Terms

Terms Of Use
Last Updated: August 23, 2019

The FileDrive Web System (" FileDrive") is being provided to you by FileDrive Network Limited d/b/a FileDrive ("FileDrive") under the terms expressed in this document named FileDrive Terms of Use. Your use of the FileDrive site will indicate your acceptance of these terms. Do not use the site if you do not agree to be bound by these terms. By clicking on the "AGREE" button, you are confirming that you agree to be bound by these terms. Use the scrollbar to view all remaining terms below.

1. Changes to Terms. FileDrive may change these Terms of Use at any time. Any change to these Terms of Use will be made publicly available on this website by clicking the "Terms of Use" link at the bottom of the home page. Continued use of the service is construed as your acceptance of the Terms of Use. You should visit this page from time to time to review the then-current Terms because they are binding on you. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages at this site.

2. Changes to FileDrive Service. FileDrive Network Limited reserves the right to change or discontinue FileDrive at any time, with or without notice. FileDrive Network Limited shall be in no way liable for any consequence to anyone or anything which results from our decisions regarding continuing, changing, or discontinuing any features of FileDrive. Further, FileDrive Network Limited shall not be liable for forwarding or retrieving documents.

3. No Liability for Data Stored on FileDrive. FileDrive assumes no liability for any of the data that is stored on the FileDrive service, be it obscene, offensive, illegal, or if it is an infringement of property rights of anyone. Individual users are solely responsible for the file content they upload and store on this service.

4. Individual Account Security, Privacy, and Personal Use. You agree that you are the only person responsible for the security of your account and FileDrive is not. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify FileDrive immediately of any unauthorized use of your account or any other breach of security. FileDrive will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by FileDrive or another party due to someone else using your account or password. You may not use anyone else’s account at any time without the permission of the account holder.

5. Grant of License, Non-Transferable Membership. FileDrive grants you a limited license to access and make personal use of FileDrive and not to download (other than page changing) or modify the website or any other products of FileDrive, or any portion of them, except with express written consent of FileDrive. This license does not include any resale or commercial use of FileDrive or its contents; any derivative use of FileDrive or its contents; or any use of data mining, robots, or similar data gathering and extraction tools. FileDrive may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without written consent of FileDrive. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of FileDrive without the express written consent of FileDrive. You may not use meta tags or any other "hidden text" utilizing FileDrive names or trademarks without the express written consent of FileDrive. Any unauthorized use terminates the permission or license granted by FileDrive. You are granted a limited, revocable, and nonexclusive right to create a hyperlink the homepage of FileDrive.com so long as the link does not portray FileDrive, or its products or service in a false, misleading, derogatory, or otherwise offensive matter. You may not use any FileDrive logo or other proprietary graphic or trademark as part of the link without express written permission. All rights not expressly granted by FileDrive to you are retained.

6. Term. This Agreement shall commence as of the Effective Date and continue in effect thereafter until superseded or otherwise terminated in accordance with this Agreement (the “Term”). Each of the services ordered shall be provided for the term specified by you in your initial order (the “Initial Term”). After the expiration of the Initial Term, this Agreement will be extended and automatically renew for the same amount of time as the Initial Term until either party terminates in accordance with the provisions set forth in this Agreement. Each extension and automatic renewal shall be deemed a Renewal Term. This Agreement may not be terminated by you during the Initial Term or during a Renewal Term unless such termination is to be effective on the last day of such Initial Term or Renewal Term, as the case may be, such that no extension or automatic renewal will take place. You acknowledge and agree that your commitment to each Initial Term and Renewal Term is an important factor in FileDrive’s decision to agree to the pricing in this Agreement. However, you may terminate the Agreement prior to the end of the applicable Initial Term or Renewal Term if you (i) notify FileDrive before the next billing period of such termination and (ii) pay FileDrive all amounts already paid plus all amounts due under this Agreement through the end of the current Initial Term or Renewal Term, as the case may be, such that 100% of all remaining amounts due for the remainder of such Initial Term or Renewal Term are paid (the “Early Cancellation Fee”). If FileDrive terminates the Agreement for your breach, you shall pay the Early Cancellation Fee in addition to, and not instead of, any other remedies provided elsewhere in this Agreement, or by law, including without limitation FileDrive’s right to seek injunctive relief and to sue for damages. Upon termination of this Agreement, we shall provide you with the information, assistance, and cooperation, as you may reasonably request, to assure an orderly return or transfer of your Materials to you or your designee.

7. Your Account. You must have a valid, registered user account to access FileDrive. FileDrive may only be accessed and used by those authorized individuals who are registered with FileDrive. Your password may be maintained by you as often as you like, however this password is non-transferable and your account may not be shared for other individuals to use. Upon termination of your membership subscription, by non-payment, cancellation, or suspension of service, this agreement will automatically terminate and the license to use FileDrive under this agreement shall be permanently revoked. You agree to accept responsibility for all activities that occur under your account or password. YOU AGREE THAT YOUR ACCOUNT PASSWORD MUST BE KEPT PRIVATE AND MAY NOT BE USED BY ANY OTHER INDIVIDUAL OR AUTOMATED PROCESS TO ACCESS YOUR ACCOUNT UNLESS THEY ALSO HAVE AN ASSIGNED USER LICENSE OR "SUBACCOUNT" USER LICENSE. THIS INCLUDES ACCESS VIA WEB, FTP, SECURE FTP OR WEBDAV PROTOCOLS. If you are under 18, you may use FileDrive only with involvement of a parent or guardian. FileDrive reserves the right to refuse service, terminate accounts, or remove or edit content in their sole discretion. By registering with FileDrive, you understand that we may send you communications or data regarding FileDrive, including but not limited to (i) notices about your use of FileDrive, including any notices concerning violations of use, (ii) updates, and (iii) promotional information and materials regarding FileDrive’s products and services, via electronic mail. We give you the opportunity to opt-out of receiving electronic mail from us by following the opt-out instructions provided in the message.

8. Disclaimer of Warranties. FileDrive IS NOT RESPONSIBLE FOR ANY LOSS OF DATA, DUE TO TRANSMISSION ERROR, CLIENT SOFTWARE ERROR, SERVER SOFTWARE ERROR, USER ERROR, OR ANY CAUSE. DUE TO THE NATURE OF THE INTERNET AND THE ONLINE BACKUP SERVICE, IT IS STRONGLY RECOMMENDED THAT YOU PERFORM ROUTINE TESTS OF THE FILE RESTORE FEATURES AND FAMILIARIZE YOURSELF WITH THE COMPLETE OPERATION OF THE BACKUP SOFTWARE BEFORE AN EMERGENCY SITUATION ARISES. You agree that this service comes with no warranty and is "AS IS" and "AS AVAILABLE" only. This service is not intended to be the sole backup location for any data; users are responsible for backing up their own data files to a location other than FileDrive (Setup Daily, Weekly or Monthly scheduled jobs. Synchronize folders between multiple locations, or create automated file transfer jobs. Jobs run automatically as a background service. Simple, wizard-based software is included with the paid Personal plan). You assume all risks associated with accepting a service of this kind. FileDrive expressly disclaims every type of warranty whether express or implied, including, but not limited to, the warranties of merchantability, fitness for a particular purpose and non-infringement. Notwithstanding the foregoing, FileDrive warrants that (i) the web site (and related software, functionality, or license thereto) provided to you shall perform in accordance with its specification other than during Scheduled Maintenance and (ii) it will perform all the services under this Agreement in compliance with applicable laws and regulations.

FileDrive makes no warranty that FileDrive will meet your requirements or that FileDrive will be uninterrupted, timely, secure or error-free. FileDrive takes no responsibility for damage done to your property as a result of using FileDrive software or the system itself. In addition, FileDrive does not make a warranty for any goods that are purchased through the service. Anything that you purchase through the service is a separate agreement between you and the third party and FileDrive shall have nothing to do with it. Further, if anyone who is an employee or agent of FileDrive makes any sort of statement, it shall not be construed as a warranty. If by law it is not allowed because of your jurisdiction's rules for FileDrive to exclude certain warranties then only the exclusions which are disallowed by law do not apply to you.

9. Limitation of Liability. You also agree that FileDrive will not be liable for any special, direct, consequential, indirect, or incidental damages which result from use, cost, errors, security breaches, or anything else related to the use of FileDrive. These excluded damages include, but are not limited to, loss of data, loss of goodwill, loss of profits, loss of savings, loss of use, interruption of business, or other economic loss. FileDrive’s aggregate liability and your exclusive remedy under this agreement, for any claim, whether in contract (including breach of warranty) or tort (including negligence) shall be limited to 100% of the amount paid by you under this agreement. The existence of more than one claim will not enlarge or extend these limits. Some jurisdictions do not allow the limitation of liabilities, so the above limitations may not apply to you.

10. US Laws. When using FileDrive, you agree to follow U.S. laws regarding transmitting data, and not to make illegal use of the FileDrive System or use it for purposes which are illegal. Further, you agree not to use the System for transmitting vulgar, obscene, harmful, libelous, abusive, or unlawful material. You agree not to attempt to gain access to other computer systems. Also, you agree not to interfere with anyone else who is a member of FileDrive in their use and enjoyment of the FileDrive web site or other FileDrive products. You agree to not transmit anything over FileDrive that could cause civil liability against anyone, or break applicable international regulations, international laws, national laws, national regulations, state laws, state regulations, or local laws, or local regulations.

11. Use of Service. In connection with any file Uploads, shared folders, published PictureLinks, emailed file attachments, or FileShare links, you further agree that you will not: (i) submit material to the Service or distribute material from the Service, whether it by via Uploading, GroupShare folders, email file attachments, FileShare links, PictureLinks, or any other feature provided by the Service, that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant to FileDrive all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage FileDrive or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business: (v) impersonate another person.

FileDrive does not endorse any User-supplied Content or Guest-supplied Content or Uploaded Material or any opinion, recommendation, or advice expressed therein, and FileDrive expressly disclaims any and all liability in connection with User-supplied Content or Guest-supplied Content or Uploaded Material. FileDrive does not permit copyright infringing activities and infringement of intellectual property rights on its Website, and FileDrive will remove all User-supplied Content or Guest-supplied Content or Uploaded Material if properly notified that such content infringes on another's intellectual property rights. FileDrive reserves the right to remove such content without prior notice. FileDrive will also terminate a User's access to its Website, if they are determined to be a repeat infringer. A repeat infringer is a User who has been notified of infringing activity more than twice and/or has had such content removed from the Service more than twice. FileDrive also reserves the right to decide whether User-supplied Content or Guest-supplied Content or Uploaded Material is appropriate and complies with these Terms of Use for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, material that may be offensive, content having excessive file size or excessive use, which puts an excessive load on the servers, to the detriment of other users, or PictureLinks that have been unused for a period of one year or longer. FileDrive may remove such Uploaded Material or Links and/or terminate a User's access for uploading such material in violation of these Terms of Use at any time, without prior notice and at its sole discretion.

In particular, if you are a copyright owner or an agent thereof and believe that any material uploaded by a User or Guest or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") to our Designated Copyright Agent (see 17 U.S.C 512(c)(3) for further detail). Refer to our Copyright Agent page for more information on filing a claim or counterclaim: Notice and Procedure for Making Claims of Copyright Infringement

12. Indemnification. You agree to indemnify and hold FileDrive and its affiliates, officers, stockholders, agents, representatives and employees harmless, including but not limited to reasonable attorneys’ fees and litigation expenses, from any type of demand or any type of claim which is made by any third party as a result of (i) your use of the FileDrive products and services, (ii) your breach of any term or condition of these Terms of Use, (iii) your violation of applicable laws, rules or regulations in connection with FileDrive’s products and services, (iv) any representations and warranties made by you concerning any aspect of the FileDrive products and services, (v) violations of your obligations of privacy to any third party, or (vi) any claims with respect to acts or omissions in connection with the FileDrive products and services. Your indemnification also includes other users of FileDrive using your computer or your account.

13. Sole Responsibility for Data, Account Termination. You agree to be solely and completely responsible for all of your transmissions onto and off of your FileDrive, and the contents of those transmissions. FileDrive holds the right to terminate your access to the FileDrive system at any time with or without reason, at FileDrive's sole discretion. If your account is terminated for any reason, you agree you may not have permission to access your files on the FileDrive system and your files will be permanently removed from our servers. FileDrive is not obligated to give you access to any data which you have uploaded or inserted into FileDrive in any way. NO OBLIGATION OF REFUND: You agree that FileDrive is not obligated in any way to refund any portion of monies paid for a subscription service period if the account is terminated for any reason.

14. Data Retention: Standard account data retention period is 30 days following account closure or suspension. FileDrive reserves the right to purge account data before or after this period at its sole discretion. Data may be purged before 30 days if a written, verifiable request is received from the customer.

15. Limitations of Free Accounts: THE FUNCTIONALITY OF ALL FREE ACCOUNTS IS LIMITED. FileDrive MAKES NO CLAIMS TO THE FUNCTIONALITY OR USABILITY OF FREE ACCOUNTS. A FREE ACCOUNT WILL ENTER THE CANCELLATION STATUS IF NO ACCOUNT ACTIVITY HAS OCCURRED WITHIN THE PAST 60 DAYS. ONCE A FREE ACCOUNT ENTERS A CANCELLATION STATUS, THE ACCOUNT AND ALL OF THE ACCOUNT FILES MAY BE PURGED WITHOUT FURTHER NOTICE. The "1GB Free Account" is offered as a free trial version of the paid Personal Plan. This 1GB Free Account comes with 1GB of remote file storage. A free account in cancellation status may be renewed by logging in and upgrading, within 30 days from the date of cancellation. It may be possible to return to a cancelled account beyond 30 days and upgrade it to a subscription, if it has not yet been purged. There are no charges for the 1GB Free Account unless you choose to upgrade the plan to a paid Personal subscription.

15.a - Limitations of Single Account:
Maximum Size Per File: 100MB

16. Advertisements. FileDrive assumes no liability for anything that is perceived in advertisements in FileDrive, or any actions that are taken or not taken as a result of those advertisements and any contact that you have with the advertisers.

17. Intellectual Property. By registering with this service, you understand and agree that all content created by FileDrive for the FileDrive system, as well as all of FileDrive's software that supports this system, is protected by trademarks, copyright, service marks, or other property rights and laws. Therefore you must have appropriate authorization before reproducing, distributing, copying, or taking and changing any of these contents. Further, your use of the FileDrive system must be in accord and governed by all appropriate state, federal, local, international, and national laws and regulations.

18. Applicable Laws. If anything which is inserted into this Terms of Use document is found by the appropriate legal jurisdiction and authority to be in violation of the relevant law then the other parts of the Terms of Use shall be understood as close to their original meaning as possible and the parts which were not in violation of a law remain in full effect, and full force.

19. Enforcement. If FileDrive fails to act on any of the terms of this document it should not be construed as a waiver of any provision unless FileDrive agrees to any such waiver in writing.

20. Automatic Upgrade for Excess Storage Used. IF THE TOTAL SIZE OF YOUR FileDrive ACCOUNT EXCEEDS THE CURRENT PLAN SIZE PURCHASED, A NOTICE WILL BE EMAILED TO THE REGISTERED EMAIL REQUESTING THAT ACTION PLEASE BE TAKEN TO CORRECT THE OVERAGE. WITHIN 3 DAYS FROM THIS NOTICE AN UPGRADE MUST BE PERFORMED OR FILES MUST BE DELETED TO BRING THE SPACE USED DOWN TO AT OR BELOW THE MAXIMUM STORAGE PURCHASED (THE CURRENT PLAN SIZE). IF NO ACTION IS TAKEN WITHIN THREE (3) DAYS YOUR ACCOUNT WILL BE AUTOMATICALLY CHARGED FOR THE ADDITIONAL STORAGE SPACE AND YOUR RECURRING PLAN WILL BE UPGRADED TO THE NEXT LARGEST PLAN THAT ACCOMMODATES THIS STORAGE SPACE. FileDrive IS NOT RESPONSIBLE FOR EMAIL RECEPTION, THEREFORE YOU ARE RESPONSIBLE FOR KEEPING TRACK OF THE SIZE OF YOUR STORAGE USED.

21. Automatic Renewal of Account and Recurring Charges. Unless specifically agreed upon in writing between the Account Holder and FileDrive at the commencement of a subscription term, or unless Account Holder notifies FileDrive via phone or in writing of service cancellation with confirmation from a FileDrive representative prior to the conclusion of the term, at the conclusion of any service term, whether monthly, yearly, or otherwise, FileDrive will automatically renew the service for the same term and will charge the Account Holder's Paypal account or credit card on the first day of the renewal term. For all FileDrive Account users paying by Paypal or any credit card, you authorize a recurring monthly or annual charge to your Paypal account or credit card in exchange for the use of the service and remote drive space, according to the selected monthly or annual plan. Your Paypal or credit card statements will keep you informed of account status and you will not receive any further invoices or statements from FileDrive for as long as you are enrolled in the service. The FileDrive service can be discontinued by notifying FileDrive via phone or in writing prior to the next billing period. Charges will appear on statements as FileDrive. If any Paypal account or credit card information is found to be invalid, or if the Paypal account or credit card expires, you will be given 5 days from date of notification to correct the Paypal account or credit card information before the service is suspended.

22. Payment Terms. If payment is not made on the plan billing date there is a ten (10) day grace period to correct the credit card information on file and post a payment to the account. After the ten (10) day grace period, nonpayment may result in suspension of service and subsequent termination of your service contract.

23. Payment Terms for Corporate Accounts Any unpaid charges will accrue late fees after 30 days at the rate of 2% of the unpaid balance payable per month, each month. Failure to pay a past due amount is considered a material breach of contract and may result in suspension of service and subsequent termination of your service contract.

24. Residents within the European Union. By using the FileDrive service, residents of the European Union consent to the processing of personal information in the United States.

25. Applicable Law. By visiting FileDrive.com or using the FileDrive service, you agree that the laws of the state of Texas, without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and FileDrive.

26. Disputes. Any dispute relating in any way to your visit to FileDrive.com or use of the FileDrive service in which the aggregate total claim for relief sought on behalf of one or more parties exceeds $7,500 shall be adjudicated in any state or federal court, and you consent to exclusive jurisdiction and venue in such courts. You further agree that any claim, cause or action related to the Service or this Agreement must be filed within one (1) year after such claim arose. The headings used to describe the sections of this Agreement are solely for descriptive purposes. They do not imply or refer to a specific legal description or obligation.

27. Email Communications. By agreeing to the Terms of Service, you are agreeing to receiving email communications from FileDrive.com, which may include account notifications, billing notifications, and promotional notifications.

Thank you for choosing FileDrive!