Hypervault Terms & Conditions

END USER LICENSE AGREEMENT

The present Terms are an integral part of the agreement that you are concluding with our company. This implies that you must first read them carefully if you wish to use our software and services. In order to avoid any misunderstanding regarding the content of our general Terms of Service, each article is preceded by a short “non-legal” Summary. This is not part of the general Terms, but serves only to help you better understand the material.


1.   Introduction
Summary

These Terms, along with our Privacy Policy, form a legal contract between you and the B.V. GTS DATA, hereafter called “Hypervault”. You must be old enough to agree to the Terms to use our software. The Terms don’t apply to sites and services operated by other companies that you may access through the software. Any subscription for paid services will automatically renew unless you cancel it within thirty days of the renewal date.  If you are in the United States, any legal claim involving these terms or the services will be settled by arbitration, not by a trial in front of a judge or jury, or through a class action lawsuit. These Terms are governed by Belgian Law and may be changed at any time (but changes will not take effect for thirty days for existing users).

1.
Hypervault and its affiliates (“Hypervault”, or “we” and its derivatives) operate www.hypervault.com (together with any subdomains, the “Site”) and provide our users (each user, “you”) with mobile and web applications (each an “App” and, collectively, the “Apps”). These Terms of Service (the “Terms”) are a binding agreement between you and Hypervault regarding your use of the Site, the Apps, and any related services we may offer (the Site, Apps and services together, the “Services”). As used in these Terms, a “device” means any computer, phone, tablet, or other hardware on which Apps run.

2. By using the Services, you represent that you (i) may legally do so, (ii) are the age of majority in the jurisdiction where you reside (unless you have been invited to join a Family Plan by someone who is), and (iii) have the power to enter into a binding contract with us. You must affirmatively accept these Terms and the Privacy Policy when initially downloading or accessing an App.

3. These Terms do not apply to third-party websites, services and applications (“Third-Party Services”) you may access through the Services. Unless required by applicable law, we are not responsible for the content or practices of Third-Party Services and provide links to them only for your convenience. We recommend you review the terms and policies of any Third-Party Service you access through the Services.

4. WHEN YOU PAY FOR A SUBSCRIPTION TO THE SERVICES, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL SUBSCRIPTION AT THE THEN-CURRENT RATE FOR SUCH SERVICES, UNLESS YOU CANCEL OR CHANGE YOUR SUBSCRIPTION AS SET FORTH IN SECTION 7(c).

5. Your use of certain Services may be subject to additional terms (“Supplemental Terms”). If any provision of the Supplemental Terms conflicts with these Terms, the Supplemental Terms will control. Certain Supplemental Terms are in Section 12.

6. THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND LIMIT THE REMEDIES AVAILABLE IF THERE IS A DISPUTE ABOUT THESE TERMS OR YOUR USE OF THE SERVICES. By accepting these Terms, you are waiving certain rights to legal remedies you may otherwise have. Arbitration is not permitted in certain jurisdictions. Please see Sections 10 and 13 for more information.

7. Any dispute or claim arising out of these Terms or in connection with the Services shall be governed by and construed in accordance with Belgian law.

8. We may change these Terms at any time. When we do so, we will post the updated Terms on this page and inform you through the Services, as applicable. Amended Terms will be effective immediately for new users and thirty (30) days after we post them on the Site for existing users.

9. You may contact our help center, email support@hypervault.com, or write us at address

GTS DATA B.V.
Boudewijnlaan 136
2243 Pulle – Zandhoven
BELGIUM

with any questions about these Terms or the Services.

2.   Registration
Summary
To use our Apps, you must create an account. You must also create a Master Password, which is used to generate the encryption keys that protect the information you store on the Services.
Hypervault does not store or have access to your master password, and if the password is lost, Hypervault cannot unlock your account or retrieve your information. Do not share your account credentials with anyone, as you are responsible for all activity associated with your account.

1.
Accounts
To use the Services, you must download an App, or access a pre-installed App on your device, and create an account (an “Account”) by providing your email address (the “Account Email”) and a master password (the “Master Password” and, together with the Account Email, the “Credentials”). Keep your Credentials secure and do not share them with anyone. You are responsible for all activities on the Services associated with your Account. You represent that any information you provide to us in connection with your Account (e.g., billing information when you pay for a Subscription) will be accurate, and that you will keep it updated for so long as you have an Account.

2. Master Password
Your Master Password is critical to the security of your Account. It is used to generate the encryption keys used to protect Secured Data (as defined in Section 4(b)) and to transfer Secured Data among your authorized devices. HYPERVAULT DOES NOT STORE, HAVE ACCESS TO, OR HAVE ANY MEANS OF RECREATING OR RETREIVING, YOUR MASTER PASSWORD, NOR CAN WE ACCESS SECURED DATA IF YOU LOSE YOUR MASTER PASSWORD. This is an essential security feature intended to protect your Secured Data should our systems be compromised. We are not responsible for any inability to access your Account or Secured Data caused by loss of your Master Password.

3.   License
Summary
You have a limited license to use our Apps for your personal use, which extends to any documentation and updates applicable to the Apps and Services you use. You may not hack, reverse-engineer, break the law using, or otherwise do “bad” things with or to the Services. We are not required to support the Apps (but we do via our
help center and support@hypervault.com). Your use of mobile Apps is subject to additional terms imposed by the “App Store” from which you downloaded the App. Keeping our Apps compatible with the rest of the digital world takes a lot of work, and sometimes Apps may not work with a particular site or service, even if they did before.

a.   License

Hypervault grants you a personal, non-exclusive, revocable, non-sublicensable, and nontransferable license to download and install the Apps in object code format on one or more devices (as permitted by your plan), solely for your personal use.
The license includes the right to access, use, and make a reasonable number of copies of any published descriptions of the functionality, technical requirements, or use of the Services (collectively, “Documentation”), and use any changes to the Apps made available to all users of such Apps at no additional cost (each an “Update”) when each Update is made generally available. Updates may be installed automatically or require installation by you. Failure to install an Update may result in an App or the Services not functioning correctly.

b.   Restrictions.

Except as explicitly permitted in these Terms, you may not, directly or indirectly:modify or create derivative works of the Services or elements thereof;decompile, reverse engineer, or translate any portion of an App into human-readable form (except to the extent expressly allowed by applicable law);rent, lease, share, distribute, or sell any aspect of the Services to any third party, including on a service bureau or similar basis, except where a separate, written reseller agreement exists;remove, alter, or deface proprietary notices or marks in an App or the Documentation;disclose the results of testing or benchmarking an App or the Services;circumvent or disable security, copyright protection, or license management mechanisms of an App or the Services,interfere with the Services’ operation;use the Services to violate the law or the rights of any third party;use the Services to store or distribute content that is harmful to minors;upload or transmit any virus, worm, Trojan horse, or other malicious code to or via the Services;use any automatic or manual process to harvest information from the Site or Services, except that commercial search engines may use spiders to copy materials from the Site solely as necessary to create publicly available searchable indices of the materials;impersonate or otherwise misrepresent your affiliation with any person or entity,mirror or frame the Site or any content, place pop-up windows over its pages, or otherwise affect the display of its pages; orattempt to do any of the above. Hypervault may take any actions it deems reasonable, including terminating your Account, for any breach of these restrictions.
Hypervault may take any actions it deems reasonable, including terminating your Account, for any breach of these restrictions.c.   Support.

The license granted in Section 3(a) does not entitle you to receive any support for the Apps or Services, though we may choose to (and do) provide it. Please visit our help center or email support@Hypervault.com if you need assistance.While Hypervault strives to constantly improve the Services, we are not required to fix any specific error, bug, or issue except as set forth in Section 9(a).Hypervault generally support only the current major version of the platform or operating system on which the Services run (e.g., iOS, Chrome).

d.   App Store Restrictions, to the extent that Hypervault makes provision for mobile Apps.The availability of mobile Apps is dependent on the entity from whom you obtained the App (each an “App Store”). The relevant App Store is not a party to these Terms, and Hypervault, not the App Store, is solely responsible for the Services and any related claims (e.g., legal compliance or intellectual property infringement). You are responsible for connectivity fees associated with your use of any Apps or App Store and any fees charged by an App Store in connection with the Services. You will comply with all applicable App Store terms and policies when using any mobile App. The App Store (and its subsidiaries) are third-party beneficiaries of these Terms and may enforce them.You will only use Apps accessed through or downloaded from the Apple App Store (A) on an Apple-branded device that runs iOS (Apple’s proprietary operating system), and (B) as permitted by the “Usage Rules” in the Apple App Store Terms of Service.

e.   Third-Party Services.
The Services are designed to work with many Third-Party Services, however, their continued compatibility with any specific application, site, or service is partially dependent on such services. To maintain compatibility with a particular service, you may need to update an App or a third-party application from time to time. We cannot guarantee that any currently supported Third-Party Services will remain compatible with the Services.

4.   Features and functions
Summary
We provide the Services, but you are responsible for how you use them—both in making sure the data you store in the Apps is correct and for how you use that data (including when you use the Services to share data with others). Like most providers of consumer applications, while we make every effort to ensure that the Services work correctly, we cannot and do not guarantee that they will always do so.

a.   General.
Current information about features can be found at www.Hypervault.com/plans. We may remove features from the Services or certain Apps at any time, and not all features are available with all plans and in all jurisdictions.b.   Security.We develop and deploy advanced security features to protect the Services and the information that you store on it, such as usernames and passwords, IDs and payment information (collectively, “Secured Data”). However, we cannot and do not guarantee that Secured Data will be 100% protected. In addition, while passwords generated by the Services are designed to be as secure as possible, we cannot guarantee their security, and we explicitly do not claim that they are immune to attack.

c.   Partnerfeatures.
Certain features available through the Services are provided by third party partners. You may be required to validate or provide certain information (such as your email) before accessing these features.d.   Your Responsabilities.You are solely responsible forthe accuracy of Secured Data you store on the Services, andusing your Secured Data in compliance with applicable laws and relevant 5 agreements with third parties (for example, when using a credit card stored on the Services to complete an online payment, you are bound by the terms of your agreement with the card provider). In particular, if you allow others to access your Secured Data, such as when using the Services’ “sharing” feature, you acknowledge that we have no responsibility for what the recipient does with the data you share with them.

e.   No Guarantee.While we strive to ensure the proper operation of the Services, including those provided by partners, we explicitly do not warrant or guarantee that the Services will work properly at all times, be error-free, or be available on an uninterrupted basis. The only warranty provided in connection with the Services is stated in Section 9(a).

5.   Ownership
Summary
The Services are owned by Hypervault and its licensors. You own your Secured Data and Credentials. The only right you have in the Services is the limited license granted above. The only right we have to your Credentials and Secured Data is to use them to provide the Services. We own all anonymized information about the use of our Services. If you suggest product features or provide other feedback about the Services, we can use it without any obligation to you.

a.   Services.
Except for your Credentials and Secured Data (and, as applicable, Shared Data you receive from others), Hypervault and its licensors retain all right, title, and interest to the Services and all content and materials available within and through the Services. Your Account is licensed to you solely so you may use the Services, and, except for your Secured Data and Credentials, you have no property interest in your Account.

b.   Your Data.Except for the limited licenses granted to Hypervault below and elsewhere in these Terms, you retain all right, title, and interest to your Credentials and Secured Data. So long as you have an Account, you grant us a non-exclusive, royalty-free, fully-paid, sublicensable, transferable, worldwide right to process your Secured Data and Credentials solely as required to provide the Services in compliance with applicable laws.

c.   Usage Information.Hypervault owns all data regarding installation, registration, and the use and performance of the Services, including usage statistics and activity logs, (collectively, “Usage Information”).

d.   Feedback.Any feedback, comments, or suggestions you may provide to us or on any public forum regarding Hypervault or the Services (“Feedback”) is voluntary, and you hereby grant Hypervault a perpetual, irrevocable, unrestricted, royalty-free right and license to use Feedback in any lawful manner.

6.   Third party material
Summary
We may provide links to, or make data from, Third-Party Services available on the Site or through the Services. We are not responsible for these services or data. In addition, like most software developers, we use open-source componentsin our Services. Such components do not affect your ability to use the Services or limit the rights you have under these Terms, but each component is subject to its own license, and not the license granted above.

a.   Third-Party Services and Data.You are responsible for complying with the terms of use of all ThirdParty Services you access through the Services (i.e., sites where you use the Services for sign-in or autofill). Hypervault is not responsible for the performance of Third-Party Services, or the accuracy 6 and completeness of data available on such services, and recommends you review the terms of use and privacy policies of all such services.

b.   Open-Source Software.“Open-Source Software” means certain elements of the Services that are subject to “open source” or “free” software licenses controlled by third parties. Open-Source Software is licensed under the terms of the end-user license that accompanies such software, and not under Section 3. Nothing in these Terms limits or expands the rights of the end-user license for any Open-Source Software, nor does any Open Source Software license limit the rights we grant you in these Terms. If required by the applicable license, Hypervault will make Open-Source Software available by written request to the address in Section 1(I).

7.   Fees and payment
Summary
When you sign up for paid access to the Services (a “Subscription”) through the Site, you must provide credit card or PayPal account information. Subscriptions are paid for in advance, and will automatically renew (and you will be charged) for the same duration as your initial Subscription unless cancelled or changed. Subscription fees will be refunded only if you cancel your Subscription within thirty (30) days after payment is due and to the extent provided by the Payment Processor and/or Payment Provider. We shall inform you at least thirty (30) days before your automatic Subscription renewal in order to allow you to cancel your subscription if you so wish.

We charge sales tax where required. Payment practices of App Stores may differ according to their terms.

a.   Subscription.
Certain features of the Services are only available with a paid access plan (a “Subscription”). Subscription levels, features, and pricing are available at https://www.hypervault.com/pricing, and may be changed at any time. Fees for Subscriptions (“Subscription Fees”) are due in advance for each billing period, with the initial payment due when you add a Subscription to your Account. Except as expressly stated in these Terms, Subscription Fees are non-refundable and are based on our standard charges and billing terms in effect when payment is due. You must provide a valid credit card or other payment method (“Payment Provider”) prior to starting a Subscription and promptly update your Account if there is any change to your payment information. Your Payment Provider agreement, not these Terms, governs your use of your Payment Provider. We may change our fees and billing practices at any time, but any such change will not apply to you until the next Subscription period or if you change your Subscription type. If you upgrade your Subscription, you will pay for the full duration of the new Subscription level but receive a pro-rata credit for the remaining value of your prior Subscription, offset against any pro-rata credit for the remaining valuer of your previous Subscription.

b.   Automatic Renewal.
SUBSCRIPTIONS WILL AUTOMATICALLY RENEW AT THE RATES THEN IN EFFECT FOR THE SAME PERIOD AS THE EXPIRING SUBSCRIPTION, AND YOUR PAYMENT PROVIDER WILL BE CHARGED UPON RENEWAL UNLESS YOU CANCEL YOUR SUBSCRIPTION AS SET FORTH IN SECTION 7(c).
We will inform you via email thirty (30) days before your Subscription renewal date. By subscribing, you authorize us to charge your Payment Provider at the beginning of any Subscription period if you have not cancelled your Account by such time. If we cannot process payment, we will reach out to you to update your Payment Provider information. If we do not receive payment within fifteen (15) days of the renewal, we may terminate your Subscription.

c.   Cancellation.
Subscriptions can be cancelled at any time by logging into the web App at app.hypervault.com and going to the “My Account” section. You may use any cancelled Subscription until its originally scheduled expiration date, but you will not receive a prorated refund for the current term.
For annual Subscriptions, the full Subscription Fee will be refunded if you cancel within thirty (30) days of commencement of your Subscription pursuant to the present Terms and 
Conditions and expressly request a refund of the Subscription Fee, in so far your Payment Processor and/or Payment Provider make provision for this.
Upon cancellation in accordance with these Terms and Conditions and expressly requesting a refund of the Subscription Fee within thirty (30) days of notification of the automatic renewal of the Subscription, the full Subscription Fee in respect of the extended period will be refunded in so far as provided by your Payment Processor and/or the Payment Provider requests a refund.

d.   Taxes.
Any sales tax, tax on use, value added tax or other tax based on the Subscription that we are required to pass on to customers will be automatically calculated and added to all orders as applicable (except for users in the European Economic Area, (“EEA”) where VAT is included in the amount Hypervault charges you). To the extent applicable, all payments for the Services will be made free of and without deduction of withholding tax. Sales tax is the sole responsibility of the user.

e.   Payment Services.
We use Stripe, Paypal and Chargebee (each, a “Payment Processor”) for payment services (e.g., card acceptance and merchant settlement). By paying for a Subscription, you agree to be bound by the applicable Payment Processor’s terms and policies, and authorize us and the Payment Processor to share any information and payment instructions you provide with your Payment Provider and any other Third-Party Service provider(s) solely as required to complete your transactions.

f.   Late payment.
In the absence of payment at due date, the amounts owed to Hypervault will accrue interest at 12% per annum from the due date, as of right and without requirement for notice of default, In the absence of prompt payment, Hypervault is entitled to suspend its Services without prior notice. Such suspension does not affect the liability to pay the outstanding amounts. You will be in default by the simple fact of failing to pay by due date, with no requirement for payment demand or notice of default. In the absence of payment of the amounts owed to Hypervault, increased by the interest due, at due date, you will owe, as of right, a fixed compensation of 10% of the outstanding amount, minimum € 125.00. In the absence of payment of the amounts owed to Hypervault by the due date, in addition to the principal sum, the conventional default interest and the conventional increase clause, all judicial and extrajudicial costs of collection, also as of right and without requirement for notice of default, by analogy with and by application of Article 6 of the Act of 02.08.2002 regarding the Combating Late Payment in Commercial Transactions, will be payable, along with all judicial and extrajudicial costs of collection, including lawyer’s costs and fees.)

8.   Termination
Summary
These Terms will remain in effect for as long as you have an Account (or when you visit the Site). We may terminate your Account for any breach of these Terms or where required by law (in almost all cases, we will reach out to you before doing so). You may cancel a Subscription or close your Account at any time. If you cancel a Subscription, it will remain active until the end of the Subscription period. If we terminate your Account for breach of the Terms, your Subscription will end immediately. You must delete any Apps from your devices following termination in order to remove Secured Data from your device

.
a.   Term.
These Terms take effect when you accept them as set forth in Section 1(b) and will remain in force as long as you have an Account (or visit the Site).

b.   Termination by Hypervault.
If we cannot charge your Payment Provider, if you materially breach these Terms, or if required to do so by law (e.g., where the provision of the Services becomes unlawful), we may suspend or terminate your Subscription and/or Account, with or without notice. Termination under this Section 8(b) is at Hypervault’s sole discretion, and we will not be liable to you or any third party for any such termination.

c.   Termination by You.
You may terminate a Subscription at any time as set forth in Section 7(c). To delete your Account, follow the steps here, If you need assistance, please contact our help center, but note that for security purposes only the validated Account owner can delete the account (we can’t do it for you). Except as specifically described above, we will not provide any refunds for terminated Subscriptions. If you close your Account, these Terms will no longer apply to you except to the extent you visit the Site and for any provisions that survive termination specified below.

d.   Effect of Termination.
When a Subscription expires or is terminated by Hypervault pursuant to Section 8(b), you will no longer have access to the Service features associated with the Subscription. Unless you close your Account, terminating a Subscription will automatically convert your Account to a “Free” account (if we still offer that plan).If you delete your Account, all licenses granted in these Terms will immediately terminate and you must stop all use of the Apps. We may delete all data associated with your Account from our servers, including Secured Data and Credentials, without liability or obligation to you. Note that, even if you delete your Account, you must delete the Apps to remove Secured Data from your devices. Even if you do not delete the Apps, you will not be able to access 8 Secured Data after you delete your Account (though such access may continue for a short period depending on your Master Password settings within the App).Sections 1(f) and (g), 3(b), 5, 7, 8(d), 9(b), (c), and (d), 10, 11 and 13 will survive termination or expiration of these Terms for any reason.If we terminate your Account for violating these Terms, you may not attempt to create a new Account.

9.   Warranty and disclaimer.  Limitation of liability.  Indemnification.
Summary
The Services will do what the Documentation says, and if they don’t, we will try to fix them. As much as the law allows, we do not make any other warranties about the Services. Unless we intentionally do something wrong or are truly incompetent, our maximum liability for any damages caused by the Services or related to these Terms will be the amount of your most recent Subscription payment. You will defend us from any claim brought against Hypervault alleging that your use of the Services violated these Terms or applicable law.

a.   Warranty.
Hypervault warrants that the Services will perform materially in accordance with the Documentation. Hypervault’s sole obligation, and your sole remedy, for any violation of this warranty is for Hypervault to use commercially reasonable efforts to correct the Services so that they conform to the Documentation.

b.   DISCLAIMER.
EXCEPT AS SET FORTH IN SECTION 9(a), HYPERVAULT EXPLICITLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, REGARDING THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. HYPERVAULT DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED.

c.   LIMITATION OF LIABILITY.
EXCEPT IN CASES OF GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR FRAUD, IN NO EVENT WILL
HYPERVAULT’S LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE MOST RECENT SUBSCRIPTION FEE YOU PAID, ORHYPERVAULT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY ON WHICH THEY ARE ASSERTED, AND EVEN IF HYPERVAULT IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THESE LIMITATIONS WILL NOT APPLY TO THE EXTENT PREVENTED BY LAW, BUT IN SUCH CASE, HYPERVAULT‘S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

d.   Indemnification.
You will indemnify, defend, and hold Hypervault harmless from any claim, action, suit, or proceeding made or brought against Hypervault arising out of or related to your breach of any provision of these Terms or use of the Services in violation of applicable law.

10.   Dispute regulation
Summary

Unless you live in a jurisdiction that does not allow it, any legal claim related to the Services or these Terms will be settled by binding arbitration, not a trial, and will be administered on an individual basis. You can opt out of arbitration by writing us within thirty days of when you accept these Terms. This Section does not prevent actions in small claims court and certain claims for immediate relief.
PLEASE READ THIS SECTION 10 (for purposes of this Section only, the “Arbitration Agreement”) CAREFULLY. IT IS PART OF YOUR CONTRACT WITH HYPERVAULT AND LIMITS THE WAYS YOU CAN SEEK RELIEF FROM US.

a.   Arbitration.
Subject to Section 10(f), any dispute arising out of these Terms, the Privacy Policy, or the Services will be resolved exclusively on an individual basis by binding and confidential arbitration conducted in the Dutch language, as organized by an Arbitration Tribunal, designated by the Instituut voor Arbitrage/Institut d’Arbitrage, having its registered office at Sint-Annadreef 68B, 1020 Brussels, (www.euro-arbitration.org), in accordance with the SDR (Standard Dispute Rules) for Arbitration, which can be consulted at www.euro-arbitration.org/node.php/nl/sdr. To initiate the dispute resolution process, you must send a letter by e-mail to legal@hypervault.com and by registered mail to Hypervault, address, attn: Legal, with a request for arbitration and a description of your claim. The arbitration is governed by Belgian law, with this provision superseding all conflicting jurisdiction clauses.
You and Hypervault will attempt to resolve any dispute informally prior to initiating arbitration. If the issue has not been resolved within thirty (30) days of receipt of the notice, either party may commence the arbitration process.

b.   Authority of Arbitrator.
The arbitrator will have exclusive authority to resolve any dispute related to these Terms, including their formation and any claim that some or all of it is void or unenforceable. The arbitrator will decide the rights and liabilities, if any, of you and Hypervault. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator may (i) grant motions dispositive of all or part of any claim or dispute, (ii) award monetary damages and grant any non-monetary remedy or relief available to an individual party under applicable law, the arbitral forum’s rules, and these Terms (including the Arbitration Agreement). The arbitrator will issue a written award and statement describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator will follow the applicable law. The award of the arbitrator is final and binding upon the parties. Each party will bear its own costs of arbitration.

c.   Waiver of Jury Trial.
YOU ARE GIVING UP YOUR CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN AS NOTED IN SECTION 10(F) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. Your rights will be determined by a neutral arbiter and not a judge or jury. Arbitration procedures are simpler and more limited than rules applicable in court. Arbitrator decisions are as enforceable as any court order, and subject to very limited judicial review.

d.   Waiver of Class Action.
ANY CLAIMS WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE BROUGHT IN THE RESPECTIVE PARTY’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND THE ARBITRATOR MAY NOT (i) CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, (ii) OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, OR (iii) AWARD CLASS-WIDE RELIEF. If a court determines that applicable law precludes enforcement of any of this Section 10(d)’s limitations as to a given claim for relief, then the applicable claim, and only that claim, must be severed from the arbitration and brought into the Commercial Court of Antwerp, Division of Antwerp in accordance with Section 1(g). All other claims will be arbitrated.

e.   Opt Out.
You may opt out of the provisions of this Arbitration Agreement requiring and governing arbitration by sending written notice to legal@Hypervault.com or via mail to adres, within thirty (30) days after accepting these Terms. Your notice must include your name and address, your Account Email, and an unequivocal statement that you are opting out of this Arbitration Agreement. Opting out will not affect any other provisions of these Terms.

f.   Exceptions.
Notwithstanding the foregoing, (i) either party may bring an individual action in small claims court, and (ii) claims of (A) defamation, (B) violation of the Computer Fraud and Abuse Act, or (C) infringement or misappropriation of the other party’s intellectual property rights may be exclusively brought in the state or federal courts located in New York County, New York. The parties consent to the exclusive personal jurisdiction of such courts for such purposes. A request for equitable relief will not waive the right to arbitrate.

g.   Fees.
If you initiate arbitration proceedings in which you claim less than €500.00 in damages and you comply with the Arbitration Agreement, including the notification obligation, and if your claim is upheld, Hypervault will reimburse you the amounts determined in the Decision. If the arbitrator awards you compensation, which does not explicitly rule on the lawyer’s fees, Hypervault is prepared to reimburse your lawyer’s fees, limited to the basic legal fee, as described in the Royal Decree dated dd. 26.10.2007 determining the rate of compensation for legal advice.

h.   Severability.
Except as provided in Section 10(d), if any part or parts of this Arbitration Agreement are found to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts will be of no force and effect, but the remainder of the Arbitration Agreement will continue in full force and effect.

11.   Miscellaneous
Summary
This section includes provisions required by certain jurisdictions (notably California), rules for interpreting the Terms, mandated references to specific laws, and consent for all communications between us to be electronic.

a.   Cooperation.
Nothing in these Terms limits our right to cooperate with authorities.

b.   Assignment.
These Terms are personal to you and may not be assigned. Hypervault may freely assign these Terms or its obligations, subject to applicable law.

c.   Severability; Waiver.
If any provision of these Terms is held by a court of competent jurisdiction to be invalid, the remaining provisions will remain in full force and effect. The waiver of a breach of any provision of these Terms will not waive any future breach of the same or any other provision.

d.   Entire Agreement.
These Terms are the parties’ entire understanding with respect to their subject matter and supersede any previous or contemporaneous communications, whether oral or written. These Terms may be modified as set forth in Section 1(h).

e.   Release.
You release Hypervault and our successors from all losses, damages, rights, and demands and actions of any kind, including personal injuries, death, and property damage, that are directly 11 or indirectly related to or arise from your use of the Services (collectively, “Claims”) ”. This release does not apply to any Claims for unconscionable commercial practice by Hypervault or our fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Services.

f.   Force Majeure.
Hypervault will not be liable for any failure or delay in performing its obligations under these Terms or with respect to the Services caused by natural disaster, government mandate, civil disobedience, or other factors beyond Hypervault’s reasonable control.

g.   Electronic Communications, Notice.
You consent to the use of electronic communications regarding these Terms and the Services, and agree that such communications, whether received via email or through the Services, satisfy any requirements that would be met if they were in hard copy. This provision does not affect your statutory rights. We may give notice to you by email, a posting on the Site, or other reasonable means. You must give notice to us in writing via email to support@Hypervault.com or as otherwise expressly provided in these Terms.

h.   Headings and Interpretation.
Headings and the summary explanations at the beginning of each Section of these Terms are for reference only and do not affect the parties’ rights and obligations. As used herein, “may” means “has the right, but not the obligation, to”; “includes” and its variations means “including, but not limited to”; and “days” means calendar days, provided that obligations that would be due on a weekend or holiday will be due on the next business day following such weekend or holiday.

i.   Language.
These Terms are drafted in Dutch, and where Hypervault has provided you with a translated version of the Terms we do so for your convenience. The Dutch version of the Terms shall apply in accordance with Belgian language law in the event of any conflict with the translated version.

12.   Country-specific provision
SummaryCertain additional provisions, or modifications to the Terms, apply for residents of particular jurisdictions. Most importantly, residents of Europe are not required to arbitrate disputes.

a.   EEA.
If you reside in the European Economic Area (“EEA”), these Terms are modified as follows:Sections 1(f), 1(g), and 10 do not apply to you.These Terms, including their formation, will be governed by and interpreted in accordance with the laws of the nation in which you are resident, provided that, to the greatest extent permitted under such law, all proceedings arising under these Terms or related to the Services will be conducted on an individual basis in such nation’s courts.To inform Hypervault of a legal action, you must send a letter via overnight courier or registered mail to adres, attn: Legal.Section 11(j) does not apply to you. Complaints about the Services should be sent to support@hypervault.com.

b.   United Kingdom
If you are a resident of the United Kingdom, the Terms, including Section 13(a), are modified as follows:Third parties have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of the Terms, but this does not affect any right or remedy of such third party which exists or is available apart from that Act.These Terms are drafted in the English language, and no translation of the Terms has any force and effect.

c.   Germany.
If you are a resident of Germany, the Terms, including Section 13(a), are modified as follows:Notwithstanding anything to the contrary in Section 9(c), Company is also not liable for acts of simple negligence (unless they cause injuries to or the death of any person), except when they are caused by a breach of any substantial contractual obligations (vertragswesentliche Pflichten).