AGREEMENT TO THESE TERMS OF SERVICE AND USE
The Terms of Service accepted by constitutes a legal and binding contract between you and Secure DDX ("Secure DDX", "we", "our"), governing your use of mobile or web service or software ("Secure DDX Software") or products or services owned, controlled or offered by Secure DDX (known as either or both Secure DDX or Secure MMX). YOU MUST READ CAREFULLY THE FOLLOWING TERMS AND CONDITIONS OF SERVICE. You acknowledge and agree if you use Secure DDX SOFTWARE, YOU ARE DEEMED TO HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THE TERMS AND CONDITIONS OF SERVICE AND USE SET OUT IN THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS CONTRACT YOU MUST CEASE USING THE Secure DDX SOFTWARE IMMEDIATELY.
You acknowledge and agree that this agreement is only between you and Secure DDX and not any of Secure DDX's agents, employees, consultants, contractors, partners, distributors, promoters or service providers (collectively, "Distributors"). Should you have any issue or claim with respect to Secure DDX, no issue or claim shall lie against Secure DDX, only Distributors. Secure DDX will be solely responsible for addressing any issue or claim. If you have obtained Secure DDX software from one of Secure DDX's Distributors, you acknowledge and agree that such Distributor will have no obligation or responsibility to you to provide or service any warranty, maintenance or support services with respect to the Secure DDX Software.
1. GRANT OF LICENSE
All Secure DDX SOFTWARE is only licensed to you but it is not sold. This agreement, merely grants you a personal, non-exclusive, non-transferable and non-sub-licensable license or assignable right to use the Secure DDX Software for your personal or internal business purposes only and then strictly on the terms set out herein. You may use the Secure DDX Software for one Secure DDX subscription account on up to NO MORE THAN TEN mobile devices under your control or direction, for your personal or internal business use. When you submit User Data to Secure DDX by doing so, you hereby grant to Secure DDX, a non-exclusive, royalty-free, worldwide license to use and distribute your User Data through the Secure DDX NETWORK on your behalf solely for the purpose of providing a secure messaging email or data sharing or distribution service. With respect to any open source or third-party code that may be incorporated in the Secure DDX Software, such open source code is covered by the applicable open source or third-party end user license agreements, if any, authorizing use of such code. [Noted: Secure DDX DOES NOT USE, COPY OR MODIFY USER DATA. IT IS IMPOSSIBLE FOR US TO DO THIS AS DATA IS ENCRYPTED AND SO WE CANNOT READ THE DATA.]
2. RESERVATION OF RIGHTS
Secure DDX and all content, visual interfaces, information, graphics, design, compilation, computer code, products, software, trademarks, service marks, trade names and services are the property of Secure DDX or its subsidiaries or affiliated companies and/or third-party licensors. Except for the express license granted to you, no right, title, interest or license in or to the Secure DDX is granted to you, whether by implication, or otherwise.
You must not:
a) Reproduce or attempt to reproduce all or any part of the Secure DDX Software;
b) Attempt to modify, attempt to adapt, attempt to translate or attempt to create any derivative works of all or any part of the Secure DDX Software or;
c) attempt to circumvent or disable all or any part of the Secure DDX Software or any technology, features or measures in the Secure DDX Software by any means or in any manner;
d) attempt to decompile, disassemble, reverse engineer, or otherwise attempt to derive all or any of the source code for the Secure DDX Software;
e) distribute, encumber, sell, rent, lease, sublicense, or otherwise transfer, publish or disclose the Secure DDX Software to any third party;
f) use for a service bureau or otherwise commercialize or attempt to commercialize use of the Secure DDX Software; or
g) reproduce, remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in or on the Secure DDX Software or used in connection with the Secure DDX Software.
4. USER DATA
The Secure DDX may in its discretion allow the submission of content and materials by you ("User Data"), and the hosting, storing of such User Data. You shall be solely responsible for your own User Data and the consequences of storing or transmitting User Data. Secure DDX does not assume or take any responsibility whatsoever in connection with the supply, use or arising from User Data. Secure DDX does not endorse and has no control over the content of User Data submitted by other Users. Secure DDX may prevent you from submitting User Data and may in its discretion restrict or remove all or any part of any User Data for any reason at any time with or without your consent or prior notification to you.
When using Secure DDX, you will be subject to any additional posted guidelines or rules applicable to some or all features, which may be posted from time to time (the "Guidelines").The Guidelines are incorporated by reference into this Agreement and by agreeing to the terms of this agreement you are bound by and subject to each of our terms and conditions of use.
6. MODIFICATION OF THIS AGREEMENT
Secure DDX may modify our Terms of Service from time to time and at any time without notice to you. Any and all changes to these Terms and Conditions and our Agreement with you will be posted on the Secure DDX.com site. You agree to be bound by any changes to the Terms of Service when you continue to use the Secure DDX Software after those changes are posted. It is your obligation to ensure you are aware of our Terms and Conditions of use and any changes thereto.
7. ACCOUNT INFORMATION
Secure DDX will not be liable for any damages or liability arising from the use or out of or from your account information. You must not sell, transfer or allow another person to access your account password or Secure DDX account. Any transfer or disclosure without our consent or Agreement constitutes a breach of our Terms and Conditions of use and any liability or damages ensuing as a result shall be yours.
8. USAGE RULES; PROHIBITED CONDUCT & USES
Secure DDX was founded upon the belief that private communications are a basic and universal human right. Our Services are designed to enable secure end-to-end communication. While we don't have the technical capability to monitor Secure DDX accounts or our users' messages, we reserve the right to suspend or terminate accounts at any time if we learn they are in breach, violate the following terms, conditions or Policies:
YOU MAY NOT USE THE SECURE DDX SOFTWARE:
á for illegal or immoral purposes or in furtherance of or the conduct of illegal or immoral activities;
á to engage in targeted harassment, bullying, threats of violence or damage to or against others;
á to send or disseminate other people's private and confidential information, such as credit card numbers or Social Security/National Identity or private details or numbers, without express authorization and permission; of any such person whose identity is affected;
á in any manner that infringes any patent, trademark, trade secret, copyright, or any other proprietary or intellectual property rights; or
á for the purpose of spamming others.
á to impersonate others in a manner that does or is intended to mislead, confuse, or deceive others;
á to remove, circumvent, disable, damage or otherwise interfere with security features of the Secure DDX Software, including any technical measures we may use to prevent or restrict unauthorized access to the Secure DDX Software or Website, or features that prevent or restrict use or copying of any content accessible through or via Secure DDX, or features that enforce limitations on use of the Secure DDX;
á to intentionally interfere with or damage operation of Secure DDX or any user's enjoyment of its Software or sources, including by uploading or disseminating viruses, worms, or other malicious code;
á to use any robot, spider, scraper or other automated means to access Secure DDX without our express written permission;
á to modify Secure DDX in any manner or form; or
á to sell, transfer or allow another person to access your account password or Secure DDX account or identity.
Secure DDX may include links to other web sites or services solely as a convenience to Users. Secure DDX does not endorse or make any representations regarding any such linked sites or the any information or materials accessible through other linked sites. Secure DDX disclaims all liability relating to your use of such linked sites.
The Secure DDX Software originates in Australia, and is subject to Australian laws and regulations. The Secure DDX Software may not be exported or re-exported to any country or persons or entities prohibited from receiving exports from Australia. In addition, the Secure DDX Software may be subject to the import and export laws of other countries. You agree to comply with all Australian and foreign laws related to use of the Secure DDX Software.
You agree that Secure DDX may terminate or suspend your access to the Secure DDX Software without prior notice and without liability if such termination or suspension is based on:
(a) Secure DDX's good faith belief you have violated any of the terms and conditions of this Agreement;
(b) Secure DDX's determination that you repeatedly infringe or have infringed the copyrights or the terms of this Agreement or rights of others;
(c) extended periods of inactivity with respect to any of the Secure DDX Software or server. These remedies are in addition to any other remedies Secure DDX may have at law or in equity in any jurisdiction. Secure DDX reserves the right to terminate Free Accounts and free access to Secure DDX at any time, with or without notice without any liability or penalty or cost of any kind.
Secure DDX reserves the right to terminate any account considered as squatting on a username, or accounts that are deemed as spammers, or violate any laws of any country. Secure DDX may terminate or suspend its services at any time, and for any reason without any liability.
You may have the benefit of consumer guarantees and warranties given under statute ("Statutory Terms"). Where any statute applies to this Agreement to give you the benefit of Statutory Terms, and that statute does not permit Secure DDX to exclude or limit the application of those Statutory Terms (or would render void any attempt to do so), then those Statutory Terms apply to this Agreement for your benefit only, and nothing in this Agreement excludes or limits those Statutory Terms or liability for breach of them on any of them. This applies to all of the terms of this Agreement, including any terms in relation to DISCL AIMERS.
Secure DDX AND ANY THIRD-PARTY SOFTWARE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONNECTION WITH Secure DDX ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Secure DDX, AND ITS SUPPLIERS AND PARTNERS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT OF PROPRIETARY RIGHTS. Secure DDX AND ITS SUPPLIERS AND PARTNERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN Secure DDX SOFTWARE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, or THAT DEFECTS WILL BE CORRECTED, OR THAT Secure DDX OR THE SERVER THAT MAKES THEM AVAILABLE TO YOU ARE FREE OF HARMFUL COMPONENTS OR THAT Secure DDX WILL MEET YOUR REQUIREMENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT OR DEVICE, LOSS OF USE, OR LOSS OF DATA.
You agree to indemnify, defend, and hold harmless Secure DDX, its affiliated companies, and its suppliers and partners from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including attorneys' fees, arising out of or related to
(a) your use or misuse of the Secure DDX Software, or its Services;
(b) any violation of the rights of any other person or entity by you, or;
(c) any breach or violation by you of this Agreement. Secure DDX reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defence of these claims.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, NONE OF Secure DDX OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS SHALL BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES RELATING TO YOUR USE OF THE Secure DDX SOFTWARE OR SERVICES, EVEN IF Secure DDX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior or contemporaneous oral or written understandings. This Agreement may be amended only by a writing signed by both parties.
This Agreement will be governed by the laws of the State of New South Wales, Australia without regard to conflicts of law provisions, and you consent to the exclusive jurisdiction of the state and federal courts sitting in Sydney, New South Wales, Australia. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods. Either of Secure DDX or you may demand that any dispute or claim between Secure DDX and you about or involving the Secure DDX must be settled by arbitration utilizing the dispute resolution procedures of the Australian Arbitration Association ("AAA") in Sydney, New South Wales, Australia and, if so demanded by Secure DDX or you, both parties hereby acknowledge and agree to submit exclusively to the jurisdiction of the AAA in Sydney, New South Wales, Australia to resolve the applicable dispute or claim; provided that the foregoing shall not prevent Secure DDX from seeking injunctive relief in a court of competent jurisdiction.
If any provision of this Agreement should be held invalid or unenforceable by a court of competent jurisdiction, such provision will be modified to the extent necessary to render it enforceable without losing its intent or severed from this Agreement if no such modification is possible, and other provisions of this Agreement will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and any related Guidelines, as well as any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned or transferred by Secure DDX without restriction. The provisions of this Agreement that require or contemplate performance after the termination of this Agreement and all provisions relating to limitation of liability, disclaimers, and indemnification will be enforceable notwithstanding such termination. Neither party will be in default or be liable for any delay, failure in performance, or interruption of service resulting directly or indirectly from any cause beyond its reasonable control. If any dispute arises under this Agreement, the prevailing party will be reimbursed by the other party for any and all legal fees and costs associated therewith.