Terms of Use Enterprise

Terms of Use Enterprise

CloudShare Terms of Use Enterprise

BY USING THE CLOUDSHARE EVALUATION SERVICE, YOU INDICATE YOUR AGREEMENT WITH THE FOLLOWING TERMS AND CONDITIONS.  IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT USE THE SERVICE.

 
1. ACCEPTANCE OF TERMS
 
CloudShare provides its coding, building and testing labs services, subject to the following Terms of Use ("Terms of Use").  By using or registering with our services you agree to the terms and conditions of these Terms of Use These Terms of Use may be amended or modified from time to time without notice to you, and continued use of the services by you is considered acceptance of any such amendments or modifications.  In addition, when using particular CloudShare services, you and CloudShare will be subject to any guidelines or rules applicable to such services that may be posted from time to time.  All such guidelines or rules are hereby incorporated by reference into these Terms of Use. You are responsible for regularly reviewing these Terms of Use.
 
2. THE SERVICE
 
CloudShare provides its coding, building and testing labs services, and similarly referred to software (the "Service"). Unless explicitly stated otherwise, any new feature(s) that augments or enhances the current Service will be subject to these Terms of Use.
 
CloudShare shall make commercially reasonable efforts to ensure that the CloudShare site will be accessible and functional on a continuous basis, with the exception of scheduled maintenance periods. The foregoing notwithstanding, you acknowledge and agree that the Service may be inaccessible or inoperable at any time and for any reason, including without limitation due to equipment malfunctions, unscheduled maintenance or repairs, or causes that are beyond CloudShare reasonable control or not reasonably foreseeable by CloudShare, including without limitation interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures.
 
3. NON-COMMERCIAL USE ONLY AND NO RESALE OF SERVICES
 
Unless otherwise specified, the use of the Service is for your personal and non-commercial use only (and in no way for production use). You are not entitled to charge any fee or payment, in any form, from any third party for the use of the Service and/or in connection therewith. You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes any portion of the Service, use of the Service, or access to the Service. Additionally, you are not entitled to use the Service by way of peer to peer use, allowing a group of computer users with the same networking program to connect with each other and directly access files from one another's hard drives.
 
4. YOUR REGISTRATION OBLIGATIONS
 
If you submit registration information to us you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.
 
5. CLOUDSHARE PRIVACY POLICY
 
Registration Data and certain other information about you are subject to our Privacy Policy.  For more information please see our Privacy Policy at https://use.cloudshare.com/privacy_policy.htm
 
6. MEMBER ACCOUNT, PASSWORD AND SECURITY
 
If you register for certain Services you may receive a password and account designation upon completing the registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account.  You agree to (a) immediately notify CloudShare of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. CloudShare will not be liable for any loss or damage arising from your failure to comply with your obligation to maintain your own security and privacy.
 
7. RESPONSIBILITY FOR CONTENT AND ADDITIONAL SOFTWARE
 
As part of the evaluation of a software product on the CloudShare site, you may be permitted to upload to the CloudShare site certain contents, for the purpose of evaluating the performance of such software with such contents. You acknowledge and agree that you, and not CloudShare, are entirely responsible for all content that you upload, post, e-mail or otherwise transmit via the Service. CloudShare will have no liability for any such contents, including without limitation the use or inability to use such contents with the software being evaluated, the performance of the software with such contents, or any loss or damage to such contents. CloudShare does not pre-screen or monitor or control the contents accessible via the Service and, as such, does not guarantee the accuracy, integrity, quality or lawfulness of such Content.
 
By uploading your contents you warrant and represent that you own or are authorized to exercise all of the rights to your contents necessary for you to upload and use the contents on the CloudShare’s site, and further warrant and represents that the contents and the display, access to and/or use of such contents does not infringe upon, misappropriate, or otherwise violate any intellectual property, proprietary, privacy or other rights of any third parties and you hereby grant CloudShare all rights necessary to host such contents in connection with the Service.
 
You understand that by using the Service you may be exposed to third party content that is offensive, indecent, objectionable or even hateful or obscene. Under no circumstances will CloudShare be liable in any way for any third party content, including but not limited to any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any content posted, e-mailed or otherwise transmitted via the Service.
 
You agree that you must evaluate, and shall solely bear, all risks associated with use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
 
Without derogating from any of CloudShare's rights and remedies under this Terms of Use and/or under law, CloudShare will be entitled, at its sole discretion, to immediately discontinue the Service or any part thereof, including the termination of your account, in the event of any alleged infringement, misappropriation or violation of any rights of any third parties in connection with the contents you upload.
 
CloudShare may make certain third party software available for use in running some demonstration software on the Site, which software is Microsoft and any other software CloudShare may decide to make available for use. CloudShare shall not be responsible for providing any and all third party software and licenses needed for running the Demonstration Software.
 
By using the Microsoft software you agree to the terms and conditions of the End User License Terms of Microsoft, which terms can be found at www.microsoftvolumelicensing.com/userights/TechLimit.aspx.   You further agree not to: (i) remove, modify, or obscure any copyright, trademark, patent or other proprietary rights notices that are contained in or on any Microsoft products; (ii) use any Microsoft logos in any manner whatsoever; (iii) undertake any action that will interfere with or diminish Microsoft's right, title and/or interest in the trademarks or tradenames; and (iv) reverse engineer, decompile, or disassemble the Microsoft products, except to the extent that such activity is expressly permitted by applicable law.
 
You acknowledge that the Microsoft products are not fault tolerant. The Microsoft products are neither designed nor intended for use in a situation where the Microsoft product's failure could lead to death or serious bodily injury of any person, or to severe physical or environmental damage ("High Risk Use"). You are not licensed to use the Microsoft products in, or in conjunction with, High Risk Use. High Risk Use includes, for example: aircraft or other methods of human mass transportation, nuclear or chemical facilities, and Class III medical devices under the U.S. Food, Drug, and Cosmetic Act.
 
It is further clarified that any open source software used in connection with any demonstration software, whether provided by, CloudShare, user or any third party, will be subject to all terms of the relevant open source license agreements or distribution models, including without limitation the GNU General Public License, the Artistic License, the Mozilla Public License, the Netscape Public License, the Sun Community Source License or the Sun Industry Source License, and/or the Apache Server License and you shall bear sole responsibility for any and all repercussions, loss or damage arising out of or in connection with incompliance with such relevant open source license agreements or distribution models.
 
8. COMPLIANCE WITH LAWS
 
By using the Service you agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations that govern your use of such Service.  Without limiting the foregoing and in recognition of the global nature of the Internet, you agree to comply with all local and international rules regarding online conduct and acceptable contents. You also agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside, and to comply with any other local laws affecting the transmission or posting of your contents or affecting the privacy of persons. Further, you agree to comply with all applicable export or import laws of the United States and any other applicable country. You agree not to export the software or the user’s information to or allow access to the software or data from any country to which export or re-export is restricted or prohibited.
 
9. INDEMNITY
 
You agree to indemnify and hold CloudShare, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of any contents you upload to the CloudShare site, your use of the Service, your violation of the Terms of Use, or your violation of any rights of another, including without limitation any infringement of any intellectual property.
 
10. PAYMENT
 
Your use of the Service is subject to timely payment of any applicable fees.  CloudShare reserves the right to terminate your use of the Service in case of any failure on your part to timely pay any fees due by you to CloudShare.
 
11. MODIFICATIONS TO SERVICE
 
CloudShare reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that CloudShare will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
 
12. RULES OF CONDUCT
 
You agree that you will not: (i) upload, post, e-mail or otherwise transmit any content that is unlawful, threatening, abusive, harassing, tortious, defamatory, obscene, libelous, invasive of another's privacy, hateful, or racially or ethnically inciteful; (ii) upload, post, e-mail or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (including without limitation inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (iii) upload, post, e-mail or otherwise transmit any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; (iv) upload, post, e-mail or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation; (v) upload, post, e-mail or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.  (all, collectively, the "Rules of Conduct").
 
Failure to comply with the Rules of Conduct may result in deletion of the offending content without prior notice and/or termination of your use of the Service.
 
13. TERMINATION
 
You agree that CloudShare, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Service, and remove and discard any contents within the Service if CloudShare believes that you have violated or acted inconsistently with the letter or spirit of the Terms of Use. You agree that any termination of your access to the Service under any provision of this Terms of Use may be effected without prior notice, and acknowledge and agree that CloudShare may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service.  Further, you agree that CloudShare will not be liable to you or any third-party for any termination of your access to the Service.
 
In the event that your account is terminated for any reason whatsoever, you agree to immediately cease the use of the Service and of any and all third party software used or installed by you during the period your account was activated.
 
14. DEALINGS WITH ADVERTISERS
 
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that CloudShare will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.
 
15. PROPRIETARY RIGHTS
 
You acknowledge and agree that the Service, and any know-how, methodologies, equipment, or processes used by CloudShare to provide the Service, including without limitation all patent, copyright, trade secret and other proprietary rights therein, are and shall remain the sole and exclusive property of CloudShare. 
 
16. DISCLAIMER OF WARRANTIES
 
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
 
a. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS ONLY. CLOUDSHARE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
 
b. CLOUDSHARE MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OR AS A RESULT OF OR IN CONNECTION WITH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN CONNECTION WITH THE SERVICE WILL BE CORRECTED.
 
17. LIMITATION OF LIABILITY
 
CLOUDSHARE SHALL IN NO WAY BE LIABLE TO YOU FOR THE RESULTS OF YOUR EVALUATION OF ANY SOFTWARE BY USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION FOR ANY DECISION TO PURCHASE OR NOT PURCHASE SUCH SOFTWARE, OR FOR ANY SATISFACTION OR NON-SATISFACTION WITH ANY SUCH PURCHASE AND/OR THE USE OF ANY PRODUCT, OR THE RESULTS OF THE USE OF ANY SUCH SOFTWARE.
 
YOU EXPRESSLY UNDERSTAND AND AGREE THAT CLOUDSHARE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER LOSSES (EVEN IF CLOUDSHARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM OR IN CONNECTION WITH THE SERVICE AND/OR ANY SOFTWARE EVALUATED THROUGH USE OF THE SERVICE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE.
 
18. EXCLUSIONS AND LIMITATIONS
 
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations of sections 15 and 16 may not apply to you.
 
19. CLOUDSHARE MARKS
 
“CloudShare” and other CloudShare logos and product and service names are trademarks of CloudShare (the "CloudShare Marks"). Without CloudShare prior permission, you agree not to display or use in any manner the CloudShare Marks.
 
20. NOTICES
 
Notices to you may be made via either e-mail or regular mail. The Service may also provide notices of changes to the Terms of Use or other matters by displaying notices or links to notices to you generally on the Service. You agree that all agreements, notices, disclosures and any other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
 
21. GENERAL INFORMATION
 
Unless otherwise specified in these Terms of Use, this agreement constitutes the entire agreement between yourself and CloudShare with respect to use of the CloudShare Service, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between yourself and CloudShare with respect to use of the CloudShare Service.   A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
 
You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software.
 
These Terms of Use will be governed by, construed and enforced in accordance with the laws of the State of Israel, without regard to its conflict of laws provisions.  Any dispute arising with respect to this Agreement shall be resolved by negotiation between the parties or, if necessary, by resort to an appropriate court located in the State of Israel. You expressly waive any right to pursue any claim against CloudShare relating to this Agreement in any forum or venue located outside Israel.  In the event of the filing of any such claim, you agree to transfer such filing to any appropriate or available forum or court in Israel, at our sole discretion. In the event of a merger, acquisition, corporate reorganization, sale of all or substantially all of CloudShare assets, or similar transaction, you agree that this Agreement, all rights herein, and all incorporated agreements may be automatically assigned by CloudShare, at our sole discretion, to one or more third parties. The failure of CloudShare to exercise or enforce any right or provision of the Terms of Use will not constitute a waiver of such right or provision. You agree that no joint venture, partnership, employment, or agency relationship exists between you and CloudShare as a result of this agreement or use of the CloudShare web sites. If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Use remain in full force and effect.
 
CloudShare performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of CloudShare right to comply with governmental, court and law enforcement requests or requirements relating to your use of the CloudShare web sites or information provided to or gathered by CloudShare with respect to such use.
 
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.  The section titles in the Terms of Use are for convenience only and have no legal or contractual effect.