Terms of Service

Welcome to Zerigo. All of our products, services, APIs, and sites (collectively 'Services') are provided subject to the following conditions. Use of our Services requires full acceptance of this Terms of Service. If you do not fully agree, you may not use our Services.

Copyright and Trademarks

All of our Services, including text, graphics, logos, software, etc. are Copyright 2017 Zerigo, Inc. ('Zerigo') or copyright by our suppliers and vendors. The Zerigo name, Zerigo logo, and 'Pods' are trademarks of Zerigo.

Your Account

An account is required to access most of our Services. You must be of legal age to use our Services or create an account. You are responsible for maintaining the security and confidentiality of your account and credentials used to access our Services. The information provided to create or maintain your account must be accurate at all times. Zerigo is not liable for damages or losses that come from your failure to sufficiently secure your account or keep it updated. You must notify us immediately if you suspect unauthorized use of your account or some other breach of security.

Acceptable Use

Services may only be used for lawful purposes. Transmission, storage or displaying any information, data or other material in violation of any United States, State of Colorado, or relevant local law (to us) is strictly prohibited. Further, your use of this service must be in full compliance of any laws which you are also subject to. Prohibited use includes, but is not limited to:

Any activity which disrupts or otherwise negatively impacts our Services, servers, or networks is prohibited. This includes, but is not limited to: excessive CPU use, excessive use of network capacity, or excessive disk IO.

Sending spam or unsolicited email is prohibited. All addresses used in email must exist and otherwise be legitimate, and you must have a right to use them. All mailing lists must be confirmed opt-in. As we may be assessed a fee by our upstream providers for unsolicited email, we will pass any such fees on to you with an additional handling fee. Sending out any unsolicited email from another source with any kind of reference or other pointer to Zerigo provided Services is prohibited.

You are responsible for ALL use of your account(s), including use of your account(s) by others. While expressly disclaiming any responsibility to do so, Zerigo reserves the right to monitor or otherwise evaluate any content, materials, or other use of your account(s).

Zerigo also reserves the right, in our sole discretion, to notify and/or forward suspect materials to law enforcement agencies.

Copyright Violations

Zerigo complies with the Digital Millennium Copyright Act. Copyright infringement issues should be forwarded to:

Zerigo, Inc.
2125 O'Nel Drive
San Jose, CA 95131
Fax: 720.457.3899
Email:

Privacy

In the course of providing Services to you, Zerigo creates, receives, stores, and/or transmits data that may be private or sensitive, such as personal name, business name, email addresses, phone numbers, credit card information, logs of account activity, and service information.

We also use cookies to track usage of our Services and maintain login state.

In general, we do not disclose personal or account information unless we believe, in good faith, that disclosing such information is necessary to identify, make contact with, bring legal action against, or otherwise protect against someone who may be causing harm or interfering with the property of Zerigo, our Services, our customers, or others. We may also disclose personal or account information as necessary, in our discretion, to provide Services to you.

User Content

You may, in the course of using our Services, submit reviews, comments, suggestions, ideas, questions, or other content (collectively 'User Content') to our website(s) or to us by email or other communication channel. You grant Zerigo a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, modify, adapt, publish, derive, and/or display any User Content you submit.

You may not submit User Content that is illegal, obscene, abusive, or otherwise harmful, injurious, or objectionable, as we determine in our sole discretion. While we do not regularly review User Content, and disclaim any obligation to do so, we reserve the right to remove or edit such content.

Blocked Ports

IRC and/or common Windows file-sharing ports may be blocked (by us or our upstream providers) in an effort to head off DDoS attacks. We do not block any other ports. However, we reserve the right to do so, temporarily or permanently, if we believe it is necessary to protect our network.

Bandwidth Usage

Some of our Services are designed to carry network traffic over special "private" interfaces that only carry traffic between Services. Traffic traversing those clearly marked, private interfaces is not considered part of your bandwidth usage.

All other network traffic, in and out, is considered part of your bandwidth usage. This includes traffic between Services that does not traverse a marked, private interface.

IP Addresses

Any IP addresses assigned for your use remain under the ownership and/or control of Zerigo. Your right to use them will always terminate with the cancellation of the associated Service. IP address assignments are subject to ARIN's policies, as changed from time to time.

Usage Measurements

We may measure usage of Services using exact measurements or statistical sampling, at our discretion.

Third-party Charges

Any charges you incur from third-parties while using our Services is your sole responsibility. This includes, but is not limited to phone, text messaging, bandwidth, internet access, or currency conversion charges.

Determination of Misuse

Zerigo has sole determination of misuse of an account or other violation of our Terms of Service.

Cancellation or Suspension of Services

You agree that Zerigo may suspend Services or cancel Services at any time, for any reason, without notice. If such action is taken upon a determination of misuse, Zerigo has the additional right to cancel Services without refund, impose fees, and/or pursue civil remedies. If we cancel Services without cause, a pro-rated refund will be granted based on the pre-paid time remaining for Services. If you cancel Services, you will still owe us any unpaid charges. Upon suspension or cancellation (by you or us), access to data and your right to use Services will stop immediately. Further, upon cancellation (by you or us), data may be permanently deleted immediately.

Billing

Zerigo only accepts payment for Services via credit card (Visa, MasterCard, Discover, and American Express). You agree that Zerigo is permitted to automatically charge your credit card on a periodic basis, in advance or in arrears, for Services and for overage charges related to Services. Most Services are billed monthly, although they may be billed in periods of other lengths as shown at the time of signing up for that service. Your account will be assigned a monthly renewal day. Adding, changing, or removing Services may result in charges or credits being prorated in such a way as to align with the nearest instance of that monthly renewal day. Selecting a different monthly renewal day may also trigger prorated renewal periods and charges. Service renewals may be shifted to the 28th or 1st if they would have started on the 29th, 30th, or 31st. Some usage-based Services are billed in arrears. You agree to pay any and all accumulated charges for such services. Additionally we reserve the right to require advance payment for usage-based Services.

Payment is due upon invoicing. Services may be interrupted on accounts that are 3 or more days past due. Accounts that are past due may also be assessed a late fee and/or a reactivation fee.

Zerigo is not responsible for any additional bank fees, interest charges, finance charges, over draft charges, or other fees resulting from charges billed by Zerigo. Currency exchange settlements will be based on agreements between you and your credit card provider.

Refunds and Credits

Any credits caused by cancellation of Services remain as a credit for future Zerigo Services and will not be refunded. Such credits expire if unused after 13 months. Credits will not be issued at all when cancellation is because of a determination of misuse. Only in the case of cancellation by Zerigo, without a determination of misuse, will the credit be refunded back to the billing credit card.

Contact Information

You agree to keep all contact and payment information current and up-to-date. In the event that we are unable to contact you, we may choose to determine that your account has been abandoned and close the account.

You agree that we may contact you by phone, SMS, email, or other such method as we determine for the purposes of providing Services; providing support; delivering updates about your Services; delivering billing or other account updates, notices, or warnings; or investigating potential misuse of Services.

We may also contact you about Services we offer that you do not presently use. You may request that we not send this type of information to you.

We may use a third-party to facilitate our contact to you (such as an SMS broker, phone company, or reputable email provider). We will not sell your information to third-parties for their commercial use, ever.

If you ever receive spam or other unwanted solicitations from a third-party on behalf of Zerigo (such as someone attempting to gain referral credits), please notify us. We will investigate and terminate the offending account if appropriate.

Referral Program

Our referral program is designed to encourage existing customers to refer new customers to us. In no way does the referral program constitute a partnership, affiliate relationship, or any other formal business arrangement. This program is void where prohibited or in any jurisdiction (other than Colorado, USA) which even might consider this program to create a nexus between Zerigo and that jurisdiction. Partner, reseller, and other special accounts are not eligible.

Issued referral credits will be a fixed amount per regular subscription service subscribed to by the referred customer within their first week of service. Most monthly-based Services are eligible for the program. Specific details, including the schedule of specific referral credit amounts, are on the Referrals page in your account. Referral credit amounts, and eligible services, may change from time to time. Referral credits will be issued between 3 and 3.5 months after the referred customer signs up and services must be active at the time credits are issued. Both the referring and referred accounts must continually remain in good standing for any referral credit to be issued. A maximum of $500 of credits may be issued to each person or entity per year. Excess credits will not be carried over. Credits are subject to the Refunds and Credits section above.

You may not refer yourself or setup other accounts and claim them as referrals. In response to this, or any other potentially fraudulent activity, Zerigo may revoke any issued credit (and subsequently bill you). Such decision shall be in Zerigo's sole determination.

The terms of the referral program may be changed from time to time to better accomplish the program's purposes.

Service Level Agreements

Some of our Services carry Service Level Agreements ("SLAs") which provide specific remedies if certain performance levels are not met. Those SLAs, where applicable, are herein incorporated into these Terms of Service. In any conflict, the Terms of Service shall prevail. The SLAs shall not be considered to create any additional warranty or liability and any remedy within the SLAs shall be the sole and exclusive remedy for any SLA-covered performance failure. Services that do not carry SLAs provide no remedy whatsoever.

Backups

You are responsible for backing up your data and are encouraged to utilize offsite backups, even if Zerigo also provides you some kind of backup service. You agree that we are not liable for any data loss, for any reason, whether or not we were previously notified or otherwise had knowledge of the possibility of such loss.

APIs

APIs may not be available at all times. Further, they may be modified from time to time. While we try to minimize backward-incompatible changes, such changes may occur. Accordingly, updates to your application or other API consumers may be required. All such changes are your responsibility and at your cost.

We reserve the right to rate-limit API requests based on any criteria necessary to maintain the integrity of our Services. Such limits are subject to change and different API calls may be rate-limited differently. Additionally, we reserve the right to block API access entirely, on a permanent or temporary basis, if we believe such action is required to protect our systems or network.

Limitation of Liability

IN NO EVENT SHALL ZERIGO BE LIABLE FOR DAMAGES RESULTING FROM LOSS OF DATA, PROFITS, GOODWILL, OR USE; OTHER INTANIGIBLE LOSSES; ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; USE OF THE ZERIGO SITE OR ANY ZERIGO SERVICES; OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THIS AGREEMENT OR IN CONNECTION WITH ANY SERVICES PROVIDED HEREUNDER. NOTWITHSTANDING ANYTHING IN THE AGREEMENT TO THE CONTRARY, THE MAXIMUM AGGREGATE MONETARY LIABILTY OF ZERIGO AND ANY OF ITS AGENTS, SUPPLIERS, EMPLOYEES, OR AFFILIATES IN CONNECTION WITH THE ZERIGO SERVICES, UNDER ANY THEORY OF LAW (INCLUDING BREACH OF CONTRACT, TORT, STRICT LIABILITY, AND INFRINGEMENT) SHALL NOT EXCEED ONE MONTH'S WORTH OF RECURRING FEES FOR THE SERVICES THAT ARE THE SUBJECT OF THE CLAIM AS OF THE TIME OF THE OCCURRENCE OF THE EVENTS GIVING RISE TO THE CLAIM.

Warranty Disclaimer

USE OF ZERIGO SERVICES IS AND SHALL BE AT YOUR SOLE RISK. THERE IS NO WARRANTY, EXPRESS OR IMPLIED, OF ANY KIND REGARDING OUR SERVICES. YOU ACCEPT, AND WE EXPRESSLY DISCLAIM, ALL LIABILITIES FROM THE SERVICES, INCLUDING BUT NOT LIMITED TO LIABILITY FROM FAILURE TO PERFORM, FAILURE TO MEET EXPECTATIONS, LOSS OF SERVICE, LOSS OF EMAIL, LOSS OF PROFITS, LOSS OF GOODWILL, OR ANY OTHER DAMAGE.

Indemnity

You agree to defend, indemnify and hold harmless Zerigo, Inc., its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Zerigo Services; (ii) your violation of any term of this Terms of Services; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; (iv) any claim that use of our Services caused damage to a third party; or (v) any claim that use of our services or participation in any program offered by Zerigo creates a legal nexus between Zerigo and any jurisdiction other than Colorado, USA. This defense and indemnification obligation will survive this Terms of Services and your use of our Services.

Publicity Rights

You grant us the right to use your name or other provided, publicly known information (such as domain names) for promotional purposes, including trademarks or other intellectual property, as long as such use is accurate in its claims. You may request, in writing, that we do not use this information for promotional purposes.

Severability

If any of the provisions, or portions thereof, of this Terms of Service are found to be invalid under any applicable statute or rule of law, then, that provision notwithstanding, this Terms of Service shall remain in full force and effect and such provision or portion thereof shall be deemed omitted. Further, when possible, a court shall give effect to the intention of the invalid provision to the fullest extent possible within the law.

Full Agreement

This Terms of Service (including the Exhibits, attachments and/or addenda, if any) represents the full and complete agreement of the parties and supersedes all prior agreements or understandings, written or oral between the parties.

Assignment

This Terms of Service and its rights and obligations may not be transferred, assigned or delegated in any manner by you, but may be transferred, assigned or delegated by Zerigo.

Waiver or Delay

Any waiver of any provision of this Agreement, or a delay by any party in the enforcement of any provision, shall neither be considered as a continuing waiver nor create an expectation of non-enforcement of that or any other provision.

Legal Proceedings and Jurisdiction

In any legal proceeding between the parties under this Terms of Service, the prevailing party shall be entitled to recover its costs, expenses and reasonable attorneys' fees.

This Terms of Service, your use of our Services, and the relationship between you and Zerigo are made under and shall be governed by the laws of the State of Colorado without regard to conflict of law provisions. You further agree to the exclusive venue of the courts of Arapahoe County, Colorado.

Changes

This Terms of Service and Zerigo's policies may be changed by Zerigo at any time and posting them on our website shall be considered sufficient notice of doing so. Continued usage of Services after a change to this Terms of Service or after a new policy is implemented and posted on the Zerigo website constitutes your acceptance of such change or policy. We encourage you to regularly check the Zerigo website for any changes or additions.

Last update: June 26, 2011