TERMS OF SERVICE

Date Last Revised: June 19, 2019 – Replaces all prior versions

 

LOCKDOWN TERMS OF USE

 

Welcome, and thank you for your interest in The Atomizer Group LLC dba LockDown and its affiliates (“LockDown,” “we,” or “us”) and our website at www.GetLockDown.com (together with any other websites owned and/or operated by us, our “Site”). These Terms of Use, including the binding arbitration provisions in Section 18, are a legally binding contract between you and LockDown regarding your access and use of the Site and the related LockDown App (the “LockDown App”).

 

Please read the following terms carefully. By accessing or using the information, content, documentation, sample code, tools, or other materials made available by LockDown in, on, or through the Site and related LockDown App (‘the “Materials”), you acknowledge that you have read, understood, and agree to be bound by the following terms and conditions (together, the “Terms”). If you are not eligible (as set forth in Section 2 below), or do not agree to the Terms, then you do not have our permission to use the Site or the LockDown App.

 

1. Your Agreement with LockDown

1.A. Choice of Law. If you reside in North America (including the United States, Mexico and Canada), your relationship is with The Atomizer Group, LLC, an Ohio limited liability company and are governed by the laws of the State of Ohio, United States of America. If you reside outside of North America, your relationship with us will be governed by the laws of Ireland. You may have additional rights under the law depending upon your location, and we do not seek to limit those rights hereunder.

 

1.B. Overview. The Site and the related LockDown App allows you to store, transmit and Share (as defined herein) Content (defined herein) securely in an encrypted fashion with individuals and organizations with whom you provide varying levels of access through the LockDown software (the “LockDown Software”) and related LockDown App.

 

2. Eligibility. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years of age; (b) you have not previously been suspended or removed from the Site; and (c) your registration (where applicable) and your use of the Site and LockDown App are in compliance with all applicable laws and regulations. If you are using the Site or LockDown App on behalf of an entity, organization, or company (“Represented Entity”), you represent and warrant that you have the authority to bind that organization to these Terms, you agree to be bound by these Terms on behalf of that organization, and all references to you shall include such entity.

 

3.  Accounts and Registration. To access certain features of the Site, LockDown App, or the LockDown Software, you must register for an account and download the LockDown App to your smartphone or tablet. When you register for an account and download the SerkurX App, you will be required to provide us with some information about yourself, such as your email address or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to create a password and an account key. You are solely responsible for maintaining the confidentiality of your account, password and account key, and you accept responsibility for all activities that occur under your account. LockDown reserves the right to refuse access to certain areas of the Site or LockDown App, to anyone, at any time, without notice and for any reason. If you have reason to believe that your account is no longer secure, then you must immediately notify us at security@GetLockDown.com.

 

4. Use of Software. Any use by you of LockDown Software may be subject to other agreements such as an End User License Agreement or a Master License and Services Agreement that accompanies or is included with the LockDown Software or is signed by you (“LockDown License Terms“).

 

5.  Privacy Policy. Please read the LockDown Privacy Policy carefully for information relating to our collection, use, storage and disclosure of any information which you may enter into the Site as well as other information collected about you when you use the Site or LockDown App. By providing personal information to LockDown, you consent to the terms of the LockDown Privacy Policy, which is incorporated by this reference into, and made a part of, these Terms.

 

6. Reserved.

 

7. Third Party Links. The Site may contain links to third party sites; such linked sites are not under our control and we are not responsible for the content of any linked site or any link contained in a linked site. We reserve the right to remove any links at any time. Inclusion of a link does not imply endorsement by LockDown of third party companies or products. If you decide to access any of the third party sites linked you do so entirely at your own risk.

 

8. User Content.

8.A. "Content" means any material in any form whatsoever, such as audio files, video files, electronic documents, or images, that you upload and import into the Services for file sharing encryption or storage or LockDown Software in connection with your use of the Services.

 

8.B. Ownership. You retain all rights to your Content. We do not claim any ownership of your Content.

 

8.C. Sharing. 

1.         Some Services and Software may provide features that allow you to Share your encrypted Content with other users as you deem fit. “Share” means to email, post, transmit, upload, or otherwise make available (whether to us or other users) through your use of the Services and Software. Depending on the level of privilege you have provided to any person or organization for the shared Content, they may use, copy, modify, or re-share your Content based upon the permission levels established. Please carefully consider what you choose to Share and the permission levels provided, as you are solely responsible for the Content that you Share.

 

2.         Level of Access. We do not monitor or control what others do with your Content. You are responsible for determining the limitations that are placed on your Content and for applying the appropriate level of access to your Content. If you do not choose the access level to apply to your Content, the system will default to its most restrictive setting. It is your responsibility to let other users know how your Content may be shared and to adjust the setting related to accessing or sharing your Content.

 

8.D. User Content Representations and Warranties. You are solely responsible for your User Content and the consequences of posting, using or publishing User Content. By sharing User Content, you represent and warrant that:

1.         You are the creator or owner of the User Content, or have the necessary licenses, rights, consents, and permissions to use and distribute your User Content as necessary to exercise the licenses granted by you above, in the manner contemplated by LockDown, the Site, LockDown App, and these Terms, including the authorization of a Represented Entity if required; and

2.         Your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; or (ii) cause LockDown or any third parties to violate any law or regulation.

 

8.E.      User Content Disclaimer. We are under no obligation to monitor, edit or control User Content that you or other users share, and in fact, due to our patented encryption technology, have no ability to do so, and as such, will not in any way be responsible or liable for User Content, including any actions you may take based on User Content. LockDown may, however, at any time and without prior notice, screen, remove, edit, or block any user from Sharing User Content. You understand that when using the Site and the related LockDown App, you may be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable or have unintended consequences. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against LockDown with respect to User Content. We expressly disclaim any and all liability in connection with User Content.

 

9. Export Compliance. The Materials, User Content and derivatives thereof may be subject to export and import laws and regulations of the United States and other jurisdictions. You represent that you are not named on any U.S. government denied-party list. You will not permit any access to or use any Materials, User Content, the LockDown Software, the Site, or the LockDown App in or from a U.S.-embargoed country (currently Cuba, Iran, North Korea, Sudan, and Syria) or in violation of any export or import law or regulation of any jurisdiction.

 

10. Ownership; Proprietary Rights. The Site and related LockDown App are owned and operated by LockDown. The visual interfaces, graphics, design, compilation, information, documents, data, software, computer code (including source code or object code), data encryption tools and methodology, services, and all other elements of the Site or LockDown App provided by LockDown (for purposes of this paragraph, the “Materials”) are protected by intellectual property and other laws. All Materials contained in the Site and LockDown App are the property of LockDown or our third-party licensors. Except as expressly authorized by LockDown, you may not make use of the Materials. LockDown reserves all rights to the Materials not granted expressly in these Terms.

 

11. Digital Millennium Copyright Act.

11.A.   DMCA Notification. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about any material stored or shared through the Site or LockDown App, including User Content, you may contact our designated copyright agent at the following address: The Atomizer Group, LLC, ATTN: Legal Department (Copyright Notification) 250 W Old Wilson Bridge Road, Worthington, OH 43085. Email: copyright@GetLockDown.com

11.B. Any notice alleging that materials hosted by or distributed through the Site or LockDown App infringe intellectual property rights must include the following information:

1.         an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;

2.         a description of the copyright-protected work or other intellectual property right that you claim has been infringed; a description of the material that you claim is infringing and by whom is was shared through the Site and/or related LockDown App;

3.         your address, telephone number, and email address;

4.         a statement by you that you have a good faith belief that the use of those materials shared through the Site is not authorized by the copyright owner, its agent, or the law; and

5.         a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

11.C.  Repeat Infringers. LockDown will promptly terminate the accounts of users that are determined by LockDown, in its sole and reasonable discretion, to have repeatedly posted or shared User Content that may infringe the rights of others.

 

12.  Termination of Use; Discontinuation and Modification of the Site. You may terminate your account at any time by contacting customer service at support@GetLockDown.com. If you violate any provision of these Terms, your permission from us to use the Site and/or the related LockDown App will terminate automatically. In addition, LockDown may in its sole discretion terminate your user account on the Site or the related LockDown App or suspend or terminate your access to the Site or related LockDown App at any time for any reason or no reason, with or without notice. We also reserve the right to modify or discontinue the Site or the related LockDown App at any time (including by limiting or discontinuing certain features of the Site or the related LockDown App), temporarily or permanently, without notice to you. We will have no liability whatsoever on account of any change to the Site or the related LockDown App or any suspension or termination of your access to or use of the Site or the related LockDown App.

 

13. Modification of these Terms. We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes as indicated by the Date Last Updated at the top. By continuing to access or use the Site or the related LockDown App after these Terms have changed, you indicate your agreement to the revised Terms. If you do not agree to the changes, you should stop accessing or using the Site and the related LockDown App. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.

 

14.  Indemnification. You are responsible for your use of the Site and the related LockDown App, and you will defend and indemnify LockDown and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “LockDown Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (a) your access to, use of, or alleged use of, the Site and the related LockDown App; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.

 

15. Limitation of Liability. IN NO EVENT WILL THE LOCKDOWN ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, DATA, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SITE, LOCKDOWN APP, OR ANY MATERIALS OR USER CONTENT ON THE SITE OR LOCKDOWN APP, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY LOCKDOWN ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

 

THE AGGREGATE LIABILITY OF THE LOCKDOWN ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SITE, THE LOCKDOWN APP, ANY MATERIALS OR USER CONTENT ON THE SITE OR LOCKDOWN APP, OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO $500.

 

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

 

EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 15 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

 

16. Disclaimers; No Warranties THE SITE, THE LOCKDOWN APP AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE AND LOCKDOWN APP ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE LOCKDOWN ENTITIES DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. THE LOCKDOWN ENTITIES DO NOT WARRANT THAT THE SITE OR ANY PORTION OF THE SITE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SITE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SITE, THE LOCKDOWN APP, OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SITE WILL CREATE ANY WARRANTY REGARDING ANY OF THE LOCKDOWN ENTITIES, THE LOCKDOWN SOFTWARE, THE SITE, OR THE LOCKDOWN APP THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SITE, THE LOCKDOWN APP OR LOCKDOWN SOFTWARE, YOUR DEALING WITH ANY OTHER SITE USER, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SITE OR THE LOCKDOWN APP. YOU UNDERSTAND AND AGREE THAT YOU USE THE SITE AND LOCKDOWN APP, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR USER CONTENT THROUGH THE SITE AND LOCKDOWN APP AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR NETWORK, ENDPOINTS, COMPUTER SYSTEM OR MOBILE DEVICES USED IN CONNECTION WITH THE SITE), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SITE OR THE DOWNLOAD OR USE OF THAT MATERIAL OR USER CONTENT.

SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.

17.       General. These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and LockDown regarding your use of the Site. Except as expressly permitted above in Section 13, these Terms may be amended only by a written agreement signed by authorized representatives of all parties to these Terms. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. Upon termination of these Terms, Sections 1.A, 2, 4 – 6, 8-11, and 14-19, along with the Privacy Policy and any other accompanying agreements, will survive.

 

18. Dispute Resolution and Arbitration

18.A.   Generally. In the interest of resolving disputes between you and LockDown in the most expedient and cost effective manner, you and LockDown agree that, unless prohibited by law, every dispute arising in connection with these Terms will be resolved by binding arbitration. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND LOCKDOWN ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

 

18.B.    Exceptions. Notwithstanding the foregoing, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.

 

18.C.  Arbitration Rules. If you are based in the United States, any arbitration between you and LockDown will be governed by the Commercial Arbitration Rules and Mediation Procedures (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”) and will be held in Columbus, OH. Otherwise, any arbitration between you and LockDown will be governed by the Rules of Arbitration as applicable under the law of Ireland.

 

18.D.   No Class Actions. YOU AND LOCKDOWN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and LockDown agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

 

18.E. Enforceability. If this Section 18 is found to be unenforceable, the parties agree that the exclusive jurisdiction and venue described in Section 1.A. will govern any action arising out of or related to these Terms.

 

19. Consent to Electronic Communications. By using the Site or the LockDown App, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

 

20. Contact Information. The Site is offered by The Atomizer Group, LLC located at 250 W Old Wilson Bridge Road, Worthington, OH 43085. You may contact us by sending correspondence to that address or by emailing us at support@GetLockDown.com