This license Agreement (hereinafter, the "Agreement"
) is a legal contract between you
(either an individual or a single business entity) (hereinafter, the "Licensee"
(Galician Research and Development
Center in Advanced Telecommunications), a non lucrative
entity with registered office at Edificio CITEXVI, local 14, Campus Universitario de Vigo, Vigo,
Pontevedra, Spain 36310 (hereinafter, the "Licensor"
) for SafeGDocs (hereinafter, the
). The term "Software" also includes any supplied corrections, bug
fixes, enhancements, updates or other modifications created and supplied by the Licensor, or its
providers, and any user manuals or other documentation supplied by the Licensor in conjunction
with the Software. Licensor and Licensee may also be referred hereinafter jointly as Parties or Party.
By clicking the "ACCEPT" button, or by downloading, installing or otherwise using
the software, you agree to be bound by the terms of this Agreement, if you do not agree to the
terms of this agreement, do not download, install, or use the Software. Read this Agreement
carefully before you click "ACCEPT".
1. LICENSE TERMS
The Software may allow Licensee to securely store, process, access, and query Licensee's Data
such as text in the Software from GOOGLE "Google Drive" documents' service.
1.1 Grant of License
. Licensor hereby grants to Licensee, pursuant to the terms and conditions
of this Agreement, a non-exclusive, non-transferable and for free license (hereinafter
), not subject to be sub-licensed, to use the Software.
1.2 Authorized Use
. Licensor allows Licensee to directly use the Software exclusively to access
to the information managed through it in order to provide symmetric client-side encryption for the
Documents service within Google Drive.
1.3 Restrictions on use
. Licensee agrees to use the Software under the terms of the above
authorized use. Under no circumstances shall Licensee (i) permit any unrelated third parties
to use the Software or (ii) permit to be processed the data of any other Party.
1.4 Modifications. Reverse engineering
. Licensee agrees that only Licensor shall have the
right to alter, maintain, improve or otherwise modify the Software. Licensee shall not disassemble,
decompile or reverse engineer the Software or attempt to do the same. Licensee shall not permit
or assist any third party to disassemble, decompile or reverse engineer the Software. Licensee shall
not rent, lease, loan, resell or otherwise transfer the Software.
1.5 Material terms and conditions
. Licensee specifically agrees that each of the terms and conditions
of this section 1 are material and that failure of Licensee to comply with these terms and conditions
shall constitute sufficient cause for Licensor to terminate this Agreement, and subsequently the License,
not having Licensee any right to claim damages, nor any other liability to Licensor.
1.6 Reservation of rights
. Licensor hereby reserves all rights not expressly and explicitly granted
in this Agreement, including, but not limited to, Licensor's right to license the Software to any
. Unless otherwise terminated as set forth herein, the term of the License granted hereunder
shall extend for a period of 12 months. After this period, Licensor might terminate the Licence at
any time. Licensee may terminate this License at any time by discontinuing its use of the Software.
1.8 Representation and warranties by Licensee
. By accepting this Agreement and/or by using the Software,
Licensee hereby represents and warrants that all information provided by Licensee to Licensor, during
the registration process for the use of the Software, is true and accurate in all respects. Licensee
further represents and warrants that Licensee has been duly authorized to enter into this Agreement for
and on behalf of any person, company or other entity specified during the initial registration process
for the Software. Should either of these representations prove false at any time, Licensor may, in Licensor's
sole discretion, immediately discontinue Licensee's maintenance of the Software without giving prior notice
and not having the Licensee any right to claim damages, nor any other liability to the Licensor.
1.9 Licensee's Responsibility. Licensee is solely responsible for every Data and information used to
create, edit, share or delete any documents it uses to access or use the Software. Licensee shall hold
harmless Licensor for any Data stored, processed or accessible by the Software.
2. INTELLECTUAL PROPERTY RIGHTS
. Licensee acknowledges that Licensor is the only owner of all proprietary rights, including
patent, copyright, trade secret, trademark and other proprietary rights, in and to the Software and any
corrections, bug fixes, enhancements, updates or other modifications, including custom modifications,
to the Software, whether made by Licensor or any third party. No title to the Software is transferred
hereby and Licensee's rights hereunder are strictly limited as set forth herein. Each Party will continue
to independently hold its intellectual property and the information related to the mentioned intellectual
property owned prior to this Agreement.
. Under no circumstances shall Licensee sell, license, publish, display, distribute,
transform, improve or transfer to a third party the Software or any copy thereof, in whole or in part,
without Licensor's prior written consent. Any breach of Licensor's Intellectual Property Rights by
Licensee shall make Licensee liable for any direct, incidental, consequential, punitive, special or
exemplary damages arising out of every specific breach.
3. DISCLAIMER OF WARRANTS
The Software, documentation and other files are provided "as is". Licensor does not and
cannot warrant the performance or results that the Licensee may obtain by using the Software. Likewise,
in relation to the Software there are no other warranties of any kind, either express or implied,
including, but not limited to, warranties as to title or infringement of third-party rights, merchantability,
or fitness for a particular purpose. The foregoing provisions shall be enforceable to the maximum extent
permitted by the applicable law.
Software may be a pre release version and may not work correctly or in the manner that a commercial version
of the Software may function. Certain features may be missing or disabled. Licensor may update the Software,
which may result in the inaccessibility or deletion of Licensee's Data. The Software may experience interruptions
and extended downtime during which Licensee's Data may not be accessed, some or all of Licensee's Data could
be unintentionally deleted.
The updates of the web browser Firefox and other services (such as Google Drive service or Google Drive API)
may result in the non functioning of the Software.
Licensor has no obligation to provide any support services for the Software. The Software may be periodically
inaccessible for reasons including maintenance updates and other interruptions. During such periods, Licensee
may be unable to access or use all or a portion of the Software and some or all of Licensee's Data may be deleted.
Licensor may apply security technologies and procedures to help protect against unauthorized access or use of
the Software. Licensor does not guarantee the success of such technologies and procedures. Licensee is solely
responsible for the security, protection and backup of its Licensee's Data, and any other data, software or
services it uses in connection with the Software.
Licensee represents and warrants that:
i. it has, will obtain, and will maintain all necessary rights to its Licensee's Data, and any other data,
software programs or services it uses in connection with the Software;
ii. its use of such data, software programs or services does not infringe the intellectual property or
other proprietary rights of any third party;
iii. it will not access or use the Software in a manner that violates the rights of any third party or
which purports to subject Licensor to any other obligations; and
iv. it will access and use the Software in a manner which complies with all laws and regulations.
Licensor disclaims any and all representations or warranties express, statutory, and implied including
without limitation (a) Representations or warranties of workmanlike effort, accuracy, quiet enjoyment,
and non infringement (b) representations or warranties arising through course of dealing or usage of trade,
and (c) representations or warranties that access to or use of the services will function as described, will
be uninterrupted or error-free, secure, or that your use of the services will be reliable and accurate,
including without limitation, storing, reading, updating or deleting your data.
Under no circumstances or legal theory, whether in tort, contract or otherwise, shall the Licensor be liable
to the Licensee or to any other person for any indirect, special, incidental, or consequential damages (even
if Licensor shall have advised the Licensee of the possibility of such damages), including, without limitation,
damages for loss of goodwill, work stoppage, failure or malfunction of the Software and its related equipment,
or for any other damages or losses of any nature. The foregoing provisions shall be enforceable to the maximum
extent expressly permitted by the applicable law.
5.1. Information Use and Disclosure by Licensor
With respect to the Software, Licensor may, in case Licensee's Data are made available to Licensor:
(a) Use and reproduce your Licensee's Data in order to provide, operate, and maintain the
Software. Licensee agrees to secure rights for Licensor to do so without:
i. violating the rights of any third party, or
ii. otherwise obligating Licensor to Licensee or any third party.
(b) Use usage patterns, trends, and other statistical data derived from Licensee's Data and Licensee's use
of the Software to provide, operate, maintain, and improve the Software.
Licensor will neither access Licensee's Data nor disclose it to any third party other than agents acting
on Licensor's behalf, except as required by law or as Licensee may otherwise authorize, including the
authorizations given above. Licensor will provide Licensee advance notice of disclosure, if legally
permitted to do so.
5.2. Acknowledgements and Consent by Licensee
If Licensee collects, stores, or processes personal information when using the Software, Licensee agrees to
comply with all privacy and data protection laws, taking into account the nature of the information to be
processed, as well as the features and limitations of the Software as described in this agreement or as otherwise
provided to Licensee. Licensee will respond to third party requests about its Licensee's Data or its use of the
Software, to the extent any response is required by applicable law. In order to facilitate resolution of these
requests, Licensor may pass them on to Licensee or may provide Licensee's contact information to the third party
if Licensor is in possession of such information. Licensee bears sole responsibility to:
(a) protect any rights
you may have in your Licensee's Data;
(b) develop, operate and maintain that Licensee's Data; and
(c) ensure that Licensee's collection, storage, and use of Licensee Data complies with all applicable laws, regulations and
Licensee will indemnify, pay the defense costs of, and hold Licensor, its affiliates, and its or their
successors, officers, directors and employees harmless from and against any and all claims, demands, costs,
liabilities, judgments, losses, expenses and damages (including solicitors' fees) arising out of, in connection
with, or related to:
(a) Licensee's use of the Software in breach of this agreement or in violation of any applicable law or
(b) any data, software programs or services that Licensee uses in connection with the Software, including
without limitation any claim that such data, software program or services, or any part thereof, infringes,
misappropriates, or otherwise violates any copyright, patent, trade secret, trademark, or other legal right
or any third party.
7. GENERAL PROVISIONS
. The Licensor may alter or review the terms of this Agreement by giving the Licensee fifteen
calendar days prior notice of the modifications to be made, if possible. If Licensee does not agree to accept
the modifications, Licensee's sole remedy shall be to discontinue Licensee's use of the Software. The last
. The Licensee has the
obligation to check once per month the last version of the Agreement.
7.2 Governing law and jurisdiction
. This Agreement shall be governed by and construed under the laws of
Spain without regard to conflict of law provisions. With express waiver to any other jurisdiction that may
correspond to the Parties, any dispute or controversy in relation to, in connection with or resulting from
this Agreement shall be exclusively resolved by the Courts of the city of Vigo (Spain).
. Without prejudice to any other rights, Licensor may terminate this Agreement, and
subsequently the License, if Licensee fails to comply with the terms and conditions of this Agreement.
In such event, Licensor may deny Software updates and Licensee must discontinue use of the Software, and
the Parties shall not have any rights to sue or claim between themselves.
. Unless otherwise set forth in this Agreement, the provisions of this Agreement are
severable, and if any or more provisions are determined to be invalid, illegal or unenforceable, in
whole or in part, the validity, legality and enforceability of the remaining provisions or portions
thereof shall not in any way be affected thereby and shall nevertheless be binding between the Parties
hereto. Any invalid, illegal, or unenforceable provision or portion thereof shall be changed and interpreted
in order to accomplish the purpose of such provision or portion thereof within the limits of the applicable law.
7.5 Complete Agreement
. The Parties agree that this Agreement is the complete and exclusive statement
of the agreement between the Parties, which supersedes and merges all prior proposals, understandings
and all other agreements, oral or written, between the Parties relating to the subject matter.
. The headings to the Sections and Subsections of this Agreement are included merely for
convenience of reference and shall not affect the meaning of the language included therein.
. Any waiver expressed or implied of a breach of any provision of this Agreement, by
either Party, shall not be construed as a waiver of a continuing or succeeding breach of such provision,
a waiver or modification of the provision itself or a waiver or modification of any right under this Agreement.
7.8 Read and Understood
. Licensee hereby acknowledges that it has read and understands this Agreement
and agrees to be bound by its wording.