1. Acceptance of Terms and Definitions.
Words in these Terms may have a specified definition, which can be found in the last section of these Terms, and you hereby acknowledge and consent to these definitions.
Toradex may update, modify or replace (collectively referred to as “change”) these Terms from time to time in our own discretion. The continued use of the Service by you after any change shall mean you accept and agree with the change. If you don’t agree you shall not use the Service.
In addition to these Terms, Toradex may publish other regulations or policies on the Service’s website that shall have the same effect as a change of these Terms.
2. Use of Service.
The Service enables you to send electronic files or data (“Files”) to the Service infrastructure or to receive Files sent by other Users using the Service. You may access and use the Service on a hosted basis (“Software as a Service” – “SaaS”) and in two ways: (1) You may send Files to others by specifying the e-mail address of the recipient or by using a link created by the Service to the uploaded Files, or (2) You may download Files via the link to the uploaded Files that you receive by e-mail. You acknowledge that the Service is offered as a file sharing platform between current or prospective Toradex customers and Toradex and is completely free of charge.
Files are stored on the Service infrastructure and servers for the period as specified with the uploading of the Files. After the specified period or, alternatively, after a maximum period of one year Files are permanently deleted.
You guarantee (i) that you have permission to upload the Files on the Service infrastructure and (ii) that you have permission to grant Users to whom you send the link to the Files.
You agree and acknowledge that Toradex has no obligation to retain backups of the Files and that Toradex may irreversibly delete them in case of illegal use, violation of these Terms or the rules of conduct. You understand and agree that Toradex has no obligation to operate the Service, to keep the Service online or to provide any support for the Service. You agree and acknowledge that Toradex may terminate and take-down the Service at any time, without notice, and at Toradex’s sole discretion.
3. Privacy and Security.
You acknowledge and agree that Toradex will have the right to provide your name, email address and IP-address to a court, official authorities, or an alleged owner of third party property rights if a court or official authority (e.g. public attorney) issues an order or request for such information.
You understand and acknowledge that the use of the Service requires the processing and transmission of information over the Internet and that information may be transmitted through networks which are not owned or operated by Toradex or which are located in other countries. Toradex is not responsible for any communication or data which are lost, altered, intercepted or stored without authorization during the transmission over the Internet. Toradex has no obligation to retain backups of Files.
Don’t process or upload any confidential information over the Service and only download Files from Users you know or to which you have a professional relation and which are trustworthy.
It is recommended that you install anti-malware and firewall software on your computer to protect yourself and others from viruses, spam, and other malware.
4. Rules of Conduct and Reporting.
a) Rules of Conduct.
You must comply with all applicable laws and regulations when using the Service and apply general rules of conduct like decency and respect towards others. In particular, you agree not to:
- upload or share pornography,
- promote anything that may be threatening, harassing, hateful, defamatory, fraudulent, tortious, or obscene,
- post or link to advertisements,
- willfully upload or post malware source code or binaries,
- violate privacy rights,
- access non-public areas of the Service.
Toradex reserves the right and authority of interpretation whether a conduct is against the general rules of conduct. Toradex may publish additional rules of conduct on the Website, which must be followed by users.
Any person (“Notifier”) may report an alleged illegal content or unsuitable conduct for the Service. A report should include all information necessary to evaluate the lawfulness of the content or the unsuitability of the conduct for the Service. The Notifier will provide Toradex with an indemnity against claims from the alleged owner of disputed content, and against the handling of the report by Toradex. Toradex will evaluate the report and decide on the measures to be taken to address the report.
5. Intellectual Property Rights.
Intellectual property rights stay with the respective owner, licensee, creator etc. of the Files and Toradex does not claim any ownership to the Files. You are responsible that you have all permissions necessary to upload, grant access to, or view the Files. In particular, you guarantee that you have permission to grant access to the Users to whom you send the link to the Files.
Toradex reserves the right to delete any Files in case of violation or reasonable suspect of violation of intellectual property rights.
All intellectual property rights to the Service, including, without limitation, copyrights, trademarks, patent rights and all other intellectual property rights, remain with Toradex. You agree not to modify, obscure, or delete any proprietary rights notices. You may not modify the Service’s software, make derivative works based on the Service’s software, or combine the Service’s software with any other programs. You may not reverse engineer, disassemble, or decompile the Service’s software, in whole or in part.
6. Disclaimer of Warranties.
The Service and any content, information, functionality, software, products or services are provided on an “as is” and “as available” basis. Toradex disclaims all warranties, express and implied, including without limitation to the warranties of merchantability or fitness for a particular purpose. You agree that your use of the Service is at your own risk.
7. Limitation of Liability.
In no event shall Toradex, its employees, directors, officers, agents, or affiliates be liable for any indirect, incidental, special, punitive or consequential damages, or damages for loss of profits, loss of revenue, loss of data, or other damages, arising out of or in connection with the Service and any content, information, functionality, software, products, or other services made available to you. In case Toradex is liable for any damages under mandatory law, including direct damages, Toradex’s aggregate liability shall not exceed in any event the amount of one hundred euro (EUR 100).
You shall indemnify, defend and hold harmless Toradex, its employees, directors, officers, agents, or affiliates, to the fullest extent permitted by law, from any and against any claims, demands, damages, costs (including reasonable attorneys’ fees), and liabilities arising out of or in connection with your unlawful use of the Service, or your breach of these Terms.
9. No Confidentiality.
All information you process or upload to the Service are deemed to be non-confidential and you acknowledge that Toradex has no obligation to treat information on the Service confidential. You acknowledge that information processed or uploaded over the Internet is transmitted through networks which are not owned or operated by Toradex or which are located in other countries and that information is not treated confidential.
10. Export Control.
You agree that you will comply with all applicable export and re-export control laws, in particular, if applicable, Council Regulation (EC) No 428/2009 (EU Dual-Use Regulation) and the U.S. Export Administration Regulations (EAR). You may not process or transmit any plans, specifications, or other technical data or information that contains sensitive data or information about military devices or weapons systems.
11. Governing Law and Jurisdiction.
These Terms shall be governed exclusively by the laws of Switzerland. Any disputes under these Terms shall be exclusively heard in the courts of the Canton of Lucerne, Switzerland, competent at the seat of Toradex and you consent to exclusive jurisdiction and venue in such courts. The application of the Vienna Convention on Contracts for the International Sale of Goods is excluded.
12. Attorneys’ Fees.
In any court action at law or equity that is brought by anyone to enforce or interpret the provisions of these Terms, the prevailing party will be entitled to reasonable attorneys’ fees, in addition to any other relief to which that party may be entitled.
Any of the provisions of these Terms may be waived by the party entitled to the benefit thereof. Neither party will be deemed, by any act or omission, to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the waiving party, and then only to the extent specifically set forth in such writing. A waiver with reference to one event will not be construed as continuing or as a bar to or waiver of any right or remedy as to a subsequent event.
If any provision of these Terms is found to be invalid or unenforceable to any extent in any context, it shall nevertheless be enforced to the fullest extent allowed by law in that and other contexts, and the validity and force of the remainder of these Terms shall not be affected thereby.
“Files” shall mean the electronic files or data you send, receive or download over the Service, e.g. text, graphics, images, videos, documents, or other data.
“Service” shall mean the “Toradex File Sharing” platform, including the website, content, functionality, software, products, and services made available to you.
“Toradex”, “we”, “us” or “our” shall mean Toradex AG, Altsagenstrasse 5, 6048 Horw, Switzerland.
“User”, “Users”, “user” or “users” shall mean any individual or collectivity of individuals, including you, accessing and using the Service, and, if you access the Service on behalf of a corporation of other legal entity, you and such corporation or other legal entity on whose behalf you access the Service.
“You”, “you” or “your” shall mean you specifically, or relate to you, as the individual accessing and using the Service.
DATED: October 31, 2015.