Terms and conditions – Kroll Ontrack Hosted Erase Solution

In vigore dal 25 febbraio 2015.

Condizioni generali di Kroll Ontrack Srl
Sede legale e operativa: Via Marsala, 34/A - 21013 Gallarate (VA) - Italia
Partita IVA e C.F.: 02389900131

These terms & conditions define the terms of service and terms of use, which applies to the Hosted Erase Solution delivered by Kroll Ontrack to you.

Components

The Hosted Erase Solution is a two-part service. The Frontend of the Solution consists of one or more erase clients installed on your equipment which you can use to erase specified equipment. Also included as part of the Frontend are tools designed to alter the erase client for PC’s and servers. Kroll Ontrack will deliver the Blancco erase client and related tools to you.

In the Backend of the Solution, Kroll Ontrack provides access to a web-based solution where you can log in, in order to get an overview of the licenses purchased, create additional user accounts and view erase reports.

Kroll Ontrack will utilize commercially reasonable efforts to create back-ups of all related data stores at the Backend, however you agree to store Backend reports locally and create appropriate back-up copies. Any data loss caused by Frontend use, will not be under the responsibility of Kroll Ontrack.

Kroll Ontrack will utilize commercially reasonable efforts to create back-ups of all related data stores at the Backend, however you agree to store Backend reports locally and create appropriate back-up copies. Any data loss caused by Frontend use, will not be under the responsibility of Kroll Ontrack.

Delivery upon order

Upon ordering the Hosted Erase Solution Kroll Ontrack will deliver the following:
• 1 administrator account for Backend use.
• 1 operator account for Frontend use.
• 1 or more erase clients (depends on the equipment being erased).
• Related Frontend tools.

Account information will be delivered by e-mail. Tools and erase clients will be delivered via a download service.

Term and Termination

The Hosted Erase Solution is effective from the date of any license purchase related to the Hosted Erase Solution and for a period as authorized pursuant to a document, quote, invoice or electronic documentation (an “Order”) provided by Kroll Ontrack (the “Initial Term”). Whenever you purchase additional erasure licenses during the Term, the Term is automatically extended for an additional two (2) years.
When termination occurs, your hosted accounts will be disabled and access to erase reports and unused licenses will NOT be available. Either party may terminate this agreement at anytime on sixty (60) days written notice to the other. Either party may terminate this Agreement in the event the other party is in material breach of any provision of this agreement which is not capable of cure upon ten (10) business days’ prior written notice. Kroll Ontrack may terminate this agreement effective immediately if you are using or allowing, authorizing or assisting the Hosted Erasure Solution for illegal purposes.

Reliability & warranties

Kroll Ontrack shall use commercially reasonable efforts to make the Hosted Erasure Solution available at all times, however you agree that from time to time, the Hosted Erasure Solution may be unavailable, inoperable or inaccessible for any reason, including but not limited to:
• equipment malfunctions
• maintenance procedures or repairs to equipment
• causes beyond the control of Kroll Ontrack or that were not reasonably foreseeable by Kroll Ontrack, including without limitation, interruption or failure of telecommunications or digital transmission links, network attacks, network congestion, or other failures.
You agree that Kroll Ontrack does not warrant the availability of the Hosted Erasure Solution on a continuous or uninterrupted basis.

Your Responsibilities

You are entirely responsible for maintaining the confidentiality of your password and account information. You acknowledge and agree you are solely responsible for all acts, omissions related to your account or password. You shall be solely responsible for undertaking measures to ensure the confidentiality of your password. You warrant to Kroll Ontrack that you will only use the Hosted Erasure Solution for a lawful purpose. You are responsible for an additional data you add to any generated report. You are responsible for complying with all laws and regulations, including the transfer of personally identifiable information.

Support and maintenance

Telephone and email support provided during normal business hours, excluding holidays. The support is not on-site support. For on-site support, please contact your local Kroll Ontrack representative.

Privacy

You understand and agree that when accessing the Hosted Erasure Solution, or allowing others to access the Hosted Erasure Solution, all user activity may be monitored, recorded and disclosed for any lawful purposes, including the management and maintenance of servers, to ensure that the servers are protected against unauthorized access or utilization, and to verify security procedures, survivability and operational security. You understand and agree that Kroll Ontrack will provide your personal information to the software vendor, Blancco for license verification and validation.

License Agreement

Kroll Ontrack grants to you a non-exclusive, royalty free license to copy, display, use and transmit on and via the Internet, your content in connection with the Hosted Erasure Solution. Your access to the Hosted Erasure Solution is subject to, and you hereby consent and agree to, the End User License Agreement applicable to the Hosted Erasure Solution attached hereto as Exhibit A.

Assignment

You may not assign or otherwise transfer this Agreement without Kroll Ontrack’s written consent. This Agreement shall inure to the benefit of and bind the parties hereto and their respective legal representatives, successors and assigns.

Exhibit A

Erasure Products EULA

English is the official language of this EULA. If there is a conflict between original English EULA (available at http://www.blancco.com/en/eula/) and translated EULA, the online copy of the EULA shall prevail.

This EULA shall apply to all Blancco products as available from time to time (“Product”). The Product shall also refer to any updates thereto supplied by Blancco from time to time to any of its data erasure software.

PLEASE NOTE THAT YOUR USE OF THE PRODUCT WILL RESULT IN THE ERASURE OF ALL (OR SPECIFIED) DATA AND FILES IN YOUR HARD DRIVE, COMPUTER SYSTEM, STORAGE OR MOBILE DEVICE (DEPENDING WHICH PRODUCT VERSION IS BEING USED) AND THAT YOU SHALL HAVE SOLE AND EXCLUSIVE RESPONSIBILITY FOR BACKING-UP YOUR DATA IN YOUR HARD DRIVE, SYSTEM, STORAGE OR DEVICE. BLANCCO SHALL NOT BE RESPONSIBLE FOR ANY LOSS OF DATA.

Blancco Oy Ltd ("Blancco") and its licensors retain all right, title and interest including intellectual property rights in and to the Product and related documentation. Use of the Product and related documentation is governed by this EULA and applicable copyright laws. The Product is licensed, not sold.

By using the Product you acknowledge your acceptance of the terms and conditions set out herein. Blancco may, from time to time, make changes to the EULA and shall request your acceptance to those changes similarly as your acceptance was requested in respect of this EULA. If you do not accept the EULA, or any changes therein, you have no right to use the Product or continue to use the Product.

Blancco hereby grants to you a non-exclusive, non-transferable, limited license to install and use the Product in accordance with the license rights specified in respective ordering documentation, for the use of your internal operations and not for any other purpose.

The license types available for Product from time to time are described at Blancco’s web site at http://www.blancco.com/en/licensing/

The license to the Product is non-transferable and is granted personally to the legal entity specified in respective ordering documentation. You shall not, without prior written consent of Blancco, be entitled to sell, rent, license, sub-license, lend or otherwise assign or transfer the license to your affiliates or any other third parties for any reason including, without limitation, merger, acquisition, reorganization, sale of all or substantially all of the assets or operation of law. A change of control or a sale of substantially all the assets shall be deemed as a transfer of the Product. The transfer restrictions specified herein shall also apply in case of bankruptcy or other insolvency of licensee. Unless otherwise provided by mandatory law, you may not modify, translate, reverse engineer, decompile or disassemble the Product. You may make additional copy of the Product solely for backup purposes.

You agree that Blancco may audit your use of the Product  to ensure the compliance with the EULA at any time, upon reasonable notice. In the event that such audit reveals any use of the Product by you other than in full compliance with the EULA, you shall reimburse Blancco for all reasonable expenses related to such audit in addition to any other liabilities you may incur as a result of such non-compliance. The audit rights specified herein shall also extend to your affiliates, if applicable.

Blancco warrants for a period of ninety (90) days from the date of delivery that each unmodified copy of Product will perform in all material respects in accordance with the accompanied documentation. Any updates provided by Blancco shall be covered by this limited warranty for the remainder of the warranty period or for thirty (30) days from the date of delivery, whichever is longer. For any breach of the warranty, your exclusive remedy, and Blancco’s entire liability, shall be the correction of the Product errors that cause breach of the warranty. THE WARRANTY ABOVE IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

The Product may contain freely available and distributable and/or open source software and other copyrighted material by third parties (“Third Party Software”). The Third Party Software shall be governed by their respective license terms and conditions instead of the above license terms otherwise applicable to the Product. Blancco shall have no warranty or indemnification obligations with respect to any Third Party Software. Your warranty and indemnification rights, if any, with respect to Third Party Software shall be pursuant to such third party’s applicable terms and conditions. Upon written request, Blancco will attempt to pass through such indemnity or warranty, if any, to you. THIRD PARTY SOFTWARE IS PROVIDED WITHOUT ANY WARRANTY WHATSOEVER UNLESS OTHERWISE SPECIFIED IN THE RESPECTIVE THIRD PARTY SOFTWARE LICENSE TERMS AND CONDITIONS. BLANCCO EXPRESSLY DISCLAIMS ANY WARRANTY OR LIABILITY IN RESPECT OF THE PRODUCT WHICH IS CAUSED BY OR RELATE TO THIRD PARTY SOFTWARE.

Blancco warrants that, except for Third Party Software, any part of the Product shall not, when used by you in accordance with the EULA, infringe any intellectual property rights of a third party in the country of delivery. Blancco will defend or settle any claim made against you by a third party alleging that Product, except Third Party Software, infringes a right of a third party, and Blancco will pay the costs and damages finally awarded against you by a competent court or an out-of-court settlement; provided that (i) you will notify Blancco within thirty (30) days of receipt of any third party claim and that (ii) Blancco will be granted the exclusive right to arrange any defense or settlement.

IN NO EVENT SHALL BLANCCO OR ITS AUTHORIZED DISTRIBUTORS HAVE ANY LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFITS, REVENUE OR DATA, BUSINESS INTERRUPTION, LOSS RESULTING FROM SUBSTITUTE PURCHASE OF GOODS, OR OTHER SIMILAR LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCT, EVEN IF BLANCCO OR ITS AUTHORIZED DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF BLANCCO AND ITS AUTHORIZED DISTRIBUTORS (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHER THEORY) ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCT EXCEED THAT PART OF THE LICENSE FEES PAID BY YOU WHICH MAY BE ALLOCATED TO THAT PART OF THE PRODUCT WHICH GAVE CAUSE TO THE CLAIM.

Without prejudice to any other rights Blancco may have, Blancco may terminate your license to use the Product with immediate effect if you fail to comply with the provisions set out herein, in which case you shall immediately destroy all copies of the Product.

This EULA specifies the entire agreement between you and Blancco relating to the subject matter hereof and it supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Product or any other subject matter covered herein.

“Blancco” is a registered trademark of Blancco Oy Ltd. Other Blancco related logos, product names, and service names are also
trademarks of Blancco Oy Ltd. Other product and brand names are the exclusive property of their respective owners.

Certain copyright notices relating to Third Party Software are set out in Blancco’s licensing web site from time to time.

Some of the above software is licensed under the GNU GPL and/or LGPL license terms. Download links to the source code as well as to other freely distributable Third Party Software may be found at http://www.blancco.com/downloads/source/.

For further licensing issues, please contact us by e-mail at general@blancco.com.

The Product and documentation are copyright © 2014 Blancco Oy Ltd. All rights reserved.