RAID.Cloud Terms of Service - Europe

Welcome to RAID.Cloud. Please read these terms of service (these "Terms" or "Agreement) carefully as they form a contract between the person accepting these Terms (“you” or “your”) and We Do Consulting – Sistemas de Informação, S.A. ., a Portuguese corporation with registered office at Lugar do Espido – Via Norte, 4470 Maia, with taxpayer number 505089971 (“WeDo”, , "we", "us", or "our") that governs: (i) your access and use of the Digital Risk Profile and the revenue and fraud management solutions provided by WeDo, or any subcontracted entity (the “RAID.Cloud”); (ii) the WeDo websites or applications; and (iii) any written or electronic use or features guides or other documentation provided or made available by WeDo (the "User Guides") (collectively the "Service" or “Services” or “Raid.Cloud Subscription Services”).
By clicking a box indicating acceptance of the Terms or by executing an order form that references this Agreement you agree to be bound by these Terms. The Services are intended for professional use. If you are accepting these Terms or using the Services on behalf of an organization, you are agreeing to these Terms for that organization (including its affiliates) and representing to WeDo that you have the authority to bind that organization to these Terms (in which event, "you" and "your" will refer to that organization) unless that organization has a separate paid contract in effect with us, in which event the terms of that contract will govern your use of the Service. You may use the Services only in compliance with these Terms and only if you have the power to form a contract with WeDo and are not barred under any applicable laws from doing so. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MUST NOT USE THE SERVICES AND CLICK ON THE CANCEL BUTTON. Should you have any questions concerning these Terms, please contact legal@raid.cloud

Please note that: (i) the Services are provided AS IS and with limited warranty and during the trial period the Services are provided without any warranties (ii) these Terms limit our liability to you; and (iii) these Terms provide for automatic renewal of the Services if you so choose. See Sections 13 (LIMITED WARRANTY), 15 (LIMITATION OF LIABILITY) and 18 (FEES & PAYMENT) of these Terms for details. These Terms are the default terms of service that are applicable to all our customers unless other terms of service apply to your specific jurisdiction.

1. CHANGES TO THESE TERMS

We reserve the right to revise these Terms from time to time. We will date and post the most current version of these Terms on the RAID.Cloud website, www.raid.cloud (the “Site”). Any changes will be effective upon posting the revised version of these Terms (or such later effective date as may be indicated at the top of the revised Terms). If in our sole discretion we deem a revision to these Terms to be material, we will notify you via the Service and/or by email to the email address associated with your account. Notice of other changes may be provided via the Site or related RAID.Cloud blogs. Therefore, we encourage you to check the date of these Terms whenever you visit the Site to see if these Terms have been updated. Your continued access or use of any portion of the Service constitutes your acceptance of such changes. If you do not agree to any of the changes, you must cancel and stop using the Service.

2. ACCESS TO THE SERVICE

You may use the Service, on a non-exclusive basis, solely in strict compliance with these Terms and all applicable laws. Services and additional Services to the extent available may obtained purchased through Orders. “Order” means (i) the agreed ordering document for the purchase of the Services, (ii) that is subject to this Agreement, and (iii) that identifies the particulars of the purchase and fees to be paid and may include additional terms and conditions to this Agreement. Orders must currently be made in English.
The Service has been designed and is intended to operate on any internet browser. By contracting through the Site you consent to entering into an e-commerce agreement. If you are not willing to enter into an e-commerce contract and would like to enter into a traditional written agreement, please contact us at legal@raid.cloud. YOU HEREBY CONSENT AND ACKNOWLEDGE THAT THE SERVICE WILL INITIATE AND BE AVAILABLE IMMEDIATELY AFTER PAYMENT, WITH ALL APPLICABLE CONSEQUENCES

3. YOUR ACCOUNT

If a third party such as an employer, or school opened the account for you to use for professional or academic purposes, that party has rights to your account and may: manage your account, reset your password, or suspend or cancel your account; view your account's usage; and read or store Content (as defined below) in your account.

4. CONSENT TO ELECTRONIC COMMUNICATIONS AND SOLICITATION

By registering within RAID.Cloud, you understand that you will have the option to consent to the receipt of communications or data regarding the Services, via e-mail. Please consult our Privacy Policy in order to see the situations in which we may communicate with or without consent https://raid.cloud/privacy-policy/.

5. CONTENT

Subject to the limited rights expressly granted to you hereunder, WeDo reserves all right, title and interest in and to the Services, including all related intellectual property rights. Except for material that we license to you under a separate agreement, we do not claim ownership of any information, materials or data that you upload into the RAID.Cloud and is transmitted, stored, or processed in your account(s) (hereinafter, “Content”). We also do not control, verify, or endorse the Content that you and others make available on the Service, but we provide users the possibility of reporting non-conforming Content. We provide functions that allow you to control who may access your Content. If you enable the features that allow you to share the Content with others, anyone you've shared Content with (including the general public, in certain circumstances) may have access to your Content. You hereby grant WeDo and its contractors the right to transmit, use and disclose Content posted on the Service solely to the extent necessary to provide the Service, as otherwise permitted by these Terms, or to comply with any request of a governmental or regulatory body (including subpoenas or court orders), as otherwise required by law, or to respond to an emergency which WeDo has evidence leading it to believe in good faith requires WeDo to disclose information to assist in preventing the death or serious bodily injury of any person. You represent and warrant that: (a) you have all the rights in the Content necessary for you to use the Service and to grant the rights in this Section; and (b) the storage, use or transmission of the Content does not violate any law or these Terms. You will: (a) be solely responsible for the nature, quality and accuracy of the Content; (b) ensure that the Content (including the storage or transmission thereof) complies with these Terms and any and all applicable laws, and regulations; (c) promptly handle and resolve any notices and claims relating to the Content, including any notices sent to you by any person claiming that any Content violates any person's rights, such as take-down notices and any other notices; and (d) maintain appropriate security, protection and backup copies of the Content, which may include your use of additional encryption technology to protect the Content from unauthorized access. WeDo will have no liability of any kind as a result of your deletion of, correction of, destruction of, damage to, loss of or failure to store or encrypt any Content. You must immediately notify WeDo in writing of any unauthorized use of: (a) any Content (b) any account; or (c) the Service that comes to your attention. In the event of any such unauthorized use by any third party that obtained unauthorized access through you, you will take all steps necessary to terminate such unauthorized use. You will provide WeDo with such cooperation and assistance related to any such unauthorized use as WeDo may reasonably request.

6. CONTENT STORAGE

The Service is provided from Portugal. By using and accessing the Service, you understand and consent to the storage and processing of the Content and any other personal information in countries outside the European Union, including the United States.

7. SUSPENSION AND TERMINATION OF USE OF THE SERVICE

We reserve the right to temporarily suspend or terminate your access to the Service at any time , with or without notice, and without incurring liability of any kind, for any one or more of the following reasons: (a) the actual or suspected violation of these Terms; (b) the use of the Services in a manner that may cause WeDo to have legal liability or disrupt others' use of the Services; (c) the suspicion or detection of any malicious code, virus or other harmful code by you or in your account; (d) scheduled downtime and recurring downtime; (e) use of excessive storage capacity or bandwidth; or (f) unplanned technical problems and outages or other emergency situation, as determined in WeDo’s discretion. If the suspension might be indefinite and/or WeDo has elected to terminate your access to the Service, WeDo will use commercially reasonable efforts to notify you through the Service and/or by email to the email address associated with your account. You acknowledge that if your access to the Service is suspended or terminated, you may no longer have access to the Content that is stored with the Service. WeDo will use commercially reasonable efforts to return to you your Content in situations where suspension and termination are not the result of your infringing actions. WeDo may also terminate your account and your access to the Services immediately if: (i) you breach any of your obligations under these Terms and such breach remains uncured thirty (30) days after we have provided written notice to you of such breach, (ii) you become the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors, or (iii) you are in material breach of these Terms more than two (2) times notwithstanding any cure of such breaches. Upon termination by WeDo, you may request the return of your Content, which we will make available for a period of forty-five (45) days after termination, for an additional fee, provided that you make such request within ten (10) days following termination. Otherwise, any Content you have stored with the Service will not be retrievable, and shall be deleted from the Service. In addition to other termination provisions, if your account is not currently subject to a paid subscription plan with us, we at our discretion may terminate your account if you do not engage in any activity in your account for thirty (30) consecutive days. In the event of such termination, any Content you may have stored may be deleted within a maximum period of 15 days.

8. ACCEPTABLE USE

You must not use the Service to harm others or the Service. For example, you must not use the Service to harm, threaten, or harass another person, organization, or WeDo and/or to build a similar service or website. You must not: damage, disable, overburden, or impair the Service (or any network connected to the Service); resell or redistribute the Service or any part of it; use any unauthorized means to modify, reroute, or gain access to the Service or attempt to carry out these activities; or use any automated process or Service (such as a bot, a spider, or periodic caching of information stored by RAID.Cloud) to access or use the Service. In addition, you represent that you will not and will not encourage or assist any third party to: a. modify, alter, tamper with, repair or otherwise create derivative works of the RAID.Cloud or any software used in conjunction with it; b. reverse engineer, disassemble or decompile the software used to provide or access the Service, including the RAID.Cloud’s software, or attempt to discover or recreate the source code used to provide or access the Service, except and only to the extent that the applicable law expressly permits doing so; c. use the Service in any manner or for any purpose other than as expressly permitted by these Terms, or any other policy, instruction or terms applicable to the Service that are available on the Service ("Policies"); d. sell, lend, rent, resell, lease, sublicense or otherwise transfer any of the rights granted to you with respect to the Services to any third party; e. remove, obscure or alter any proprietary rights notice pertaining to the Service; f. access or use the Service in a way intended to improperly avoid incurring fees or exceeding usage limits or quotas; g. use the Service to: (i) engage in any unlawful or fraudulent activity or perpetrate a hoax or engage in phishing schemes or forgery or other similar falsification or manipulation of data; (ii) send unsolicited or unauthorized junk mail, spam, chain letters, pyramid schemes or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) store or transmit inappropriate Content, such as Content: (1) containing unlawful, defamatory, threatening, pornographic, abusive, libelous or otherwise objectionable material of any kind or nature, (2) containing any material that encourages conduct that could constitute a criminal offense, or (3) in a way that violates or infringes upon the intellectual property rights or the privacy or publicity rights of any person or entity or that may otherwise be unlawful or give rise to civil or criminal liability; (iv) store or transmit any Content that contains or is used to initiate a denial of service attack, software viruses or other harmful or deleterious computer code, files or programs such as Trojan horses, worms, time bombs, cancelbots, or spyware; (v) abuse, harass, stalk or otherwise violate the legal rights of a third party; or (vi) request, collect, or otherwise obtain personal information from or about individuals in a manner not permitted by applicable law; h. interfere with or disrupt servers or networks used by WeDo to provide the Service or used by other users' to access the Service, or violate any third party regulations, policies or procedures of such servers or networks or harass or interfere with another user's full use and enjoyment of any Software or the Service; i. access or attempt to access RAID.Cloud's other accounts, computer systems or networks not covered by these Terms, through password mining or any other means; j. cause, in WeDo’s sole discretion, inordinate burden on the Service or RAID.Cloud's system resources or capacity; or k. share passwords or other access information or devices or otherwise authorize any third party to access or use the Software or the Service. WeDo reserves the right, for safety or administrative purposes, to deactivate, change and/or require you to change your RAID.Cloud user ID and any custom or vanity URLs, custom links, or vanity domains you may obtain through the Services for any reason or for no reason. WeDo may exercise such right at any time, with or without prior notice. We will make all judgments concerning the applicability of these guidelines in our sole and exclusive discretion. We reserve the right, in our sole discretion, to determine whether and what action to take in response to each such notification, and any action or inaction in a particular instance will not dictate or limit our response to a future complaint.
We retain the right to block or otherwise prevent delivery of any type of file, email or other communication to or from the Service as part of our efforts to protect the Service, protect our customers, or stop you from breaching these Terms.

9. UPDATES TO THE SERVICE

WeDo reserves the right, in its sole discretion, to make necessary unscheduled deployments of changes, updates or enhancements to the Service at any time. We may add or remove functionalities or features, and we may suspend or, in exceptional circumstances, stop a Service altogether.

10. SOFTWARE

11. WEDO PROPRIETARY RIGHTS

As between WeDo and you, WeDo or its licensors own and reserve all right, title and interest in and to the Service and all hardware, software and other items used to provide the Service, other than the rights explicitly granted to you to use the Service in accordance with these Terms. No title to or ownership of any proprietary rights related to the Service is transferred to you pursuant to these Terms. All rights not explicitly granted to you are reserved by WeDo. In the event that you provide comments, suggestions and recommendations to WeDo with respect to the Service (including, without limitation, with respect to modifications, enhancements, improvements and other changes to the Service) (collectively, "Feedback"), You hereby grant, to the maximum extent possible under applicable law, to WeDo a world-wide, royalty free, irrevocable, perpetual license to use and otherwise incorporate any Feedback in connection with the Service.

12. PRIVACY

In order to operate and provide the Service, we may collect certain information about you, your customer(s) and your device(s). Please consult our Privacy Policy at https://raid.cloud/privacy-policy/ in order to see how we process your personal data and your respective rights.

13. LIMITED WARRANTY

WEDO WILL (I) PROVIDE THE RAID.CLOUD SUBSCRIPTION SERVICES IN A MANNER CONSISTENT WITH GENERAL INDUSTRY STANDARDS REASONABLY APPLICABLE TO THE PROVISION THEREOF; (II) USE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN THE SECURITY OF CUSTOMER PASSWORDS. WEDO WARRANTS TO YOU THAT THE RAID.CLOUD SUBSCRIPTION SERVICE (I) WILL PERFORM IN SUBSTANTIAL ACCORDANCE WITH THE THEN-CURRENT ON-LINE USER GUIDE AVAILABLE VIA THE RAID.CLOUD SUBSCRIPTION SERVICE AND (II) WILL BE PERFORMED IN A MANNER CONSISTENT WITH INDUSTRY STANDARDS REASONABLY APPLICABLE TO THE PROVISION THEREOF. YOUR EXCLUSIVE REMEDY AND OUR SOLE OBLIGATION FOR BREACH OF THE WARRANTY IN THIS SECTION 13 WILL BE WEDO’S USE OF COMMERCIALLY REASONABLE EFFORTS TO HAVE THE RAID.CLOUD SUBSCRIPTION SERVICES PERFORM IN SUBSTANTIAL ACCORDANCE WITH THE APPLICABLE USER GUIDE, OR REPLACE THE NON-CONFORMING PORTION OF THE RAID.CLOUD SUBSCRIPTION SERVICE WITHIN A REASONABLE PERIOD OF TIME, OR IF WEDO CANNOT HAVE THE RAID.CLOUD SUBSCRIPTION SERVICE PERFORM IN SUBSTANTIAL ACCORDANCE WITH THE USER GUIDE OR REPLACE THE WEDO SUBSCRIPTION SERVICE WITHIN SUCH TIME PERIOD, THEN WEDO WILL REFUND THE AMOUNT PAID BY YOU FOR THE RAID.CLOUD SUBSCRIPTION SERVICE, PRO-RATED FROM THE DATE OF THE NOTICE OF THE CLAIM. YOUR RIGHTS AND WEDO’S OBLIGATIONS IN THIS SECTION 13 ARE CONDITIONED UPON YOU PROVIDING WEDO WITH WRITTEN NOTICE OF THE CLAIM, A COMPLETE DESCRIPTION OF THE ALLEGED DEFECTS AND A SPECIFIC REFERENCE TO THE USER GUIDE TO WHICH SUCH ALLEGED DEFECTS ARE CONTRARY. YOU ACKNOWLEDGE THAT, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, WEDO, ITS AFFILIATES AND LICENSORS MAKE NO WARRANTY, EXPRESS, IMPLIED OR STATUTORY WITH RESPECT TO THE SERVICES OR USE THEREOF. WEDO, ITS AFFILIATES AND LICENSORS HEREBY EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY THAT SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR WITHOUT DELAY, AND THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INTERFERENCE, NON-INFRINGEMENT AND INFORMATION CONTENT. SAVE FOR THE ABOVE, WEDO PROVIDES THE SERVICE "AS IS", "WITH ALL FAULTS" AND "AS AVAILABLE". SAVE FOR THE ABOVE AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WEDO MAKES NO (AND SPECIFICALLY DISCLAIMS ALL) REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF HARMFUL COMPONENTS, THAT THE CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED, OR ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF ANY COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. WEDO MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE WHATSOEVER AS TO THE RELIABILITY, CORRECTNESS, ACCURACY, USEFULNESS, ADEQUACY, COMPLETENESS OR SUITABILITY OF THE SERVICES OR THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES. WEDO FURTHER DISCLAIMS, AND SHALL HAVE NO LIABILITY FOR: (A) ANY ERRORS, OMISSIONS, OR INACCURACIES IN THE SERVICES OR THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES, OR (B) ANY USES, MISUSES, OR INTERPRETATIONS OF THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES. YOUR USE OF THE SERVICES AND SUCH INFORMATION IS SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING EXCLUSIONS. IN SUCH AN EVENT SUCH EXCLUSION WILL NOT APPLY SOLELY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

14. INDEMNIFICATION

To the extent permitted by law, You will indemnify, defend, and hold harmless WeDo, its affiliates, and their respective employees, officers, agents, and subcontractors, against any cost, loss, damage, or other liability, including attorneys’ fees and costs, arising from: (a) any third party demand or claim that any Content provided by you infringes or misappropriates a registered patent, registered trademark, or copyright or other intellectual property right of a third party, or misappropriates a trade secret (to the extent that such misappropriation is not the result of WeDo’s actions); or (b) your violation of applicable law or these Terms; or (c) your use of the Services contrary to applicable law or these Terms of Service, including any information obtained from the Services. WeDo will reasonably notify you of any such claim or demand that is subject to your indemnification obligation.

15. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WEDO, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUE, GOODWILL, USE OR CONTENT) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, EVEN IF WEDO HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF WEDO AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS, RELATING TO THE SERVICES WILL BE LIMITED TO THE GREATER OF AN AMOUNT EQUAL TO THREE MONTHS OF YOUR SERVICE FEE FOR THE SERVICE OR FIVE EUROS (€5.00). THE LIMITATIONS AND EXCLUSIONS ALSO APPLY IF THIS REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES OR FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES. IN SUCH AN EVENT THIS LIMITATION WILL NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY LAW.

CONTRACTING PARTY; GOVERNING LAW; LOCATION FOR RESOLVING DISPUTES You are contracting with We Do Consulting – Sistemas de Informação, S.A., with its principal place of business at [Rua do Viriato, 13B, 1050-233 Lisbon]. The laws of Portugal or of the European Union govern the interpretation of these Terms and apply to claims for breach of these Terms, regardless of conflict of laws principles. The parties specifically exclude from application to these Terms the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act. All other claims, including claims regarding consumer protection laws, unfair competition laws, and in extra-contractual liability, will, only to the extent required by applicable law, be subject to the laws of the country in which you reside. You and we irrevocably consent to the exclusive jurisdiction and venue of the courts of Porto in Portugal, for all disputes arising out of or relating to these Terms. ##17. NOTICES We may send you, in electronic form, information about the Service, additional information, and information the law requires us to provide. We may provide required information to you by email at the address you specified when you signed up for the Service or by access to a website that we identify. Notices emailed to you will be deemed given and received when the email is sent. If you do not consent to receive notices electronically, you must stop using the Service. Any legal notices or other notices required by these Terms must be sent to us via email to legal@raid.cloud, with a duplicate copy sent via registered mail, return receipt requested, to the following address: RAID.Cloud Wedo Technologies, Rua do Viriato 13B - 1050-233 Lisbon. Any such notice, in either case, must specifically reference that it is a notice given under these Terms. ##18. FEES & PAYMENTS ###18.1 Fees The fees applicable for the Service ("Fees") are available on the Site and/or in RAID.Cloud’s then-current published price list or in a particular Order. The price stated for the Service excludes all taxes and charges, unless stated otherwise. You're responsible for any taxes and for all other charges incidental to using the Services (for example, data charges and currency exchange settlements). You will pay the Fees in Euros unless a different currency is quoted by WeDo for your account.
We will notify you in advance, either through the Service or to the email address you have most recently provided to us, if we change the Fees. If your subscription to use the Services includes a set price for a specific duration, that price will remain in force for the duration specified. After the offer period ends, your Fees for your use of the Service will be charged at the then-current price. If your subscription to use the Service includes payment on a period basis (for example, monthly) with no specific duration, we will notify you of any price change at least 30 days in advance. If you do not agree to these changes, you must stop using the Service and cancel your subscription in accordance with Section 18.4 below.. If you cancel, your Service ends at the end of your current payment period. If you expressly authorize us to do so, we will automatically renew the Service at the then-current price and for the same subscription period and will charge your credit card on file with us commencing on the first day of the renewal of the subscription period. If you do not provide us with instructions to renew automatically, the Service will expire at the end of the subscription period. ###18.2 Payment You must be authorized to use the credit card that you enter when you create a billing account. You authorize us to charge you for the Service using your credit card and for any paid feature of the Service that you choose to sign up for or use while these Terms are in force. You hereby authorize us to charge the applicable Fees to your credit card on file, which charges may occur, in our discretion: (a) at the time of purchase; (b) shortly after purchase; or (c) on a recurring basis for subscription Services. Also, we may charge you up to the amount you have approved, and we will notify you in advance of any difference in the amount to be charged to your credit card for recurring subscription Services. We may bill you simultaneously for more than one of your prior billing periods if the amount due for such prior billing period(s) remains unpaid. If your subscription automatically renews as provided herein, we will charge your credit card on file for the renewal fees for the applicable renewal term. All Fees are due the date the invoice is posted on your account. Except as specifically set forth in Section 18.5 below, all Services are prepaid for the period selected (monthly, yearly or otherwise) and are non-refundable, except as provided herein or in accordance with applicable law. This includes accounts that are renewed. You must keep all information in your billing account current. You can access and modify your billing account information and payment method on the Site, as well as when you place an Order. If you tell us to stop using your payment method, your notice to us will not affect charges we submit to your billing account before we reasonably could act on your request, said reasonable period being two business days. Except as prohibited by law, we may assess a late charge if you do not pay on time. The late charge will be the lesser of 1 percent of the unpaid amount each month or the maximum rate permitted by law. We may suspend or cancel your Service if you fail to pay in full on time and we reserve the right to enforce other measures foreseen in applicable law to collect monies owed to us. The invoice for the Service will be issued electronically with the information you provide us and sent to the e-mail address that you indicate. We assure you that the invoice guarantees the authenticity of its origin, the integrity of its content and its legibility. Once an Order has been placed, we will send you a confirmation e-mail. Once payment has been confirmed, you will also receive an e-mail confirming the payment and the commencement/renewal of the Service. ###18.3 Trials If you register for a free trial, we will make the applicable Services available to you on a trial basis free of charge until the earlier of (a) the end of the free trial period for which you registered to use the applicable Service, or (b) the start date of any purchased RAID.Cloud Subscription Services ordered by you for such Service. Additional trial terms and conditions may appear on the trial registration web page. Any such additional terms and conditions are incorporated into this Agreement by reference and are legally binding. YOUR CONTENT ON OUR SYSTEMS OR IN OUR POSSESSION OR CONTROL, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR YOU, DURING YOUR FREE TRIAL MAY BE PERMANENTLY LOST OR DELETED AT THE END OF THE FREE TRIAL PERIOD UNLESS YOU PURCHASE A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL OR PURCHASE UPGRADED SERVICES BEFORE THE END OF THE TRIAL PERIOD. If you are currently on our free 60-day trial, you may cancel or downgrade your account, free of charge, at any time during the sixty (60) day period after your account was created. (The day of creation constitutes the first day of the 60-day trial.) The last day of the 60-day trial signifies the due date of the first payment. If payment is not received by WeDo on the due date, we will assume that you do not wish to continue using the Service and your account will be frozen, inaccessible, all shared links will be turned off and your data will be deleted within a period of 15 days. ###18.4 Cancellation. In order to cancel your subscription to the Services, whether during your free trial period or otherwise, you must call WeDo at + 351 210 111 400 or email support@raid.cloud. For paid subscriptions, in which you have opted for automatic renewals, if you do not wish to renew the Service, you must cancel no later than three (3) business days prior to the end of your current payment term (whether monthly, yearly, or otherwise), as applicable. 18.5 Refunds. Save when applicable law foresees otherwise, all fees paid hereunder are non-refundable unless you are on a NON-TRIAL Annual Subscription Plan, in which event you may obtain a partial refund in the following circumstances: if your account automatically renews and you do not wish to continue your subscription for the applicable renewal period, you may cancel your subscription in accordance with Section 18.4 above and request a refund for renewal fees charged to your credit card or otherwise prepaid by you for the renewal period, provided that you request such refund in writing within thirty (30) days after the day on which you were charged the renewal fees. In such an event, only a partial refund equivalent to 80% of the applicable annual renewal fee will be refunded. ##19. CONFIDENTIALITY ###19.1 Definition of Confidential Information. “Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. WeDo’s Confidential Information includes the Services and Confidential Information of each party includes business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party. ###19.2 Protection of Confidential Information. The Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) (i) not to use any Confidential Information of the Disclosing Party for any purpose outside the scope of these Terms, and (ii) except as otherwise authorized by the Disclosing Party in writing, disclose Confidential Information of the Disclosing Party only to those of its and its affiliates’ employees and contractors who need that access for purposes consistent with these Terms and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. ###19.3 Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law or by the order of a court or similar judicial or administrative body to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to that Confidential Information.

20. DATA PROTECTION

20.1. If and to the extent the provision of the Services involves processing of personal data, you authorize WeDo to process the personal data for the purposes of providing the Services, and WeDo shall act as a data processor, under the applicable data protection legislation governing the relevant data, namely personal data of your customers.

20.2. The Parties agree to comply with the data protection and privacy laws or regulations applicable to each of the Parties and/or the respective data subjects.

20.3. When processing personal data on your behalf, WeDo undertakes to fulfil the following conditions:

(i) To process the personal data only on documented instructions from the Client; (ii) Ensure that the persons authorized to process such data are bound by confidentiality obligations; (iii) Shall take the appropriate technical and organizational measures to secure the personal data against loss or any form of accidental destruction or unlawful processing (such as unauthorised disclosure, deterioration or alteration of personal data), to the extent possible and in accordance with the applicable legal requirements, provided that WeDo complies, at least, with the security standards stated in ISO 270001. (iv) Assist you, insofar as this is possible, with appropriate technical and organisational measures to allow the fulfilment of your obligations towards the data subjects requests; (v) Shall notify you without undue delay when becoming aware that a data breach has occurred, where such notification is mandatory, under the terms of the applicable data protection laws; (vi) When requested, and if needed, shall provide you with the assistance reasonably necessary to ensure compliance with your legal obligations pertaining to (i) data security, (ii) notification of personal data breaches to the supervisory authority, (iii) communications of data breaches to the data subjects, (iv) data protection impact assessments and (v) submission of requests for prior consultation with the supervisory authority provided that any costs which result from such assistance shall be exclusively borne by you; (vii) Upon termination of the Agreement, shall return to you all personal data and delete any existing copies, unless otherwise required by law, or transfer it to another provider, if you request so and provided that the costs of such transfer are exclusively borne by you. (viii) Shall make available to you all information necessary to demonstrate compliance with the obligations laid down in this Section and allow for and contribute to audits, including inspections, conducted by you or an independent third party mandated by you who is subject to a duty of confidentiality. Such audits shall be performed at your expenses, no earlier than two weeks after you have provided WeDo with a written notice and it must follow WeDo’s security requirements, without interfering substantially with its activities.

20.4. You warrant that the personal data you give us or ask us to collect on your behalf is lawful and is lawfully processed and collected (including, but not limited to, obtaining the consent of the data subjects for processing, when required) and that you are dully authorized to allow access of such personal data to WeDo or to engage WeDo into the collection and processing of such personal data. Therefore, you agree to indemnify and hold WeDo harmless of any claim that it may receive from a data subject or a data protection supervisory authority.

20.5. You acknowledge that WeDo may contract third parties to process personal data other than the ones currently indicated in the List of Subprocessors [LINK TO LIST] and, in such case, you authorize WeDo to engage such third parties as a data processor of personal data without your prior approval, provided that such processing is exclusively related with the provision of the Services.

20.6. WeDo shall notify you of any intended changes concerning the addition or replacement of other processors to the List of Subprocessors [LINK TO LIST], thereby giving you, if possible, the opportunity to object to such changes.

20.7. WeDo shall ensure that such third parties will be required to agree in writing to the same obligations and duties that are hereby agreed between the parties.

20.8. You hereby authorize WeDo to sign, in your name and on your behalf, with any non-EEA-based subprocessor it chooses for the provision of the Services, the Model Clauses 2010/87/EU approved by the Commission Decision of 5 February 2010 on standard data protection clauses for the transfer of personal data to processors established in third countries under Directive 95/46/EC of the European Parliament and of the Council, or other legal instrument deemed to consubstantiate an adequate safeguard for the transfer of data under the applicable legislation.

20.9. For the purposes of interpretation of this Section 20, all the terms used in this section shall be interpreted in accordance with the definitions of such terms set forth in Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).

21. MISCELLANEOUS

21.1. Severability; Entire Agreement

These Terms apply to the maximum extent permitted by relevant law. If a court holds that we cannot enforce a part of these Terms as written, you and we will replace those terms with similar terms to the extent enforceable under the relevant law, but the rest of these Terms will remain in effect. These Terms, including the Order or additional terms therein defined, constitutes the entire contract between you and us regarding the Service. It supersedes any prior contract or oral or written statements regarding your use of the Service.

21.2. Assignment and transfer

Neither party may assign this contract or transfer any rights to use the Service without the written consent of the other party. You hereby undertake to not unreasonably withhold your consent to the assignment of We Do’s rights and obligations, in whole or in part, following notice to the e-mail address provided. Your lack of response to a notice on the assignment of this agreement will be deemed acceptance.

21.3. Independent Contractors; No third-party beneficiaries

WeDo and you are not legal partners or agents; instead, our relationship is that of independent contractors. This contract is solely for your and our benefit. It is not for the benefit of any other person, except for permitted successors.

21.4. Claims

You must bring any claim related to these Terms or the Service within one year of the date you could first bring the claim, unless your local law allows a longer time to file claims. If it is not filed in time, the claim is permanently barred.

21.5. Waiver

The failure of either party to insist upon or enforce strict performance of any of the provisions of these Terms or to exercise any rights or remedies under these Terms will not be construed as a waiver or relinquishment to any extent of such party's right to assert or rely upon any such provision, right or remedy in that or any other instance; rather, the same will remain in full force and effect.

22. COPYRIGHT COMPLAINTS AND REMOVAL POLICY

23. INTELLECTUAL PROPERTY NOTICES

All contents of the Site and Services including but not limited to design, text, software, technical drawings, configurations, graphics, other files, and their selection and arrangement are: Copyright © WeDo, and/or the proprietary property of its suppliers, affiliates, or licensors. All Rights Reserved. WeDo and the RAID.Cloud logo are, without limitation, trademarks, service marks or registered trademarks of WeDo, and may not be copied, imitated, or used, in whole or in part, without WeDo’s prior written permission or that of our suppliers or licensors. Other product and company names may be trade or service marks of their respective owners. WeDo may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter that is part of the Service. Our provision of the Service does not give you any license to our intellectual property. Any rights not expressly granted herein are reserved.

24. RAID.CLOUD SUBSCRIPTION SERVICES DESCRIPTION

The RAID.Cloud Subscription Services are available at https://raid.cloud/subscription-agreement/ and may be be purchased under the terms set out in this Agreement, including through Order(s). Units of measurement may be applicable to certain RAID.CLOUD Subscription Service to the extent and set forth at https://raid.cloud/subscription-agreement/ and for the RAID.Cloud Subscription Services therein defined.

RAID.Cloud Terms of Service - North America and the Caribbeans

Welcome to RAID.Cloud. Please read these terms of service (these "Terms" or "Agreement) carefully as they form a contract between the person accepting these Terms (“you” or “your”) and We Do Technologies Americas, Inc., a Delaware corporation (“WeDo”, , "we", "us", or "our") that governs: (i) your access and use of the revenue and fraud management solution provided by WeDo, or any subcontracted entity (the “RAID.Cloud”); (ii) the WeDo websites or applications; and (iii) any written or electronic use or features guides or other documentation provided or made available by WeDo (the "User Guides") (collectively the "Service" or “Services” or “Raid.Cloud Subscription Services”). By registering or using any of the Services, or either by clicking a box indicating acceptance or by executing an order form that references this Agreement you agree to be bound by these Terms. If you are accepting these Terms or using the Services on behalf of an organization, you are agreeing to these Terms for that organization (including its affiliates) and promising to WeDo that you have the authority to bind that organization to these Terms (in which event, "you" and "your" will refer to that organization) unless that organization has a separate paid contract in effect with us, in which event the terms of that contract will govern your use of the Service. You may use the Services only in compliance with these Terms and only if you have the power to form a contract with WeDo and are not barred under any applicable laws from doing so. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MUST NOT USE THE SERVICES. Should you have any questions concerning these Terms, please contact legal@raid.cloud You may not access the RAID.Cloud Subscription Services if you are WeDo Technologies’ direct competitor, except with WeDo Technologies’ prior written consent. In addition, you may not access the RAID.Cloud Subscription Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes. Please note that: (i) the Services are provided AS IS and with limited warranty and during the trial period the Services are provided without any warranties (iii) these Terms limit our liability to you; and (iii) these Terms provide for automatic renewal of the Services. See Sections 13 (LIMITED WARRANTY), 15 (LIMITATION OF LIABILITY) and 18 (FEES & PAYMENT) of these Terms for details.

1. CHANGES TO THESE TERMS

We reserve the right to revise these Terms from time to time. We will date and post the most current version of these Terms on the RAID.Cloud website, www.RAID.Cloud (the “Site”). Any changes will be effective upon posting the revised version of these Terms (or such later effective date as may be indicated at the top of the revised Terms). If in our sole discretion we deem a revision to these Terms to be material, we will notify you via the Service and/or by email to the email address associated with your account. Notice of other changes may be provided via the Site or related RAID.Cloud blogs. Therefore, we encourage you to check the date of these Terms whenever you visit the Site to see if these Terms have been updated. Your continued access or use of any portion of the Service constitutes your acceptance of such changes. If you don't agree to any of the changes, you must cancel and stop using the Service.

2. ACCESS TO THE SERVICE

3. YOUR ACCOUNT

To obtain access to certain Services, you may be required to obtain an account with RAID.Cloud (become a "Registered User"), by completing a registration form and designating a user ID and password. Until you apply for and are approved for an account your access to the Service will be limited to the areas of the Service, if any, that RAID.Cloud makes available to the general public. When registering with RAID.Cloud you must: (a) provide true, accurate, current and complete information about yourself as requested by the Service's registration form (such information being the "Registration Data"); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. WeDo may deny approval or withdraw such approval at any time in its sole discretion, with or without cause. Only you may use your RAID.Cloud account. You must keep your account and passwords confidential and not authorize any third party to access or use the Service on your behalf, unless we provide an approved mechanism for such use. We will not be liable for any loss or damage arising from any unauthorized use of your accounts. If a third party such as an employer, or school gave you your account, that party has rights to your account and may: manage your account, reset your password, or suspend or cancel your account; view your account's usage and profile data, including how and when your account is used; and read or store Content (as defined below) in your account. If you are an individual Registered User of the Service, and the domain of the primary email address associated with your account is owned by an organization and was assigned to you as an employee, contractor or member of such organization, and that organization wishes to establishes a commercial relationship with us and add your account to such relationship, then, if you do not change the email address associated with your account, your account may become subject to the commercial relationship between WeDo and such organization and controlled by such organization.

4. CONSENT TO ELECTRONIC COMMUNICATIONS AND SOLICITATION

By registering within RAID.Cloud, you understand that we may send you communications or data regarding the Services, including but not limited to: (a) notices about your use of the Services, including any notices concerning violations of use; (b) updates; and (c) promotional information and materials regarding WeDo’s products and services, via electronic mail. We give you the opportunity to opt-out of receiving promotional electronic mail from us by following the opt-out instructions provided in the message.

5. CONTENT

Subject to the limited rights expressly granted to you hereunder, WeDo reserves all right, title and interest in and to the Services, including all related intellectual property rights. Except for material that we license to you under a separate agreement, we don't claim ownership of any information, materials or data that you upload into the RAID.Cloud and is transmitted, stored, or processed in your account(s) (hereinafter, “Content”). We also don't control, verify, or endorse the Content that you and others make available on the Service. We provide functions that allow you to control who may access your Content. If you enable the features that allow you to share the Content with others, anyone you've shared Content with (including the general public, in certain circumstances) may have access to your Content. You hereby grant WeDo and its contractors the right to transmit, use and disclose Content posted on the Service solely to the extent necessary to provide the Service, as otherwise permitted by these Terms, or to comply with any request of a governmental or regulatory body (including subpoenas or court orders), as otherwise required by law, or to respond to an emergency which WeDo believes in good faith requires WeDo to disclose information to assist in preventing the death or serious bodily injury of any person. You represent and warrant that: (a) you have all the rights in the Content necessary for you to use the Service and to grant the rights in this Section; and (b) the storage, use or transmission of the Content doesn't violate any law or these Terms. You will: (a) be solely responsible for the nature, quality and accuracy of the Content; (b) ensure that the Content (including the storage or transmission thereof) complies with these Terms and any and all applicable laws, and regulations; (c) promptly handle and resolve any notices and claims relating to the Content, including any notices sent to you by any person claiming that any Content violates any person's rights, such as take-down notices pursuant to the Digital Millennium Copyright Act and any other notices; and (d) maintain appropriate security, protection and backup copies of the Content, which may include your use of additional encryption technology to protect the Content from unauthorized access. WeDo will have no liability of any kind as a result of the deletion of, correction of, destruction of, damage to, loss of or failure to store or encrypt any Content. You must immediately notify WeDo in writing of any unauthorized use of: (a) any Content (b) any account; or (c) the Service that comes to your attention. In the event of any such unauthorized use by any third party that obtained unauthorized access through you, you will take all steps necessary to terminate such unauthorized use. You will provide WeDo with such cooperation and assistance related to any such unauthorized use as WeDo may reasonably request.

6. CONTENT STORED IN THE UNITED STATES

The Service is provided from the United States. By using and accessing the Service, you understand and consent to the storage and processing of the Content and any other personal information in the United States. WeDo reserves the right to store and process personal information outside of the United States, and will use commercially reasonable efforts to provide you with at least 30 days’ notice of any such changes in the processing location.

7. SUSPENSION AND TERMINATION OF USE OF THE SERVICE

We reserve the right to temporarily suspend or terminate your access to the Service at any time in our sole discretion, with or without notice, and without incurring liability of any kind, for any one or more of the following reasons: (a) the actual or suspected violation of these Terms; (b) the use of the Services in a manner that may cause WeDo to have legal liability or disrupt others' use of the Services; (c) the suspicion or detection of any malicious code, virus or other harmful code by you or in your account; (d) scheduled downtime and recurring downtime; (e) use of excessive storage capacity or bandwidth; or (f) unplanned technical problems and outages or other emergency situation, as determined in WeDo’s discretion. If, in WeDo’s sole discretion, the suspension might be indefinite and/or WeDo has elected to terminate your access to the Service, WeDo will use commercially reasonable efforts to notify you through the Service and/or by email to the email address associated with your account. You acknowledge that if your access to the Service is suspended or terminated, you may no longer have access to the Content that is stored with the Service. WeDo may also terminate your account and your access to the Services immediately if: (i) you breach any of your obligations under these Terms and such breach remains uncured thirty (30) days after we have provided written notice to you of such breach, (ii) you become the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors, or (iii) you are in material breach of these Terms more than two (2) times notwithstanding any cure of such breaches. Upon termination by WeDo, you may request the return of your Content, which we will make available for a period of thirty (30) days after termination, for an additional fee, provided that you make such request with five (5) days following termination. Otherwise, any Content you have stored with the Service will not be retrievable, and shall be deleted form the Service. In addition to other termination provisions, if your account is not currently subject to a paid subscription plan with us, we at our discretion may terminate your account if you do not engage in any activity in your account for thirty (30) consecutive days. In the event of such termination, any Content you may have stored will not be retrievable and will be deleted.

8. ACCEPTABLE USE

You must not use the Service to harm others or the Service. For example, you must not use the Service to harm, threaten, or harass another person, organization, or WeDo and/or to build a similar service or website. You must not: damage, disable, overburden, or impair the Service (or any network connected to the Service); resell or redistribute the Service or any part of it; use any unauthorized means to modify, reroute, or gain access to the Service or attempt to carry out these activities; or use any automated process or Service (such as a bot, a spider, or periodic caching of information stored by RAID.Cloud) to access or use the Service. In addition, you promise that you will not and will not encourage or assist any third party to: a. modify, alter, tamper with, repair or otherwise create derivative works of the RAID.Cloud or any software used in conjunction with it; b. reverse engineer, disassemble or decompile the software used to provide or access the Service, including the RAID.Cloud’s software, or attempt to discover or recreate the source code used to provide or access the Service, except and only to the extent that the applicable law expressly permits doing so; c. use the Service in any manner or for any purpose other than as expressly permitted by these Terms, or any other policy, instruction or terms applicable to the Service that are available on the Service ("Policies"); d. sell, lend, rent, resell, lease, sublicense or otherwise transfer any of the rights granted to you with respect to the Services to any third party; e. remove, obscure or alter any proprietary rights notice pertaining to the Service; f. access or use the Service in a way intended to improperly avoid incurring fees or exceeding usage limits or quotas; g. use the Service to: (i) engage in any unlawful or fraudulent activity or perpetrate a hoax or engage in phishing schemes or forgery or other similar falsification or manipulation of data; (ii) send unsolicited or unauthorized junk mail, spam, chain letters, pyramid schemes or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) store or transmit inappropriate Content, such as Content: (1) containing unlawful, defamatory, threatening, pornographic, abusive, libelous or otherwise objectionable material of any kind or nature, (2) containing any material that encourages conduct that could constitute a criminal offense, or (3) in a way that violates or infringes upon the intellectual property rights or the privacy or publicity rights of any person or entity or that may otherwise be unlawful or give rise to civil or criminal liability; (iv) store or transmit any Content that contains or is used to initiate a denial of service attack, software viruses or other harmful or deleterious computer code, files or programs such as Trojan horses, worms, time bombs, cancelbots, or spyware; (v) abuse, harass, stalk or otherwise violate the legal rights of a third party; or (vi) request, collect, or otherwise obtain personal information from or about individuals who are under thirteen (13) years old. h. interfere with or disrupt servers or networks used by WeDo to provide the Service or used by other users' to access the Service, or violate any third party regulations, policies or procedures of such servers or networks or harass or interfere with another user's full use and enjoyment of any Software or the Service; i. access or attempt to access RAID.Cloud's other accounts, computer systems or networks not covered by these Terms, through password mining or any other means; j. cause, in WeDo’s sole discretion, inordinate burden on the Service or RAID.Cloud's system resources or capacity; or k. share passwords or other access information or devices or otherwise authorize any third party to access or use the Software or the Service. WeDo reserves the right, in its sole discretion, to deactivate, change and/or require you to change your RAID.Cloud user ID and any custom or vanity URLs, custom links, or vanity domains you may obtain through the Services for any reason or for no reason. WeDo may exercise such right at any time, with or without prior notice. We will make all judgments concerning the applicability of these guidelines in our sole and exclusive discretion. We reserve the right, in our sole discretion, to determine whether and what action to take in response to each such notification, and any action or inaction in a particular instance will not dictate or limit our response to a future complaint. We will not assume or have any liability for any action or inaction with respect to any Content.

9. UPDATES TO THE SERVICE

10. SOFTWARE

When using the RAID.Cloud, you will have access to the software stored at a data center, owned, leased, rented or used by WeDo to provide the Service (the “Software”). During the term of the Service you have the non-exclusive, non-transferable right to access and use the Software exclusively for your internal business purposes and in connection with the Service. We reserve all other rights to the Software. Any Software access is provided on a subscription basis, and is not licensed or sold. Unless we notify you otherwise, your right to access and use the Software ends when your Service ends. The Software is subject to applicable export laws and regulations. You must comply with all domestic and international export laws and regulations that apply to the Software. These laws include restrictions on destinations, end users, and end use. Without limitation, you also acknowledge that you are responsible for complying with the applicable laws and regulations of the United States and all other relevant countries relating to exports and re-exports and you agree that you will not download, access, license or otherwise export or re-export, directly or indirectly, any software code or service, any technical publications relating to the software code, such as release notes, reference, user, installation, systems administrator and technical guidelines, or services in violation of any such laws and regulations, including regulations prohibiting export to certain restricted countries, or without any written governmental authorization required by such applicable laws. Without limitation, you may not transfer the Software or Service without U.S. government permission to anyone on U.S. government exclusion lists (see the Commerce Department's compliance list at http://www.bis.doc.gov/index.php/policy-guidance/lists-of-parties-of-concern). You represent and warrant that you're not on any of those lists or under the control of or an agent for anyone on those lists or the entities listed above.

11. WEDO PROPRIETARY RIGHTS

As between WeDo and you, WeDo or its licensors own and reserve all right, title and interest in and to the Service and all hardware, software and other items used to provide the Service, other than the rights explicitly granted to you to use the Service in accordance with these Terms. No title to or ownership of any proprietary rights related to the Service is transferred to you pursuant to these Terms. All rights not explicitly granted to you are reserved by WeDo. In the event that you provide comments, suggestions and recommendations to WeDo with respect to the Service (including, without limitation, with respect to modifications, enhancements, improvements and other changes to the Service) (collectively, "Feedback"), You hereby grant to WeDo a world-wide, royalty free, irrevocable, perpetual license to use and otherwise incorporate any Feedback in connection with the Service.

12. PRIVACY

In order to operate and provide the Service, we collect certain information about you and your customer(s). As part of the Service, we may also automatically upload information about your computer or device, your use of the Service, and Service performance, as well as transmit such information (or the information you provide to us) to third parties. We use and protect that information as described in the privacy policy located at https://raid.cloud/privacy-policy/ ("Privacy Policy"). You further acknowledge and agree that we may access or disclose information about you, including the Content, in order to: (a) comply with the law or respond to lawful requests or legal process; (b) protect the rights or property of WeDo or our customers, including the enforcement of our agreements or policies governing your use of the Service; or (c) act on a good faith belief that such access or disclosure is necessary to protect the personal safety of WeDo employees, customers, or the public. We retain the right to block or otherwise prevent delivery of any type of file, email or other communication to or from the Service as part of our efforts to protect the Service, protect our customers, or stop you from breaching these Terms.

13. LIMITED WARRANTY

WEDO WILL (I) PROVIDE THE RAID.CLOUD SUBSCRIPTION SERVICES IN A MANNER CONSISTENT WITH GENERAL INDUSTRY STANDARDS REASONABLY APPLICABLE TO THE PROVISION THEREOF; (II) USE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN THE SECURITY OF CUSTOMER PASSWORDS. WEDO WARRANTS TO CUSTOMER THAT THE RAID.CLOUD SUBSCRIPTION SERVICE (I) WILL PERFORM IN SUBSTANTIAL ACCORDANCE WITH THE THEN-CURRENT ON-LINE USER GUIDE AVAILABLE VIA THE RAID.CLOUD SUBSCRIPTION SERVICE AND (II) WILL BE PERFORMED IN A MANNER CONSISTENT WITH INDUSTRY STANDARDS REASONABLY APPLICABLE TO THE PROVISION THEREOF. CUSTOMER’S EXCLUSIVE REMEDY AND BMC’S SOLE OBLIGATION FOR BREACH OF THE WARRANTY IN THIS SECTION 13 WILL BE WEDO’S USE OF COMMERCIALLY REASONABLE EFFORTS TO HAVE THE RAID.CLOUD SUBSCRIPTION SERVICES PERFORM IN SUBSTANTIAL ACCORDANCE WITH THE APPLICABLE USER GUIDE, OR REPLACE THE NON-CONFORMING PORTION OF THE RAID.CLOUD SUBSCRIPTION SERVICE WITHIN A REASONABLE PERIOD OF TIME, OR IF WEDO CANNOT HAVE THE RAID.CLOUD SUBSCRIPTION SERVICE PERFORM IN SUBSTANTIAL ACCORDANCE WITH THE USER GUIDE OR REPLACE THE WEDO SUBSCRIPTION SERVICE WITHIN SUCH TIME PERIOD, THEN WEDO WILL REFUND THE AMOUNT PAID BY CUSTOMER FOR THE RAID.CLOUD SUBSCRIPTION SERVICE, PRO-RATED FROM THE DATE OF THE NOTICE OF THE CLAIM. CUSTOMER’S RIGHTS AND WEDO’S OBLIGATIONS IN THIS SECTION 13 ARE CONDITIONED UPON CUSTOMER’S PROVIDING WEDO WITH WRITTEN NOTICE OF THE CLAIM, A COMPLETE DESCRIPTION OF THE ALLEGED DEFECTS AND A SPECIFIC REFERENCE TO THE USER GUIDE TO WHICH SUCH ALLEGED DEFECTS ARE CONTRARY. CUSTOMER ACKNOWLEDGES THAT, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, WEDO, ITS AFFILIATES AND LICENSORS MAKE NO WARRANTY, EXPRESS, IMPLIED OR STATUTORY WITH RESPECT TO THE SERVICES OR USE THEREOF. WEDO, ITS AFFILIATES AND LICENSORS HEREBY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY THAT SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR WITHOUT DELAY, AND THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INTERFERENCE, NON-INFRINGEMENT AND INFORMATION CONTENT. SAVE FOR THE ABOVE, WEDO PROVIDES THE SERVICE "AS IS", "WITH ALL FAULTS" AND "AS AVAILABLE". SAVE FOR THE ABOVE AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WEDO MAKES NO (AND SPECIFICALLY DISCLAIMS ALL) REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF HARMFUL COMPONENTS, THAT THE CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED, OR ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTY ARISING OUT OF ANY COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. WEDO MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE WHATSOEVER AS TO THE RELIABILITY, CORRECTNESS, ACCURACY, USEFULNESS, ADEQUACY, COMPLETENESS OR SUITABILITY OF THE SERVICES OR THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES. WEDO FURTHER DISCLAIMS, AND SHALL HAVE NO LIABILITY FOR: (A) ANY ERRORS, OMISSIONS, OR INACCURACIES IN THE SERVICES OR THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES, OR (B) ANY USES, MISUSES, OR INTERPRETATIONS OF THE INFORMATION THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES. YOUR USE OF THE SERVICES AND SUCH INFORMATION IS SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE FOREGOING EXCLUSIONS. IN SUCH AN EVENT SUCH EXCLUSION WILL NOT APPLY SOLELY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

14. INDEMNIFICATION

To the extent permitted by law, You will indemnify, defend, and hold harmless WeDo, its affiliates, and their respective employees, officers, agents, and subcontractors, against any cost, loss, damage, or other liability, including attorneys’ fees and costs, arising from: (a) any third party demand or claim that any Content provided by you infringes or misappropriates a registered patent, registered trademark, or copyright or other intellectual property right of a third party, or misappropriates a trade secret (to the extent that such misappropriation is not the result of WeDo’s actions); or (b) your violation of applicable law or these Terms; or (c) your use of the Services, including any information obtained from the Services. WeDo will reasonably notify you of any such claim or demand that is subject to your indemnification obligation.

15. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WEDO, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUE, GOODWILL, USE OR CONTENT) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, NEGLIGENCE OR OTHERWISE, EVEN IF WEDO HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF WEDO AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS, RELATING TO THE SERVICES WILL BE LIMITED TO THE GREATER OF AN AMOUNT EQUAL TO THREE MONTHS OF YOUR SERVICE FEE FOR THE SERVICE OR FIVE DOLLARS ($5.00). THE LIMITATIONS AND EXCLUSIONS ALSO APPLY IF THIS REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES OR FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES. IN SUCH AN EVENT THIS LIMITATION WILL NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY LAW.

16. CONTRACTING PARTY; GOVERNING LAW; LOCATION FOR RESOLVING DISPUTES

You are contracting with We Do Technologies Americas, Inc. with its principal place of business at 6500 Rock Spring Drive, Suite 105, Bethesda, MD 20817 - USA. The laws of the State of Maryland, U.S.A. govern the interpretation of these Terms and apply to claims for breach of these Terms, regardless of conflict of laws principles. The parties specifically exclude from application to these Terms the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act. All other claims, including claims regarding consumer protection laws, unfair competition laws, and in tort, will, only to the extent required by applicable law, be subject to the laws of your state of residence in the United States, or, if you live outside the United States, the laws of the country in which you reside. You and we irrevocably consent to the exclusive jurisdiction and venue of the federal courts of the State of Maryland located in the Bethesda Metro Region, for all disputes arising out of or relating to these Terms. WeDo may assign this contract to another entity at any time with or without notice to you.

17. NOTICES

We may send you, in electronic form, information about the Service, additional information, and information the law requires us to provide. We may provide required information to you by email at the address you specified when you signed up for the Service or by access to a website that we identify. Notices emailed to you will be deemed given and received when the email is sent. If you don't consent to receive notices electronically, you must stop using the Service. Any legal notices or other notices required by these Terms must be sent to us via email to legal@raid.cloud, with a duplicate copy sent via registered mail, return receipt requested, to the following address: RAID.Cloud Wedo Technologies, Rua do Viriato 13B - 1050-233 Lisbon. Any such notice, in either case, must specifically reference that it is a notice given under these Terms.

18. FEES & PAYMENTS

18.1 Fees

The fees applicable for the Service ("Fees") are available on the Site and/or in RAID.Cloud’s then-current published price list or in a particular Order. The price stated for the Service excludes all taxes and charges, unless stated otherwise. You're responsible for any taxes and for all other charges incidental to using the Services (for example, data charges and currency exchange settlements). You will pay the Fees in United States dollars unless a different currency is quoted by WeDo for your account. WeDo reserves the right to change the quoted currency at any time upon notice. We'll notify you in advance, either through the Service or to the email address you have most recently provided to us, if we change the Fees. If your subscription to use the Services includes a set price for a specific duration, that price will remain in force for the duration specified. After the offer period ends, your Fees for your use of the Service will be charged at the then-current price. If your subscription to use the Service includes payment on a period basis (for example, monthly) with no specific duration, we'll notify you of any price change at least 30 days in advance. If you don't agree to these changes, you must stop using the Service and cancel your subscription in accordance with Section 18.4 below.. If you cancel, your Service ends at the end of your current payment period. If you fail to cancel in accordance with these Terms, we will automatically renew the Service at the then-current price and for the same subscription period and will charge your credit card on file with us commencing on the first day of the renewal of the subscription period.

18.2 Payment

You must be authorized to use the credit card that you enter when you create a billing account. You authorize us to charge you for the Service using your credit card and for any paid feature of the Service that you choose to sign up for or use while these Terms are in force. You hereby authorize us to charge the applicable Fees to your credit card on file, which charges may occur, in our discretion: (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) on a recurring basis for subscription Services. Also, we may charge you up to the amount you've approved, and we'll notify you in advance of any difference in the amount to be charged to your credit card for recurring subscription Services. We may bill you simultaneously for more than one of your prior billing periods if the amount due for such prior billing period(s) remains unpaid. If your subscription automatically renews as provided herein, we will charge your credit card on file for the renewal fees for the applicable renewal term. All Fees are due the date the invoice is posted on your account. Except as specifically set forth in Section 18.5 below, all Services are prepaid for the period selected (monthly, yearly or otherwise) and are non-refundable. This includes accounts that are renewed. You must keep all information in your billing account current. You can access and modify your billing account information and payment method on the Site. If you tell us to stop using your payment method, your notice to us will not affect charges we submit to your billing account before we reasonably could act on your request. Except as prohibited by law, we may assess a late charge if you do not pay on time. You must pay these late charges when we bill you for them. The late charge will be the lesser of 1 percent of the unpaid amount each month or the maximum rate permitted by law. We may use a third party to collect past due amounts. You must pay for all reasonable costs we incur to collect any past due amounts, including reasonable attorneys' fees and other legal fees and costs. We may suspend or cancel your Service if you fail to pay in full on time.

18.3 Trials

If you register for a free trial, we will make the applicable Services available to you on a trial basis free of charge until the earlier of (a) the end of the free trial period for which you registered to use the applicable Service, or (b) the start date of any purchased RAID.Cloud Subscription Services ordered by you for such Service. Additional trial terms and conditions may appear on the trial registration web page. Any such additional terms and conditions are incorporated into this Agreement by reference and are legally binding. YOUR CONTENT ON OUR SYSTEMS OR IN OUR POSSESSION OR CONTROL, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR YOU, DURING YOUR FREE TRIAL MAY BE PERMANENTLY LOST OR DELETED AT THE END OF THE FREE TRIAL PERIOD UNLESS YOU PURCHASE A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL OR PURCHASE UPGRADED SERVICES BEFORE THE END OF THE TRIAL PERIOD. If you are currently on our free 60-day trial, you may cancel or downgrade your account, free of charge, at any time during the sixty (60) day period after your account was created. (The day of creation constitutes the first day of the 60-day trial.) The last day of the 60-day trial signifies the due date of the first payment. If payment is not received by WeDo on the due date, your account will be frozen, inaccessible, and all shared links will be turned off until all outstanding payments have been processed by WeDo. You retain the responsibility for settling all outstanding balances in a timely manner and maintaining updated billing information. If payment is not received by WeDo in full within thirty (30) days after the due date, your account will be deactivated and all files will no longer be retrievable. Unless we notify you otherwise, if you're participating in any trial period offer, you must cancel the Service by the end of the trial period to avoid incurring charges. If you do not cancel your Service by the end of the trial period, the Service will convert to a paid subscription at the end of the trial period, and you hereby authorize us to charge your credit card the applicable list price for the Service and no credits or refunds will be available. You may, however, cancel your subscription before the next billing date in accordance with Section 18.4 below.

18.4 Cancellation. In order to cancel your subscription to the Services, whether during your free trial period or otherwise, you must call WeDo at (…)+ 351 210 111 400 or email support@raid.cloud and request cancellation confirmation from a WeDo representative prior to the conclusion of your free trial period or, for paid subscriptions, no later than three (3) business days prior to the end of your current payment term (whether monthly, yearly, or otherwise), as applicable.

18.5 Refunds. All fees paid hereunder are non-refundable unless you are on a NON-TRIAL Annual Subscription Plan, in which event you may obtain a partial refund in the following circumstances: if your account automatically renews and you do not wish to continue your subscription for the applicable renewal period, you may cancel your subscription in accordance with Section 18.4 above and request a refund for renewal fees charged to your credit card or otherwise prepaid by you for the renewal period, provided that you request such refund in writing within thirty (30) days after the day on which you were charged the renewal fees. In such an event, only a partial refund equivalent to 80% of the applicable annual renewal fee will be refunded.

19. CONFIDENTIALITY

19.1 Definition of Confidential Information. “Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. WeDo’s Confidential Information includes the Services and Confidential Information of each party includes business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.

19.2 Protection of Confidential Information. The Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) (i) not to use any Confidential Information of the Disclosing Party for any purpose outside the scope of these Terms, and (ii) except as otherwise authorized by the Disclosing Party in writing, disclose Confidential Information of the Disclosing Party only to those of its and its affiliates’ employees and contractors who need that access for purposes consistent with these Terms and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein.

19.3 Compelled Disclosure. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law or by the order of a court or similar judicial or administrative body to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. If the Receiving Party is compelled by law to disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to that Confidential Information.

20. DATA PROTECTION

20.1. If and to the extent the provision of the Services involves processing of personal data, you authorize WeDo to process the personal data for the purposes of providing the Services, and WeDo shall act as a data processor, under the applicable data protection legislation governing the relevant data, namely personal data of your customers.

20.2. The Parties agree to comply with the data protection and privacy laws or regulations applicable to each of the Parties and/or the respective data subjects.

20.3. When processing personal data on your behalf, WeDo undertakes to fulfil the following conditions:

(i) To process the personal data only on documented instructions from the Client; (ii) Ensure that the persons authorized to process such data are bound by confidentiality obligations; (iii) Shall take the appropriate measures to secure the personal data from unauthorized access or a data breach, to the extent possible, provided that WeDo shall, at least, comply with the security standards stated in ISO 270001. (iv) Assist you, insofar as this is possible, with appropriate technical and organisational measures to allow the fulfilment of your obligations towards the data subjects requests; (v) Shall notify you when becoming aware that a data breach has occurred, where such notification is mandatory, under the terms of the applicable data protection laws; (vi) When requested, shall assist you in data protection impact assessments, provided that any costs which result from such assessments shall be exclusively borne by you; (vii) Upon termination of the Agreement, shall return to you all personal data, or transfer it to another provider, if you so require and provided that the costs of such transfer are exclusively borne by you.

20.4. You warrant that the personal data you give us or ask us to collect on your behalf is lawful and is lawfully processed and collected (including, but not limited to, obtaining the consent of the data subjects for processing, when required) and that you are dully authorized to allow access of such personal data to WeDo or to engage WeDo into the collection and processing of such personal data. Therefore, you agree to indemnify and hold WeDo harmless of any claim that it may receive from a data subject or a data protection supervisory authority.

20.5. You acknowledge that WeDo may contract third parties to process personal data and, in such case, you authorize WeDo to engage such third parties as a data processor of personal data, provided that such processing is exclusively related with the provision of the Services.

20.6. For the purposes of interpretation of this Section 20, all the terms used in this section shall be interpreted in accordance with the definitions of such terms set forth in the applicable data protection legislation.

21. MISCELLANEOUS

21.1. Severability; Entire Agreement

21.2. Assignment and transfer

We may assign, transfer, or otherwise dispose our rights and obligations under this contract, in whole or in part, at any time without notice. You may not assign this contract or transfer any rights to use the Service.

21.3. Independent Contractors; No third-party beneficiaries

21.4. Claims

Claims must be filed within one year. You must bring any claim related to these Terms or the Service within one year of the date you could first bring the claim, unless your local law requires a longer time to file claims. If it isn't filed in time, the claim is permanently barred.

21.5. Waiver

21.6. Government Use

If you are a U.S. government entity, you acknowledge that any Software and User Guides that are provided are "Commercial Items" as defined at 48 C.F.R. 2.101, and are being provided as commercial computer software subject to the restricted rights described in 48 C.F.R. 2.101 and 12.212.

22. COPYRIGHT COMPLAINTS AND REMOVAL POLICY

WeDo does not tolerate content that appears to infringe any copyright or other intellectual property rights or otherwise violates these Terms and will respond to notices of alleged copyright infringement that comply with the law and are properly provided to us. Such notices can be reported by visiting our help page at https://raid.cloud/contact-us/and filling out a form. We reserve the right to delete or disable Content alleged to infringe or violate these Terms and to terminate repeat infringers and users about whom we receive repeat claims of copyright infringement. Pursuant to the Digital Millennium Copyright Act, 17 U.S.C. Sec. 512(c) (“DMCA”), our designated agent for notice of alleged copyright infringement is: Attn: Quality Management Team WeDo Technologies. Address: Rua do Viriato 13B 1050-233 Lisbon email: legal@raid.cloud If you believe your copyright, trademark or other property rights have been infringed by any content posted within the Services, you should send notification to our designated agent immediately. To be effective under the DMCA, the notification must include all of the following information:

Identification of the copyrighted work that you claim has been infringed;
Identification of the material that you claim is infringing, with enough detail so that we may locate it;
Your address, telephone number, and e-mail address;
A statement declaring under penalty of perjury that (a) you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (b) the above information in your notice is accurate, and (c) you are the owner of the copyright interest involved or you are authorized to act on behalf of that owner; and
Your physical or electronic signature. ALL CLAIMS MUST BE IN WRITING AND MAY NOT BE MADE BY TELEPHONE.

23. INTELLECTUAL PROPERTY NOTICES

24. JURY TRIAL WAIVER. EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THESE TERMS OR THE SUBJECT MATTER HEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF THIS TRANSACTION, INCLUDING, WITHOUT LIMITATION, CONTRACT CLAIMS, TORT CLAIMS (INCLUDING NEGLIGENCE), BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY CLAIMS. THIS SECTION HAS BEEN FULLY DISCUSSED BY EACH OF THE PARTIES HERETO AND THESE PROVISIONS WILL NOT BE SUBJECT TO ANY EXCEPTIONS. EACH PARTY HERETO HEREBY FURTHER WARRANTS AND REPRESENTS THAT SUCH PARTY HAS REVIEWED THIS WAIVER WITH ITS LEGAL COUNSEL, AND THAT SUCH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL.