BR-Receipts: Terms and Conditions of Service

Welcome to the BR-Receipts. The BR-Receipts service is provided and licensed to you by Brother International Corporation ("Brother", "we" or "us"), a Delaware corporation with offices at 200 Crossing Boulevard, Bridgewater, NJ 08807.

These terms and conditions of service ("Terms of Service") govern your access to, and use of, the Services, Storage Service and the Software (as such words are defined below) made available to you by or on behalf of Brother via the website at www.brothercloud.com (the "Website").

This service is provided by Brother to users who have downloaded our BR-Receipts software ("Software") via www.brothercloud.com/br-receipts. If you have not yet downloaded the Software please download the software from the above link. Please read these Terms of Service carefully and make sure that you understand them before using or accessing the Services. You should print a copy of these Terms of Service or save them to your computer for future reference.

You agree to observe and comply with these Terms of Service in addition to the End-User License Agreement (which you have already agreed to when downloading the Software, the "EULA") and to be legally bound by them. If you do not wish to accept and be bound by these Terms of Service or the Privacy Policy, you should not use the Service as you are not granted any of the rights in this Terms of Service.

If you are entering into these Terms of Service on behalf of your company or organization, you confirm that you are duly authorized to enter into these Terms of Service and a legally binding agreement on behalf of your company or organization.

We may amend these Terms of Service from time to time. Every time you wish to use the Services, please check these Terms of Service to ensure you understand the terms which will apply at that time.

If you wish to contact us at any time in connection with these Terms of Service, please see our Contact Us page custserv@brother.com.

1. Definitions

In these Terms of Service, the following words shall have the meaning set out below:

Access Details: means the user e-mail and password issued to or selected by you, from time to time, and in case of manual proxy settings, also proxy address, user name and password, in order to enable you to access and use the Services;

Fees: means the fees payable in respect of a Subscription Package or Storage Service, as displayed on the Website when placing your Order and in the relevant section of your Online Account;

Content: means Your Content and/or any Third Party Content;

Group: means a corporation that directly or indirectly controls or is controlled by, or is under common control with Brother. For the purpose of this definition, "Control" means ownership of more than fifty percent (50%) of the voting stock of the entity, or fifty percent (50%) or more of the equity interests, or any other arrangement whereby the party controls or has the right to control the board of directors or equivalent governing body of a corporation or other entity.

Intellectual Property Rights: means copyright, rights in software, rights in databases, patents and rights in inventions, trade marks, rights in domain names, designs, know-how, trade secrets and other rights in confidential information, in each case whether registered or unregistered including applications for registration and the right to apply for registration for any of the rights listed above that are capable of being registered anywhere in the world, and all other rights having equivalent or similar effect anywhere in the world;

Online Account: means the online account for which you registered in order to use and access the Services and which is accessible on, or via, the website www.brothercloud.com;

Order: any request or order placed or submitted by you in order to subscribe for any of the Services via the Website;

Services: means the BR-Receipts services made available or provided to you by or on behalf of Brother from time to time from or via the Website;

Storage Service: means paid for storage offered by Brother.

Third Party Content: means any information, data, communication or other content, documents or materials transmitted, uploaded, transferred, downloaded, accessed, recorded (whether or not recorded using functionality provided by Brother or other device or medium) or otherwise made available using, through or in connection with the Services;

You: means (a) you where you are an individual, or (b) where you enter into these Terms of Service on behalf of a company, entity or organisation, that company, entity or organisation, as the context so requires, and the word "your" shall be construed accordingly;

Your Content: means any information, data, communication or other content, documents or materials transmitted, uploaded, transferred, downloaded, accessed, recorded (whether or not recorded using functionality provided by Brother or other device or medium) or otherwise made available using, through or in connection with the Services by you.

2. Order Process

2.1 Our order process allows you to check and amend any errors before submitting your Order to us. Please take the time to read and check your Order at each page of the order process. After you place an Order, you will receive an e-mail from us confirming that we have accepted your Order (an "Order Confirmation").

2.2 If you require any support or assistance in relation to the Services or Storage Service or require details of the support available from Brother, you can submit your request or otherwise contact us via the Help and Support page on the Website at the My Account page on www.brothercloud.com.

3. Duration and Renewal of Services

3.1 When purchasing the Software or Storage Service, payment is required at time of purchase. The term of your license to the Software is in perpetuity. The term for the Storage Service is on a monthly basis wherein you will pay monthly. ("Subscription Package").

3.2 After you have subscribed for the Service, we will begin to provide access to the Services on the date set out in the relevant Order Confirmation. If you have purchased the Subscription Package, the Services will continue for a period of one calendar month ("Subscription Term"), subject to earlier termination pursuant to clause 1 or clause 9 of these Terms of Service.

3.3 If you have purchased the Subscription Package or the Storage Service, on the last day of each Subscription Term, the Services or Storage Service shall automatically renew for a further Subscription Term of the same length, which shall begin on the following day (the "Renewal Date"). We will automatically charge your credit card or debit card or other payment method provided by you in your Order for the further Subscription Term, unless and until the Services are terminated prior to the relevant Renewal Date in the manner set forth in clause or clause 3.4.

3.4 If you have purchased the Subscription Package or Storage Service and when you do not wish for the Services to automatically renew in accordance with clause 3.3 on the relevant Renewal Date, you must cancel the Services by clicking on the cancel button and following the cancellation procedure in your Online Account prior to the relevant Renewal Date.

3.5 If you are using the Storage Services, you must backup or copy all of your data or materials stored in the Storage Service prior to cancellation or termination of your subscription to or use of the Storage Service. If your Storage Service is discontinued for any reason (non-renewal, non-payment, etc.), Brother will permanently delete your account and all data or materials stored via Services. Brother shall not be liable for any loss created due to deletion of your data or materials.

4. Grant of Licence

4.1 All right, title and interest in and to the Software (including all copyright and other intellectual property rights therein) and the materials associated therewith ("Documentation") are owned by Brother or its suppliers. The Software is licensed but not sold.

4.2 Brother grants you a non-exclusive license to install and use a copy of the Software on your computer, to the extent necessary for intended use of Brother's products (including, but not limited to scanner products) for which such Software will be used ("Products").

4.3 Brother further grants you a license to make one copy only of the Software solely for archival and back-up purposes. Any such copy shall also reproduce all copyright and intellectual property right notices from the original.

4.4 Other than as expressly permitted by clause 4.2 and 4.3 above, or where you have a right at law to do so (and such right cannot lawfully be excluded) you may not (i) make any copies of the Software or Documentation (ii) modify the Software or Documentation (iii) reverse engineer, disassemble, decompile or use the Software or Documentation to create any derivative work, or (iv) rent sub-license, transfer or lease the Software.

4.5 Brother reserves the right at its sole discretion, and with or without notice to you, to add or remove features or functions to or from the Services, or to provide programming fixes, enhancements, updates and upgrades, to the Software (collectively "Updates"). You agree that Brother has no obligation to provide you with Updates, or make available to you any subsequent versions of the Software. You acknowledge that Brother, in its sole discretion, may modify, discontinue or suspend your ability to use any version of the Software and/or disable any Software you may already have accessed or installed without any notice to you, for the purposes of repair, maintenance, improvement, and/or upgrade of any underlying technology.

4.6 In order to use the Services, you must meet certain minimum system requirements, as specified and published by Brother on the Website, which include, but are not limited to, having access to the Internet and your Internet connection speed exceeding certain minimums, in order for certain features of the Services to function properly.

5. Your Obligations in respect of the Services

5.1 You warrant that you will:

  • (a) comply with all applicable laws, regulations and codes of practice with respect to your use of the Services;
  • (b) not use the Services in a way which is unlawful, defamatory, obscene, indecent, offensive or threatening or which infringes the Intellectual Property Rights of any third party; and
  • (c) not distribute or transmit any viruses, worms, Trojan horses or any other technologically harmful data, programs or software through, via or using the Services.

5.2 You must keep your Access Details confidential and secure. You are solely responsible for all activity occurring under or using your Access Details.

5.3 Brother has no obligation or responsibility in respect of the use, distribution, disclosure or management of your Access Details by you. Brother will not be liable for any loss or damage that you may incur as a result of someone else using your Access Details, either with or without your knowledge.

5.4 You must inform us immediately in writing of any loss, misuse or unauthorized use of your Access Details.

6. Your Content

6.1 You hereby grant to Brother, for the purpose of providing the Services, a non-exclusive, worldwide, royalty-free, fully-paid, transferable licence to host, cache, record, copy, display, transmit, upload, transfer, download, record and distribute Your Content in connection with your use of the Services.

6.2 You will not publish, post, record or otherwise distribute or transmit any of Your Content that:

  • (a) infringes or would infringe any third party Intellectual Property Rights or any rights to privacy;
  • (b) does not comply with any applicable law, regulation or code of practice or which advocates or incites illegal activity;
  • (c) you do not have the necessary rights, consents and permissions to do so;
  • (d) is used to impersonate, or to misrepresent your identity or affiliation with any person;
  • (e) is likely to deceive or mislead any person;
  • (f) promotes, solicits or contains abusive, defamatory, violent, harassing, indecent, obscene, pornographic, threatening, vulgar or otherwise inappropriate, objectionable or unlawful material, or which is harmful to minors;
  • (g) contains corrupted files, time bombs, Trojan horses, viruses, worms or any other technologically harmful data, programs or software; or
  • (h) is made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence.

6.3 We reserve the right to remove any Content without notice if we receive notice that, or if in our opinion, such Content does not comply with the provisions of clause 6.2 set out above.

6.4 We also have the right to disclose your identity to any third party who claims that any of Your Content is unlawful, untrue or defamatory, or constitutes a violation of their Intellectual Property Rights, or of their right to privacy, or is in breach of any legal duty owed to that third party.

6.5 By uploading or otherwise making available Your Content to our Website or via the Services, you agree that you will provide to us at our request all information and assistance that may be reasonably necessary, including but not limited to providing documents or correspondence (where available), in connection with any complaint received, or claim or proceedings brought by, a third party in respect of Your Content. We may also disclose your identity and/or Your Content or any part thereof to any legal, regulatory or other administrative body of competent jurisdiction in connection with any such complaint, claim or proceeding.

6.6 You warrant that you are the owner or licensee of any Content you publish, upload or otherwise distribute in connection with the Services.

6.7 You warrant that you have obtained all necessary licences, permissions and consents required for you to publish, upload or otherwise distribute Your Content and for Brother to access, use and process such of Your Content for the purposes of providing the Services.

6.8 You are also responsible for the making and keeping of back-up copies of any or all Content uploaded or otherwise used or accessed by you in using the Services or Storage Service.

6.9 You have sole responsibility for the legality, reliability, integrity, accuracy, completeness and quality of Your Content and Brother and its Group has no responsibility or liability for the legality, reliability, integrity, accuracy, completeness or quality of Your Content or any Third Party Content.

6.10 You acknowledge that any reliance by you upon any Third Party Content shall be at your sole risk and that neither Brother nor any of its Group shall be liable for any loss or damage you may suffer as a result of your use of or reliance upon any Third Party Content. Any Third Party Content made available by You in connection with the Services represents solely the views of yours and does not represent the views of Brother or its Group.

7. No Liability for Content

7.1 Neither Brother, nor any of its Group, monitors, screens, verifies or endorses any Content. To the fullest extent permitted by applicable law, neither Brother nor any of its Group shall be responsible or liable for any Content, including without limitation any:

  • (a) Content that is uploaded, transmitted, sent, received or held by you in connection with the Services, or otherwise connected in any respect to your use of the Services;
  • (b) access to or alteration of Content by you or any third party;
  • (c) Content which is defamatory, illegal, obscene, offensive or threatening;
  • (d) Content which infringes any third party rights, including without limitation any Intellectual Property Rights, rights of confidentiality or rights to privacy;
  • (e) Content which does not comply with any applicable law, regulation or code of practice or which advocates or incites illegal activity; or
  • (f) Content which contains corrupted files, time bombs, Trojan horses, viruses, worms or any other technologically harmful data, programs or software.

7.2 Neither Brother nor any of its Group shall be responsible or liable for any failure to upload, store, record, transmit or receive transmission of, download, view or access, any Content or for the security or confidentiality of any Content uploaded, stored or transmitted by you in connection with your use of the Services or Storage Service.

7.3 To the fullest extent permitted by applicable law, Brother and its Group shall not be responsible or liable for any loss, deletion or corruption of any Content which may arise out of or in connection with your access to or use of the Services or Storage Service.

8. Fees, Payment and Changes

8.1 If you have purchased the Software, the Fees payable for the use of the Services or Storage Service are set out on the Website during your Order process and are displayed in the relevant section of your Online Account. The methods by which you can pay for the Services are set out on the Website.

8.2 The Subscription Fees for the Software and Storage Service shall be payable in advance.

8.3 Throughout the Subscription Term, and any renewal of it pursuant to clause 3, and until all amounts due from you have been paid in full, you hereby authorize Brother to charge to any credit or debit card or other payment method provided by you in your Order all amounts due in connection with your use of the Services or Storage Service as shown on the relevant invoice on the relevant payment date set out in such invoice.

8.4 We reserve the right to change the Fees payable by you for using the Services or Storage Service from time to time. Where we make changes to the Fees, we will notify you in writing and the amended Fees shall apply from the first day of the relevant Service Month following the date of such notice.

9. Termination of Services

9.1 Without prejudice to any other rights or remedies to which we may be entitled, we may terminate or suspend your access or use of the Services or Storage Service immediately without liability if:

  • (a) you commit a material breach of any of the Terms of Service;
  • (b) you fail to pay any invoice issued by us under these Terms of Service or pay any Fees due in connection with your use of the Services or Storage Services by the due date for such payment shown on the relevant invoice; or
  • (c) you are unable to pay your debts as they fall due or suspend payment of your debts or admit inability to pay your debts

9.2 You may terminate the Services at any time for any reason by following the cancellation procedure in your Online Account and your access to the Services or Storage Service will be terminated at the end of the Service Month in which you cancel the Services via your Online Account. All outstanding Fees payable in respect of your access to or use of the Services prior to the date of termination shall immediately become due and payable.

10. Consequences of Termination

10.1 Upon termination or expiry of the Services or Storage Service for any reason in accordance with these Terms of Service, you must immediately cease using the Services and/or Storage Service.

10.2 Your rights to access any and all Content submitted to or accessed by you in connection with the Services or Storage Service shall terminate immediately upon termination or expiry of the Services or Storage Service in accordance with these Terms of Service and Brother reserves the right to delete any such Content (or any other data files connected with your use of the Services) which may be in Brother’s possession or control.

11. No Warranty

11.1 The Services and Storage Service are provided "as is" and notwithstanding any other provision of these Terms of Service, we do not warrant that:

  • (a) any use of the Services or Storage Service by you will be uninterrupted, available or error-free; or
  • (b) any use of the Services Storage Service by you will not infringe the Intellectual Property Rights of any third party.

11.2 Save as expressly set out in these Terms of Service all other warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law (including any implied warranties or conditions of satisfactory quality and fitness for a particular purpose) are, to the fullest extent permitted by applicable law, excluded from these Terms of Service.

11.3 Neither Brother nor any of its Group shall have any liability for your inability to connect to or to access the Services or Storage Service which may result from any faults, errors or problems relating to your PC hardware, software, network, network setup or security, or your Internet service provider or any other similar problem.

12. Liability

12.1 Brother shall have no liability in contract, tort (including negligence or breach of statutory duty) or otherwise for any interruption of use, loss of data, or for any indirect, incidental, punitive or consequential loss or damage, or for any loss of profit, revenue, data, goodwill or anticipated savings that arises under, out of, or in contemplation of this Terms of Service or otherwise arises due to any error, inaccuracy or defect in the Service even if Brother has been advised of the possibility of such loss or damage.

12.2 Brother's liability for all loss or damage shall be limited to the price that you paid to license this Software.

12.3 For the avoidance of doubt nothing herein contained shall be deemed to exclude or restrict Brother's liability for death or personal injury arising due to Brother's negligence. Because some states do not allow the exclusion or limitation of certain damages, the above limitation(s) may not (in part) apply to you.

13. Indemnity

13.1 You shall indemnify Brother and each member of its Group and hold them harmless against any claims, actions, proceedings, losses, damages, expenses, costs (including any legal and other professional fees), fines and penalties arising out of or in connection with:

  • (a) any use of the Service or Storage Service and/or the Software by you not in accordance with these Terms of Service;
  • (b) any breach by you of your obligations under clause 5 and/or clause 6 of these Terms of Service;
  • (c) any Content which you may publish, post, upload, record, link to or otherwise distribute or transmit from time to time in connection with your use of the Services or Storage Service; and
  • (d) any claims, actions, complaints or other proceedings which may be brought or threatened to be brought against Brother or any member of its Group by any third party as a result of your use of the Services.

14. How we use your personal information

14.1 We will use any personal information we may collect from you in accordance our Privacy Policy (http://www.brothercloud.com/PrivacyPolicy.aspx). You acknowledge that you have accessed and read the Privacy Policy and agree to the terms set out therein.

15. Use of our Website

15.1 Your use of our site is governed by our Terms of Website Use (http://www.brothercloud.com/TermsofService.aspx). You acknowledge that you have accessed and read the Terms of Website Use and agree to the terms set out therein.

16. Cost, charge incurred for your use of the SOFTWARE

You agree and understand that the Service and or Storage Service may be provided through any cloud server as operated by Brother ("Server"), and therefore, during the course of your using this Service, any communication charge due to utilization of such Server will occur, and you shall be responsible for such charge. In addition to the above charge, you are solely responsible for any costs or expenses incurred by you in connection with your use of the Service. In no event shall Brother reimburse you for any above charge, costs or expenses.

17. Server Log

During the course of your use of the Service or Storage Service any information with respect to when, where, and/or who used our Service may be recorded on our Server. We reserve the right, and you consent, to the use of such information in anonymous format, for improvement of this Service, Products, related products and services, future marketing activity and product planning. However, we will not, without prior notification, use such information for purposes other than set forth above. Even if Brother sends you prior notification, Brother shall not use such information to identify you without your approval separately.

18. Communications

18.1 When we refer, in these Terms of Service, to "in writing", this will include e-mail.

18.2 If you wish to contact us in writing, or if any clause in these Terms of Service requires you to give us notice in writing, you can contact us via your Online Account or send this to us by e-mail or by pre-paid post to the relevant address set out in our Contact Us page (custserv@brother.com).

18.3 We may contact you from time to time in connection with your use of the Services or the administration of your account. If we have to contact you or give you notice in writing, we will do so via your Online Account or by e-mail or by pre-paid post to the address you provide to us in your Order.

18.4 Any notice given by you to us, or by us to you, will be deemed received and properly served immediately when posted on our Website or in your Online Account, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

18.5 The security of communications sent over the Internet (including by e-mail) is subject to many factors outside of our control. We do not guarantee the security or confidentiality of any electronic communications and neither Brother nor any of its Group shall be responsible to you for any loss or damage that you may suffer as a result of the transmission of any such communications.

19. Force Majeure

19.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations in relation to the Services that is caused by any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat of war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, impossibility of the use of public or private transport, activities of hackers, malicious conduct, power failures or interruption, or failures of any third party service providers (including providers of Internet services).

20. General

20.1 We may assign, delegate, sub-contract or transfer any of our rights and/or obligations under these Terms of Service to any third party. You may only transfer your rights or your obligations under these Terms of Service to a third party if we agree in writing.

20.2 These Terms of Service are entered into between you and Brother. Subject to clause 21.3, no other person shall have any rights to enforce any provision contained in these Terms of Service.

20.3 Any entity of Brother’s Group shall be entitled to enforce, rely on and benefit from the provisions contained in these Terms of Service.

20.4 Each of the provisions of these Terms of Service operates separately. If any court, relevant authority or other administrative body of competent jurisdiction decides that any of the provisions in these Terms of Service (or part-provision) is unlawful, unenforceable or invalid, the remaining provisions will remain in full force and effect. If any unlawful, unenforceable or invalid provision would be legal, enforceable or valid if some part of it were deleted, the provision shall apply with whatever modification is necessary to make it legal, enforceable or valid.

20.5 If we fail to insist that you perform any of your obligations under these Terms of Service, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

20.6 Nothing in these Terms of Service is intended to or shall operate to create a partnership between you and us, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any.

21. Entire Agreement

21.1 The Terms of Service constitutes the entire agreement between you and us and supersede, replace and extinguish any previous arrangement, understanding or agreement between us relating to the subject matter they cover.

21.2 You acknowledge that you have not relied on any statement, promise, warranty or representation made or given by or on behalf of us which is not set out in these Terms of Service, the Privacy Policy or Website Terms of Use. Nothing in this clause shall exclude or limit any liability for fraud or fraudulent misrepresentation.

22. Governing Law

22.1 These Terms of Service and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) will be governed by and construed in accordance with laws of New Jersey. Furthermore, the courts of New Jersey shall have exclusive jurisdiction over any claim that may arise out of or in connection with these Terms of Service.

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