• CloudINX - Independent Network Exchange

Terms of Use.

CloudINX Terms of Use

CloudINX Portals and Content.

  1. Through various CloudINX websites and portals, including but not limited to CloudINX Network, the CloudINX.net Customer Support Portal, and the CloudINX Customer Portal (collectively, "CloudINX Portals"), CloudINX, (Pty) Ltd ("CloudINX") provides you—as a CloudINX customer—with access to a variety of hardware, software, services, web pages, text, documents, and other works of authorship, images, graphics, audio and video content, forums, discussion groups, blogs, and other content (collectively, the CloudINX Portals and foregoing content are referred to as "CloudINX Content").

 

Use of Software.

  1. Your use of the Software is governed by the terms of any end-user license agreement and other agreements between you and CloudINX and third parties (" License Agreement"). The License Agreements (i) for CloudINX Subscription Software (which is defined as Software (including updates) that CloudINX is contractually required to provide to you under the terms of your Customer Agreement) are contained or referenced in your Customer Agreement and (ii) for Additional Software (which is defined as Software that CloudINX provides to you that is in addition to the CloudINX Subscription Software) are provided to you when you download or access the Additional Software. Your right to continue to access Software from a CloudINX Portal is subject to your continued compliance with the License Agreement(s), your Customer Agreement, any Additional Terms, and, in the case of Additional Software, these Terms of Use.
  2. SOFTWARE IS WARRANTED, IF AT ALL, BY THE TERMS OF THE APPLICABLE LICENSE AGREEMENT. EXCEPT AS SPECIFICALLY outlined in THE APPLICABLE LICENSE AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID.

 

Use of Content.

  1. CloudINX grants you a personal, non-assignable license to use CloudINX Content for your internal use while you are a CloudINX Customer (as defined in Section 2 above). Distributing any portion of CloudINX Content to a third party, using any CloudINX Content for the benefit of a third party, or using CloudINX Content in connection with software other than CloudINX Software under an active CloudINX subscription are all prohibited. CloudINX authorises you to display on your computer, download, play, and print the CloudINX Content provided: (a) the copyright notice is not removed, (b) CloudINX Content is not be altered, (c) CloudINX Content is used only for your personal, educational, and non-commercial use in support of your active valid subscriptions to CloudINX products and services and accordance with your Customer Agreement, (d) you do not further redistribute or copy CloudINX Content, and (e) you comply with any Additional Terms. In the event of a conflict, inconsistency, or difference between this Section 6 and the terms of a License or Customer Agreement, the License or Customer Agreement will control (for example, for CloudINX Content licensed under a Creative Commons License, you will have the rights outlined in the applicable Creative Commons License). If you exceed your authorised use of CloudINX Content (for example, if you use CloudINX Content in support of software you do not have a valid active subscription), you may be required under your Customer Agreement to purchase additional subscriptions to CloudINX products. In addition, your right to continue to access CloudINX Content from a CloudINX Portal is subject to your continued compliance with these Terms of Use, your Customer Agreement, and the Additional Terms.

 

Confidentiality.

  1. CloudINX Content may contain information that is designated as "confidential," and you agree not to disclose such information without CloudINX's prior written consent.

 

Submission of Ideas.

  1. CloudINX or any of its employees do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans, or new product names. Please do not send any original creative artwork, samples, demos, or other works. The sole purpose of this policy is to avoid potential misunderstandings or disputes when CloudINX products or marketing strategies might seem similar to ideas submitted to CloudINX. Please do not send your unsolicited ideas to CloudINX or anyone at CloudINX. If you still send us your ideas and materials, despite our request that you do not send them, please understand CloudINX will not treat them as confidential or proprietary.

 

Linking.

  1. The CloudINX Portals contain links to other websites and resources and are provided for convenience only. CloudINX has not necessarily reviewed the linked websites and is not responsible for the content or availability of any linked websites. The inclusion of any link to a website does not imply endorsement by CloudINX of the website or its entities, products, or services.

 

Rules of Conduct.

  1. Your use of CloudINX Content is subject to all applicable laws and regulations, and you agree not to violate such laws and regulations. Any attempt to deliberately damage a CloudINX Portal or CloudINX Content violates criminal and civil laws. CloudINX reserves the right to seek damages from any such person to the fullest extent permitted by law. In addition, you agree not to post or transmit through a CloudINX Portal any material or content that violates or infringes in any way the rights of others or solicits, encourages, or promotes the use of illegal substances or activities; which is unlawful, threatening, abusive, harassing, defamatory, libellous, derogatory, invasive of privacy or publicity rights, vulgar, obscene, bigoted or hateful, profane, scandalous, pornographic, indecent or otherwise objectionable, gives rise to civil or criminal liability, or otherwise could violate any applicable law.
    You may not engage in any activity on a CloudINX Portal that restricts or inhibits any other user from using or enjoying the CloudINX Portal or CloudINX Content, whether by " hacking," " cracking," " spoofing," or defacing any portions of a CloudINX Portal. You agree not to attempt to gain unauthorised access to any parts of a CloudINX Portal or any user accounts, computer systems, or networks. Access to and use password-protected or secure areas of a CloudINX Portal is restricted to authorised users only. You agree not to access or use a CloudINX Portal in any manner that could damage, disable, overburden, or impair (or interfere or attempt to interfere with the proper working of) any user accounts, CloudINX computer systems, or CloudINX networks.
    You may not post or transmit through a CloudINX Portal any advertising or commercial solicitations; promotional materials relating to services that are competitive with CloudINX; software or other materials that contain viruses, worms, time bombs, Trojan horses, or other potentially harmful or disruptive components; political campaign materials; chain letters; mass mailings; or spam mail. You may not use any robot, spider, site scraper, or other automatic device or process to retrieve, index, " data mine," or otherwise access CloudINX Content. You may not harvest, collect, or use information about CloudINX Portal visitors.

 

User Name and Password.

  1. Each Customer must have a unique username and password. For your account on a CloudINX Portal, you must select a username and password and agree (i) to provide CloudINX with accurate, complete, and up-to-date information; and (ii) update your information to keep it accurate, current, and complete. Failure to provide accurate information constitutes a breach of these Terms of Use, which may result in immediate termination of your right to access Content.
    You may not select a username that impersonates someone else, is intended to disguise the user's identity, is or may be illegal, may be protected by trademark or other proprietary rights, is vulgar or offensive, or may cause confusion. CloudINX reserves the right to reject any username in our sole discretion. You agree (1) not to share your password(s), account information, or access to CloudINX Content and (2) that you are responsible for maintaining the confidentiality of password(s) and account information and for all activities that occur under your password(s) or account(s) or as a result of your access to a CloudINX Portal. You agree to immediately notify CloudINX of any unauthorised use of your account or any other breach of security. CloudINX will not be liable for any loss you incur as a result of someone else using your password and account with or without your permission.

 

Monitoring.

  1. CloudINX has the right, but not the obligation, to monitor the content of the CloudINX Portals to determine compliance with these Terms of Use and any other Additional Terms. CloudINX has the right in our sole discretion to edit, refuse to post, or remove any material submitted to or posted on a CloudINX Portal that we find to violate these Terms of Use or otherwise objectionable. You are solely responsible for any information you post, transmit, or otherwise make available on a CloudINX Portal. You acknowledge and agree that CloudINX does not have any liability for any action or inaction concerning any conduct, communication, or posting on a CloudINX Portal.

 

Rights in Your Content.

  1. By displaying, publishing, and making available for download and use any content, you represent and warrant that you are the owner of all rights in the content. You further grant CloudINX a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display, and distribute the content you submit, post, or post display on or through a CloudINX Portal. You agree that this license includes a right for CloudINX to make such content available to other companies, organisations, or individuals with whom CloudINX has relationships for the provision of services and to use such content in connection with the provision of those services. You understand that CloudINX may (a) transmit or distribute the content over various public networks and in various media; and (b) make such changes to the content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services, or media. You agree that this license shall permit CloudINX to take these actions. You confirm and warrant CloudINX that you have all the rights, power, and authority necessary to grant the above license.

 

Export Control.

  1. CloudINX Content may be subject to export control restrictions, and you agree to comply with all applicable export control restrictions. You may not access, download, use, or export CloudINX Content in violation of U.S. and South African export laws or regulations or violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any authority and not to directly or indirectly provide or otherwise make available CloudINX Content in violation of any of these laws or regulations or without all necessary approvals. CloudINX Content may not be downloaded or otherwise provided or made available, either directly or indirectly, (a) into Cuba, Iran, Iraq, North Korea, Sudan, Syria, or any other country subject to U.S. trade sanctions, to individuals or entities controlled by such countries, or to nationals or residents of such countries other than nationals who are lawfully admitted permanent residents of countries not subject to such sanctions; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department's Table of Denial Orders. By agreeing to these Terms of Use, you agree to the preceding and represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

 

Indemnification.

  1. You agree to indemnify and hold harmless CloudINX, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, or expenses, including reasonable attorneys' fees and costs, due to or arising out of content that you submit to a CloudINX Portal, your violation of the Terms of Use or Additional Terms, or your violation or infringement of any third party rights.

 

Privacy.

  1. Any personal information collected on a CloudINX Portal may be accessed and stored globally and will be treated by the CloudINX Privacy Statement

 

Term and Termination.

  1. Your right to access CloudINX Content expires automatically when you no longer have valid subscriptions for CloudINX products. In addition, CloudINX may at any time, and without prior notice, limit or terminate your ability to access any or all of the CloudINX Content if: (1) in the exercise of CloudINX's reasonable judgment, you breach any provision of the Terms of Use or Additional Terms (or have acted in manner which demonstrates that you intend to breach, or are unable to comply); (2) CloudINX is required by law to terminate; (3) CloudINX no longer provides access to CloudINX Content to users in the country in which you are resident or from which you access the CloudINX Content; or (4) your relationship with CloudINX changes in a way that affects the CloudINX Content you are entitled to access. Upon termination or expiration of these Terms of Use, the terms of Sections 7, 8, and 13-21 shall continue in effect indefinitely.

 

Jurisdiction.

  1. The validity, interpretation, and enforcement of these Terms of Use will be governed by and construed by the international laws without giving effect to the conflicts of laws provisions thereof or the United Nations Convention on Contract for the International Sale of Goods. All disputes arising out of or relating to the Terms of Use will be submitted to the exclusive jurisdiction of the state or federal courts of competent jurisdiction, and each party irrevocably consents to such personal jurisdiction and waives all objections to this venue. Suppose the Uniform Computer Information Transactions Act (UCITA) or any similar federal or state laws or regulations exists or is enacted. In that case, it will not apply to this Agreement, and the governing law will remain as if such law or regulation had not been enacted.

Terms of Use
General Terms.

  1. These Terms of Use together with your Customer Agreement (and, where applicable, the Additional Terms and License Agreement(s)) constitute the entire legal agreement between you and CloudINX and govern your use of CloudINX Content and replaces any prior agreements between you and CloudINX about CloudINX Content. You agree that CloudINX may provide you with notices, including those regarding changes to the Terms of Use, by email or postings on CloudINX Portals. Suppose one or more of the provisions contained in terms of Use is held invalid or unenforceable in any respect by any court of competent jurisdiction. In that case, such holding will not impair the validity, legality, or enforceability of the remaining provisions.

    CloudINX's failure to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision. The section heading of these Terms of Use are for convenience only and have no legal or contractual effect.

 

Terms Applicable to CloudINX Content.

To access a CloudINX Portal and CloudINX Content, you must be a current Customer of CloudINX or its affiliates—in other words, you must have active valid subscriptions under the terms of a support subscription agreement (such as the CloudINX Enterprise Agreement) between you and CloudINX and a CloudINX affiliate (" Customer Agreement"). Your access to and use of CloudINX Content is subject to these Terms of Use and your Customer Agreement. Some CloudINX Content may have additional terms, license agreements, privacy terms, export terms, subscription agreements, or other terms and conditions (" Additional Terms") that apply to your access to or use of the applicable CloudINX Content. In the event of a conflict, inconsistency, or difference between these Terms of Use and the Additional Terms, the Additional Terms will control. CloudINX may revise the Terms of Use at any time without notice to you.

The revised Terms of Use will be effective when posted. Your continued use of a CloudINX Portal after changes to the Terms of Use have been published constitutes your binding acceptance of the updated Terms of Use. If at any time the Terms of Use are no longer acceptable to you, you should immediately cease all use of the CloudINX Content.

These Terms of Use and the Additional Terms (where applicable) form a legally binding agreement between you and CloudINX. Therefore, you must read them carefully before accessing any CloudINX Content. To use CloudINX Content, you must first agree to these Terms of Use.

You may not access OR use CloudINX Content if you do not accept these Terms of Use. Using CloudINX Content, you acknowledge that you have read and agree to these Terms of Use. Suppose you are an individual acting on behalf of a corporation or other legal entity. In that case, you represent that you have authority to agree to these Terms of Use on behalf of the legal entity. If you do not agree to these Terms of Use, you may not access or use CloudINX Content.Trademarks.

 

The trademarks, logos, trade names, and service marks (" Marks") displayed on CloudINX Content are the property of CloudINX or other third parties. You are not permitted to use these Marks without the prior written consent of CloudINX or such third party which may own the Mark

Copyrights.

  1. CloudINX either owns the copyright and related intellectual property rights in CloudINX Content or has obtained the permission of the owner of the copyrights and related intellectual property rights to make it available to you for the purposes described in these Terms Of Use. You may not reproduce, modify, sell, distribute, or create derivative works based on CloudINX-owned CloudINX Content unless you have been specifically authorized to do so by CloudINX or, with regard to any third-party content, by the third-party owners. CloudINX and its affiliates respect the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please follow our Notice and Procedure for Making Claims of Copyright Infringement.

 

Notice and Procedure for Making Claims of Copyright Infringement.

  1. To file a notice of infringement with us, please provide the following information to the CloudINX-designated copyright agent listed below:
    1. A description of the copyrighted work or other intellectual property that you claim has been infringed.
    2. A description of the material that you claim is infringing the copyrighted work listed in item #1.
    3. An address, telephone number, and an email address where the alleged infringing party can contact you.
    4. The following statement: "I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law."
    5. The following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
    6. Your electronic or physical signature.To file a counter notification with us, please provide the following information to the CloudINX-designated copyright agent listed below:
    1. A description of the material that CloudINX has removed or to which CloudINX has disabled access.
    2. Your name, address, telephone number, email address, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or Wake County, North Carolina, if your address is outside of the United States), and that you will accept service of process from the person who provided notification of infringement or an agent of such person
    3. The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled."
    4. Your electronic or physical signature.
    5. Please send notifications of infringement and counter notifications to the designated agent.

Disclaimer.

  1. The following shall apply except where expressly prohbited by applicable law. CloudINX portals and CloudINX content are provided on an "as is" and "as available" basis. Your use of CloudINX content is at your own risk. CloudINX makes no warranties or representations, express or implied, as to the functionality or usefulness of CloudINX content. CloudINX disclaims all warranties, express or implied, including without limitation warranties of merchantability, fitness for a particular purpose, and non-infringement. Any material (including content) downloaded or obtained through the use of a CloudINX portal is done at your own risk, and you will be solely responsible for any damage to your computer system or loss of data or functionality that results from the download of any material. Information created by third parties that you may access on a CloudINX portal or through links is not adopted or endorsed by CloudINX and remains the responsibility of the third party.

 

Limitation of Liability.

  1. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT NEITHER CLOUDINX NOR ITS AFFILATES IS LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH A CLOUDINX PORTAL OR CLOUDINX CONTENT, EVEN IF CLOUDINX OR ITS AFFILATES HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO (a) THE USE OF OR THE INABILITY TO USE THE CLOUDINX PORTAL OR CLOUDINX CONTENT; (b) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON A CLOUDINX PORTAL, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR (c) CLOUDINX CONTENT OR INFORMATION YOU MAY DOWNLOAD, USE, MODIFY, OR DISTRIBUTE.


TO THE EXTENT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.




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