This Schedule will control in case of any conflict between the terms and conditions in this Schedule and the Agreement with respect to Fortra’s Digital Guardian Secure Collaboration Encryption Services.
1. DEFINITIONS
1.1. “Authorized Users” is as defined in the Agreement. Authorized Users may include an Internal User(s) or an External User(s).
1.2. “Encryption Services” means Fortra’s Digital Guardian Secure Collaboration data encryption services purchased and described under the applicable Order Form, including support for such encryption services.
1.3. “External User” means: (i) an individual who is not using an identity on a Client-controlled email domain (e.g. JaneDoe_Customer.com) who has been authorized by an Internal User to collaborate on, modify, or review any Content to which s/he has been granted access; or (ii) an individual who may read and otherwise view such encrypted Content but is not permitted to use the Encryption Services to secure any data or documents. An External User is not an Authorized User for purposes of fees charged for the Encryption Services.
1.4. “Internal User” means any individual using an identity on a Client-controlled email domain (e.g. [email protected]) who is authorized by Client to own or create Content by manual secure or automation, and to collaborate on, modify, or review any Content to which s/he has been granted access.
1.5. “Services” means Digital Guardian Secure Collaboration Encryption Services.
1.6. “Subscription Period” is as defined in the Agreement.
2. ACCESS & USE OF THE SERVICES
2.1. Access to the Services. During the Subscription Period set forth in an Order Form, Fortra gives Client permission to access and use the Services for Client’s own internal use only, in accordance with this Agreement and any other terms contained in an Order Form, subject to termination in accordance with this Agreement. Client remains responsible at all times for Authorized Users’ compliance with the terms and conditions contained herein.
2.2. User Account. An Internal User (or an administrator, on an Internal User’s behalf) must register for and maintain a user account with Fortra in order to use the Services (“Account”). Client is responsible for all activities that occur through its Account, and Client agrees to keep Authorized Users’ user identification and password secure. Client agrees to notify Fortra immediately of any unauthorized use of an Account or any other breach of security. If there is actual or suspected unauthorized use by anyone who obtains access to the Services directly or indirectly through Client’s Account(s), Client will take all steps reasonably necessary to terminate the unauthorized use, and Fortra may suspend the Account and Client’s access to and use of the Services. Fortra shall notify Client of such suspension promptly and work with Client to reinstate the Services as soon as the risk of unauthorized access has been mitigated or resolved.
2.3. Collection of Information. Fortra may collect de-identified information about Client’s use of the Services for Fortra’s internal use, in order to improve its products and services. Please see Fortra’s privacy policy at https://www.fortra.com/privacy-policy for information on how Fortra may use or share data.
3. CONTENT
3.1 Content Generally. At all times Client retains full right, title and interest to any data or document owned or licensed by Client, which is encrypted or processed using the Services (“Content”), and Fortra does not claim ownership of that Content. Client is responsible for the nature, quality and accuracy of its Content, and Client represents and warrants that, to Client’s knowledge, the Content, use or transmission of its Content does not violate any applicable laws or this Agreement. Fortra strongly recommends that Client maintains appropriate backup copies of its Content.
3.2. Rights to Content. Fortra does not, directly or indirectly, have the ability to view Client Content; however, in order to perform the Services, Fortra requires certain rights. To that end, Client grants Fortra a non-exclusive, non-transferable, royalty free, right to transmit, process, disclose and display Client Content during the Subscription Period, solely to the extent necessary to provide the Services or to comply with any request of a governmental or regulatory body (including subpoenas or court orders), or as otherwise required by law. Client understands that the Services enable Client and Client alone to assign and control access to Client Content, and Client alone may empower Authorized User(s) to share Content with others. Fortra does not control or endorse any Content that Client may make available using the Services.
4. CONSENT TO ELECTRONIC COMMUNICATION
By authenticating Client’s email or registering an account with Fortra, Client understands that Fortra may send Client electronic communications or data regarding the Services including but not limited to: (a) notices about Client’s use of the Services, including any notices concerning violations of use, (b) updates, and (c) promotional information and materials regarding Fortra’s products and services. Fortra will give Client the opportunity to opt out of receiving promotional electronic mail from Fortra by following the opt out instructions provided in the message.
5. OPEN SOURCE
The Services may include open source software components that are subject to open source licenses (“Open Source Software”). Client’s right to use such Open Source Software is subject to and governed by the terms and conditions of any applicable open source license, including, without limitation, any applicable acknowledgements, license terms and disclaimers contained therein (“Open Source License Terms”). In the event of a conflict between this Agreement and the Open Source License Terms, the Open Source License Terms shall control.