SchoolDesktop™ CloudVault™ – Terms of Use

 
Fixed Contract Term – 1 Year

General Terms

These terms of service (the “Terms of Use”) govern your access to and use of SchoolDesktop™ CloudVault™ (the Services)

  • By using the Services you agree to be bound by these Terms of Use in their entirety for the period of time agreed between the parties, encompassing both the initial billing period agreed at sign-up and such further periods as are renewed automatically (each a “Fixed Contract Period”) in accordance with these Terms of Use.
  • If you are using the Services on behalf of an organisation then you are agreeing to these Terms of Use for that organisation and are warranting that you have the authority to bind that organisation to these Terms of Use. In that case “you” and “your” will refer to that organisation.
  • You may use the Services only in compliance with these Terms of Use. You may use the Services only if you have the power to form a contract with TSI World Limited and are not barred under any applicable laws from doing so. The Services may continue to change over time as we refine and add more features. We may stop, suspend, or modify the Services at any time without prior notice to you. We may also remove any content from our Services at our discretion.

Activation, Your Files and Privacy

  • By using our Services you provide us with information, files, and folders that you submit to TSI World Ltd (together, “your files”). You retain full ownership to your files. We don’t claim any ownership of any of your files. These Terms of Use do not grant us any rights to your files or intellectual property except for the limited rights that are needed to run the Services, as explained below.
  • We may need your permission to do things you ask us to do with your files, for example, hosting your files, or sharing your files at your discretion. This includes product features visible to you, for example, image thumbnails or document previews. It also includes design choices we make to technically administer our Services, for example, how we redundantly backup data to keep it safe. You give us the permissions we need to do those things solely to provide the Services. This permission also extends to trusted third parties we work with to provide the Services.
  • No matter how the Services change, we won’t share your content with others, including law enforcement agencies, for any purpose unless you direct us to.
  • You are solely responsible for your conduct, the content of your files, and your communications with others while using the Services. For example, it’s your responsibility to ensure that you have the rights or permission needed to comply with these Terms of Use.
  • We may choose to review public content for compliance with our community guidelines, but you acknowledge that TSI World Ltd has no obligation to monitor any information on the Services. We are not responsible for the accuracy, completeness, appropriateness, or legality of files, user posts, or any other information you may be able to access using the Services.

Sharing

  • The Services provide features that allow you to share your files with others or to make your files public. There are many things that users may do with your files (for example, copy it, modify it, re-share it). Please consider carefully what you choose to share or make public. TSI World Ltd has no responsibility for that activity.

Modifications

  • We may revise these Terms of Use from time to time and the most current version will always be posted on the TSI World Ltd website (http://35.177.210.148). By continuing to access or use the Services after revisions become effective, you agree to be bound by Terms of Use then prevailing. If you do not agree to the revised Terms of Use, please stop using the Services.

Software and Updates

  • Some of our Services require you to download a client software package (“Software”). TSI World Ltd hereby grants you a limited, non-exclusive, non-transferable, revocable license to use the Software, solely to access the Services. Your license to use the Software is automatically revoked if you violate these Terms of Use in a manner that implicates our intellectual property rights. We hereby reserve all rights not expressly granted in these Terms of Use. You must not reverse engineer or decompile the Software, nor attempt to do so, nor assist anyone else to do so. Our Services may update the Software on your device automatically when a new version is available. Your acceptance of such updates is required under the Terms of Use.

Account Security

  • You are responsible for safeguarding the password that you use on your CloudVault™ account to access the Services (the “Account”) and you agree not to disclose your password to any third party. You are responsible for any activity using your Account, whether or not you authorised that activity. You should immediately notify TSI World Ltd of any unauthorised use of your Account.

Your General Responsibilities

  • Files and other content in the Services may be protected by intellectual property rights of others. Please do not copy, upload, download, or share files unless you have the right to do so. You must not upload spyware or any other malicious software to the Services.
  • You are responsible for maintaining and protecting all of your files. TSI World Ltd will not be liable for any loss or corruption of your files, or for any costs or expenses associated with backing up or restoring any of your files. Where you also have a TSI World Support Service, TSI World Ltd will take additional responsibility under that service.
  • If your contact information, or other information related to your Account, changes, you must notify us promptly and keep your information current.

Termination

  • You can stop using our Services any time by contacting us in writing at least 90 days prior to the end of the Fixed Contract Period. Fees paid by you to us prior to your decision to stop using our Services will not be refunded to you.
  • We reserve the right to suspend or terminate the Services at any time, without cause, with or without notice to you. In this case, we will refund the unused portion of fees for each Fixed Contract Period paid for the Services on a pro-rata basis.
  • In the event of a material breach by you of these Terms of Use, we retain the right to suspend or terminate these Services to you without any notice to you. If we terminate for a material breach of these Terms of Use, no refund of any fees paid will be offered. It shall constitute a material breach of these Terms of Use if we have a reasonable belief that you:
    • use the Services in any way that would cause us legal liability or be deemed a use for an illegal purpose;
    • use the Services in such a manner that has the effect of disrupting others’ use of the Services;
    • repeatedly or flagrantly violate any of these Terms of Use;
    • act in conflict with a court order, or our providing the Services to you is in breach of a court order;
    • represent a danger to the best interests of other customers or third-parties;
    • exceed your Usage Limit repeatedly, or exceed your Usage Limit on one occasion when that Usage Limit represents the highest available limit;
    • fail to disclose the number of devices on which you are running CloudVault™, be they multidrive devices, network-attached (NAS) hard drives, or external drives (collectively “External Storage Devices”) or otherwise.
    • use the Services in a manner that results in excessive bandwidth usage, as determined by us;
    • directly or indirectly reverse engineer, decompile, disassemble, modify, reproduce or create derivative works of the Services or manipulate Services in any manner not specified by us;
    • use the Services to store, backup or distribute material protected by intellectual property rights of a third-party unless you own or have appropriate rights to such material;
    • engage in activity that damages or is likely to damage our tangible or intangible assets; or
    • otherwise act in breach of the terms of our Acceptable Use Policy
  • If we suspend or terminate your use, we will use commercially reasonable efforts to work with you to resolve such issues and re-instate the Services, and failing such resolution, we may be able to help you retrieve your files, however there may be an additional cost to these additional efforts and we will notify you of this fee before commencing same.

Jurisdiction

  • THESE TERMS OF USE AND THE USE OF THE SERVICES AND SOFTWARE WILL BE GOVERNED BY UNITED KINGDOM LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SERVICES OR SOFTWARE MUST BE LITIGATED EXCLUSIVELY IN THE COURTS OF LONDON, UK AND BOTH PARTIES CONSENT TO VENUE AND PERSONAL JURISDICTION THERE.

Fees

  • All fees payable by you for the Services shall be in accordance with the quotation submitted to you for the Fixed Contract Period.
  • The Pricing Structure is determined by pre-agreed usage limits with you (“Usage Limit”). We reserve the right to alter the Pricing Structure, including ceasing to offer elements of the Services. You will always be given prior notice of alterations to the Pricing Structure. By continuing to access or use the Services after alterations to the Pricing Structure become effective, you agree to be bound by the revised Pricing Structure. If you do not agree to the new Pricing Structure, you can then notify us that you want to discontinue use of the Services.
  • In the event that your actual usage increases so that you exceed your Usage Limit, then we reserve the right charge you for the additional disc space required or to migrate you to a higher Usage Limit (collectively a “Migration”) prior to the end of the Fixed Contract Period, consistent with your increased actual usage. We are not obliged to contact you prior to a Migration, however such Migration is likely to incur additional fees for you under the Pricing Structure. If you do not agree to the Migration decision, you must then notify us that you want to revert to the previous Usage Limit and take the required steps to effect this change. Please note that if your actual usage is such that you exceed the highest available Usage Limit available at that time, then it is possible that no such Migration is possible, and we reserve the right to terminate the Services.
  • All fees for our Services are due in advance and your contract will automatically renew on the expiry of the Fixed Contract Period, at which point fees for the following Fixed Contract Period become payable.
  • All fees paid to us are non-refundable except in circumstances set out in these Terms of Use.

Intellectual Property

  • Please be aware that we may use any feedback, comments, or suggestions that you send us or post in our forums without any obligation to you.
  • The Software and other technology we use to provide the Services are protected by copyright, trademark, and other laws of both the United Kingdom and foreign countries. These Terms of Use do not grant you any rights to use the TSI World Ltd trademarks, logos, domain names, or other brand features.