EzUpData Terms and Conditions

Introduction

Welcome to EzUpData!

EzUpData integrates the files on your local computer to the web by providing Internet-based data storage and transfer resources. We allow you to easily and securely share your data and files with your contacts both inside and outside your organization.

To do so, EzUpData provides customers with on-demand computing and storage to host, scale, and manage web applications on the Internet. The service is intended for both end-users and application developers by removing the complexity of creating and hosting your own web site, files, logins, etc.

You must be at least 18 years of age to use the EzUpData service. By using the EzUpData service, you signify your agreement to these terms and conditions. If you do not agree, you may not use the EzUpData service.

How You May Use This Service

EzUpData believes our customer is always right and wants to support you and your organization's goals. In using the service, you will:

  • obey the law
  • obey any codes of conduct or other notices we provide
  • keep your account password secret
  • promptly notify us if you learn of a security breach related to the service

How You May Not Use the Service

You agree to abide by all applicable local, state, national and international laws, treatises and regulations in connection with the Service. In addition, without limitation, you agree not to use the Service to:

  • engage in, facilitate or further any illegal or fraudulent conduct
  • transmit through or post on the Service unlawful, harassing, libelous, abusive, tortuous, defamatory, threatening, harmful, invasive of another's privacy, vulgar, obscene, illegal, or otherwise objectionable material of any kind or nature or which is harmful to minors in any way
  • transmit or share any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity
  • transmit any material that contains software viruses or other harmful or deleterious computer code, files or programs such as Trojan horses, worms, time bombs, and cancelbots
  • engage in obscene activities such as pornography
  • send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise
  • be a destination linked from any unsolicited bulk messages or unsolicited commercial messages ("spam")
  • use any automated process or service to access and/or use the service (such as a BOT, a spider, or "meta-searching")
  • use any unauthorized means to modify or reroute, or attempt to modify or reroute, the service
  • harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent
  • damage, disable, overburden, or impair the service (or the network(s) connected to the service) or interfere with anyone's use and enjoyment of the service
  • attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service, through password mining or any other means
  • use the service in a way that harms us or our advertisers, affiliates, resellers, distributors and/or vendors, or any customer of ours or our advertisers, affiliates, resellers, distributors and/or vendors

EzUpData has no obligation to monitor the Service and/or Content of any user's use thereof or retain the content of any user session. However, EzUpData reserves the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request.

Spam

EzUpData is designed to share data with your contacts, not with people whom you have no previous relationship. You may not share files using email lists from people who have not given you permission to contact them. You may not use:

  • Purchased email lists
  • Rented lists
  • 3rd party lists

EzUpData reserves the right to limit the number of emails you send using our system, or revoke your permission to email if you receive too many bouncebacks or complaints.

Agreement Terms

This Agreement is between Financial Modeling Specialists, Inc. ("FMS", "EzUpData", "we", "our") a Virginia based corporation, and you ("you" or "Customer"), as an authorized user of EzUpData, and governs the terms and conditions of your use of EzUpData ("EzUpData" or "the Service"). This Agreement, together with any operating rules, policies, price schedules, or other supplemental documents expressly incorporated herein by reference and published from time to time by EzUpData (collectively, the "Agreement"), constitutes the entire agreement between EzUpData and you regarding EzUpData, and supersedes all prior agreements between the parties regarding the subject matter of this Agreement. Notwithstanding the foregoing, your use of any software provided by EzUpData related to the Services shall be pursuant to a separate agreement governing Customers' use of such software. For purposes of this Agreement, "EzUpData" or "Services" are defined as any and all services provided by EzUpData to you either now or in the future. By using EzUpData, you confirm your acceptance of, and agree to be bound by, this Agreement.

EzUpData offers Services at its website, www.EzUpData.com.

Free Trial Offer and Usage

EzUpData provides a free trial as an benefit to you. The Free Trial offer entitles you to a one-time free trial usage of the service.

If you exceed the bandwidth or storage limits of your plan while on your free trial, EzUpData reserves the right to terminate your free trial before the specified end date or require you to switch to a paid plan to continue usage of the account. Additionally, if you or your organization previously created a free trial, you may be required to convert to a paid account or your trial account may be canceled. Finally, if EzUpData determines that you are using your free trial in a potentially illegal or unethical way, your free trial may be terminated without notice. EzUpData also reserves the right to terminate your free trial for other reasons not outlined above, at the discretion of the company.

Automatic Conversion to Paid Account

When you sign up for a free trial, you specify the service plan to use after the trial period. At the end of the trial period, you are automatically subscribed and we bill your credit card for the fees to the Service plan you selected or to a default Service plan for trial subscribers selected by EzUpData.

Canceling Your Trial Account

If you wish to terminate the trial and do not wish to subscribe to a plan, you must cancel before the end of your trial period. When you log into your account in EzUpData, go to the Account section and select the Cancel Account hyperlink on the left border. Confirm your selection in the screen to permanently cancel your account.

Incomplete Signups

If you begin the sign up process for EzUpData but fail to complete the process, EzUpData may contact you in an effort to help successfully guide you through this process. You hereby authorize EzUpData to make such contact, even if you ultimately determine not to sign up for EzUpData.

Trial Offers, Coupons, Credits and Special Offers

EzUpData reserves the right to create, discontinue or modify coupons, credits and special promotional offers at our discretion.

Accounts

An account is required for the Service and may only be accessed and used by authorized individuals who are registered with EzUpData. To open an account, you or your company must complete the registration process by providing EzUpData with current, complete and accurate information as prompted by the registration form. In registering for the Service, you agree to submit accurate, current, and complete information about you and promptly update such information when it changes. Should EzUpData suspect that such information is untrue, inaccurate, not current, or incomplete, EzUpData has the right to suspend or terminate your usage of the Service. An email address you specify will be verified and assigned as the owner of the account. Accounts are managed by the owner who may designate additional individuals (depending on the service plan) who may have administrative privileges to use the account.

Account Owner Responsibilities

You as the account owner are responsible for any and all activities that occur under the account including the activities of the designated administrators. You shall notify EzUpData immediately of any unauthorized use of the account or any other breach of security that is known or suspected. You shall also use their best efforts to stop immediately any copying or distribution of Content that is known or suspected to be a violation of the terms of Service. EzUpData shall not be responsible for any unauthorized access to, or alteration of, your transmissions or data, any material, information or data sent or received, regardless of whether the data is actually received by EzUpData, or any transactions entered into through the Service or failure to abide by this Agreement.

Account Information and Data

EzUpData does not own any data, information or material that you submit to the Service or store in your account ("Data"). EzUpData will not disclose any information regarding you or your account, including any Data, without your prior permission except in accordance with this Agreement.

EzUpData severely restricts the situations where we access your information. We may access your account, including its Data, to respond to service or technical problems, or as stated in this Agreement, or in response to legal and law enforcement requirements. For more details on account privacy and the steps EzUpData has taken to preserve your confidentiality, please refer to our Privacy Policy.

You, not EzUpData, have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all Data. EzUpData is not responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Data.

Account Fees and Taxes

EzUpData offers its Service, as described on the EzUpData website and as published within the Service for monthly or annual terms (the "Fees") which you will pay to EzUpData by authorized credit card or by check. The Fees applicable for the Service are available online and as published within the Service. EzUpData reserves the right to change the Fees or applicable charges and to institute new charges at any time, upon thirty (30) days prior notice to you (which may be sent by e-mail).

After your initial trial period, your authorized credit card is automatically charged the Fees for the plan you selected. For subsequent periods, your credit card is charged seven (7) days prior to the end of your period.

Your EzUpData account is considered delinquent if your credit card company refuses for any reason to pay the amount billed to it. Email will be sent to alert you of the status and to bring the account back to current status by the end of the period.

If the account is delinquent for the new (unpaid) period, the Service is suspended. If the account is delinquent for more than 30 days, the account may be archived or purged from system. EzUpData may impose a charge to restore archived data from delinquent accounts but does not guarantee this is possible.

EzUpData will not refund any Fees already paid by you for periods that have already started.

If you believe EzUpData has billed you incorrectly, you must contact EzUpData no later than 60 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to EzUpData's Customer Support department (support@EzUpData.com).

EzUpData may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by EzUpData thirty (30) days after the mailing date of the invoice, or the Service may be terminated. Unpaid invoices are subject to a 5% late fee plus interest of 1.5% per month on any outstanding balance, or the maximum permitted by law, plus all expenses of collection.

Please remember that EzUpData bills you immediately for the extra features you order. You are charged a pro-rated amount for the upgrade based on the number of days left until your regular billing date. Subsequently, you are billed for all subscription charges on the normal billing date for your account. If you choose to cancel the extra features after your card is billed for the month, you are not reimbursed for the days you did not use the features.

Taxes

You as the Account Owner are responsible for calculating and submitting any and all taxes for your jurisdiction including national and local sales and use taxes, value added taxes, and other liabilities.

Termination

You may cancel your account at any time by logging in with your account owner email address, going to the Account tab, and selecting Cancel Account from the left border. Confirm your selection in the screen to permanently cancel your account.

EzUpData, in its sole discretion, may terminate your password, account, or use of the Service and remove and discard any Data within the Service if you fail to comply with this Agreement. You may terminate your user account upon notice to EzUpData at any time; however, you will not receive a refund of any portion of your fees paid to EzUpData. Upon termination by EzUpData or at your direction, you may request a file of your Data, which EzUpData will make available for a fee. You must make such request at the notification of termination to receive such file within (30) days of termination. Upon termination of an account, your right to use such account and the Service immediately ceases. EzUpData shall have no obligation to maintain any Data stored in your account or to forward any Data to you or any third party.

Rights, Liabilities, and Laws

This Agreement will be governed by Virginia law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction. You agree that all disputes, actions, claims, or causes of action related to this Agreement or in connection with the Service into mediation and binding arbitration, and forgo court and jury trial.

No text or information set forth on any other purchase order, preprinted form or document shall add to or vary the terms and conditions of this Agreement. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect.

No joint venture, partnership, employment, or agency relationship exists between you and EzUpData as a result of this agreement or use of the Service. The failure of EzUpData to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by EzUpData in writing. EzUpData has the right to assign any or all of its rights and obligations under this Agreement at any time. This Agreement comprises the entire agreement between you and EzUpData and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.

Proprietary Rights and Restrictions

EzUpData grants you a non-exclusive, non-transferable license to use the products and software contained in or made available through the Service (the "Content") solely for your own internal purposes.

You are permitted to store, manipulate, analyze, reformat, print, and display the Content only for your use. Unauthorized use of the Service is expressly prohibited. You shall not copy, license, sell, transfer, transmit, make available, distribute, publish, or assign this license or the Content in any format to any third party.

All rights not expressly granted by EzUpData to You are retained by EzUpData. You have complete rights to the files you upload to EzUpData. You have no right, title or interest in or to the Service or any Content. You agree that EzUpData or its licensors retain all proprietary right, title and interest, including copyright and all other intellectual property rights, in and to the Service and Content, including, without limitation, text, images, and other multimedia data. EzUpData and/or other EzUpData products and services referenced herein are either trademarks or registered trademarks of EzUpData.

Indemnification

You shall indemnify and hold EzUpData and its parents, subsidiaries, affiliates, officers, directors, employees, attorneys, and agents, harmless from and against any and all claims, costs, damages, losses, liabilities, and expenses (including attorneys' fees and costs) arising out of or in connection with your use of the Service (including the Content) or breach of this Agreement.

Disclaimer of Warranties

EZUPDATA MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. EZUPDATA DOES NOT REPRESENT OR WARRANT THAT: (I) THE USE OF THE SERVICE WILL BE TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (II) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (IV) ERRORS OR DEFECTS WILL BE CORRECTED, (V) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY EZUPDATA.

Limitation of Liability

IN NO EVENT SHALL EZUPDATA'S AGGREGATE LIABILITY EXCEED THE AMOUNT ACTUALLY PAID BY YOU IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EZUPDATA BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS SERVICE, INCLUDING BUT NOT LIMITED TO YOUR USE OR INABILITY TO USE THE SERVICE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICE, EVEN IF EZUPDATA HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Additional Rights

Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the exclusions set forth above may not apply to you.

Local Laws and Export Control

EzUpData controls and operates this Service from its location in the United States of America and is subject to the United States Export Administration Laws and Regulations. EzUpData makes no representation that the Service is appropriate or available for use in other locations. If you use the Service from outside the United States of America, you are solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of the Content contrary to United States law is prohibited. None of the Content, nor any information acquired through the use of the Service, is or will be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals, nor is or will be used for nuclear activities, chemical biological weapons, or missile projects, unless specifically authorized by the United States Government for such purposes. You shall comply strictly with all United States export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required.

Modification to Terms

EzUpData reserves the right to change the terms and conditions of this Agreement or its policies relating to the Service at any time and shall notify you by posting an updated version of this Agreement on the Service and/or by sending you an email message. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.