512-580-4350

TERMS OF USE

These terms of use (this “Agreement”) constitute a binding contract between you (“You,” or “Subscriber”) and Strato Security, LLC, an Arkansas limited liability company with an address at 1506 Jennifer Street, Berryville, AR 72616 (“Strato,” “We,” or “Us”), and govern the access to and use of the Services by You and Users in connection with Your Subscription. 

By accepting this Agreement, whether by clicking “Accept” below, by accessing or using the Services, or by authorizing or permitting any User to access or use the Services, You agree to be bound by this Agreement.  If You do not accept this Agreement, You do not have the right to access or use the Services.

If You are entering into this Agreement on behalf of a company, organization, or other legal entity (an “Entity”), You are agreeing to this Agreement on behalf of that Entity and representing to Strato that You have the authority to bind such Entity to this Agreement, and in such case the terms “Subscriber,” “You,” and “Your” shall refer to such Entity.

Strato’s collection and use of Your data is governed by the Privacy Policy, which is deemed part of this Agreement and incorporated herein by reference.  Strato may also offer particular Services which have further terms and conditions that apply in addition to this Agreement (“Additional Terms”). In those cases, the Additional Terms will control to the extent they may conflict with this Agreement.

Each of Strato and You may be referred to herein individually as a “Party,” or together, as the “Parties.”

  1. DEFINITIONS

The capitalized terms set forth below have the corresponding meanings when used in this Agreement.

“Account” means an account associated with Your Subscription through which a User may access and use the Services in accordance with this Agreement.  Each User will have their own Account.

“Account Credentials” means the email address and password required to access a particular Account.

“Confidential Information” means all information disclosed by You to Strato, or by Strato to You, which is in a tangible form and labeled “CONFIDENTIAL” (or with a similar marking), or which a reasonable person would understand to be confidential given the nature of the information or circumstances of disclosure.  Notwithstanding the foregoing, Confidential Information shall not include information that: (a) was already known to the receiving Party at the time of disclosure by the disclosing Party; (b) was or is obtained by the receiving Party from a third party not known by the receiving Party to be under an obligation of confidentiality with respect to such information; (c) is or becomes generally available to the public, other than by violation of this Agreement or another valid agreement between the Parties; (d) was or is independently developed by the receiving Party without use of the disclosing Party’s Confidential Information; or (e) was lawfully disclosed to the receiving Party by a third party under no obligation of confidentiality to the other Party.

“Content” means the artwork, text, logos, designs, keywords, images, videos, audio, URLs, and other content entered into the Services or otherwise submitted to Strato by You or Users.

“Customer Data” means electronic data, communications, or other materials entered into the Services or otherwise submitted to Strato by You or Users.

“Customer Equipment” means the hardware, software, and Internet connectivity necessary for You to access and use the Services.

“Licensed Software” means software made available by Strato for download by You or Users for the purpose of accessing and using the Services.

“Privacy Policy” means the terms and conditions that govern Strato’s collection and use of Your data, including personal information.  The most current version of the privacy policy may be found at https://stratosecurity.io/privacy-policy “Service(s)” means Strato’s products and services made available on a software as a service basis in accordance this Agreement and Your Subscription Plan, whether accessed through Licensed Software.

“Strato” means Strato Security, LLC, or any of its successors or assignees.

“Strato Technology” means all software and other technology used to provide  the Services, including without limitation the Licensed Software.

“Subscription” means Your right to access and use the Services pursuant to the terms and conditions of this Agreement and Your Subscription Plan.  “Subscribe” and “Subscribed” have the corresponding meanings.

“Subscription Charges” means all charges associated with Your right to access and use the Services, in accordance with this Agreement and Your Subscription Plan.

“Subscription Plan” means, with respect to the products and services to which You have purchased a Subscription, the terms and conditions You agree to during the process of purchasing such Subscription, including but not limited to the Subscription Term and any Subscription Charges (including payments terms) that are applicable to such products and services.  The terms of your Subscription Plan are deemed part of this Agreement are incorporated herein by reference.

“Subscription Term” means the period of time for which You have agreed to Subscribe to the Services, pursuant to Your Subscription Plan.

“User(s)” means an individual associated with Your Subscription who is provided with Account Credentials and authorized by You to access and use the Services on Your behalf, pursuant to the terms of this Agreement.

“We,” “Us,” or “Our” means Strato, as defined above.

“Website(s)” means a website operated by Strato, including https://stratosecurity.io, as well as all other websites that Strato operates.

  1. GENERAL CONDITIONS; ACCESS TO AND USE OF THE SERVICES
    • During the Subscription Term and subject to Your ongoing compliance with this Agreement, Strato grants You and Users the limited right to access and use the Services.
    • During the Subscription Term and subject to ongoing compliance with this Agreement, Strato grants You and Users the limited right to install and use Licensed Software solely for the purpose of accessing and using the Services. Strato will make the Licensed Software available for download on compatible devices on the date You select for onboarding when You first register for the Services and purchase Your Subscription Plan.
    • You acknowledge and agree that: (a) You will be responsible for providing, configuring, and maintaining all Customer Equipment at Your own risk and expense; (b) particular Services may only be compatible with certain hardware, software, or other equipment, and that the full functionality of the Services might be undermined by incompatible Customer Equipment; (c) Strato continuously updates, modifies, and enhances the Services, and compatible environment are therefore subject to change at any time.
    • In addition to complying with the other terms, conditions, and restrictions set forth in this Agreement, You will not, and You agree to ensure that Users will not: (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, share, make the Services or Licensed Software available to any third party (other than authorized Users), or otherwise use the Services except in furtherance of Your internal business purposes as expressly permitted by this Agreement; (b) copy, distribute, modify, adapt, hack, reverse engineer, extract code from, or attempt to gain unauthorized access to the Services, Strato Technology, any related systems or networks; (c) take any actions inconsistent with Strato’s or its licensors’ ownership of all right, title, and interest in and to the Services and Strato Technology, and all intellectual property rights thereto; or (d) falsely imply any sponsorship or association with Strato;
    • You will not, and you agree to ensure that Users will not, submit any Content that contains malicious code or that collects, reads, or stores User information. You further represent, warrant, and covenant that You have all rights, power, and authority necessary to submit and use the Content in connection with the Services, and that the Content: (a) complies with all applicable laws and regulations; (b) does not infringe, misappropriate, or otherwise violate any third-party intellectual property right, including trademarks, copyrights, trade secrets and patents; (c) does not breach the rights of any person or entity, including, without limitation, contract rights, rights of publicity or privacy; (d) is not defamatory, unlawful, obscene, threatening, pornographic, sexually explicit, harassing, false, hateful, racially or ethnically offensive or encourage violence or conduct that would be considered a criminal offense; and (e) does not and will not result in consumer fraud (including being false or misleading), product liability, tort, breach of contract, injury, damage, or harm of any kind to any person or entity (all such Content as violates this Section 5, “Content Violations”).
    • You acknowledge that the Website and Services may include links to other websites or services solely as a convenience or reference. Strato does not endorse any such linked sites or the information, material, products, or services contained on other linked sites or accessible through other linked sites.  The correspondence or business dealings of You or Users with any third parties found on or through the Website or the Services are solely between You or Users and such third parties.  ACCESS TO AND USE OF LINKED SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON LINKED SITES OR AVAILABLE THROUGH LINKED SITES, IS SOLELY AT SUBSCRIBER’S OWN RISK
    • You acknowledge and agree that each User will be identified by unique Account Credentials and that such Account Credentials may only be utilized by 1 individual. You will not, and will ensure that Users do not, share Account Credentials among multiple individuals.  You are responsible for maintaining, and ensuring that Users maintain, the confidentiality of all Account Credentials for Accounts associated with Your Subscription.  You agree to be solely responsible for all transactions or activities undertaken by Users or that otherwise occur on Accounts associated with Your Subscription.  You shall immediately notify Strato of any unauthorized use, or suspected unauthorized use, of any Account Credentials.  Strato reserves the right to periodically verify that Your use of (and all Users’ use of) the Services complies with the terms of this Agreement.
    • In addition to Our rights as set forth in Section 2 and Section 3, We reserve the right, in Our reasonable discretion, to temporarily suspend Your (or any User’s) right to access and use a Service if We suspect or detect any violation of this Agreement, or any malicious software or code, in connection with any Accounts or use of the Services associated with Your Subscription.
    • Notwithstanding anything to the contrary, Strato may at any time change, modify, or discontinue any aspect or feature of the Services. Such changes, modifications, additions, or deletions shall be effective immediately upon notice to You.  Such notice may be provided to You by means including, but not limited to, posting on the Website, email, or written communication.
  2. CONFIDENTIALITY
    • In connection with the express permissions of this Agreement, each Party will protect the other’s Confidential Information from unauthorized use, access, or disclosure in the same manner as each protects its own Confidential Information, but in any event with no less than a reasonable degree of care. Except as otherwise expressly permitted pursuant to this Agreement, each Party may use each other’s Confidential Information solely to exercise their respective rights and perform their respective obligations under this Agreement.  Each Party agrees that it shall only disclose the other Party’s Confidential Information: (a) to its employees, officers, directors, agents, advisors, or service providers and contractors (collectively, “Representatives”) who have a need to know such Confidential Information solely for purposes of the performance of this Agreement and delivery of the Services, provided that the disclosing Party shall be responsible and obligated for any breaches by such Representatives of the obligations set forth in this Section 3; or (b) as necessary to comply with an order or subpoena of any court or government institution, provided that the other Party is given reasonable notice to allow such Party to seek a protective order or other appropriate remedy unless legally prohibited from doing so.
    • You agree that Strato and Strato’s third-party service providers and contractors that are authorized by Strato to assist in providing the Services to You, shall have the right to access Accounts associated with Your Subscription, and to use, modify, reproduce, distribute, display, and disclose Content and Customer Data to the extent necessary to provide the Services.
  3. INTELLECTUAL PROPERTY RIGHTS
    • You hereby grant Strato a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, transferable, assignable, sublicensable license to Strato to use the Customer Data and Content to perform its obligations under this Agreement.
    • Strato retains all right, title, and interest in and to the Services and Strato Technology, and all associated intellectual property rights thereto. No rights or licenses are granted to You with respect to the Services or Strato Technology other than the right to access and use the Services as described in this Agreement.
  4. BILLING AND PAYMENTS
    • Unless otherwise specified by Your Subscription Plan, all Subscription Charges for the applicable Subscription Term are due in full upon the effective date of Your Subscription, or upon the automatic renewal of Your Subscription. You may submit your debit card, credit card, or other payment information (“Payment Method”) through the Website to pay all Subscription Charges due, and You authorize Us to store Your Payment Method.  Unless your Subscription is terminated pursuant to Section 6, You hereby expressly consent to, authorize, and instruct Us to initiate recurring payments for the Subscription Charges due for Your Subscription, and all such payments will be automatically charged pursuant to Your provided Payment Method.  You acknowledge that You are giving Us the ability to collect or reverse variable payment amounts from or to Your Payment Method.  You must update Us with any changes to Your Payment Method by providing updated payment information through the Website.  If We are unable to charge Your Payment Method the amount due, We may charge interest of 1.0% on all unpaid amounts due, and We may, in Our sole discretion, suspend access to the Services or terminate your Subscription and this Agreement.
  5. RENEWAL; TERMINATION
    • The Agreement shall be effective for the duration of Your Subscription. Your Subscription will continue unless and until terminated as provided herein, and will automatically renew for an additional Subscription Term of the same duration as the then-expiring Subscription Term unless you cancel the automatic renewal of Your Subscription through the Website at least thirty (30) days prior to the expiration of the then-effective Subscription Term.  Unless otherwise specified by Your Subscription Plan, the Subscription Charges for each Subscription Term shall be Our standard Subscription Charges for the Services to which You have Subscribed, as of the time a particular Subscription Term commences.  Upon the expiration or earlier termination of your Subscription, this Agreement will terminate.

 

  • Either Party may terminate Your Subscription and this Agreement for cause: (a) upon 30 days’ prior notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. In no event will termination relieve You of Your obligation to pay any fees payable to Us for the period prior to the effective date of termination.
  • We reserve the right to suspend all or any part of the Services, and remove and destroy any Content or Customer Data if We believe that You or Users have violated this Agreement. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions.  We will not be liable to You, Users, or any third party for any such suspension, removal or destruction,.  Any suspected fraudulent, abusive, or illegal activity by You or Users may be referred to law enforcement authorities at Our sole discretion.
  • If You terminate Your Subscription prior to the end of the then-effective Subscription Term (except pursuant to Section 6.3), or if We effect such termination pursuant to Sections 5 or 3, then: (a) no refunds, credits, or prorations for Subscription Charges or other fees or payments will be provided to You; and (b) in addition to the other amounts You may owe Us, You must immediately pay any then unpaid Subscription Charges associated with the remainder of such Subscription Term.
  1. DISCLAIMERS
    • THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE FROM VIRUSES OR OTHER MALICIOUS SOFTWARE, AND NO INFORMATION OR ADVICE OBTAINED BY YOU FROM US OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
  2. LIMITATION OF LIABILITY
    • UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE) WILL EITHER PARTY TO THIS AGREEMENT, OR THEIR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, SUPPLIERS OR LICENSORS BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA (WHETHER LOST IN THE COURSE OF TRANSMISSION VIA YOUR SYSTEMS OR OVER THE INTERNET THROUGH NO FAULT OF STRATO), BUSINESS INTERRUPTION, LOSS OF GOODWILL, OR FOR ANY TYPE OF INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE LOSSES OR DAMAGES, OR ANY OTHER LOSSES OR DAMAGES INCURRED BY THE OTHER PARTY OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES, REGARDLESS OF WHETHER SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH LOSSES OR DAMAGES.
    • NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, STRATO’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT OR THE SERVICES WILL IN NO EVENT EXCEED THE CHARGES AND FEES PAID BY YOU DURING THE 3-MONTH PERIOD PRIOR TO THE FIRST EVENT OR OCCURRENCE GIVING RISE TO SUCH LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION 2 IS TO ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES AND LIMIT POTENTIAL LIABILITY GIVEN THE SUBSCRIPTION CHARGES, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF WE WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN.  WE HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO PROVIDE YOU WITH THE RIGHTS TO ACCESS AND USE THE SERVICES PURSUANT TO THIS AGREEMENT.
    • We acknowledge that some jurisdictions do not allow for the inclusion of implied warranties or limitation of liability for incidental or consequential damages, and as such some of the above limitations may not apply to You. IN JURISDICTIONS THAT DO NOT RECOGNIZE IMPLIED WARRANTIES OR LIMITATIONS OF LIABILITY, STRATO’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
    • You acknowledge that any and all claims or damages that You may have against Strato shall only be enforceable against Strato, and not against its officers, directors, representatives, or agents, or any other entities.
  3. INDEMNIFICATION
    • You will indemnify and hold Strato harmless from and against any claim brought by a third party against Strato arising from: (a) the use of Services by You or Users; any breach of this Agreement by You or Users; or (c) any matters for which You have expressly agreed to be responsible pursuant to this Agreement, including any Content Violations. You shall, at Your expense, defend such claims and pay such damages finally awarded against the Strato, including expenses and attorneys’ fees incurred by You for such defense.
  4. ASSIGNMENT; ENTIRE AGREEMENT; AMENDMENTS
    • You may not, directly or indirectly, by operation of law or otherwise, assign all or any part of this Agreement or Your rights under this Agreement without Our prior consent, which consent will not be unreasonably withheld. Strato may, without Your consent, assign this Agreement, in whole or in part, as part of a corporate reorganization, consolidation, merger, or sale of substantially all of its assets.
    • This Agreement, together with the Privacy Policy and the terms of Your Subscription Plan, constitutes the entire agreement, and supersedes any and all prior agreements, between You and Strato. This Agreement shall apply in lieu of the terms or conditions in any purchase order or other documentation provided by You or any Entity You represent, and, except as expressly stated herein, there are no other agreements, representations, warranties, or commitments relating to the subject matter of this Agreement.  The Parties further agree that there are no oral promises, conditions, representations, understandings, interpretations, or terms of any kind between the Parties, except as may otherwise be expressly provided herein.
    • We may update this Agreement or the Privacy Policy at any time and without prior notice to you. We encourage you to periodically review this Agreement and the Privacy Policy for any such updates. We will make the amended versions of the Agreement or Privacy Policy available at the following links.

Terms of Use (this Agreement)              Privacy Policy

https://stratosecurity.io/terms-of-use         https://stratosecurity.io/privacy-policy

The top of the Agreement and Privacy Policy each will indicate the effective date of the most recently amended version, and Your continued use of the Services following such effective date will constitute Your consent to such amendment.  The failure of either Party to insist upon or enforce strict performance by the other or to exercise any right under this Agreement shall not be construed as a waiver or relinquishment to any extent of such Party’s rights to assert or rely upon any such provision or right in that or any other instance, and the same shall be and remain in full force and effect.

  • The Parties agree that this Agreement is not intended to confer, and does not confer, any rights or remedies upon any person or entity other than Strato and Subscriber.
  1. SEVERABILITY
    • If any provision (or part thereof) of this Agreement is determined by a court of competent jurisdiction as part of a final non-appealable ruling to be invalid, illegal, or otherwise unenforceable, such provision shall be enforced as nearly as possible in accordance with the stated intention of the Parties, while the remainder of this Agreement shall remain in full force and effect and bind the Parties according to its terms.
  2. EXPORT COMPLIANCE AND USE RESTRICTIONS
    • The Services and other Software or components of the Services that We may provide or make available to You, may be subject to U.S. export control and economic sanction laws. You agree to comply with all such laws and regulations as they relate to access to and use of the Services.  You shall not access or use the Services if You are located in any jurisdiction in which the provision of the Services is prohibited under U.S. or other applicable laws or regulations (a “Prohibited Jurisdiction”) and You shall not provide access to the Services to any government, entity or individual located in any Prohibited Jurisdiction.  You represent, warrant and covenant that: (a) You are not named on any U.S. government list of persons or entities prohibited from receiving U.S. exports, or transacting with U.S. person; (b) You are not a national of, or a Strato registered in, any Prohibited Jurisdiction; (c) You shall not permit Users to access or use the Services in violation of any U.S. or other applicable export embargoes, prohibitions or restrictions; and (d) You shall comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which You, or Users are located.
  3. RELATIONSHIP OF THE PARTIES
    • The relationship of the Parties established by this Agreement is that of independent contractors, and neither Party is an employee, agent, partner, or engaged in a joint venture with, the other Party. The Parties acknowledge that this Agreement sets forth a non-exclusive relationship between the Parties.  The operations of Strato described in this Agreement are subject to the sole control and management of Strato.
  4. NOTICE
    • All notices provided by Strato to You under this Agreement may be delivered in writing by: (a) electronic mail to the electronic mail address provided for Your Subscription; or (b) by registered or certified mail, postage prepaid, return receipt requested, or by nationally recognized overnight courier service to the address provided for Your Subscription.
    • All notices provided by You to Strato under this Agreement may be delivered in writing by: (a) electronic mail to support@stratosecurity.io; or (b) registered or certified mail, postage prepaid, return receipt requested, or by nationally recognized overnight courier service, to the service address set forth below.

Strato Security, LLC

1506 Jennifer Street

Berryville, AR 72616

Attention: Support Department

  1. JURISDICTION AND GOVERNING LAW
    • This Agreement shall be governed by and construed under the internal laws of the State of Arkansas without reference to conflict of law principles. Any disputes under this Agreement shall be resolved in a court of general jurisdiction in Carroll County, Arkansas.  You expressly and irrevocably agree to submit to the exclusive personal jurisdiction of this jurisdiction for the purposes of resolving any dispute relating to this Agreement or the access to or use of the Services by You or Users.
  2. SURVIVAL
    • Sections 1, 3, and 6–16 shall survive any termination of this Agreement with respect to use of the Services by You or Your Users. Termination of this Agreement shall not limit a Party’s liability for obligations accrued as of or prior to such termination, or for any breach of this Agreement.
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