These SafePass Terms of Service (the “Terms”) are the legal binding agreement between you and SafePass (by Reason Cybersecurity Ltd.) (“SafePass”, “our”, “we” or “us”) for your use of the website available at: https://mysafepass.io/ (the “Website”) and/or Safe Pass password manager software (the “Software”, and collectively, the “Services”).
PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING, CONNECTING, INSTALLING, DOWNLOADING AND/OR USING THE SERVICES.
BY CONTINUING TO ACCESS AND/OR USE THE SERVICES YOU ARE INDICATING THAT YOU HAVE READ AND AGREED TO BE BOUND BY THESE TERMS AND THE SAFEPASS PRIVACY POLICY AVAILABLE AT https://mysafepass.io/privacy-policy (THE “PRIVACY POLICY”), WHICH IS INCORPORATED HEREIN BY REFERENCE.
By agreeing to these Terms, you confirm that you are: (i) lawfully entitled to use the Services in the country in which you are located, and (ii) of legal age to engage in this binding agreement with us. If you are a minor according to the law of the country you reside in, you are not permitted to use the Services. If it comes to our knowledge that a person is under the legal age allowing the use of the Services, we will block such person from accessing and using the Services and make all efforts to delete any information with respect thereto, as promptly as possible.
If you do not accept these Terms, then you may not access, or use the Services.
We reserve the right, without prior notice and at our sole discretion, to change, modify and/or update these Terms at any time, and/or modify, change, or discontinue or cancel any feature of the Services. We recommend that you check these Terms from time to time for changes. Your continued use of the Services following any changes to these Terms, constitutes your irrevocable acceptance of all such changes. If you do not accept any modification to these Terms, your only recourse is to cease using the Services.
1. THE SERVICES
You understand that we are providing you with a Services, which includes, but is not limited to, a secure document storing, password managing Services, administrative and other related technologies, text, data, applications and other content made available to you by SafePass. You agree to abide by these Terms with respect to your use of the Services. All right, interest and title in and to the Services and any related features, services, and/or modifications thereto, including associated proprietary rights, evidenced by or embodied in, attached or related to the Services, are and will remain owned solely by us or our licensors.
SafePass Terms of Service
The access to some parts of the Services requires a paid subscription (the “Subscription(s)”). When Subscribing to the Services, you agree to the specific details of your Subscription (as further detailed on our plan picker/Website). By signing up for a Subscription, you agree that your Subscription will be automatically renewed and, unless you cancel your Subscription, you authorize us to charge your Payment Method for the renewal term. “Payment Method” means a current, valid, accepted method of payment, as may be updated from time to time, and which may include payment through your account with a third party. All amounts paid are non-refundable.
From time to time, we may offer a free trial subscription for the Services. If you register for a free trial Subscription and provide Us with your Payment Method, we will begin to bill your account when the free trial Subscription expires, unless you cancel your subscription before that time. We reserve the right to (i) modify the terms and conditions of a free trial offer, or (ii) cancel such free trial offer.
Any discount prices that we may offer to you are valid solely for the first term of your chosen Subscription (unless explicitly specified otherwise).
2. FEES; PAYMENT TERMS
3. REFUND POLICY
Refund requests may be considered by Us at Our sole discretion. If you wish to request for a refund, please contact us at https://reasonlabs.com/contact-us, or by email at safepass-support@reasonlabs.com.
4. REPRESENTATIONS AND WARRANTIES
4.1. Accuracy. By registering for our Services, you represent and warrant that all information you submit to us is true, accurate, current and complete and that you will promptly notify us if your information changes.
4.2. Privacy. You expressly agree that we may use your information in accordance with the terms our Privacy Policy, which you can find and read at https://mysafepass.io/privacy-policy.
4.3. Compliance. You hereby represent and warrant that you will only use the Services as permitted under these Terms; and, when using the Services, you shall comply with all applicable laws, rules, regulations, and industry best practices.
5. SECURITY
You acknowledge and agree that you are solely responsible for choosing and protecting the secret password that you use to log into your password vault (the “Master Password”) and for the consequences of not protecting this data. You agree not to share your Master Password with any third parties. You will notify Us immediately upon any breach of security or unauthorized use of your account.
Access to our Services, the Internet, and to certain online transactions involves the use of identification numbers, passwords, payment accounts or other individualized nonpublic information. You shall use your best efforts to prevent unauthorized use of our Services, and shall promptly report Us on any suspected unauthorized use or other breach of security. You shall be responsible for any unauthorized use of your identification numbers or passwords until we receive written notice of a breach of security and a request to block further access for such numbers and passwords.
6. LICENSE
Subject to your compliance with these Terms, you are hereby granted with a limited, non-exclusive, personal, non-transferable, non-assignable, non-sublicensable, license to use and connect to the Services, and to download and install a copy of the Services on a personal computer, or other compatible device you own. The license to the Services is granted to you for personal use and not for commercial use.
Except as expressly provided herein, you may not, and may not permit any third party to: (i) use and/or disclose to any third party for any reason any license number, or other authorization code or number supplied by us in connection with the Services on or for more than the number of devices specified by us; (ii) copy, change, modify, translate, reverse engineer, decompile, disassemble, reconstruct, transform, create derivative works based on the Services, extract any part of or otherwise alter the Services; (iii) share, transfer, publish, resell, broadcast, transmit, communicate, pledge, sublicense the Services, or permit other individuals/entities to use the Services, rent, lease, distribute or transfer the Services or your rights to use it to any other individual or entity; (iv) make the functionality of the Services available to any individual or entity through any means, including but not limited to uploading the Services to a network or file-sharing service, software-as-a-service (SaaS), or any other type of services; (v) extract or harvest any information from the Services or any part thereof; (vi) delete or modify any attributions, trademarks, copyright, legal notices or other proprietary designations or markings which are part of the Services; (vii) use the Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with the conditions of these Terms; (ix) gain or attempt to gain unauthorized access to the Services or to networks connected to it by any means, including without limitation by hacking, spoofing or circumventing the Services or the security features therein; (x) use or attempt to use the Services by itself, or in conjunction with any other products, or upload, store or transmit any data, information or materials which infringe upon any third party’s rights, including without limitation third party’s intellectual property rights or any unlawful, harmful, threatening, abusive, defamatory or otherwise objectionable or to invade user’s privacy in any way, or to track, store, transmit or record personal information about any other user of the Services; or otherwise in any way damage, disable, impair, interfere, disrupt or harm us or the Services in any way.(xi) use the Services to provide or build a product or Services that competes with the Services; (xii) test or benchmark, or disclose or publish testing or benchmark results, for the Services without our prior written consent.
7. INTELLECTUAL PROPERTY
All rights, title and interest in and to the Services, and any part thereof, including patents, copyrights, trademarks, trade names, service marks, trade secrets and other intellectual property rights, and any goodwill associated therewith, are owned by or licensed to us. Besides your own non-commercial use, any other use is strictly prohibited and may violate copyright, trademark, and other laws. These Terms do not convey to you any interest in the Services, but only a limited right of use according with these Terms.
8. UPDATES
We may, at our sole discretion, update the Services from time to time. An update may include the addition of new features and bug fixing. In order to provide you with the most updated version of the Services, you acknowledge and agree that updates and new versions of the Services may be downloaded and installed automatically.
9. THIRD-PARTY CONTENT
Access to the Services may include links to third-party websites or services that are not under Our control. We do not control, and we are not responsible for, any data, content, services, or products (including software) that you access, download, receive or buy while using those links. We are not responsible for the content, accuracy, timeliness or delivery of any opinions, advice, statements, messages, services, graphics, data or any other information provided to or by third parties as accessible through the Services.
10. TERMINATION
These Terms and the license granted to you are valid as of the date on which the Services was installed by you and until the end of the Subscription Period. You may terminate these Terms and the license granted to you under these Terms by canceling your subscription to the Services (by logging in or contacting us). In case you breach any provision of these Terms, these Terms and the license granted to you hereunder will terminate automatically without any notice. We may terminate these Terms at any time, with or without notice, at our sole discretion, for any reason or no reason at all. Section 4, Section 7 and Sections 11-16 of these Terms will survive termination or expiration of these Terms.
11. LIMITATION OF LIABILITY
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL WE, OUR OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, CONTRACTORS, PARENTS, SUCCESSORS, ASSIGNS, OR LICENSORS (“GROUP MEMBERS”) BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES INCLUDING, WITHOUT LIMITATION, DAMAGES FOR SERVICES INTERRUPTION, LOSS OF GOODWILL, LOSS OF BUSINESS PROFITS, COMPUTER FAILURE OR MALFUNCTION, LOSS OF DATA OR BUSINESS INFORMATION OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, DAMAGES ARISING IN CONNECTION WITH ANY USE OF THE SERVICES OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE INSTALLATION, UNINSTALLATION, USE OF OR INABILITY TO USE THE SERVICES UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO CONTRACT OR TORT (INCLUDING PRODUCTS LIABILITY, STRICT LIABILITY AND NEGLIGENCE), AND WHETHER OR NOT WE WERE OR SHOULD HAVE BEEN AWARE OR ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL OUR TOTAL LIABILITY (INCLUDING ALL OF OUR GROUP MEMBERS) FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID US FOR YOUR USE OF THE SERVICES IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM; OR (B) THE SUM OF ONE HUNDRED (100) US DOLLARS.
12. NON-WAIVER OF RIGHTS
We do not waive any of Our rights. We will still be entitled to all rights and remedies in any situation where you breach any of these Terms, regardless of whether We take immediate action, or do not act at all. These Terms are not enforceable by a person who is not a party to them. No responsibility is assumed by Us for any alleged breach of these Terms due to circumstances beyond Our control. Any rights you have under these Terms cannot be assigned, sublicensed, or otherwise transferred.
13. DISCLAIMER OF WARRANTY
We will attempt to provide the Services at all times, except for limited periods for maintenance and repair. However, the Services may be subject to unavailability for a variety of factors beyond our control including emergencies, third party service failures, transmission, equipment or network problems or limitations, interference, signal strength, and may be interrupted, limited or curtailed.
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, NONINFRINGEMENT, AVAILABILITY OR ACCURACY OF INFORMATION. WE DO NOT WARRANT THAT THE SERVICES WILL BE AVAILABLE, WILL MEET YOUR REQUIREMENTS OR WILL OPERATE IN AN UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE MANNER OR THAT ERRORS OR DEFECTS WILL BE CORRECTED. WE DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICES, IN TERMS OF THEIR ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, OR OTHERWISE. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES OR CONDITIONS, OR ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH EVENT, OUR WARRANTIES AND CONDITIONS WITH RESPECT TO THE SERVICES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW IN SUCH JURISDICTION.
14. INDEMNITY
You agree to defend, indemnify and hold Us harmless from any claim or demand, including reasonable attorneys' fees, made by any third party arising out of or relating to any violation of these Terms by you; any content or material you submit or otherwise transmit through our Services; or your violation of any rights of another. We reserve the right, at Our own expense, to assume the exclusive defense and control of any matter otherwise subject to defense by you. This Section shall survive termination of these Terms.
15. GOVERNING LAW AND DISPUTES
These Terms shall be construed and governed in accordance with the laws of the State of New York, without giving effect to its choice of law rules. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. For any claim that you have with us, you agree, prior to filing any suit or proceeding, to first contact us and attempt to resolve the claim informally by sending us a written notice of your claim (“Notice”). If you and we cannot reach an agreement to resolve the claim within 30 days after the Notice is received, then such claim shall be finally exclusively settled under the Rules of Arbitration of the International Chamber of Commerce (the “ICC Rules”) by one arbitrator appointed in accordance with the ICC Rules (the “Arbitrator”). The arbitration shall take place in New York, New York, and shall be conducted in the English Language. The arbitration shall be conducted on a confidential basis. The award passed by the Arbitrator shall be final and binding on both the parties. Nothing contained herein shall prevent us from applying to any court of law in order to obtain injunctions, equitable relief or any equivalent remedy, against the other Party, in order to restrain the breach of any covenants pursuant to these Terms. The arbitration award shall be enforceable in any court of competent jurisdiction. Any motion to enforce or vacate an arbitration award under this agreement shall be kept confidential to the maximum extent possible. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
16. MISCELLANEOUS
These Terms constitute the entire understanding between the parties regarding the matters referred to herein. The Section headings are provided for convenience only and have no legal or contractual significance. If any provision of these Terms is held to be unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of these Terms shall continue in full force and effect. Our failure to enforce any rights or to take action against you in the event of any violation under these Terms shall not be deemed as a waiver of such rights. These Terms and any right granted herein may not be assigned by you without receiving our prior written consent. The controlling language of these Terms is English. In the event of any inconsistency between the English version and any other language version, the English language version shall prevail. Nothing in these Terms will be construed as creating a joint venture, employment, partnership, or agency relationship between you and us. You may not assign its rights or obligations under these Terms without Our prior written consent, which may be withheld in Our sole discretion.
17. CONTACT US
If you have any questions with respect to these Terms, please contact us at https://reasonlabs.com/contact-us, or by email at safepass-support@reasonlabs.com.