AT&T Cloud Services License Terms

IF YOU USE AT&T CLOUD STORAGE, YOU AGREE THAT THE FOLLOWING LICENSE TERMS APPLY:

Use of API to Access AT&T Cloud Storage:  To access the AT&T Cloud Storage, you may use an API that is licensed to AT&T by EMC Corp (EMC Services), and which EMC permits AT&T to make available for use with the Service. You agree to use or access the EMC Services or other elements described under the following terms.  These terms apply to the EMC Services and other properties used to facilitate AT&T and Customer access to and use of: (i) proprietary application programming interfaces or file system access specifications and protocols (collectively, EMC API); (ii) developer kit materials, such as sample code, for use in connection with the APIs, design and functional specifications, development and maintenance manuals, EMC API guides, and other technical information; and (iii) product specifications, user manuals, installation guides, whitepapers, made available to AT&T by EMC in connection with AT&T and Customer’s access to and use of the Service. Distribution of the API and other materials described (the "EMC Software”) to Customer by AT&T is pursuant to a license by EMC to AT&T and is subject to the terms of that license. EMC Software means Third Party Software and EMC APIs that AT&T licenses from EMC and includes source code, wrappers, and libraries, if applicable, that EMC may make available from time to time to facilitate AT&T's and its Customers' access to and use of the Service. The EMC API, EMC Software and other materials provided by AT&T to you with the Service is provided under the following terms:

Subject to grant from EMC, AT&T grants Customer a personal, non-transferable and non-exclusive right (without the right to sublicense) to use EMC API, EMC Software, in object code form, solely for the purpose of enabling such Customers to make authorized use of the Service solely in accordance with applicable written and electronic documentation.  Except as expressly authorized herein you shall not copy, modify, enhance, change or make derivative works of the EMC API, EMC Software, or any portion thereof. Customer shall not reverse assemble, reverse compile, or reverse engineer any code included in the EMC API, EMC Software (except where and to the extent expressly permitted by law). You may not copy, sell, or redistribute any portion of the EMC API, EMC Software, or incorporate any portion of them into any other product; and except as expressly authorized in this agreement. You may not, without EMC's prior written consent, sell, resell, redistribute, sublicense, or transfer any portion of the EMC API, EMC Software.

The EMC API and EMC Software shall at all times remain the sole and exclusive property of EMC subject to its license to AT&T. To the extent that use of EMC API and EMC Software by Customer or User is required for the use of a Service, Customer and Users may use the EMC API and EMC Software under this Agreement for that purpose. Customer shall require that Users comply with these terms and conditions. The term of the license granted hereunder shall be coterminous with the term of the related Services. Before you use the EMC API and EMC Software, you may be required to first agree to comply with the terms and conditions provided by EMC with the EMC API and EMC Software and, in the event of a conflict, such EMC terms and conditions will take precedence over these terms and conditions as to the EMC API and EMC Software. AT&T provides no individual warranty of any kind to you, but shall pass through to you any warranties available from EMC, to the extent that AT&T is permitted to do so under its agreements with EMC.

IF YOU USE THE AT&T CLOUD STORAGE DESKTOP APPLICATION, THE FOLLOWING TERMS APPLY:

THIS END USER LICENSE AGREEMENT IS APPLICABLE UPON A REQUEST BY A CUSTOMER OR USER TO DOWNLOAD THE AT&T CLOUD STORAGE DESKTOP APPLICATION.

PLEASE READ THIS END USER SOFTWARE LICENSE AGREEMENT (“LICENSE”) CAREFULLY BEFORE CLICKING THE “ACCEPT” BUTTON OR DOWNLOADING OR USING AN AT&T CLOUD STORAGE DESKTOP APPLICATION (“APPLICATION”) ACCOMPANYING THIS LICENSE.  BY CLICKING THE “ACCEPT” BUTTON OR DOWNLOADING OR USING THE APPLICATION, YOU ARE ENTERING INTO AND AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE AND THE TERMS AND CONDITIONS OF THE AT&T PRIVACY POLICY LOCATED AT Privacy Policy (www.att.com/privacy) AND THE AT&T ACCEPTABLE USE POLICY LOCATED AT Acceptable Use Policy, (www.att.com/aup) BOTH OF WHICH ARE INCORPORATED HEREIN BY REFERENCE.  AT&T MAY MODIFY THESE POLICIES BY POSTING CHANGES TO THE POLICIES, AND YOU AGREE TO BE BOUND BY THESE POLICIES, INCLUDING ANY POSTED CHANGES.

FOR PURPOSES OF THIS LICENSE, “AT&T” MEANS AT&T CORP. OR THOSE OF ITS SUBSIDIARIES OR AFFILIATES THAT OWN, HAVE ANY INTEREST IN OR HAVE THE RIGHT TO LICENSE THE APPLICATION.  “YOU” OR “YOUR” MEANS THE PERSON OR ENTITY THAT CLICKS THE “ACCEPT” BUTTON OR DOWNLOADS OR USES THE APPLICATION, AND ITS EMPLOYEES, DIRECTORS, OFFICERS, REPRESENTATIVES AND AGENTS.

IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT CLICK THE “ACCEPT” BUTTON OR DOWNLOAD OR USE THE APPLICATION.

1. The Application. The Application is client software that allows a user to use AT&T Cloud Storage from various types of computer terminals, including without limiting the forgoing, desktop computers and laptops as well from supported Internet-connected devices, including, without limitation, fixed, portable and wireless computing and telecommunication devices. As used in this License, the Application means the software applications, and related files and documents, associated with AT&T Cloud Storage Desktop Application.  Further information about AT&T Cloud Storage may be found at the AT&T Business Service Guide (http://serviceguidenew.att.com/) for AT&T Enterprise Hosting Services and on the AT&T Cloud Services portal (http://www.synaptic.att.com).  Capitalized terms used but not defined in this License shall have the meaning given them in the Service Guide.  Use of the Application to connect to and use AT&T Cloud Storage may result in charges from AT&T for the Service and from Your Internet service provider or Your wireless service provider.  Consult Your Internet service provider and Your wireless service provider for the terms, conditions, capabilities, charges and fees for Your Internet service and Your wireless service.
2. General. The Application is licensed, not sold, to You by AT&T for use strictly in accordance with the terms and conditions of this License. The term “Application” refers to and consists of the following: (i) the software application accompanying this License, including, without limitation, any software code, scripts, interfaces, graphics, displays, text, documentation and other components; (ii) any updates, modifications or enhancements to the items listed in subsection (i); and (iii) any specific AT&T website the Application directs You to via any browser located on Your device. 

3. Ownership and Restrictions: AT&T remains the owner of the Software.  You shall not modify the Software or remove, delete or otherwise alter or obscure any trademarks or notices in the Software.  You are not permitted to use the Software to access any service or equipment other than AT&T Cloud Storage.

4. License Grant and Restrictions on Use.

                4.1          License Grant.  Subject to Your acceptance of and compliance with this License, AT&T grants You a revocable, non-exclusive, non-transferable, limited right to install and use the Application on a single device owned and controlled by You (“Device”), and to access and use the Application on such Device strictly in accordance with the terms and conditions of this License, and the Internet or wireless service agreement associated with Your Device. You must download separately and accept these License terms for each Devise upon which you load the Application.

                4.2          Restrictions on Use.  You agree to use the Application strictly in accordance with the terms of this License and the terms of the Internet or wireless service agreement associated with Your Device, and You agree that You will not: (a) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the Application; (b) make any modification, adaptation, improvement, enhancement, translation or derivative work from the Application; (c) violate any applicable laws, rules or regulations in connection with Your access or use of the Application; (d) remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of AT&T or its affiliates, partners, suppliers or the licensors of the Application; (e) other than resale of the AT&T Cloud Storage by an AT&T-authorized AT&T Cloud Storage reseller, use the Application for any revenue generating endeavor, commercial enterprise, other than for internal use; (f) use the Application for creating a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for any services, product or software offered by AT&T; or (h) use any proprietary information or interfaces of AT&T or other intellectual property of AT&T in the design, development, manufacture, licensing or distribution of any applications, accessories or devices for use with the Application.

5. Content. AT&T is not responsible for any content that You transmit, store, record or play using the Application.  Your content shall not violate the AT&T AUP.

6. [Reserved]

7. Intellectual Property Rights.

                7.1          Rights to Application. You acknowledge and agree that the Application and all copyrights, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and will always remain, the property of AT&T.  Furthermore, You acknowledge and agree that the source and object code of the Application and the format, directories, queries, algorithms, structure and organization of the Application are the intellectual property and proprietary and confidential information of AT&T and its affiliates, licensors and suppliers.  Except as expressly stated in this License, You are not granted any intellectual property rights in or to the Application by implication, estoppel or other legal theory, and all rights in and to the Application not expressly granted in this License are hereby reserved and retained by AT&T.  

                7.2          [Reserved]   

                7.3          AT&T Marks.  You acknowledge and agree that the following company names and their related logos and all related product and service names, design marks and slogans are trademarks and service marks owned by and used under license from AT&T: “AT&T” and “AT&T Cloud Storage”, (the “AT&T Marks”). You are not authorized to use the AT&T Marks in any advertising, publicity or in any other commercial manner without the prior written consent of AT&T, which may be withheld for any or no reason.

8. Restriction on Transfer. You may not rent, lease, lend, sublicense or transfer the Application, this License or any of the rights granted hereunder.  Any attempted transfer in contravention of this provision is null and void and of no force or effect.

9. Third Party Content and Services.

                9.1          General. You acknowledge that the Application may permit access to content and materials created and provided by Users of AT&T Cloud Storage (“Content”). 

                9.2          Disclaimer. You acknowledge that AT&T does not investigate, monitor, represent or endorse Content.  Furthermore, Your access to and use of the Content is at Your sole discretion and risk, and AT&T and its affiliates, partners, suppliers and licensors are not, and will not be, liable to You as a result of, or in connection with Your access to and use of the Content.  AT&T hereby disclaims any representation, warranty or guaranty regarding the Content, whether express, implied or statutory, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose, and any representation, warranty or guaranty regarding the availability, quality, reliability, features, appropriates, accuracy, completeness, or legality of the Content.

                9.3          Third Party Terms of Service. You acknowledge and agree that Your access to and use of the Content and any correspondence or business dealings between You and any third party using the Application may be governed by and require Your acceptance of the terms of service of such third party, including, without limitation, any terms, privacy policies, conditions, representations, warranties or disclaimers contained therein.   

1. Term and Termination.

                10.1        Term.  This License is effective until terminated by AT&T.

                10.2        Termination.  AT&T may, in its sole and absolute discretion, at any time and for any or no reason, suspend or terminate this License and the rights afforded to You hereunder with or without prior notice.  Furthermore, if You fail to comply with any terms and conditions of this License, then this License and any rights afforded to You hereunder terminate automatically, without any notice or other action by AT&T. Upon the termination of this License, You must cease all use of the Application and uninstall the Application.

1. Disclaimer of Warranties. YOU ACKNOWLEDGE AND AGREE THAT THE APPLICATION IS PROVIDED ON AN “AS IS’ AND “AS AVAILABLE” BASIS, AND THAT YOUR USE OF OR RELIANCE UPON THE APPLICATION AND ANY THIRD PARTY CONTENT AND SERVICES ACCESSED THEREBY IS AT YOUR SOLE RISK AND DISCRETION. AT&T AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND GUARANTIES REGARDING THE APPLICATION AND THIRD PARTY CONTENT AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FURTHERMORE, AT&T AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND LICENSORS MAKE NO WARRANTY THAT (I) THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL BE UNINTERRUPTED, ACCURATE, RELIABLE, TIMELY, SECURE OR ERROR-FREE; (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL ACCESSED OR OBTAINED BY YOU THROUGH THE APPLICATION WILL BE AS REPRESENTED OR MEET YOUR EXPECTATIONS; OR (IV) ANY ERRORS IN THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL BE CORRECTED.  ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AT&T OR FROM THE APPLICATION WILL NOT, UNDER ANY CIRCUMSTANCES, CREATE ANY REPRESENTATION, WARRANTY OR GUARANTY.  FURTHERMORE, YOU ACKNOWLEDGE THAT AT&T HAS NO OBLIGATION TO CORRECT ANY ERRORS OR OTHERWISE SUPPORT OR MAINTAIN THE APPLICATION.

2. Limitation of Liability. NEITHER AT&T NOR ITS AFFILIATES, PARTNERS, SUPPLIERS OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE OF OR INABILITY TO ACCESS OR USE THE APPLICATION AND ANY THIRD PARTY CONTENT AND SERVICES, WHETHER OR NOT THE DAMAGES WERE FORESEEABLE AND WHETHER OR NOT AT&T WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AT&T’S AGGREGATE LIABILITY TO YOU (WHETHER UNDER CONTRACT, TORT, STATUTE OR OTHERWISE) WILL NOT EXCEED THE AMOUNT OF FIFTY ($50.00) U.S. DOLLARS. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

3. Indemnification. You agree to indemnify, defend and hold harmless AT&T and its affiliates, partners, suppliers and licensors, and each of their respective officers, directors, agents and employees (the “Indemnified Parties”) from and against any claim, proceeding, loss, damage, fine, penalty, interest and expense (including, without limitation, fees for attorneys and other professional advisors) arising out of or in connection with the following: (i) Your access to or use of the Application or Third Party Content and Services; (ii) Your breach of this License; (iii) Your violation of law; (iv) Your negligence or willful misconduct; or (v) Your violation of the rights of a third party, including the infringement by You of any intellectual property or misappropriation of any proprietary right or trade secret of any person or entity. These obligations will survive any termination of the License.

4. Compatibility. AT&T does not warrant that the Application will be compatible or interoperable with Your Device or any other piece of hardware, software, equipment or device installed on or used in connection with Your Device.  Furthermore, You acknowledge that compatibility and interoperability problems can cause the performance of Your Device to diminish or fail completely, and may result in permanent damage to Your Device, loss of the data located on Your Device, and corruption of the software and files located on Your Device.  You acknowledge and agree that AT&T and its affiliates, partners, suppliers and licensors are not, and will not be, liable to You for any losses suffered resulting from or arising in connection with compatibility or interoperability problems.

5. Product Claims. You acknowledge that You (not AT&T) are responsible for addressing any third party claims relating to Your use or possession of the Application, and agree to notify AT&T of any third party claims relating to the Application of which You become aware.  Furthermore, You hereby release AT&T from any liability resulting from Your use or possession of the Application, including, without limitation, the following: (i) any product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection or similar legislation.

6. Miscellaneous.

                16.1        Governing Law.  This License is deemed to take place in the State of New York and is governed by and construed in accordance with the laws of the State of New York, excluding its conflicts of law principles.  Any disputes arising from this License must be adjudicated in the courts of the City of New York. This License is not governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

                16.2        Contact Information.  Please direct any questions, complaints or claims related to this License or Your use of the Application to the following:

AT&T Corp.

One AT&T Way

Bedminster, NJ 07921-0752

Attn: AT&T Cloud Storage – Product Management Team

Email: STaasNotify@list.att.com

                16.3        Severability. If any provision of this License is held to be invalid or unenforceable with respect to a party, the remainder of this License, or the application of such provision to persons other than those to whom it is held invalid or unenforceable will not be affected and each remaining provision of this License will be valid and enforceable to the fullest extent permitted by law.

                16.4        Waiver. Except as provided herein, the failure to exercise a right or require performance of an obligation under this License will not affect a party’s ability to exercise such right or require such performance at any time thereafter nor will the waiver of a breach constitute waiver of any subsequent breach.

                16.5        Export Control. You may not use or otherwise export or re-export the Application except as authorized by United States law and the laws of the jurisdiction(s) in which the Application was obtained.  You represent and warrant that You are not (a) located in any country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; or (b) listed on any U.S. Government list of prohibited or restricted parties including the Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. You also agree that You will not use the Application for any purposes prohibited by any applicable law.  You, not AT&T, are responsible for complying with such laws, conventions and regulations for all information, equipment and software that you transmit between countries using the Application.

                16.6        Modification or Amendment. AT&T may modify or amend the terms of this License by posting a copy of the modified or amended License at the AT&T Cloud Services portal (http://www.synaptic.att.com) or such other websites that may be designated by AT&T from time to time.  You will be deemed to have agreed to any such modification or amendment by Your decision to continue using the Application following the date in which the modified or amended License is posted by AT&T.

                16.7        Survival. The respective obligations of You and AT&T which by their nature would continue beyond termination of this License survive termination of this License.

                16.8        Third Party Beneficiaries.  With the exception of Section 4.2, nothing in this License is intended or will be construed to confer upon any person (other than the parties hereto) any rights, benefits or remedies of any kind or character, or to create any obligations or liabilities of a party to any such person. 

16.9        Assignment.  You are not authorized to assign this License or any rights or obligations herein without the prior written consent of AT&T and any attempted assignment in contravention of this provision will be null and void and of no force or effect.

                16.10      Entire Agreement. This License, including the documents incorporated herein by reference, constitutes the entire agreement with respect to the use of the Application licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter.

                16.11      Force Majeure.  AT&T will not be liable or accept responsibility for any delay, failure in performance, loss or damage due to any act or omission arising out of or associated with fire, explosion, cable cuts, power blackout, earthquake, flood, strike, embargo, labor disputes, acts of civil or military authority, war, terrorism, acts of God, acts of a public enemy, acts or omissions of carriers or suppliers, acts of regulatory or governmental agencies, or other causes beyond AT&T’s reasonable control.

The License Terms are updated as of August 22, 2016