This agreement (this “Agreement”), between Geeks on Wheels, Inc (“Geeks on Wheels”) and customer (“Customer” or “Subscriber”) governs provision of Geeks on Wheels Offsite Backup service (the “Service”), is made effective as of the moment Customer (a) indicates assent through the Geeks on Wheels Website or (b) establishes an account with Geeks on Wheels or uses the Service or any element thereof. Geeks on Wheels may revise this Agreement from time to time by posting a new version hereof on the Geeks on Wheels Website, and if Customer signed up for the Service under a previous version, such revised terms will become effective thirty (30) days after the Posted/Revised date listed above (“New Effective Date”). Continued use of the Service after the New Effective Date constitutes acceptance of such revisions to this Agreement.
1. The Service provides for the Subscriber to electronically transmit and store computer data using either a private data communications network, or the Internet to a location maintained by Geeks on Wheels and to retrieve said data when required so long as Subscriber maintains a paid subscription to the Service. In addition Subscriber must be a currently licensed user of Geeks on Wheels software where such software is used to gain access to the Service.
2. Service may be accessed via web browser or via Geeks on Wheels backup software. Subscriber is granted a limited, nonexclusive, nontransferable, revocable license to use the Software download solely to access the Service at no charge.
3. Subscriber shall pay in advance any registration or service fees and other charges incurred by Subscriber or Subscriber’s designated users at the rates in effect for the billing period in which those charges are incurred. Subscriber agrees to pay the fixed subscription and variable usage-based fees, if any, for the account type you have selected and agree to any applicable restrictions, including quotas on the amount of storage you are allowed to use. Subscriber must provide Geeks on Wheels with thirty (30) days written notice of Subscriber’s intent to terminate use of the Service. If you exceed any storage quota, transmission quota, or other quota allocated to your account, you agree that Geeks on Wheels may restrict your ability to backup further data until you reduce your storage usage or sign up to another type of account with a higher quota. For situations where credit card payment is utilized, Subscriber shall maintain a current authorization for Geeks on Wheels to debit Subscriber’s credit card account for such amounts. In addition, Subscriber shall provide Geeks on Wheels a current street address and Internet e-mail address for future communications and shall notify Geeks on Wheels of any change of address. Subscriber shall pay all applicable taxes related to use of the Service by Subscriber or Subscriber’s designated users. For situations where the Subscriber’s credit card issuing financial institution has been notified of a payment dispute, said Subscriber agrees that proof of Service usage by Subscriber constitutes Subscriber authorization to submit payment request to Credit Card issuing financial institution. Geeks on Wheels may, in addition, at its sole discretion and without notice to the Subscriber, (a) suspend its performance under this Agreement and deny Subscriber’s and Subscriber’s designated users’ access to and use of the Service until Subscriber is back in good standing, or (b) terminate this Agreement and Subscriber’s and Subscriber’s designated users’ access to and the use of the Service. On termination or expiration of the Subscriber’s account or these terms, Subscriber will no longer have the right to continue to use the Software and Service, and Subscriber will no longer be able to access and restore your backup data. Also, Subscriber specifically agrees that Geeks on Wheels has no obligation to provide Subscriber or anyone else with a copy of backup data and may automatically purge your backup data from Geeks on Wheels systems.
4. These terms and any additional Operating Rules published by Geeks on Wheels from time to time constitute the entire and only agreement (collectively, the “Agreement”) between Geeks on Wheels and Subscriber (including Subscriber’s designated users) with respect to the Service and supersede all other communications and agreements with regard to the subject matter hereof. Upon notice published over the Service, Geeks on Wheels may modify this Agreement, the Operating Rules or prices, and may discontinue or revise any or all other aspects of the Service at its sole discretion and without advance notice. Unless otherwise agreed, Subscriber’s right to use the Service or to designate users is not transferable and is subject to any limits established by Geeks on Wheels.
5. Subscriber is responsible for and must provide their own Internet access and other equipment and services necessary to access the Service. Successful transmission of Subscriber data to and from Geeks on Wheels systems is dependent upon numerous factors and services, including Internet connections, Subscriber computer equipment functionality, software performance and functionality, and other factors. Geeks on Wheels cannot guarantee or warranty the performance of Service. Subscriber utilizes Service at Subscriber’s own risk, and agrees not utilize online backup Service as a sole backup method. Subscriber should not utilize the service as a substitute for primary electronic file storage. Subscriber shall maintain an additional system to ensure the best protection of Subscriber data.
6. Subscriber shall not use the Service for storage, possession or transmission of any information, the possession, creation or transmission of which violates any state, local or federal law, including without limitation, stolen materials, obscene materials or child pornography.
7. No bailment or similar obligation is created between Subscriber and Geeks on Wheels with respect to Subscriber’s stored data. Geeks on Wheels may assist with the setup of Service, yet Subscriber bears solely responsible for the selection of data for use with this Service, and for verifying and ensuring their continued functional use of Service. Geeks on Wheels SHALL NOT HAVE ANY RESPONSIBILITY OR OBLIGATION TO SUBSCRIBER, SUBSCRIBER’S DESIGNATED USERS, OR OTHER USERS OF THE SERVICE TO MONITOR, SUPERVISE OR OVERSEE THE CONTENTS OF FILES STORED ON THE SERVICE.
8. Subscriber agrees to indemnify Geeks on Wheels against liability for use of Subscriber’s account which liability is a direct result of Subscriber’s misuse or negligent use of its account(s).
9. Geeks on Wheels may make copies of all files stored as part of the backup and recovery of servers utilized in connection with some of the Services. Geeks on Wheels is not obligated to archive such copies and will utilize them only for backup purposes. They will not be accessible to Subscriber.
10. SUBSCRIBER EXPRESSLY AGREES THAT USE OF THE SERVICE IS AT SUBSCRIBER’S SOLE RISK. NEITHER GEEKS ON WHEELS NOR ANY OF ITS LICENSORS, EMPLOYEES, OR AGENTS WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE; NOR GEEKS ON WHEELS OR ANY OF ITS LICENSORS, EMPLOYEES OR AGENTS MAKE ANY WARRANTY AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE SERVICE. THE SERVICE IS MADE AVAILABLE ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION, OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT. NEITHER GEEKS ON WHEELS NOR ANYONE ELSE INVOLVED IN CREATING, DELIVERING OR MAINTAINING THE SERVICE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF USE OF THE SERVICE OR INABILITY TO USE THE SERVICE OR OUT OF ANY BREACH OF ANY WARRANTY. IN NO EVENT WILL GEEKS ON WHEELS’S LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LESSER OF EITHER THE AMOUNT PAID BY SUBSCRIBER, IF ANY, FOR THE SERVICE FOR THE THREE MONTH PERIOD PRECEDING THE EVENT OR FIVE HUNDRED U.S. DOLLARS ($500).
11. This agreement is, and shall be governed by and construed in accordance with the law of the State of New York and venue shall be in Westchester County.
12. Notwithstanding any acknowledgment of a Subscriber purchase order by Geeks on Wheels, any provision or condition in any purchase order, voucher, letter or other memorandum of the Subscriber which is in any way inconsistent with, or adds to, the provisions of this agreement is null and void. Neither the course of conduct between parties nor trade practice shall act to modify the provisions of this Agreement. If any provision of this Agreement is determined to be invalid, all other provisions shall remain in full force and effect. The provisions of paragraphs 6 and 7 and all obligations of and restrictions on Subscriber and its designated users shall survive any termination of Service and this Agreement.
Last Updated: 3/30/2018