICE, YOU CONSENT TO BE BOUND BY AND ARE A PARTY TO THIS END USER SOFTWARE LICENSE AND SERVICES AGREEMENT. IF YOU DO NOT AGREE WITH ALL OF THE TERMS AND CONDITIONS OF THIS END USER SOFTWARE LICENSE AND SERVICES AGREEMENT, DO NOT DOWNLOAD THE SOFTWARE PRODUCT OR ACCESS ANY RELATED SERVICE.

EACH TIME YOU USE THE SERVICE YOU SIGNIFY YOUR ACCEPTANCE AND AGREEMENT, AND THE ACCEPTANCE AND AGREEMENT OF ANY PERSON YOU PURPORT TO REPRESENT (AND FOR PURPOSES OF THIS AGREEMENT, "PERSON" INCLUDES NATURAL PERSONS AND ANY TYPE OF INCORPORATED OR UNINCORPORATED ENTITY), WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THIS AGREEMENT, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO AGREE TO AND ACCEPT THIS AGREEMENT ON BEHALF OF YOURSELF AND ANY PERSON YOU PURPORT TO REPRESENT.

THIS AGREEMENT (THE “AGREEMENT”) IS ENTERED INTO BY NPTECH SYSTEMS GROUP INC., A CORPORATION FORMED UNDER THE LAWS OF THE PROVINCE OF ALBERTA ("NPTECH”) AND YOU AS END USER OF THE SOFTWARE PRODUCT AND ALL RELATED SERVICES (“YOU” “YOUR” OR "END USER").

1. SOFTWARE PRODUCT AND SERVICES

The subject of this license is the nptech online backup service software product in which this license is embedded and any related updates provided to YOU by NPTECH, including computer software (collectively, the "Software Product") and all related services, including, without limitation, the nptech online backup service offering (the "Services"). The Software Product does not include bug fixes, error corrections, patches, new releases, or any other component not specified within this Agreement. END USER agrees that NPTECH (and/or its third party suppliers or contractors) shall be entitled to use any personal information to which NPTECH (and/or its third party suppliers or contractors) may have access pursuant to the transactions contemplated by this Agreement (including, without limitation, access which may be provided by END USER making use of the Software Product and the Services) in accordance with the terms of NPTECH’s privacy policy which may be accessed at NPTECH’s website at www.nptech.com/policies. END USER acknowledges that the location and content of this privacy policy may be updated from time to time and END USER agrees to obtain any consents required from individuals whose personal information may be accessed pursuant to the transactions contemplated by this Agreement in connection with the uses contemplated by this privacy policy. END USER is responsible for obtaining access to the Service and for any third party fees incurred in connection with obtaining such access (e.g. Internet service provider fees) and for obtaining all equipment necessary to access the Service.

2. SOFTWARE LICENSE GRANT; CONSENT TO AUTOMATIC INSTALLATION OF UPDATES

Upon the following terms and conditions including payment of any applicable fees: (i) NPTECH hereby grants to END USER and END USER hereby accepts from NPTECH, a non-exclusive, non-transferable and non-assignable license, for END USER's own internal, end-use purposes only (excluding the commercialization of information technology products and/or services), to install and use the Software Product on one or more computers where such computers are owned or leased by END USER and (ii) END USER hereby subscribes for and NPTECH agrees to use commercially reasonable efforts to provide, the Services. END USER acknowledges that the Services may include the automatic provisioning of updates to the Software from time to time, as determined in NPTECH’s sole discretion. END USER expressly consents to any and all actions taken by NPTECH or their third party suppliers with respect to the provision of such updates including any actions that directly affect END USER hardware or software.

3. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS

The Software Product is protected by copyright and the Software Product and the Services are proprietary and confidential of NPTECH (and/or its third party suppliers). All rights, title and interest in and to the Software Product and Services (including associated intellectual property rights) are and will remain vested in NPTECH and/or its third party suppliers. These rights are protected by national and other laws and international treaties. END USER acknowledges that no rights, license or interest to any NPTECH trade-marks or trade names are granted hereunder.

4. LICENSE AND USE RESTRICTIONS

THE SOFTWARE PRODUCT WHICH IS THE SUBJECT OF THIS AGREEMENT IS LICENSED TO END USER, NOT SOLD.

END USER MAY NOT SUBLICENSE, ASSIGN, RESELL, SHARE, PLEDGE, RENT OR TRANSFER ANY OF ITS RIGHTS UNDER THIS AGREEMENT IN RELATION TO THE SOFTWARE PRODUCT OR ANY OF THE SERVICES OR ANY PORTION THEREOF.

EXCEPT AS EXPRESSLY PERMITTED BY COPYRIGHT LAWS, NO COPYING, REDISTRIBUTION, DISPLAYING, PERFORMING, REPRODUCING, LICENSING, TRANSFERRING OR PUBLICATION OF THE SOFTWARE PRODUCT OR ANY OF THE SERVICES' CONTENT IS PERMITTED WITHOUT THE EXPRESS PERMISSION OF NPTECH, WHICH CONSENT SHALL BE AT DATA NPTECH'S DISCRETION. ANY SUCH COPY WHICH IS MADE IS SUBJECT TO THE PROVISIONS OF THIS AGREEMENT, AND ALL TITLES, TRADEMARKS, COPYRIGHT NOTICES AND OTHER LEGENDS SHALL BE REPRODUCED ON SUCH COPY.

END USER MAY NOT USE OR COPY THE SOFTWARE PRODUCT, IN WHOLE OR IN PART, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS LICENSE. END USER MAY NOT MODIFY, TRANSLATE, REVERSE ENGINEER, DECOMPILE, DISASSEMBLE OR CREATE DERIVATIVE WORKS OF THE SOFTWARE PRODUCT OR OTHERWISE ATTEMPT TO (A) DEFEAT, AVOID, BY-PASS, REMOVE, DEACTIVATE OR OTHERWISE CIRCUMVENT ANY SOFTWARE PROTECTION MECHANISMS IN THE SOFTWARE PRODUCT INCLUDING, WITHOUT LIMITATION, ANY SUCH MECHANISM USED TO RESTRICT OR CONTROL THE FUNCTIONALITY OF THE SOFTWARE PRODUCT OR (B) DERIVE THE SOURCE CODE OR THE UNDERLYING IDEAS, ALGORITHMS, STRUCTURE OR ORGANIZATION FORM OF THE SOFTWARE PRODUCT. END USER WILL AT ALL TIMES, INCLUDING DURING AND AFTER THE TERM OF THIS LICENSE, KEEP THE SOFTWARE PRODUCT AND THE CONTENT OF THE SERVICES CONFIDENTIAL.

END USER AGREES THAT THE SOFTWARE PRODUCT WILL NOT BE SHIPPED, TRANSFERRED OR EXPORTED INTO ANY OTHER COUNTRY, OR USED IN ANY MANNER PROHIBITED BY CANADIAN OR OTHER APPLICABLE EXPORT LAWS AND REGULATIONS. END USER AGREES TO COMPLY WITH ALL OTHER APPLICABLE LAWS AND REGULATIONS.

THE END USER ACKNOWLEDGES AND AGREES THAT ALL MATERIALS, INCLUDING WITHOUT LIMITATION, INFORMATION, DATA, SOFTWARE, MUSIC, SOUND, PHOTOGRAPHS, GRAPHICS, VIDEO, AND EMAIL MESSAGES OR OTHER KINDS OF MESSAGES (COLLECTIVELY, "CONTENT"), WHETHER PUBLICLY POSTED OR PRIVATELY TRANSMITTED, ARE THE SOLE RESPONSIBILITY OF THE END USER. THE END USER (AND NOT NPTECH) IS SOLELY RESPONSIBLE FOR ALL CONTENT THAT UPLOADED, POSTED, EMAILED, TRANSMITTED, SHARED, ACCESSED AND/OR OR OTHERWISE MADE AVAILABLE VIA THE SERVICE. NPTECH DOES NOT CONTROL THE CONTENT POSTED VIA THE SERVICE AND, AS SUCH, DOES NOT GUARANTEE THE ACCURACY, INTEGRITY OR QUALITY OF SUCH CONTENT. UNDER NO CIRCUMSTANCES IS NPTECH LIABLE IN ANY WAY FOR ANY CONTENT, INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF OR RELIANCE UPON ANY CONTENT UPLOADED, POSTED, EMAILED, TRANSMITTED, SHARED, ACCESSED AND/OR OTHERWISE MADE AVAILABLE VIA THE SERVICE.

THE END USER AGREES THAT IT WILL NOT USE THE SERVICE TO: (I) UPLOAD, POST, EMAIL, TRANSMIT, SHARE, ACCESS AND/OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT IS HARMFUL, THREATENING, ABUSIVE, HARASSING, TORTIOUS, DEFAMATORY, VULGAR, OBSCENE, LIBELOUS, INVASIVE OF ANOTHER'S PRIVACY, HATEFUL, RACIALLY, ETHNICALLY OR OTHERWISE OBJECTIONABLE OR GENERALLY UNLAWFUL; (II) UPLOAD, POST, EMAIL, TRANSMIT, SHARE, ACCESS AND/OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT THE END USER DOES NOT HAVE A RIGHT TO MAKE AVAILABLE UNDER ANY LAW OR UNDER CONTRACTUAL OR FIDUCIARY RELATIONSHIP; (III) UPLOAD, POST, EMAIL, TRANSMIT OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT INFRINGES ANY COPYRIGHT, TRADE-MARK, TRADE SECRET OR OTHER INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS OF ANY THIRD PARTY; (IV) UPLOAD, POST, EMAIL, TRANSMIT OR OTHERWISE MAKE AVAILABLE ANY CONTENT THAT OTHERWISE CONTRAVENES OR VIOLATES APPLICABLE LAW.

NPTECH DOES NOT PRE-SCREEN CONTENT. HOWEVER, NPTECH RESERVES THE RIGHT, IN ITS DISCRETION, TO REFUSE OR MOVE ANY CONTENT THAT IS AVAILABLE VIA THE SERVICE.

THE END USER CONSENTS TO NPTECH ACCESSING, PRESERVING, AND DISCLOSING AND END USER'S ACCOUNT INFORMATION AND CONTENT IF REQUIRED TO DO SO BY LAW OR IN THE GOOD FAITH BELIEF THAT SUCH ACCESS, PRESERVATION OR DISCLOSURE IS REASONABLY NECESSARY TO: (A) COMPLY WITH LEGAL PROCESS; (B) ENFORCE THE TERMS OF THIS AGREEMENT; (C) RESPOND TO CLAIMS THAT ANY CONTENT VIOLATES THE RIGHTS OF THIRD-PARTIES; OR (D) RESPOND TO YOUR REQUESTS FOR CUSTOMER SERVICE.

THE END USER ACKNOWLEDGES THAT THE TECHNICAL PROCESSING AND TRANSMISSION OF THE SERVICE, INCLUDING THE TRANSMISSION OF CONTENT, MAY INVOLVE TRANSMISSIONS OVER VARIOUS PUBLIC NETWORKS WHICH ARE NOT SECURE.

ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT THE SOLE DISCRETION AND RISK OF THE END USER AND THE END USER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE INCURRED BY AN END USER (INCLUDING, WITHOUT LIMITATION, DAMAGE TO AN END USER'S COMPUTER SYSTEM OR LOSS OF DATA) THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH CONTENT.

NPTECH RESERVES THE RIGHT TO MODIFY, AMEND OR CEASE TO OFFER ANY OF THE SERVICES ASSOCIATED WITH THE SOFTWARE PRODUCT UPON PROVIDING END USER WITH TEN (10) DAYS PRIOR NOTICE, WHICH SHALL BE POSTED ON THE WEBSITE FROM WHICH THE SERVICES ARE ACCESSED BY THE END USER. NPTECH FURTHER RESERVES THE RIGHT TO MODIFY THIS AGREEMENT AT ANY TIME BY POSTING THE AMENDED TERMS ON THE WEBSITE, WHICH POSTING SHALL CONSTITUTE NOTICE TO THE END USER. ALL AMENDED TERMS SHALL BE EFFECTIVE IMMEDIATELY UPON SUCH NOTICE.

END USER AGREES TO INDEMNIFY AND HOLD NPTECH, ITS RESELLERS AND THIRD PARTY SUPPLIERS, DIRECTORS, OFFICERS AND EMPLOYEES, HARMLESS FROM ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, INCLUDING REASONABLE LEGAL FEES AND EXPENSES, DUE TO OR ARISING OUT OF YOUR USE OF THE SOFTWARE PRODUCT AND THE SERVICES OR BREACH OF THIS AGREEMENT BY THE END USER AND IN CONNECTION WITH AND CLAIM OR DEMAND MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF CONTENT SUBMITTED, POST, TRANSMIT OR MAKE AVAILABLE THROUGH THE SERVICE, THE USE OF THE SERVICE BY THE END USER.

IN CONNECTION WITH THE SERVICES PROVIDED BY NPTECH, END USER AGREES AS FOLLOWS: (A) ONLY THE REGISTERED USER OF THE ACCOUNT MAY USE THE SOFTWARE PRODUCT AND THE SERVICES, (B) END USER IS SOLELY RESPONSIBLE FOR THE CONTENTS OF END USER'S E-MAIL MESSAGES, ATTACHMENTS AND STORED FILES AND NPTECH RESERVES THE RIGHT TO REMOVE FROM ITS SERVERS ANY CONTENT THAT MAY EXPOSE NPTECH TO POTENTIAL LIABILITY, (C) END USER MAY NOT DISTRIBUTE THROUGH THE SERVICES ANY ATTACHMENTS, DOCUMENTS OR FILES THAT: (i) INFRINGE ON ANY COPYRIGHT, PATENT, TRADE SECRET, TRADEMARK OR OTHER THIRD PARTY PROPRIETARY RIGHTS; (ii) VIOLATE ANY LAW, STATUTE, ORDINANCE OR REGULATION; (iii) ARE DEFAMATORY OR LIBELOUS; (iv) ARE OBSCENE; AND/OR (v) CONTAIN VIRUSES, TROJAN HORSES, WORMS, TIME BOMBS, OR SIMILAR HARMFUL PROGRAMMING ROUTINES, (D) END USER MAY NOT USE THE SOFTWARE PRODUCT OR THE SERVICES FOR ANY UNLAWFUL PURPOSE, (E) END USER MAY NOT USE THE SOFTWARE PRODUCT OR SERVICES IN A MANNER THAT MAY DAMAGE, DISABLE, OVERBURDEN OR IMPAIR EITHER THE SERVICES OR THE NETWORKS CONNECTED TO THE SERVICE, (F) END USER MAY NOT ATTEMPT TO GAIN UNAUTHORIZED ACCESS TO THE SERVICE, INCLUDING BUT WITHOUT LIMITATION, THROUGH HACKING OR PASSWORD MINING, (G) END USER MAY NOT USE THE SOFTWARE PRODUCT OR SERVICES TO COLLECT INFORMATION ABOUT THIRD PARTIES, INCLUDING AND WITHOUT LIMITATION, E-MAIL ADDRESSES.

5. PAYMENT OF FEES

In consideration of the Services provided to END USER by NPTECH and END USER's use of the Software Product, END USER agrees to pay NPTECH the then applicable fees ("Fees"), together with all applicable taxes. Current pricing information can be obtained by contacting info@nptech.com. END USER has thirty (30) days from the date that any discrepancy appears in END USER's statement or any invoice to notify NPTECH in order to receive an adjustment or credit, after which time, all Fees will be deemed correct. END USER may cancel END USER's subscription to the SERVICES prior to the renewal period by providing NPTECH with at least fourteen (14) days written notice by e-mail or letter.

6. TERM OF LICENSE

This license shall be in effect from the time END USER installs the Software Product or accesses any of the Services and accepts the terms and conditions of this license, and shall remain in effect for so long as the END USER subscribes to the Services unless this license is otherwise terminated. This license will terminate upon the conditions set forth in this Agreement or if END USER fails to comply with any term or condition of this Agreement, including failure to pay any applicable Fees. In addition, NPTECH may terminate this Agreement without cause by providing you with fifteen (15) days prior notice by e-mail. In addition, NPTECH reserves the right, in its discretion, to disable and/or terminate an End User's access to the Services if it is advised of an End User violating the terms and conditions of this Agreement (including, without limitation, any allegation that any Content violates the intellectual property rights of any third party). END USER agrees upon expiration or termination of this Agreement to immediately un-install the Software Product and destroy all copies of the Software Product in its possession and/or under its control.

7. DISCLAIMER OF WARRANTY

The transmission, storage, viewing and retrieval of data and files through the Internet is subject to a variety of conditions that make such transmission, storage, viewing and retrieval potentially unreliable. ACCORDINGLY, THE SOFTWARE PRODUCT AND ALL SERVICES ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. USE OF THE SOFTWARE PRODUCT AND ALL SERVICES IS AT END USER'S OWN RISK.

NPTECH AND ITS RESELLERS, ADVERTISERS AND SUPPLIERS  DO NOT WARRANT THAT THE SOFTWARE OR SERVICES WILL MEET THE END USER'S REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE OR SERVICES WILL BE UNINTERRRUPTED OR ERROR FREE OR SECURE OR ACCURATE OR COMPLETE OR CURRENT. NPTECH MAKES NO REPRESENTATION OR WARRANTY: (A) THAT THE SERVICES WILL MEET YOUR NEEDS; (B) THAT ACCESS TO THE SERVICES WILL BE TIMELY, ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE; (C) THAT THE DATA AND FILES YOU STORE USING THE SERVICES WILL NOT BE LOST OR DAMAGED; (D) THAT THE DATA ON YOUR DESKTOP OR SERVER WILL NOT BE LOST OR DAMAGED; OR (E) THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. YOU ACKNOWLEDGE THAT ANY MATERIAL OR DATA RETRIEVED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR CHOICE AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE RETRIEVAL OF SUCH MATERIAL OR DATA.

WITHOUT LIMITATION, TO THE FULLEST EXTENT ALLOWABLE BY LAW, THIS DISCLAIMER EXTENDS TO IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE OR WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE.

8. LIMITATION OF LIABILITY

NPTECH’s AGGREGATE LIABILITY AND THAT OF ITS RESELLERS AND THIRD PARTY SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO DIRECT MONEY DAMAGES NOT TO EXCEED THE TOTAL OF PRIOR PAYMENTS MADE BY END USER FOR THE SOFTWARE PRODUCT AND/OR SERVICES IN THE SIX MONTHS PRIOR TO THE ACT OR OMISSION GIVING RISE TO THE LIABILITY. IF THE SERVICES ARE PROVIDED WITHOUT CHARGE, THEN NPTECH AND ITS SUPPLIERS SHALL HAVE NO LIABILITY TO YOU WHATSOEVER.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL NPTECH, ITS RESELLERS AND/OR ITS THIRD PARTY SUPPLIERS BE LIABLE UNDER ANY THEORY OF CONTRACT, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY OR OTHERWISE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL OR INCIDENTAL DAMAGES, EVEN IF NPTECH HAS BEEN ADVISED OF THE POSSIBILITY THEREOF INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST BUSINESS REVENUE, OTHER ECONOMIC LOSS OR ANY LOSS OF DATA ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR THE SERVICES OR THE PROGRAM OR THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES.

THE SOFTWARE AND SERVICE ARE NOT INTENDED FOR USE IN CONNECTION WITH ANY NUCLEAR, AVIATION, MASS TRANSIT, OR MEDICAL APPLICATION OR ANY OTHER INHERENTLY DANGEROUS APPLICATION THAT COULD RESULT IN DEATH, PERSONAL INJURY, CATASTROPHIC DAMAGE, OR MASS DESTRUCTION, AND END USER AGREES THAT NPTECH WILL HAVE NO LIABILITY OF ANY NATURE AS A RESULT OF ANY SUCH USE OF THE SOFTWARE.

9. GENERAL PROVISIONS

(a) Survival. The limitations of liability and ownership rights of NPTECH and its third party suppliers contained herein and END USER's confidentiality obligations and other obligations following termination of this Agreement shall survive the termination of this Agreement for any reason.

(b) Amendment. Except as provided in section 4 of this Agreement, no amendments or modifications may be made to this Agreement except in writing signed by both parties.

(c) Severability. If one or more provisions of this Agreement are found to be invalid or unenforceable, this Agreement shall not be rendered inoperative, rather the remaining provisions shall continue in full force and effect.

(d) Conflicting Terms. This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior communications.

(e) Language. The parties agree that this Agreement be drafted in English. Les parties ont convenu à ce que ce Contrat soit rédigé en anglais.

(f) Governing Law. This Agreement shall be governed by the laws of the Province of Alberta. The parties hereby agree to the non-exclusive jurisdiction of the courts of the Province of Alberta. The parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods and any state Uniform Computer Information Transactions Act or similar federal, provincial or state laws or regulations.

(g) Force Majeure. NPTECH shall not be in default of any obligation under the Agreement if the failure to perform the obligation is due to any event beyond NPTECH’s control, including, without limitation, significant failure of a portion of the power grid, significant failure of the Internet, natural disaster, war, riot, insurrection, epidemic, strikes or other organized labor action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.

(h) Notices. Notices to NPTECH under the Agreement shall be given via electronic mail to the e-mail address posted for customer support on http://www.nptech.com. Notices to END USER shall be given via electronic mail to the individual listed as the Primary Customer Contact on file with NPTECH. Notices are deemed received on the day transmitted, or if that day is not a business day, on the first business day following the day delivered. Customer may change his, her or its notice address by a notice given in accordance with this Section.

(i) Headings. The section headings used herein are for convenience of reference only and do not form part of this Agreement, and no construction or inference shall be derived therefrom.

(j) Benefit of the Agreement. This Agreement is binding upon and shall endure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives and permitted assigns.

10. MISCELLANEOUS

(a) Account Password. END USER is responsible for keeping account information and password(s) secure and up to date. END USER will be solely responsible and liable for any activity that occurs under END USER’s account user name. If END USER loses password or the encryption key for Services account, END USER acknowledge and accept that backup data may become inaccessible or incapable of being restored.

(b) Email as Primary Means of Communication. END USER acknowledges and agrees that electronic mail (email) is the primary means of communication and END USER notification for the Services and that NPTECH cannot be held liable for any problems associated with receipt of such communications which are beyond NPTECH’s control.

(c) Use and Importance of Encryption Keys. The Software Product provides optional encryption of backup data with a user defined key known only to the user and no one else. The encryption key defined in END USER’s backup set(s) is used to secure backup data. It is also required to restore any data backed up using the key. END USER acknowledges and agrees that END USER is responsible for making sure any encrypting keys used for backup sets are kept in a safe and secure place. END USER further acknowledges and agrees that NPTECH CANNOT RECOVER A LOST ENCRYPTION KEY AND THAT WITHOUT THE ENCRYPTION KEY END USER WILL NOT BE ABLE TO RESTORE DATA BACKED UP WITH THE SERVICES.

(d) Default Encryption Key May Not Meet End User Security Requirements. By default, the Software Product will use END USER’s Services account password as the encryption key. This may not provide sufficient data security. While data is still encrypted on storage, END USER’s basic account credentials are sufficient to access the data. END USER acknowledges and accepts this risk, and understands that a unique encryption backup set key is the most secure method of protecting backed up data.

11. CONTACTING NPTECH

Questions about this Agreement or NPTECH’s Privacy Policy may directed via email to: support@nptech.com

Revised: January 2, 2009
Copyright © 2008 nptech systems group inc. All Rights Reserved.

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