Where the context admits: "PrivaTalk", "We", "Our" & "Us" includes PrivaTalk as a service of GlobeX Data S.A., Geneva, Switzerland and its affiliated companies. PrivaTalk is a Swiss hosted secure Peer-to-Peer an messaging online and mobile cloud storage service that allows Members to send and receive secure emails, text chats, voice, video and filesstore passwords and files online or between mobile devices, access them remotely and share them with other PrivaTalk Users, and non PrivaTalk Users in the case of the secure email.
The services offered by PrivaTalk include the www.PrivaTalk.ch website and other websites operated by PrivaTalk (the "PrivaTalk Websites"), the PrivaTalk software applications ("Applications") and any other features, content, or applications offered from time to time by PrivaTalk in connection with the PrivaTalk Websites (collectively, the "PrivaTalk Services").
PrivaTalk may modify this Agreement from time to time and such modification shall be effective upon posting by PrivaTalk on the PrivaTalk Websites. PrivaTalk will inform Members by email about such modifications. If you do not agree with such modification you have the right to terminate your membership with PrivaTalk. You agree to be bound to any changes to this Agreement when you use the PrivaTalk Services after the modification has been posted for at least one month. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.
Use of and Membership in the PrivaTalk Services is void where prohibited.
By using the PrivaTalk Services, you represent and warrant that:
When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account or password of another Member at any time or to disclose your password to any third party. You agree to notify PrivaTalk immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.
You will not use the PrivaTalk services in any manner which infringes any law or regulation or which infringes the rights of any third party, nor will you authorize or permit any other person to do so.
Without limiting the foregoing, you will not use the PrivaTalk services for any of the following activities:
The following additional terms apply if the end user purchases the application from a Third Party via a business application marketplace;
PrivaTalk does not claim any responsibility for, or ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials and information (collectively, "Content") that you upload to the PrivaTalk Services.
You represent and warrant that your uploading any Content to the PrivaTalk Services does not violate the privacy rights, publicity rights, intellectual property rights (including copyrights), contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any Content uploaded by you to the PrivaTalk Services.
Without limiting the foregoing, you will not upload any Content to the PrivaTalk Services which:
By using the facilities of the PrivaTalk Services to make Content available to other Users ("Shared Content") you represent and warrant that you own the Shared Content or otherwise have the right to grant the license set forth in this section;
PrivaTalk assumes no responsibility for any error, omission, interruption, loss, deletion, defect, theft, destruction or unauthorized access to, or alteration of any Content you upload to the PrivaTalk Services.
You are solely responsible for the Content that you upload to the PrivaTalk Services, and any material or information that you transmit to other Members and for your interactions with other Users. PrivaTalk does not endorse and has no control over the Content. Content is not reviewed by PrivaTalk and does not necessarily reflect the opinions or policies of PrivaTalk. PrivaTalk makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Members.
PrivaTalk assumes no responsibility for monitoring the PrivaTalk Services for inappropriate Content or conduct. If at any time PrivaTalk chooses, in its sole discretion, to monitor the PrivaTalk Services, PrivaTalk nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User uploading any such Content.
The PrivaTalk Services contain Content of PrivaTalk ("PrivaTalk Content"). PrivaTalk Content is protected by copyright, trade secret and other laws, and PrivaTalk owns and retains all rights in the PrivaTalk Content and the PrivaTalk Services. PrivaTalk hereby grants you a limited, revocable, non-sub-licensable license to reproduce and display the PrivaTalk Content (excluding any software code) solely for your personal use in connection with viewing the PrivaTalk Website and using the PrivaTalk Services.
You may not share, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of PrivaTalk to terminate Membership privileges of any Member who repeatedly infringes the copyright rights of others upon receipt of prompt notification to PrivaTalk by the copyright owner or the copyright owner's legal agent.
Without limiting the foregoing, if you believe that your work has been copied and posted on the PrivaTalk Services in a way that constitutes copyright infringement, please provide Us with the following information:
All charges payable by you for the PrivaTalk Services shall be in accordance with the scale of charges and rates published from time to time by Us on Our web site, errors and omissions excepted and shall be due and payable in advance of provision of the PrivaTalk Services.
We reserve the right to alter pricing including ceasing to offer elements of the PrivaTalk Services free of charge at any time. PrivaTalk will inform Members by email if the charge for a service is to be altered. You can then decide if you want to continue to use such service. Your continued use of the service after the proposed fee modification has been notified will be considered acceptance of the proposed fee modification.
Payment is due each anniversary month, quarter or year following the date the PrivaTalk Services were established until closure notice is given in accordance with 6.2. If you choose to payby credit or debit card you authorize PrivaTalk to debit your account renewal fees from your card.
All fees for our services are due in advance and your contract will automatically renew on its anniversary month, quarter or year at which point fees for the following month, quarter or year become payable. If you wish to cancel your contract with PrivaTalk, you must do so in accordance with clauses 6.1 – 6.3 before the renewal of your contract.
If your Membership is terminated in accordance with 6.3, you will be entitled to a pro rata refund based upon the remaining period of prepayment. You will not be entitled to a refund under any other circumstances. Any refund will be issue to the same payment source used for the initial payment.
Where services are offered on a "free trial" basis payment will not be taken but your credit card may be required to benefit from the "free trial".
The renewal date for the contract shall be deemed to be one month, quarter or year following the advertised free trial period.
If you wish to cancel your contract during the free trial period you may do so in accordance with clause 6.2 below.
If you upgraded your service to a paid version prior to the end of the free trial period the fees for the first month, quarter or year of your service will become due.
This Agreement shall remain in full force and effect while you use the PrivaTalk Services or are a Member. Even after Membership is terminated, this Agreement will remain in effect.
You may terminate your Membership at any time, for any reason via the Close Account form in the My Account or Settings section.
PrivaTalk may suspend the provision of PrivaTalk Services to you and/or terminate your Membership without notice to you if you:
Use of the PrivaTalk Services is also governed by our Privacy Statement found on the PrivaTalk Websites.
You shall indemnify Us and/or our Third Party and keep Us and/or our Third Party indemnified and hold Us and/or our Third Party harmless from and against any breach by you of this Agreement and any claim brought against Us and/or our Third Party by a third party resulting from the provision of the PrivaTalk Services by Us and/or our Third Party to you and your use of the PrivaTalk Services including, without limitation, all claims, actions, proceedings, losses, liabilities, damages, costs, expenses (including reasonable legal costs and expenses), howsoever suffered or incurred by Us and/or our Third Party in consequences of your breach or non-observance of any of the terms of this Agreement including if any Content that you post on the PrivaTalk Websites or through the PrivaTalk Services causes PrivaTalk to be liable to another.
PrivaTalk will not be responsible for any incorrect or inaccurate Content uploaded to the PrivaTalk Websites or in connection with the PrivaTalk Services, whether caused by Users of the PrivaTalk Services or by any of the equipment or programming associated with or utilized in the PrivaTalk Services.
PrivaTalk is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the PrivaTalk Services or combination thereof.
PrivaTalk is not responsible for any error, omission, interruption, loss, deletion, defect, theft, destruction or unauthorized access to, or alteration of any Content you upload to the PrivaTalk Services.
The PrivaTalk Website may contain links to other websites. PrivaTalk is not responsible for the Content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by PrivaTalk. Inclusion of any linked website on the PrivaTalk Services does not imply approval or endorsement of the linked website by PrivaTalk. When you access these third-party sites, you do so at your own risk. PrivaTalk takes no responsibility for third party advertisements which are posted on this PrivaTalk Website or through the PrivaTalk Services, nor does it take any responsibility for the goods or services provided by its advertisers.
PrivaTalk is not responsible for the conduct, whether online or offline, of any User of the PrivaTalk Services.
All conditions, terms, representations and warranties relating to the PrivaTalk Services supplied under this Agreement, whether imposed by statute or operation of law or otherwise, that are not expressly stated in these terms and conditions including, without limitation, the implied warranty of satisfactory quality and fitness for a particular purpose are hereby excluded to the extent applicable under Swiss law.
Nothing in these terms and conditions shall exclude Our liability for death or personal injury resulting from Our negligence.
Our total aggregate liability to you for any claim in contract, tort, negligence or otherwise arising out of or in connection with the provision of the PrivaTalk Services shall be limited to the charges paid by you to PrivaTalk or to the Third Party in respect of the services, which are the subject of any such claim.
In any event no claim shall be brought unless you have notified Us of the claim within one month of it arising.
In no event shall We be liable to you for any loss of business, contracts, profits or anticipated savings or for any other indirect or consequential or economic loss whatsoever.
Any forbearance or failure by Us to enforce a provision to which you are subject shall not affect Our right to require such performance at any subsequent time, nor shall the waiver or forbearance by Us of any breach of any provisions of the agreement herein be taken to be or held to be a waiver of the provision or provisions itself of themselves.
This Agreement shall be governed by and construed in accordance with Swiss law and you hereby submit to the exclusive jurisdiction of the Swiss courts.
Headings are included in this Agreement for convenience only and shall not affect the construction or interpretation of this Agreement.
These terms and conditions together with any documents expressly referred to in them, contain the entire Agreement between Us relating to the subject matter covered and supersede any previous Agreements, arrangements, undertakings or proposals, written or oral: between Us in relation to such matters. No oral explanation or oral information given by any party shall alter the interpretation of these terms and conditions. In agreeing to this Agreement, you confirm that you have not relied on any representation other than those expressly stated in this Agreement and you agree that you shall have no remedy in respect of any misrepresentation, which has not been made expressly in this Agreement.