CODE 42 END USER LICENSE AND SUBSCRIPTION AGREEMENT (CRASHPLAN PRO/CRASHPLAN PROe)
Effective Date:  April 8, 2013
Version 2.0
====================================================================

IMPORTANT:
PLEASE READ THIS END USER LICENSE AND SUBSCRIPTION AGREEMENT CAREFULLY.  YOU 
WILL HAVE ACCEPTED THIS END USER LICENSE AND SUBSCRIPTION AGREEMENT IF YOU: 
1) DOWNLOAD, INSTALL, ACTIVATE, SUBSCRIBE TO OR USE CODE 42 PRODUCTS AND 
SERVICES; OR 2) CLICK THE “I ACCEPT” BUTTON ASSOCIATED WITH THIS END USER 
LICENSE AND SUBSCRIPTION AGREEMENT (“AGREEMENT”).

This Agreement is a legal agreement between you, the customer, and Code 42 
Software, a Delaware corporation (“Code 42”) regarding the license, installation
and subscription to use Code 42's CrashPlan PRO and CrashPlan PROe Software 
and/or the Public Cloud (hereinafter to each of, and collectively to, the 
“Code 42 Products and Services”).  In this Agreement, “you” and “your” refer 
collectively to you, the business customer, corporation partnership, company or 
other business entity, and your employees and agents, and “we”, “us” and “our” 
refer collectively to Code 42.  

THE CODE 42 PRODUCTS AND SERVICES SUPPORT BACKUP STORAGE TO MULTIPLE LOCATIONS 
UTILIZING BOTH THE PRIVATE CLOUD AND THE PUBLIC CLOUD DESCRIBED BELOW SUBJECT TO
THE TERMS AND CONDITIONS OF YOUR LICENSE AND SUBSCRIPTION.  CODE 42 STRONGLY 
ADVISES AND ENCOURAGES YOU TO LEVERAGE THE FULL CAPABILITIES OF THE CODE 42 
PRODUCTS AND SERVICES AND BACKUP YOUR DATA TO AT LEAST TWO DESTINATIONS AND TO 
UTILIZE BOTH THE PUBLIC CLOUD AND THE PRIVATE CLOUD, IF APPLICABLE, FOR 
ADDITIONAL REDUNDANCY AND PROTECTION OF YOUR USER DATA.

CODE 42 IS WILLING TO ALLOW THE LICENSE AND YOUR SUBSCRIPTION TO THE CODE 42 
PRODUCTS AND SERVICES ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS 
CONTAINED IN THIS AGREEMENT.  BY ACCEPTING THIS AGREEMENT YOU ARE BINDING 
YOURSELF TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS 
AGREEMENT, THEN CODE 42 IS UNWILLING TO ALLOW THE LICENSE AND SUBSCRIPTION TO 
THE CODE 42 PRODUCTS AND SERVICES AND YOU MUST NOT DOWNLOAD, INSTALL, ACTIVATE,
OR USE THE CODE 42 PRODUCTS AND SERVICES.  

THE AUTHORIZED AGENT ENTERING INTO THIS AGREEMENT ON YOUR BEHALF HEREBY 
REPRESENTS AND WARRANTS TO CODE 42 THAT HE OR SHE IS (A) AUTHORIZED TO ENTER 
INTO THIS AGREEMENT ON YOUR BEHALF AND BIND YOU TO THE TERMS AND CONDITIONS 
CONTAINED HEREIN; AND (B) IS OVER THE AGE OF 18 YEARS OLD.  ANY LICENSE OR 
SUBSCRIPTION TO ANY CODE 42 PRODUCTS AND SERVICES WITHOUT AGREEING TO THE TERMS
OF THIS AGREEMENT IS STRICTLY PROHIBITED.

Code 42 makes no representations that the Code 42 Products and Services are 
appropriate for use in other locations outside of the United States.  If you use
the Code 42 Products and Services in or from locations outside the United States
you are responsible for compliance with all applicable laws and regulations.

Code 42 may make changes to this Agreement at its sole discretion. Changes will
be communicated to you by us posting the new version of the Agreement on 
http://www.crashplan.com/enterprise/support/doku.php/eula or as otherwise 
determined by Code 42 in its sole discretion and your acceptance of and/or 
continued use of any Code 42 Products and Services after such notification of 
changes to this Agreement will constitute your acceptance of such changes. You 
may also be asked to re-acknowledge and reaccept this Agreement following any 
material changes.

1. DESCRIPTION OF CODE 42 PRODUCTS AND SERVICES; DEFINITIONS.
  
Throughout this Agreement, the following descriptions and definitions shall 
apply.  More detailed information regarding Code 42 Products and Services can be
found at http://www.code42.com.

PRODUCTS AND SERVICES

a. “CrashPlan PRO” is the CrashPlan Software that allows you to backup your User
Data automatically in near real time to your Private Cloud or to Code 42’s 
servers using the Public Cloud.  CrashPlan PRO is designed for businesses with 
up to 200 Devices.  If you choose the Unlimited Data plan, you will pay a flat 
rate per Device (up to 200), each of which is allowed to backup an unlimited 
amount of data.  If you choose the Unlimited Device plan, you will pay for a set
amount of storage that you can then share among all your Devices (up to 200).  
Please note that while there is no current limitation for CrashPlan PRO 
Unlimited Data subscribers on the amount of User Data backed up to the Public 
Cloud, Code 42 reserves the right in the future, in its sole discretion, to set
commercially reasonable data storage limits (i.e. 20 TB) on all CrashPlan PRO 
Unlimited Data accounts.  

b. “CrashPlan PROe” has similar features as CrashPlan PRO, but expanded to 
service the more complex needs of large enterprises with up to 100,000+ PROe 
Users, including optional support, maintenance, security and administrative 
features. The CrashPlan PROe Software is licensed and provided on a PROe User 
basis, with each PROe User allowed to utilize the Code 42 Products and Services
on up to four (4) Devices.

c. “Public Cloud” is the secure cloud-based online backup storage service 
provided by Code 42.  When utilizing the Public Cloud, User Data flows to and is
stored on Code 42’s servers.  

d. “Private Cloud” means an installed “PRO Server” managed appliance and related
Hardware Services provided by Code 42 subject to the terms and conditions of any
applicable hardware services agreement between you and Code 42.   With respect 
to CrashPlan PRO subscribers, “Private Cloud” means backups to your own external
hard drives, as backups to other computers or other third party storage devices,
including the Code 42 PRO Server, are not supported or permitted.  When 
utilizing the Private Cloud, your User Data flows directly from Device to 
Device.

ADDITIONAL DEFINITIONS

a. “CrashPlan Software” refers to each of, and collectively to, CrashPlan PRO 
and CrashPlan PROe.

b. “Device” means your computer, tablet, smartphone, or any other electronic 
device.

c. “Documentation” as used in this Agreement means written information (whether 
contained in user or technical manuals, training materials, specifications or 
otherwise) specifically pertaining to the Code 42 Products and Services and made
available by Code 42 with the Code 42 Products and Services in any manner.

d. “Modifications” refers to additional or modified functionality, updates, 
enhancements, security updates and patches, and upgrades to CrashPlan Software 
or to remove or terminate the functionality of any CrashPlan Software in 
accordance with the termination provisions of this Agreement. 

e. “PROe Users” means licensed end users with one or more Devices 
(not to exceed 4 Devices) with a backup archive (either active or inactive) as 
part of the Code 42 Products and Services.

f. “User Data” means all content and materials submitted by you for which you 
have a legal right to copy, share, store, publicize or otherwise use.

2. GRANT OF LICENSE. 
Unless otherwise noted in this Agreement, and to the fullest extent allowed 
under any applicable laws, all terms and conditions of this Agreement apply to 
the license and use of any and all Code 42 Products and Services.

a. CODE 42 PRODUCTS LIMITED EVALUATION LICENSE.  Subject to the terms of this 
Agreement, you are hereby licensed by Code 42 to use for evaluation purposes 
only (i) one (1) copy of the CrashPlan Software for use on any number of Devices
up to the stated maximum for each respective version of CrashPlan Software; and 
(ii) the use of the Public Cloud for a period of thirty (30) days after you 
first activate your subscription (“Evaluation Period”).  If you want to continue
to use any version of CrashPlan Software after the Evaluation Period, you must 
acquire from Code 42, for a fee, a subscription for the  CrashPlan Software and
the Public Cloud, if applicable. Use of CrashPlan Software or the Public Cloud, 
if applicable, after the expiration of the Evaluation Period without acquiring 
such a license is outside the scope of this Agreement and a violation of U.S. 
and international copyright laws.  If you do not purchase a subscription to 
CrashPlan Software and the Public Cloud after the Evaluation Period, your 
ability to use the Code 42 Products and Services, including your ability to 
backup or retrieve backup User Data from the Public Cloud, will automatically 
cease to function 31 days after activation of your subscription.

b. NON-EVALUATION GRANT OF LICENSE.  Conditioned upon compliance with the terms 
and conditions of this Agreement, Code 42 grants to you a nonexclusive and 
nontransferable license to use during the term of your subscription those 
Code 42 Products and Services that you have validly licensed and subscribed to 
use, along with their related Documentation.  For CrashPlan PRO Unlimited Data 
plan subscribers, you may only use a single copy of the CrashPlan Software you 
license on one Device at a time; however, you are allowed to transfer each 
license of CrashPlan Software from one Device to another Device so long as you 
do not abuse this privilege (e.g., repeated transfers of the CrashPlan Software
for the purpose of backing up multiple Devices without the purchase of multiple
licenses or multiple transfers in any thirty (30) day period).  What actions 
constitute an abuse of this policy is the sole discretion of Code 42.  
For CrashPlan PRO Unlimited you may use the CrashPlan Software on any number of 
Devices owned by you up to the stated maximum for each respective version of 
CrashPlan Software.  For CrashPlan PROe, each PROe User may use the 
CrashPlan Software on up to four (4) Devices.

c. TITLE AND LIMITATIONS.  This is a license and subscription to use the 
Code 42 Products and Services during the term of your subscription, not a 
transfer of title to the CrashPlan Software and Documentation or any 
Code 42 Products and Services.  Code 42 retains ownership of all copies of the 
CrashPlan Software and Documentation and any Code 42 Products and Services. 
You are granted no implied licenses to any other intellectual property rights 
other than as specifically granted herein.  You acknowledge that the 
CrashPlan Software, Documentation and the Code 42 Products and Services contain 
trade secrets of Code 42, its suppliers, or licensors, including but not limited
to, the specific internal design and structure of individual programs and 
associated interface information. Accordingly, except as otherwise expressly 
provided under this Agreement, you shall have no right, and you specifically 
agree not to: (i) transfer, assign or sublicense your license or subscription 
rights to another person or entity and you acknowledge that any attempted 
transfer, assignment, sublicense or use shall be void; (ii) make error 
corrections to, or otherwise modify or adapt, the CrashPlan Software or any 
Code 42 Products and Services or to create derivative works based upon the 
CrashPlan Software or any Code 42 Products and Services, or permit third parties
to do the same; (iii) reverse engineer or decompile, decrypt, disassemble or 
otherwise reduce the CrashPlan Software or any Code 42 Products and Services to 
human-readable form, except to the extent otherwise expressly permitted under 
applicable law notwithstanding this restriction; (iv) use or permit the 
CrashPlan Software or any Code 42 Products and Services to be used for 
commercial use beyond its general use by you in the operation of your business 
or to perform services for third parties, whether on a service bureau or time 
sharing basis or otherwise, without the express written authorization of 
Code 42; (v) disclose, provide, or otherwise make available trade secrets 
contained within the CrashPlan Software, Documentation and any Code 42 Products 
and Services in any form, to any third party without the prior written consent 
of Code 42; or (vi) use the CrashPlan Software or Code 42 Products and Services 
to develop any software application or similar products and services.

d. SOFTWARE, UPGRADES, AND ADDITIONAL COPIES.  
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT: (1) YOU HAVE NO LICENSE 
OR RIGHT TO USE ANY ADDITIONAL COPIES OR MODIFICATIONS TO THE CRASHPLAN SOFTWARE
OR DOCUMENTATION UNLESS YOU, AT THE TIME OF ACQUIRING SUCH COPY OR MODIFICATION,
ALREADY HOLD A VALID LICENSE AND SUBSCRIPTION TO THE ORIGINAL CRASHPLAN SOFTWARE
AND HAVE PAID THE APPLICABLE FEE FOR THE MODIFICATION  OR ADDITIONAL COPIES; 
AND (2) THE MAKING AND USE OF ADDITIONAL COPIES IS LIMITED TO NECESSARY BACKUP 
PURPOSES ONLY.

3. ACCESS TO CODE 42 PRODUCTS AND SERVICES.  
In order to use Code 42 Products and Services, you must provide all Devices, 
equipment and software necessary to use Code 42 Products and Services that are 
not a part of the Code 42 Products and Services, including, but not limited to,
a Device that is in working order running an operating system compatible with 
the Code 42 Products and Services and that is suitable for use in connection 
with the Code 42 Products and Services. You are responsible for ensuring that 
your Device, equipment and/or software do not disturb or interfere with 
Code 42's operations or the operations of other users of Code 42 Products and 
Services.  If any Modification to Code 42 Products and Services requires changes
in your Device, equipment or software, you must effect these changes at your own
expense. Unless explicitly stated otherwise, any new or additional features that
augment or enhance Code 42 Products and Services, including the release of new 
products and services, shall be subject to the terms and conditions of this 
Agreement.

4. PAYMENT.  

a. PRICING INFORMATION.  Pricing and subscription information for 
Code 42 Products and Services is provided at https://crashplan.com/enterprise 
and https://crashplan.com/business (“Pricing Policy”).  Code 42 may change the 
price for the Code 42 Products and Services from time to time by updating the 
Pricing Policy. Such changed price will take effect after the expiry of the then
current paid for period (i.e. the term that  you have already paid for). If you
do not wish to be bound by such changed price relating to your Code 42 Products 
and Services you may terminate your subscription of your Code 42 Products and 
Services in accordance with Section 11 (Termination). Your continued use of the 
Code 42 Products and Services after the communication of such price change to 
you constitutes an acceptance of such new price.

b. PAYMENT TERMS. Code 42 will offer you the opportunity to subscribe to the 
monthly, annual, or multi-year subscription fee, as applicable.  After the free 
Evaluation Period, if you do not sign up for a fee-based version of the 
Code 42 Products and Services, Code 42 will remove all User Data from the 
Public Cloud.  BY ACCEPTING THIS AGREEMENT AND USING CODE 42 PRODUCTS AND 
SERVICES, YOU EXPRESSLY AUTHORIZE CODE 42 TO BILL AND COLLECT PAYMENT FROM YOU 
BY ANY PAYMENT METHOD YOU REGISTER WITH CODE 42 INCLUDING, BUT NOT LIMITED TO, 
YOUR CREDIT CARD, BANK ACCOUNT, OR ONLINE PAYMENT SYSTEM SUCH AS PAYPAL.  

If you agree to pay the fee for subscribing to the Code 42 Products and 
Services, such fee will be charged by the company designated by Code 42 in 
accordance with the payment method you have chosen for your purchase. If you 
are paying by credit or debit card, by designating a card to be billed, you 
confirm that you are authorized to make such purchase and that you are the 
holder of such card (i.e. that the card is issued in your name). All prices 
stated on the Code 42 website are exclusive of any applicable sales taxes and 
fees and are subject to change at anytime. Code 42 accepts a variety of 
different payment methods, so please check the Code 42 website at 
https://crashplan.com/business and https://crashplan.com/enterprise for the best
way for you to pay.  It is your responsibility to maintain proper payment and 
billing information with Code 42.  Failure to maintain proper and up-to-date 
payment and billing information will result in the termination of your license 
and subscription to the Code 42 Products and Services in accordance with 
Section 11 (Termination).

Your subscription to the Code 42 Products and Services will automatically renew
at the end of each billing cycle at the then current fees unless you terminate 
your subscription prior to the end of such billing cycle in accordance with 
Section 11 (Termination). Unless you log into your account to designate 
otherwise, such renewal will always be for your prior subscription term. 
At the time of renewal the payment method you have designated to be charged for 
the subscription of the Code 42 Products and Services will automatically be 
charged our then current fees for the applicable subscription.

Code 42 is not obligated to refund any payments already paid, and any 
cancellation by you will take place at the end of your applicable subscription 
term, unless a sooner date is requested.  

5. DATA STORAGE AND SECURITY.

a. DATA STORAGE.  You decide where your User Data is stored and backed up. 
Regardless of whether your User Data is stored in the Public Cloud or the 
Private Cloud, only the files you select for backup will be stored.  
Code 42 Products and Services are for backup purposes only and not intended to 
be used for primary or archived storage of your User Data.

(i) Private Cloud.  You are in control of your Private Cloud and you are solely
responsible for all User Data stored to your Private Cloud, including without 
limitation, any loss of your User Data due to performance, compatibility or 
reliability issues associated with your Private Cloud.

(ii) Public Cloud.  User Data stored to the Public Cloud is stored on Code 42’s 
servers and User Data is encrypted prior to being transmitted to Code 42.  The 
Public Cloud is designed to work with Devices that are in-use and frequently 
connected to the Internet.  When utilizing the Public Cloud, your Device must 
connect to the Public Cloud at least once every six (6) months.  

b. DATA SECURITY.  CrashPlan Software provides three (3) levels of data 
security as described below:

Data Security Level

Security Mode:            Email Protected (Default)
Level of Data Protection: Low
Data Encryption:          Yes
Additional Details:       Data security key
Details:
  Code 42 retains the data security key to your encrypted User Data. You have
  access to the data security key by logging into your account and providing the
  correct password for your account. Your account password is stored with 
  Code 42. UNDER THIS DATA SECURITY LEVEL, SECURITY IS ONLY AS STRONG AS YOUR 
  LOGIN CREDENTIALS AND/OR ACCESS TO YOUR EMAIL ACCOUNT.

Security Mode:            Password Protected
Level of Data Protection: High
Data Encryption:          Yes
Additional Details:       Data security key & user provided data password
Details:
  Code 42 retains a password protected data security key, however, you must 
  enter a unique password to unlock your data security key. IF YOU LOSE YOUR 
  PASSWORD, YOUR ENCRYPTED USER DATA WILL NOT BE RECOVERABLE WITHOUT A PASSWORD.

Security Mode:            Custom Key Protection
Level of Data Protection: Extremely High
Data Encryption:          Yes
Additional Details:       User provided custom data security key
Details:
  Code 42 does not retain your data security key. SHOULD YOU LOSE YOUR DATA 
  SECURITY KEY, YOUR ENCRYPTED DATA WILL NOT BE RECOVERABLE. WE ADVISE YOU TO 
  STORE YOUR DATA SECURITY KEY IN MULTIPLE SECURE OFFSITE LOCATIONS.

c. ACCOUNT DETAILS AND PASSWORD.  You agree to keep all account and password 
details private and to not share them with anyone else in order to prevent 
unauthorized access to your account, your password, and/or your User Data. 
Code 42 is not liable for any loss or damage arising from any access to, 
sharing or use of your account, your password or your User Data.  
If you believe there has been any unauthorized access to your account, you must 
notify Code 42 immediately at http://crashplan.com/support.  

d. DELETED FILES.  By default, all deleted files are maintained by Code 42, at 
Code 42’s discretion space permitting for at least thirty (30) days.  In your 
account settings you can customize the period of time Code 42 would maintain a 
deleted file.  If you select the “unlimited light” option, deleted files will 
be maintained for thirty (30) days, and Code 42 will use commercially reasonable 
efforts to purge your deleted files after such thirty (30) day period.

e. VERSIONING.  By default, the Public Cloud will maintain up to 800 versions 
of your backup data over the last year, and one version per month thereafter.  
Code 42 reserves the right to reduce both the default number of versions and 
default period of time in its sole discretion.  You may customize versioning in 
your account settings.  Code 42 encourages you to configure your own versioning 
standard.

6.  PRIVACY AND CUSTOMER INFORMATION.

a. METHOD OF PAYMENT INFORMATION.  If you subscribed to the Code 42 Products and 
Services, we may collect and store your method of payment for the 
Code 42 Products and Services you have purchased. 

b. ACCOUNT CREDENTIALS.  Your e-mail address in combination with your password, 
allows Code 42 to verify your identity.  CODE 42 EXPLICITLY DISCLAIMS ALL 
LIABILITY FOR ANY LOST, STOLEN, OR DELETED USER DATA, INCLUDING ANY DATA DELETED 
REMOTELY DUE TO THE COMPROMISE OF YOUR PASSWORD, YOUR ACCOUNT CREDENTIALS OR 
ACCESS TO YOUR E-MAIL ACCOUNT. 

c. INFORMATION COLLECTED VIA THE INTERNET.  CrashPlan Software may automatically 
use the Internet to search for updates, such as, but not limited to, bug fixes 
and security updates, for the Code 42 Products and Services.  Such updates may 
install automatically.  Code 42 Products and Services may also contact Code 42 
to verify the status of any subscription and right to use the Code 42 Products 
and Services.  Devices with installed CrashPlan Software may also be tracked by 
Code 42 (such as via Internet Protocol address) to locate where on the Internet 
that computer is located.

d. CODE 42 PRODUCTS' LICENSE KEY.  Code 42 Products may require activation via 
a license key.  Code 42 Products and Services requiring activation by a license 
key will require an Internet connect to complete activation. Activation via a 
license key will result in the computer installed with Code 42 Products and 
Services to transmit the license key to Code 42 via the Internet for activation 
of the Code 42 Products and Services. 

e.  PRIVATE CLOUD.  By default, any unique User Data stored in your Private 
Cloud is encrypted before transmission and is not decrypted at destination 
unless you submit a request to decrypt and restore your User Data to the Device 
you are restoring your User Data to.  Please see Section 5 for more information 
on Data Security.  

f.  PUBLIC CLOUD.  By default, unique User Data submitted to the Public Cloud is 
encrypted before transmission using a unique, escrowed encryption key and remains 
encrypted in the Public Cloud at all times. Should you request to restore files 
via a web browser the escrowed key will be utilized to decrypt the User Data you 
request in the Public Cloud and restore your User Data.  Your User Data will 
remain encrypted until you restore the User Data to your Device.  Should your 
User Data no longer be unique in the Public Cloud, and Code 42 has permission to 
escrow your encryption key, Code 42 may re-encrypt such User Data using a 
separate encryption key to reduce overall storage consumption in the 
Public Cloud.  Please see Section 5 for more information on Data Security.

g.  PRIVACY.  For additional information on Code 42’s privacy practices, please 
visit our privacy policy at http://crashplan.com/privacy.html. 

7. MODIFICATIONS.  
For continuity of performance, you agree that Code 42 may, at any time in the 
sole discretion of Code 42, access the CrashPlan Software on your Device, 
and/or cause the CrashPlan Software to contact Code 42, in order to provide 
Modifications.  All Modifications will be related to the Code 42 Products and 
Services and will not include additional software from third parties, except 
for Open Source Content (see Section 10 for more information on Open Source 
Content).  While Code 42 extensively tests all Modifications for compatibility, 
Code 42 does not warrant that Modifications or the Code 42 Products will be 
compatible with your Device.  In the event your Device is not compatible with 
any Modification or the Code 42 Products and Services, your sole remedy is to 
terminate this Agreement and your subscription to the 
Code 42 Products and Services in accordance with Section 11.  

8. UNINSTALLING CRASHPLAN SOFTWARE.  
You may uninstall CrashPlan Software by using any uninstall utility that 
accompanies the installed CrashPlan Software or through the uninstall 
mechanism provided by your compatible operating system on your Device.  
UNINSTALLING THE CRASHPLAN SOFTWARE WILL CEASE ALL FUNCTIONALITY OF THE 
CRASHPLAN SOFTWARE.  UNINSTALLING CRASHPLAN SOFTWARE WILL RESULT IN YOU NOT 
BEING ABLE TO ACCESS ANY USER DATA THAT WAS STORED TO THE PUBLIC CLOUD USING 
THE CRASHPLAN SOFTWARE AND LIMITED ACCESS TO ANY USER DATA STORED IN YOUR 
PRIVATE CLOUD.  ADDITIONALLY, UNINSTALLING CRASHPLAN WILL RESULT IN THE 
INABILITY OF OTHERS BACKING UP TO THAT DEVICE TO RETRIEVE THEIR BACKED UP USER 
DATA FROM THAT DEVICE.  Code 42 does not warrant that any and all portions of 
the CrashPlan Software will be removed by any uninstall utility or the uninstall 
mechanism of your operating system.  Code 42 does not warrant that all of your 
computer or Device's software content, including but not limited to the 
operating system, will regress to a state of operation, including but not 
limited to settings and options, that are identical to those that existed prior 
to the installation of CrashPlan Software or your use of the Code 42 Products 
and Services.  You remain bound by the terms of this Agreement, including but 
not limited to its disclaimer of warranties, limitation of liability, exclusive 
remedy, intellectual property, and ownership clauses even after you uninstall 
the CrashPlan Software and discontinue your use of the 
Code 42 Products and Services.

9.  PROPRIETARY NOTICES.  
You agree to maintain and reproduce all copyright, trademarks and other 
proprietary notices on all copies, in any form, of the CrashPlan Software and 
the Code 42 Products and Services in the same form and manner that such 
copyright and other proprietary notices are included on the CrashPlan Software 
and the Code 42 Products and Services. Except as expressly authorized in this 
Agreement, you shall not make any copies or duplicates of any CrashPlan Software 
or the Code 42 Products and Services without the prior written permission of 
Code 42.

10.  OPEN SOURCE CONTENT.  
You acknowledge that some of the CrashPlan Software contains open source or 
publicly available content under separate license and copyright requirements 
which are located either in this license, the CrashPlan Software README file, 
or the Documentation. You agree to comply with such separate license and 
copyright requirements.  Certain portions of the CrashPlan Software are 
licensed under, and your use of such portions are subject to, the GNU General 
Public License version 2. A copy of the license is available at www.fsf.org or 
by writing to licensing@fsf.org or the 
Free Software Foundation, 59 Temple Place, Suite 330, Boston, MA 02111-1307. 
Source code governed by the GNU General Public License version 2 is available 
upon written request to 
Code 42 at 1 Main Street SE #400, Minneapolis, Minnesota 55414, 
without charge except for the cost of media, shipping, and handling.  
The GNU General Public License version 2 software is distributed WITHOUT 
ANY WARRANTY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF 
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

11. TERMINATION.  
This Agreement shall be effective as of your acceptance of this Agreement 
and/or your use of the Code 42 Products and Services and shall continue in 
effect until terminated by either party or otherwise terminated as set forth 
in this Agreement.  Either party may, at its election and in its sole 
discretion, terminate this Agreement and any subscription to the 
Code 42 Products and Services at will, at any time.  Code 42 specifically 
reserves the right to terminate this Agreement and your use of Code 42 products 
immediately, without notice from Code 42, if you fail to comply with any 
provision of this Agreement, you use any Code 42 Product and Services in a way 
not intended by Code 42, or you abuse your use of Code 42 Products and Services.  
Code 42 is further entitled to obtain injunctive relief if your use of the 
Code 42 Products and Services is in violation of any restrictions set forth in 
this Agreement, including without limitation any license restrictions. Upon 
termination, you shall destroy all copies of the CrashPlan Software and 
Documentation in your possession or control. ACCORDING TO THIS SECTION OR OTHER 
SECTIONS OF THIS AGREEMENT, CODE 42 MAY TERMINATE YOUR ABILITY TO CONTINUE TO 
USE CODE 42 PRODUCTS AND SERVICES.  THE TERMINATION OF YOUR ABILITY TO CONTINUE 
TO USE CODE 42 PRODUCTS AND SERVICES WILL CAUSE THOSE CODE 42 PRODUCTS AND 
SERVICES TO CEASE FUNCTIONING AND RESULT IN YOU NOT BEING ABLE TO ACCESS ANY 
USER DATA THAT WAS STORED USING THE PUBLIC CLOUD.  FOLLOWING TERMINATION YOU 
WILL HAVE LIMITED ACCESS TO YOUR DATA STORED IN YOUR PRIVATE CLOUD, IF 
APPLICABLE, HOWEVER THERE IS NO GUARANTY THAT THIS SERVICE WILL CONTINUE OR BE 
AVAILABLE TO YOU.  TERMINATING YOUR USE OF THE CODE 42 PRODUCTS AND SERVICES 
WILL ALSO RESULT IN THE INABILITY OF OTHERS BACKING UP TO THAT DEVICE TO 
RETRIEVE THEIR BACKED UP USER DATA FROM THAT DEVICE.  The termination of this 
Agreement for any reason shall not affect: a) the obligations of the parties to 
account for and pay to one another any amounts for which they are obligated by 
virtue of transactions or events which occurred prior to the effective date of 
termination; or b) any other obligation or liability which either party has to 
the other under this Agreement and which, by its nature, would reasonably be 
expected to survive termination.

12. ALLOCATION OF RISK. 
You acknowledge and agree that Code 42 has set its prices and entered into this 
Agreement and your subscription to the Code 42 Products and Services in reliance 
upon the disclaimers of warranty and the limitations of liability set forth 
herein, that the same reflect an allocation of risk between the parties 
(including the risk that a contract remedy may fail of its essential purpose 
and cause consequential loss), and that the same form an essential basis of the 
bargain between the parties.

13. LIMITED WARRANTY.  
Code 42 warrants that, for a period of ninety (90) days from the date of the 
first purchase of your subscription to the Code 42 Products and Services that 
such Code 42 Products and Services, in the form delivered by Code 42, will 
substantially conform to and perform substantially in accordance with Code 42's 
published Documentation, to the extent such exists, with respect thereto when 
installed and operated in accordance with Code 42 specifications, and Code 42 
will endeavor to correct any failure of the Code 42 Products and Services to so 
conform or perform of which Code 42 receives written notice from you within 
said ninety (90) day period. EXCEPT AS EXPRESSLY PROVIDED HEREIN, 
CODE 42 PRODUCTS AND SERVICES FURNISHED BY CODE 42 AND ACCEPTED BY YOU ARE 
PROVIDED “AS IS” AND WITHOUT ANY WARRANTY WHATSOEVER.  ALL OTHER WARRANTIES, 
EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR 
ANY PARTICULAR PURPOSE, ARE SPECIFICALLY EXCLUDED AND DISCLAIMED BY CODE 42.  
CODE 42 DOES NOT WARRANT THAT THE CODE 42 PRODUCTS AND SERVICES OR ASSOCIATED 
DOCUMENTATION WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE 
CODE 42 PRODUCTS AND SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.  EXCEPT AS 
EXPRESSLY PROVIDED HEREIN, THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF 
CODE 42 PRODUCTS AND SERVICES IS WITH YOU.

14.  LIMITATION OF REMEDIES.  
YOUR SOLE AND EXCLUSIVE REMEDY FOR BREACH OF THE FOREGOING LIMITED WARRANTY WILL 
BE THAT (A) CODE 42 WILL ENDEAVOR TO CORRECT WITHIN A REASONABLE TIME ANY 
REPORTED FAILURE OF CODE 42 PRODUCTS AND SERVICES TO SUBSTANTIALLY CONFORM TO 
OR PERFORM SUBSTANTIALLY IN ACCORDANCE WITH CODE 42'S DOCUMENTATION AND/OR 
SPECIFICATIONS, TO THE EXTENT SUCH SPECIFICATIONS EXIST, DURING THE WARRANTY 
PERIOD SET FORTH IN SECTION 13 OF THIS AGREEMENT OR (B) IN THE EVENT THAT 
CODE 42 SHALL FAIL OR BE UNABLE FOR ANY REASON TO CORRECT ANY SUCH FAILURE OR 
NON-CONFORMITY OF THE CODE 42 PRODUCTS AND SERVICES YOU MAY TERMINATE THIS 
AGREEMENT AS TO THE AFFECTED CODE 42 PRODUCTS.

15. LIMITATION OF CODE 42 LIABILITY.  
IN NO EVENT WILL CODE 42 BE LIABLE TO YOU FOR ANY LOST PROFITS, LOST SAVINGS, 
LOST DATA, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, 
LOST REVENUE, BUSINESS INTERRUPTION, LOSS OF CAPITAL OR OTHER SPECIAL, 
CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF OR RELATING TO THIS 
AGREEMENT OR ANY CODE 42 PRODUCTS AND SERVICES FURNISHED OR TO BE FURNISHED BY 
CODE 42 UNDER THIS AGREEMENT OR THE USE THEREOF, EVEN IF CODE 42 HAS BEEN 
ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE, AND THE AGGREGATE LIABILITY 
OF CODE 42 UPON ANY AND ALL CLAIMS HOWSOEVER ARISING OUT OF OR RELATING TO THIS 
AGREEMENT OR ANY CODE 42 PRODUCTS AND SERVICES FURNISHED OR TO BE FURNISHED BY 
CODE 42 UNDER THIS AGREEMENT WILL IN ANY EVENT BE ABSOLUTELY LIMITED TO THE 
AMOUNT PAID BY YOU TO CODE 42 FOR YOUR SUBSCRIPTION OF CODE 42 PRODUCTS AND 
SERVICES UNDER THIS AGREEMENT.

16. COPYRIGHT, PATENT, TRADE SECRET, AND TRADEMARK INDEMNITY.
Subject to the limitations of Section 15, Code 42 will defend you and hold you 
harmless against liability upon any claim by any third party that the 
Code 42 Products and Services as furnished by Code 42 infringe or violate any 
copyright, trademark or trade secret rights of such third party or any patent 
rights of such third party under a United States patent issued as of the 
effective date of this Agreement, provided that: a) you notify Code 42 promptly 
in writing of any notice of any such claim; b) you cooperate with Code 42 in all 
reasonable respects in connection with the investigation and defense of any 
such claim; c) Code 42 shall have sole control of the defense of any action on 
any such claim and all negotiations for its settlement or compromise; and 
d) should the Code 42 Products and Services become, or in Code 42's opinion be 
likely to become, the subject of a claim of copyright, patent or trademark 
infringement or trade secret misappropriation, you will permit Code 42, at 
Code 42's option and expense, either to: (i) procure for you the right to 
continue using the affected Code 42 Products and Services; (ii) replace or 
modify the same so that it becomes non-infringing; or (iii) terminate this 
Agreement with respect to such Code 42 Products and Services and refund to you 
the amount of the subscription fees paid to Code 42 for charges for the thirty 
(30) day billing cycle during which you notified Code 42 in writing of any such 
claims and thereafter. Notwithstanding anything herein to the contrary, however, 
Code 42 shall have no obligation or liability under any provision of this 
Section if any copyright, patent or trademark infringement or trade secret 
misappropriation claim is based upon use of an Code 42 Products and Services 
in a manner other than that for which it was furnished by Code 42, upon any 
Code 42 Products and Services which has been modified by or for you in such a 
way as to cause it to become infringing, or upon any trademark or service mark 
which is not used by Code 42.

17. INDEMNITY BY YOU.  
You will, to the fullest extent permitted by law, indemnify Code 42 and its 
officers, directors, shareholders, employees and agents and their respective 
successors and assigns (collectively, the “Code 42 Indemnified Parties”) against 
and hold the Code 42 Indemnified Parties harmless from any and all claims, 
liabilities, damages, costs and expenses, including reasonable attorneys' fees 
in connection with investigating, defending, or settling any claim relating to 
or arising out of any acts or omissions on the part of you which gives rise to 
claims against Code 42 Indemnified Parties by third parties. 

18.  U.S. GOVERNMENTAL END USER PURCHASES.  
The Code 42 Products and related Documentation are “Commercial Terms,” as that 
term is defined at 48 C.F.R. §2.101, consisting of 
“Commercial Computer Software” and “Commercial Computer Software Documentation,” 
as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as 
applicable.  Consistent with 48 C.F.R. §12.212 or 
48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial 
Computer Software and Commercial Computer Software Documentation are being 
licensed to U.S. Government end users (a) only as Commercial items; and 
(b) with only those rights as are granted to all other end users pursuant to 
the terms and conditions herein.  Unpublished-rights are reserved under the 
copyright laws of the United States.  

19. YOUR OBLIGATIONS.  
You represent and warrant that (a) you are the owner or an authorized user of 
the Device on which the Code 42 Products are installed and any User Data used in 
conjunction the Code 42 Products and Services; (b) you shall use the 
Code 42 Products and Services only for lawful purposes, and will comply at all 
times with all applicable federal, state, and local laws and regulations 
applicable to the use of the same; and (c) you shall use the Code 42 Products 
and Services only for your business backup needs and for no other commercial or 
third party use. You agree not to use any automated or manual process to 
interfere with, modify, or attempt to interfere with or modify the 
Code 42 Products and Services except to uninstall the same as provided herein.

20. GENERAL PROVISIONS.

a. ENFORCEMENT/CHOICE OF LAW/CHOICE OF FORUM.  Every provision of this Agreement 
will be construed, to the extent possible, so as to be valid and enforceable. 
If any provision of this Agreement so construed is held by a court of competent 
jurisdiction to be invalid, illegal or otherwise unenforceable, such provision 
will be deemed severed from this Agreement, and all other provisions will remain 
in full force and effect.  The laws of the State of Minnesota, excluding its 
conflicts of law rules, govern this Agreement and your use of the 
Code 42 Products and Services.  Your use of the Code 42 Products and Services 
may also be subject to other local, state, national, or international laws.  
If any provision of this Agreement is illegal or unenforceable under applicable 
law, the remainder of the provision shall be deemed amended to approximate as 
closely as possible the effect of the original terms.  All other provisions of 
this Agreement shall continue in full force and effect.  Any action between the 
parties will be venued in a state or federal court situated within the state of 
Minnesota, and you irrevocably submit yourself to the personal jurisdiction of 
such courts for such purpose. The United Nations Convention on Contracts for the 
International Sale of Goods does not apply to this Agreement.  

b. ENTIRE AGREEMENT/NO WAIVER.  This Agreement together with the Pricing Policy 
and the Privacy Policy, both of which are incorporated herein, sets forth the 
entire agreement and understanding between Code 42 and you regarding the subject 
matter hereof and supersedes any prior representations, advertisements, 
statements, proposals, negotiations, discussions, understandings, or agreements 
regarding the same subject matter.  You acknowledge that it has not been induced 
to enter into this Agreement by any representations or statements, oral or 
written, not expressly contained in this Agreement. The failure by Code 42 at 
any time to enforce any of the provisions of this Agreement or any right or 
remedy available hereunder or at law or in equity, or to exercise any option 
herein provided, will not constitute a waiver of such provision, right, remedy 
or option or in any way affect the validity of this Agreement.  The waiver of 
any default by Code 42 will not be deemed a continuing waiver, but will apply 
solely to the instance to which such waiver is directed.

c. CORRECTION OF ERRORS AND INACCURACIES.  This Agreement may contain 
typographical errors or other errors or inaccuracies and may not be correct or 
current.  Code 42 reserves the right to correct any errors, inaccuracies or 
omissions and to change or update this Agreement at any time without prior 
notice.  Code 42 does not, however, guarantee that any errors, inaccuracies or 
omissions will be corrected.

d. HEADINGS.  The section headings appearing in this Agreement are inserted 
only as a matter of convenience and in no way define, limit, construe or 
describe the scope or extent of such section or in any way affect such section.
This Agreement shall not be construed as creating or constituting any 
partnership, joint venture or agency relationship between the parties.

e. ASSIGNMENT AND RESALE.  Your rights under this Agreement are not assignable 
or transferable. You agree not to resell the Code 42 Products and Services or 
any portion thereof. This Agreement will be binding upon and inure to the 
benefit of the parties and their respective successors and permitted assigns. 
No third-party beneficiaries are intended or shall be construed as created by 
virtue of this Agreement.

f. EXPORT COMPLIANCE. You may not use or otherwise export or re-export the 
Code 42 Products and Services except as authorized by United States law and the 
laws of the jurisdiction in which the Code 42 Products and Services were 
obtained.  In particular, but without limitation, the Code 42 Products and 
Services may not be exported or re-exported (a) into any U.S. embargoed 
countries or (b) to anyone on the U.S. Treasury Department's list of Specially 
Designated Nationals or the U.S. Department of Commerce Denied Person’s List or 
Entity List. By using the Code 42 Products, You represent and warrant that you 
are not located in any such country or on any such list. You also agree that you 
will not use these products for any purposes prohibited by United States law, 
including, without limitation, the development, design, manufacture or 
production of nuclear, missiles, or chemical or biological weapons.

21. QUESTIONS OR ADDITIONAL INFORMATION.
If you have any questions regarding this Agreement or wish to obtain additional 
information, please send a letter via U.S. Mail to 
Code 42 at 1 Main Street S.E. #400, Minneapolis, Minnesota 55414.

Last Modified:  March 29, 2013.
Copyright 2006-2013, Code 42 Software, Inc.
All Rights Reserved.
