Polverini, Kantzer & Chyan, LLC. (hereinafter, "PKC," "We," "Us," or "Balboa") offers its secure file sharing service "Balboa" on the following terms. These terms of service (the "Terms") make up the entire agreement (the "Agreement") between any individual, business or organization ("You") and PKC, its subsidiaries, affiliates and licensors.
By registering to use PKC’s Balboa file-sharing services ("Services"), You are agreeing to comply with and be bound by the Terms of Service on Your behalf and, if applicable, on behalf of Your business or organization.
Any individual registering to use any of the Balboa Services on behalf of an organization or business, is hereby representing that he or she has authority to bind the organization or business to PKC’s terms and condition of its Balboa Service. The use of Balboa Services on behalf of a business or organization, is a representation by that individual that he or she has authority to bind the business or organization to the Terms of this Agreement.
Any individual, business or organization is permitted to use these services only in full compliance with the terms of service. PKC may terminate, suspend, or modify the Services at any time for unauthorized use, without prior notice. We may also remove any content from our Services if PKC determines that the content or disbursement violates any term of service.
Before using Balboa, You must register on the website and provide PKC your email address and create a password for Your account ("Account Information"). You must also update Your Account Information promptly if your account information changes. You will be asked to create a password that only You will have access to, and which should be as secure and unique as You can create. You will use Your email and secure password to access Your account and any data associated with your Account. Part of the service offered by Balboa is the secure data storage of communication (Your "Data") You have sent via Balboa. Balboa’s primary purpose is to securely share files with Your recipients, and to store these files securely. Balboa will permit uploading of a total of 500 gigabytes of data for each Account. Balboa will prevent further uploading if this limit is reached, unless You make arrangements for additional storage of Your files with PKC
Your secure password: Balboa can and will keep Your account secure. To ensure the full security of Balboa’s encryption You must create and use Your password. The files sent via Balboa are not open to hackers, and cannot be sold or snatched by anyone because You and Your recipients are the only ones able to read Your encrypted files. You are solely responsible for protecting the privacy and security of Your email and password. Do not give your password to any third party, as this will endanger the security of Your files. Because You are the only one with access to your password, You are responsible for any activity with Your account, whether or not You authorized a third party to use Your account. Importantly, if You lose or forget Your password, You will not be able to access Your Account or any of Your Data. PKC will not have a copy of Your password if You lose or forget Your password. We provide the lock, but only you will have the key!
Security breach: If PKC determines that there may have been a breach of Your Account security, PKC may suspend Your account to protect You and your Data. The aggregate limit to PKC's liability for all claims relating to the services shall be no more than three month's billing or $100.00, whichever is the lesser amount. In the event Your Balboa account is accessed or used without Your authorization, or if You have reason to believe that Your account, email or password has been compromised You agree that You will immediately notify PKC at email@example.com.
In registering to use Balboa file sharing services, PKC will grant You a limited, non-exclusive, non-transferable and revocable service account to use Balboa subject to the Terms of the Agreement. Please note that third party code may be used as part of the Service and that the license terms accompanying that code will govern its use.
PKC owns all rights, titles and interest in Balboa, including all rights, title and interest in any intellectual property rights. The services provided to You are limited to those set forth in these Terms. PKC and its licensors retain all other rights in Balboa and no other rights or remedies are implied by these terms.
Balboa can and will provide You with security in file sharing and storage, but in order to maintain security and full use of Balboa, and protect you and all our users, You must agree to not engage in any of the following activities or transaction when using Balboa:
PKC may immediately terminate Your Account should it discover that You or someone using Your account has engaged in any of the prohibited activity listed above.
You are solely responsible for maintaining and protecting your password, which will protect Your Data. Balboa’s encryption program will protect your Data. However, the password you use will be solely in Your possession and must be maintained by You to ensure the full protection of Balboa’s unique security protocols. PKC will not maintain a copy of your password, which protects Your data from third party theft, and also prevents PKC from selling any of Your data to third parties. The integrity of your password is essential to maintain the full protection of Balboa file sharing services.
PKC provides You with the ability to share Your encrypted Data with others via Balboa's file sharing program. Balboa’s encryption program is designed to prevent third-party theft of Your Data. Your Data may be breached if you share your email address and password, or if Your email and password are compromised by others. Once you share files with third parties, Your Data remains encrypted unless it is copied, distributed, made public, modified, deleted or otherwise misued by the recipient of Your Data. Once You share Your Data with third parties, PKC cannot be held responsible for any use or misuse of Your Data, including making it available to others. The aggregate limit to PKC's liability for all claims relating to the services shall be no more than three month's billing or $100.00, whichever is the lesser amount.
PKC respects intellectual property rights. We expect Balboa users to respect PKC’s intellectual property rights and those others. You do not have permission to use the Services to upload, store, share, display, post, e-mail, transmit or otherwise make available any material that infringes the copyright, patent, trademark, trade secret or other proprietary rights of any person or entity, without written authority from the person or entity with the proprietary rights.
PKC’s intellectual property rights: You agree not to remove, obscure, or alter any trademark, copyright or other proprietary rights notices displayed in the Services, software or on the PKC website. You agree not to modify, adapt, translate or create derivative works from the Services. You agree not to decompile, reverse engineer, disassemble or otherwise attempt to derive source code from PKC or any of Balboa’s services.
PKC may terminate Your Account and access to the Services for violations of intellectual property rights.
You are responsible for ensuring that Your use of the Services is in compliance with all applicable foreign, federal, state and local laws, rules and regulations.
You agree to defend, indemnify, and hold PKC harmless from and against any claims, liabilities, damages, losses and expenses, including reasonable attorney fees and costs, in connection with:
This indemnity obligation will survive the termination or expiration of Your account and these Terms, by ten years or one month longer than any relevant statute of limitations that may apply to any lawsuit brought against You.
You can terminate this Agreement with PKC at any time, for any reason, by notifying PKC that you wish to cancel or terminate Your Account and by ceasing to use the Services. Instructions and limitations noticing of termination of Your account are on the Balboa website. PKC also reserves the right to terminate a 14-day free trial Balboa account at any time for any violation of these Terms.
Your Balboa account will be renewed monthly automatically and your credit card will be charged for a month’s services, unless You notify us 15 (fifteen) days prior to your monthly renewal date that you would like to modify or cancel your account. Payments are due upon account activation and subsequent renewal dates. Unused service for the remaining month’s Service following termination will not be refunded, if the services are terminated prior to the end of the month’s subscription. Upgrades, renewal amounts and any applicable taxes will be charged to the credit card or payment method on file each month.
PKC may terminate any Balboa account for failure to pay, or rejection of credit card charges, or for any violation of these Terms.
PKC may permanently or temporarily suspend or terminate its Service, or may modify the Services, including any feature in the Services, or the availability of the Services on any particular device, at any time and without notice to You to comply with a Court order, or if PKC determines any of its terms of service have been violated. PKC may immediately suspend or terminate any Account should a third party make an intellectual property infringement claim relating to Your use of the Services. While not obligated to do so, PKC will try to communicate any such actions to You. If the Services or these Terms are modified, Your continued use of the Services will constitute Your acceptance of the Service modifications and Your Agreement to be bound by the modified Terms. The current Terms will always be posted on Our website, as will anticipated modifications that may affect Your use of the Services. To stay informed of any changes, the most current version of these Terms will be posted at https://balboa.io/legal.html. Your authority to use the Services is conditional based upon Your agreement to be bound by these Terms and any modification to these Terms or Agreement.
If after having read these terms, You do not agree to be bound by the Terms of this Agreement, You may not use the Services, and You should not attempt to register with PKC to use Balboa's file sharing program.
YOU AGREE THAT YOUR USE OF BALBOA AND ITS SERVICES, IS AT YOUR SOLE RISK. PKC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN PARTICULAR, PKC MAKES NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THE SERVICES WILL BE TIMELY, UNINTERRUPTED, SECURE OR ERROR-FREE; (C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF THE SERVICES WILL BE ACCURATE OR RELIABLE; AND (D) ANY DEFECTS OR ERRORS IN THE SERVICES WILL BE CORRECTED. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. YOU FURTHER ACKNOWLEDGE THAT THE SERVICES ARE NOT INTENDED OR SUITABLE FOR USE IN APPLICATIONS THAT COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL PKC BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT PKC HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE AGGREGATE LIMIT TO PKC’S LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES SHALL BE NO MORE THAN THREE MONTH’S BILLING OR $100.00, WHICHEVER IS THE LESSER AMOUNT.
These terms of this Agreement will be governed by laws for the State of California. All claims arising out of or relating to the terms of this Agreement or the services offered by PKC must be litigated exclusively in courts of California, and both You and PKC consent to venue and personal jurisdiction in California.
These Terms constitute the entire and exclusive Agreement between You and PKC with respect to the use of Balboa, and supersede and replace any other agreements, terms and conditions, oral or in writing, applicable to this Agreement. These Terms create no third party beneficiary rights. PKC’s failure to enforce a provision of this Agreement is not a waiver of its right to do so later. If a provision is found unenforceable the remaining provisions of the Agreement will remain in full effect and an enforceable term may be substituted reflecting the intent of this Agreement. You may not assign any of Your rights in these Terms to any third party or other assignee, and any attempt to do so voids the Agreement. PKC may assign its rights under this Agreement to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with PKC, but Your right to terminate the Agreement with written notice will also apply. PKC and You are not legal partners or agents for each other as a result of this Agreement.
Having read and considered the terms of service for use of Balboa, your registration is Your acknowledgment that you agree to be legally bound by the terms set forth herein as a condition to the use of Balboa’s secure file sharing service.