Hypervault Terms & Conditions

1. Hypervault and its affiliates ("Hypervault", or "we" and its derivatives) operate www.hypervault.com (together with any subdomains, the "Site") and provide our users (each user, "you") with mobile and web applications (each an "App" and, collectively, the "Apps"). These Terms of Service (the "Terms") are a binding agreement between you and Hypervault regarding your use of the Site, the Apps, and any related services we may offer (the Site, Apps and services together, the "Services"). As used in these Terms, a "device" means any computer, phone, tablet, or other hardware on which Apps run.
2. By using the Services, you represent that you (i) may legally do so, (ii) are the age of majority in the jurisdiction where you reside (unless you have been invited to join a Family Plan by someone who is), and (iii) have the power to enter into a binding contract with us. You must affirmatively accept these Terms and the Privacy Policy when initially downloading or accessing an App.
3. These Terms do not apply to third-party websites, services and applications ("Third-Party Services") you may access through the Services. Unless required by applicable law, we are not responsible for the content or practices of Third-Party Services and provide links to them only for your convenience. We recommend you review the terms and policies of any Third-Party Service you access through the Services.
4. WHEN YOU PAY FOR A SUBSCRIPTION TO THE SERVICES, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL SUBSCRIPTION AT THE THEN-CURRENT RATE FOR SUCH SERVICES, UNLESS YOU CANCEL OR CHANGE YOUR SUBSCRIPTION AS SET FORTH IN SECTION 7(c).
5. Your use of certain Services may be subject to additional terms ("Supplemental Terms"). If any provision of the Supplemental Terms conflicts with these Terms, the Supplemental Terms will control. Certain Supplemental Terms are in Section 12.
6. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND LIMIT THE REMEDIES AVAILABLE IF THERE IS A DISPUTE ABOUT THESE TERMS OR YOUR USE OF THE SERVICES. By accepting these Terms, you are waiving certain rights to legal remedies you may otherwise have. Arbitration is not permitted in certain jurisdictions. Please see Sections 10 and 13 for more information.
7. Any dispute or claim arising out of these Terms or in connection with the Services shall be governed by and construed in accordance with Belgian law.
8. We may change these Terms at any time. When we do so, we will post the updated Terms on this page and inform you through the Services, as applicable. Amended Terms will be effective immediately for new users and thirty (30) days after we post them on the Site for existing users.
9. You may contact our help center, email support@hypervault.com, or write us at address
   
   GTS DATA B.V.
   Boudewijnlaan 136
   2243 Pulle – Zandhoven
   BELGIUM
   
   with any questions about these Terms or the Services.

1. Accounts
   To use the Services, you must download an App, or access a pre-installed App on your device, and create an account (an "Account") by providing your email address (the "Account Email") and a master password (the "Master Password" and, together with the Account Email, the "Credentials"). Keep your Credentials secure and do not share them with anyone. You are responsible for all activities on the Services associated with your Account. You represent that any information you provide to us in connection with your Account (e.g., billing information when you pay for a Subscription) will be accurate, and that you will keep it updated for so long as you have an Account.
2. Master Password
   Your Master Password is critical to the security of your Account. It is used to generate the encryption keys used to protect Secured Data (as defined in Section 4(b)) and to transfer Secured Data among your authorized devices. HYPERVAULT DOES NOT STORE, HAVE ACCESS TO, OR HAVE ANY MEANS OF RECREATING OR RETREIVING, YOUR MASTER PASSWORD, NOR CAN WE ACCESS SECURED DATA IF YOU LOSE YOUR MASTER PASSWORD. This is an essential security feature intended to protect your Secured Data should our systems be compromised. We are not responsible for any inability to access your Account or Secured Data caused by loss of your Master Password.

a. License

Hypervault grants you a personal, non-exclusive, revocable, non-sublicensable, and nontransferable license to download and install the Apps in object code format on one or more devices (as permitted by your plan), solely for your personal use.

The license includes the right to

1. access, use, and make a reasonable number of copies of any published descriptions of the functionality, technical requirements, or use of the Services (collectively, "Documentation"), and
2. use any changes to the Apps made available to all users of such Apps at no additional cost (each an "Update") when each Update is made generally available. Updates may be installed automatically or require installation by you. Failure to install an Update may result in an App or the Services not functioning correctly.

b. Restrictions.

Except as explicitly permitted in these Terms, you may not, directly or indirectly:

1. modify or create derivative works of the Services or elements thereof;
2. decompile, reverse engineer, or translate any portion of an App into human-readable form (except to the extent expressly allowed by applicable law);
3. rent, lease, share, distribute, or sell any aspect of the Services to any third party, including on a service bureau or similar basis, except where a separate, written reseller agreement exists;
4. remove, alter, or deface proprietary notices or marks in an App or the Documentation;
5. disclose the results of testing or benchmarking an App or the Services;
6. circumvent or disable security, copyright protection, or license management mechanisms of an App or the Services,
7. interfere with the Services' operation;
8. use the Services to violate the law or the rights of any third party;
9. use the Services to store or distribute content that is harmful to minors;
10. upload or transmit any virus, worm, Trojan horse, or other malicious code to or via the Services;
11. use any automatic or manual process to harvest information from the Site or Services, except that commercial search engines may use spiders to copy materials from the Site solely as necessary to create publicly available searchable indices of the materials, but not caches or archives of such materials.

a. Data Protection.

Hypervault uses industry-standard encryption to protect your data. Your Master Password is used to generate encryption keys that protect your Secured Data. We cannot access your Secured Data without your Master Password.

b. Secured Data.

"Secured Data" means any data stored by you in the Services that is encrypted using keys derived from your Master Password, including passwords, notes, documents, and other information you choose to store in the Services.

c. Privacy Policy.

Your use of the Services is also governed by our Privacy Policy, which describes how we collect, use, and protect your information. By using the Services, you consent to the collection and use of your information as described in the Privacy Policy.

d. Data Ownership.

You retain all ownership rights in your Secured Data. You may export your Secured Data at any time through the Services.

a. Fees.

Some features of the Services require payment of fees ("Subscription"). You agree to pay all fees associated with your Subscription in accordance with the pricing and payment terms presented to you when you purchase a Subscription.

b. Automatic Renewal.

Unless you cancel your Subscription as set forth in Section 5(c), your Subscription will automatically renew for additional periods of the same duration as the initial Subscription at the then-current rate for such Services.

c. Cancellation.

You may cancel your Subscription at any time through your Account settings or by contacting support@hypervault.com. If you cancel, your Subscription will remain active until the end of the current billing period, and you will not be charged for subsequent periods.

d. Refunds.

Refunds are provided only as required by applicable law or as otherwise specified in these Terms or in our refund policy.

e. Price Changes.

We reserve the right to change our pricing at any time. We will notify you of any price changes at least thirty (30) days in advance. If you do not agree to the price change, you may cancel your Subscription before the change takes effect.

The Services, including all content, features, and functionality, are owned by Hypervault and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws. You acknowledge that the Services contain proprietary and confidential information that is protected by applicable intellectual property and other laws.

You retain all ownership rights in your Secured Data. By providing feedback, suggestions, or ideas about the Services, you grant Hypervault a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such feedback into the Services.

a. Subscription Terms.

When you purchase a Subscription, you agree to pay the fees for the Subscription period you select. Subscriptions automatically renew unless you cancel.

b. Family Plans.

If you purchase a Family Plan, you may invite family members to join your plan. Family members must be at least 13 years old. You are responsible for all activity on your Family Plan account.

c. Cancellation and Refunds.

You may cancel your Subscription at any time. Cancellation will take effect at the end of your current billing period. Refunds are provided only as required by applicable law.

a. Termination by You.

You may terminate your Account at any time by contacting support@hypervault.com or through your Account settings.

b. Termination by Us.

We may suspend or terminate your Account immediately if you violate these Terms or engage in fraudulent, illegal, or harmful activity. We may also terminate your Account if you fail to pay required fees.

c. Effect of Termination.

Upon termination, your right to use the Services will immediately cease. We may delete your Account and Secured Data after a reasonable period following termination. You are responsible for exporting your Secured Data before termination.

a. Disclaimers.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

b. Limitation of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HYPERVAULT SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF THE SERVICES.

c. Maximum Liability.

IN NO EVENT SHALL HYPERVAULT'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED THE AMOUNT YOU PAID TO HYPERVAULT IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY.

a. Arbitration Agreement.

If you are located in the United States, you agree that any dispute arising out of or relating to these Terms or the Services will be resolved through binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

b. Waiver of Jury Trial.

YOU AND HYPERVAULT EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT ANY DISPUTE WILL BE RESOLVED ON AN INDIVIDUAL BASIS, NOT AS A CLASS ACTION, REPRESENTATIVE ACTION, OR CONSOLIDATED ACTION.

c. Arbitration Rules.

Arbitration will be conducted by a single arbitrator in accordance with the rules of the American Arbitration Association ("AAA") or another mutually agreed-upon arbitration organization.

d. Location of Arbitration.

Arbitration will take place in New York County, New York, unless you and Hypervault agree otherwise.

e. Fees.

If you initiate arbitration proceedings in which you claim less than €500.00 in damages and you comply with the Arbitration Agreement, including the notification obligation, and if your claim is upheld, Hypervault will reimburse you the amounts determined in the Decision. If the arbitrator awards you compensation, which does not explicitly rule on the lawyer's fees, Hypervault is prepared to reimburse your lawyer's fees, limited to the basic legal fee, as described in the Royal Decree dated dd. 26.10.2007 determining the rate of compensation for legal advice.

f. Severability.

Except as provided in Section 10(d), if any part or parts of this Arbitration Agreement are found to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts will be of no force and effect, but the remainder of the Arbitration Agreement will continue in full force and effect.

a. Cooperation.

Nothing in these Terms limits our right to cooperate with authorities.

b. Assignment.

These Terms are personal to you and may not be assigned. Hypervault may freely assign these Terms or its obligations, subject to applicable law.

c. Severability; Waiver.

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, the remaining provisions will remain in full force and effect. The waiver of a breach of any provision of these Terms will not waive any future breach of the same or any other provision.

d. Entire Agreement.

These Terms are the parties' entire understanding with respect to their subject matter and supersede any previous or contemporaneous communications, whether oral or written. These Terms may be modified as set forth in Section 1(h).

e. Release.

You release Hypervault and our successors from all losses, damages, rights, and demands and actions of any kind, including personal injuries, death, and property damage, that are directly or indirectly related to or arise from your use of the Services (collectively, "Claims"). This release does not apply to any Claims for unconscionable commercial practice by Hypervault or our fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Services.

f. Force Majeure.

Hypervault will not be liable for any failure or delay in performing its obligations under these Terms or with respect to the Services caused by natural disaster, government mandate, civil disobedience, or other factors beyond Hypervault's reasonable control.

g. Electronic Communications, Notice.

You consent to the use of electronic communications regarding these Terms and the Services, and agree that such communications, whether received via email or through the Services, satisfy any requirements that would be met if they were in hard copy. This provision does not affect your statutory rights. We may give notice to you by email, a posting on the Site, or other reasonable means. You must give notice to us in writing via email to support@Hypervault.com or as otherwise expressly provided in these Terms.

h. Headings and Interpretation.

Headings and the summary explanations at the beginning of each Section of these Terms are for reference only and do not affect the parties' rights and obligations. As used herein, "may" means "has the right, but not the obligation, to"; "includes" and its variations means "including, but not limited to"; and "days" means calendar days, provided that obligations that would be due on a weekend or holiday will be due on the next business day following such weekend or holiday.

i. Language.

These Terms are drafted in Dutch, and where Hypervault has provided you with a translated version of the Terms we do so for your convenience. The Dutch version of the Terms shall apply in accordance with Belgian language law in the event of any conflict with the translated version.

a. EEA.

If you reside in the European Economic Area ("EEA"), these Terms are modified as follows:

1. Sections 1(f), 1(g), and 10 do not apply to you.
2. These Terms, including their formation, will be governed by and interpreted in accordance with the laws of the nation in which you are resident, provided that, to the greatest extent permitted under such law, all proceedings arising under these Terms or related to the Services will be conducted on an individual basis in such nation's courts.
3. To inform Hypervault of a legal action, you must send a letter via overnight courier or registered mail to address, attn: Legal.
4. Section 11(j) does not apply to you. Complaints about the Services should be sent to support@hypervault.com.

b. United Kingdom

If you are a resident of the United Kingdom, the Terms, including Section 12(a), are modified as follows:

1. Third parties have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of the Terms, but this does not affect any right or remedy of such third party which exists or is available apart from that Act.
2. These Terms are drafted in the English language, and no translation of the Terms has any force and effect.

c. Germany.

If you are a resident of Germany, the Terms, including Section 12(a), are modified as follows:

Notwithstanding anything to the contrary in Section 9(c), Company is also not liable for acts of simple negligence (unless they cause injuries to or the death of any person), except when they are caused by a breach of any substantial contractual obligations (vertragswesentliche Pflichten).