PLACEMENT OF ORDER AND/OR INSTALLATION AND/OR ACTIVATION OF THE ZETTABYTE STORAGE EQUIPMENT OR SERVICE IS CONSIDERED EXPLICIT ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS SERVICE AGREEMENT.

Subject to credit approval, Zettabyte Storage, referred to hereafter as "ZBS", will provide all services that You, the Subscriber, request, on the following Terms and Conditions ("Terms"). These Terms constitute a Service Agreement, or "Agreement" between You and ZBS. All storage hardware and its corresponding software that ZBS provides to You is referred to as "Equipment." All ZBS services are referred to as "Service" or "Services." All data that You store on the Equipment, in accordance with this Agreement, the documents mentioned herein, and the product documentation, is referred to as "Your Data." You will also be bound by ZBS's Acceptable Use Policy and Privacy Policy, both located at www.zettabytestorage.com, or at another URL that ZBS may designate.

By completing the registration and using the Service, You (i) agree to abide by, and require others using the Service via Your account to abide by the Terms of this Agreement, and (ii) represent and warrant that You are at least 18 years of age. If You do not agree with the foregoing, You may not use the Service and must return the installation software, Equipment, and all associated materials to ZBS. This Agreement takes effect on the date on which You accept this Agreement, and continues until Your subscription is terminated.

ZBS reserves the right to modify this Agreement or prices for the Service and may discontinue or revise any or all other aspects of the Service in its sole discretion at any time by posting changes online. Your continued use of the Service after changes are posted constitutes Your acceptance of this Agreement as modified by the posted changes. The updated, online version of this Agreement shall supersede any prior version of this Agreement that may have been included in any Equipment or related materials provided by ZBS.

IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU SHOULD IMMEDIATELY STOP THE USE OF THE SERVICES AND NOTIFY THE ZBS CUSTOMER SERVICE DEPARTMENT SO THAT YOUR ACCOUNT MAY BE CLOSED.

Topical Index:

1. ZBS's Obligations
2. Your Obligations
3. Your Subscription
4. Equipment
5. Responsibility For Your Data
6. Minimum Requirements For Usage
7. Privacy
8. Limited Liability
9. Notices and Changes
10. Termination
11. Indemnity
12. Governing Law and Jurisdiction
13. Breach of Agreement
14. Entire Agreement

1. Interact in a professional and workmanlike manner with You, the subscriber.
2. Maintain ZBS Equipment in accordance with reasonable industry standards and applicable regulations.
3. Quickly and professionally replace all Equipment that ZBS finds is in need of repair or replacement, as governed by the Terms of the "Equipment" section of this Agreement.

1. Pay all installation, service or other charges on receipt of ZBS's bill, or by means of automatic monthly recurring billing to Your credit card by ZBS, monthly in advance. Charges are according to ZBS's rate schedule or tariff applicable at the time Services are rendered. Monthly service rates may be subject to additional local fees, taxes or other charges. Service payment commitment is ongoing until expiration of service period, or until You request termination in writing per this Agreement. If You or ZBS terminates Service, ZBS may transfer outstanding balances for Services provided under this Agreement to other accounts that You have with ZBS.
2. If You fail to make timely payment, ZBS may terminate Service and impose late fees and Unreturned Equipment fees, if applicable. Late fees and Unreturned Equipment fees will not exceed the maximum amount permitted by law.
3. Assume complete responsibility for improper use, damage or loss of any equipment furnished by ZBS.
4. Assume complete responsibility for the nature and contents of Your Data.
5. Any attempted assignment or transfer of the Services is a breach of this Agreement.

Your subscription entitles You to use the Service. Your subscription is personal to You, You agree not to assign, transfer, resell or sublicense Your rights as a subscriber unless specifically allowed by this Agreement. You agree that You are solely responsible and liable for any and all breaches of the Terms of this Agreement, whether such breach results from Your use of the Service or by another using Your Equipment. You agree to contact ZBS immediately upon the occurrence of any change in the status of Your account (e.g., change in individuals authorized to use Your account) for the purpose of updating Your account information.

If Your subscription includes a periodic tape archive of Your backed-up data, a snapshot of Your data will be taken beginning one month after the start of service and recurring as specified by the terms of Your subscription. Shipment of the tape cartridge(s) containing the snapshot of the archive will occur no more than 4 weeks after the day the snapshot was taken.

Unless specifically marked or required by any more tightly bound agreement, such as specific copyright, all ZBS hardware and its corresponding software ("Equipment") provided to You by ZBS will remain the property of ZBS. Upon request, ZBS will provide You with a copy of all software used on the Equipment that is protected under any license which requires such distribution, such as the GNU General Public License. You are in material breach of this Agreement if You copy, duplicate, reverse engineer or in any way tamper with or interfere with any software that is copyrighted by Zettabyte Storage, except as allowed by specific license such as the GNU Lesser General Public License. ZBS does not support, and is not obligated to debug or attempt to fix, any Equipment defects due to any modification made by You to any hardware or software component of the Service. You also agree:

1. To use the Equipment only for storing data (in accordance with this Agreement and ZBS's Acceptable Use Policy), and no other activity.
2. To promptly return the Equipment to ZBS in good condition and without any encumbrances, except for ordinary wear and tear resulting from proper use, immediately upon discontinuance of Service.

ZBS will replace broken, stolen, lost, or otherwise defective Equipment up to two (2) times each year at no cost to You. You agree to return the old Equipment to ZBS or provide proof of its loss within two weeks of receiving the replacement Equipment. If You do not return the old Equipment or provide proof of its loss, ZBS may apply a fee to Your account or discontinue Your Service. ZBS will apply a fee of $1,000 for each additional Equipment replacement after the first two (2) replacements within one year. You agree to pay this fee if You wish to continue Your service and receive new Equipment after the first two (2) replacements in one year. This fee and replacement restriction does not apply to any Equipment upgrades that ZBS wishes to ship to You. ZBS reserves the right to waive this fee if ZBS determines there was a defect in the Equipment or the Equipment failure was in any way caused by ZBS. If, upon inspection, ZBS determines that it is the party responsible for the downtime of the Equipment, such as in the case of manufacturing defect, ZBS agrees to refund You one week of service per day, or portion therein, of downtime. Unless ZBS deems that an exception is to be made, this will not extend to more than one month of service refund per full week of actual downtime.

If ZBS notices a defect with Your Service or Equipment, ZBS will do its best to contact You via electronic mail to resolve and fix the defect. If ZBS cannot contact You, or does not receive a response from You, at the electronic mail address You provided when You signed up for the Service, ZBS is not liable for any malfunction in Your Service, data backups, or Equipment.

All data You store on the Equipment ("Your Data") will remain Your property. You are solely responsible for all material You store on the Equipment. ZBS is not liable for the loss of any of Your Data which You delete from the Equipment. ZBS is not liable for the loss of any of Your Data due to Your loss or failure to remember Your password or key. ZBS is not liable for any data loss caused by Your misuse of the Equipment. ZBS is not liable for the loss of Your Data caused by interaction with other services, or incidental occurrences not covered under this Agreement; for instance, loss of data caused by a network outage during a backup or power failure between backups. ZBS is not liable for the loss of Your Data due to accident or misfortune. ZBS will take every measure it deems reasonable to ensure that You do not lose Your Data; however, ZBS is neither liable nor responsible for data-loss arising from events under ZBS's direct or indirect control.

ZBS disclaims all liability, and You will be solely responsible for, all of Your Data stored on the Equipment. You are solely responsible for ensuring that Your Data is not libelous or otherwise illegal, in accordance with ZBS's Acceptable Use Policy. You are further solely responsible for ensuring that Your Data does not violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights).

ZBS guarantees that the Equipment and Services provided work when operated under the constraints listed in the product documentation. You are responsible for ensuring that these constraints are met when operating the Equipment or utilizing the Service. ZBS is not responsible for Your inability to satisfy these minimum requirements when operating the Equipment or utilizing the Service.

You authorize ZBS to make inquiries and to receive information about Your credit history from others and to utilize such information in its decision regarding its provision of the Service to You. You agree that ZBS may collect and disclose information concerning You and Your use of the Service in the manner and for the purposes set forth herein and in ZBS's Privacy Policy.

Under no circumstances and under no legal theory, whether tort (including negligence), contract, or otherwise, shall ZBS or any other contributor or supplier, be liable to any person for any indirect, special, incidental, or consequential damages of any character including, without limitation, damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses, even if such party shall have been informed of the possibility of such damages. ZBS is in no way responsible for loss or personal injury due to use or misuse of the Equipment or Service.

It is agreed that all changes, modifications or notification provided for in this Agreement must be given to the other party in writing by first class mail, email, or facsimile at the party’s address as given in this Agreement.

Termination for Breach: ZBS may terminate the Service and this Agreement, in whole or in part, immediately upon the occurrence of a breach by You in the performance of the terms and conditions of this Agreement. Notice of such termination will be sent to You. For purposes of this Agreement, a “breach” includes:

1. The failure of You to pay any monies upon the terms contained herein;
2. The failure of You to perform any of your material obligations under this Agreement;
3. You shall become bankrupt, have an order of receivership issued against You, file a petition in bankruptcy, make any arrangement with or assignment in favor of the creditors or go into liquidation (other than voluntary liquidation for purposes of merger or reorganization, where it does not result in any material diminution of Your ability to perform Your obligation hereunder)

Upon breach ZBS may: 1) immediately discontinue all Your Services provided by ZBS and 2) pursue all other available remedies to enforce this Agreement and obtain payment of service fees incurred. In such event, ZBS shall be entitled to collect from You the costs and attorney fees incurred in addition to Service Fees owed.

Termination by ZBS: ZBS may terminate this Agreement and Service without cause with no less than 30 days written notice of such termination.

Termination by You: You may terminate Service at any time without cause by providing ZBS with no less than twenty-four (24) hours written notice of such termination.

If You terminate Service before the end of a prepaid period, and You do not have a Service contract term, ZBS will refund the prorated unused portion of the fees and charges collected, upon receipt of associated Equipment. If the prorated unused portion is less than $5.00, ZBS will make the refund upon Your request.

If You have a Service contract term, and You terminate Your Service before the end of the term, except as specified below for Trial Period, You will be subject to an early termination fee equal to half of the Service fee for the remaining length of the contract. For example, if You terminate Your contract 4 months before the contract term is expired, You will be subject to a fee equal to 2 months of the Service level of the original contract.

ZBS Risk Free Guarantee: If You terminate Your Zettabits Home or Zettabits Professional Service on or before Day 30 of Your Service Period, where the day You receive the Equipment, defined as the date of record for shipper delivery to your address, is Day 1, ZBS will refund the entire portion of the fees and charges collected, upon receipt of associated Equipment, in working order, for this 30-day risk-free trial period ("Trial Period").

Upon Termination: You will return all Equipment to ZBS within 30 days of termination. You will pay all remaining fees, and the Service and this Agreement will automatically terminate. If ZBS does not receive all Equipment from You within 30 days of Your termination date, ZBS will charge You a fee according to the table below:

Service Plan	Unreturned Equipment Fee
Zettabits Home, 30GB	$300
Zettabits Home, 65GB	$360
Zettabits Home, 140GB	$415
Zettabits Home, 225GB	$475
Zettabits Professional, 140GB	$800
Zettabits Professional, 225GB	$900
Zettabits Professional, 290GB	$1,050
Zettabits Professional, 365GB	$1,200
Zettabits Professional, 455GB	$1,350
Zettabits Professional, 690GB	$1,500
Zettabits Datacenter, 1TB	$5,100
Zettabits Datacenter, 1.5TB	$5,275
Zettabits Datacenter, 2TB	$5,600
Zettabits Datacenter, 3TB	$6,100
Zettabits Datacenter, 4.5TB	$7,450
Zettabits Datacenter, 6TB	$9,100

If You return the Equipment within 60 days, ZBS will refund You 80% of the Unreturned Equipment fee. If You return the Equipment within 90 days, ZBS will refund You 60% of the fee. If You return it within 120 days, ZBS will refund You 40%. And if You return the Equipment within 150 days, ZBS will refund You 20% of the fee. After 150 days of Your termination date, You will not receive any refund of the Unreturned Equipment fee.

You expressly agree that upon termination of this Agreement:

1. You will pay ZBS in full for Your use of any Equipment and Service up to the later of the effective date of termination of this Agreement or the date on which the Service and any Equipment have been disconnected and returned to ZBS, except as specified above for a Trial Period. You agree to pay ZBS on a pro-rated basis for any use by You of any Equipment or Services for a part of a month.
2. You will ensure the immediate return of any Equipment to ZBS. You will return or destroy all copies of any software provided to You pursuant to this Agreement.
3. You will remain the sole owner of Your Data. However, ZBS is authorized to delete any of Your Data that remains on the returned Equipment.

You agree to indemnify and hold ZBS, its parents, subsidiaries, members, affiliates, officers and employees, harmless from any claim, demand, or damage, including costs and reasonable attorneys' fees, asserted by ZBS or any third party due to or arising out of Your use of or conduct on the Service.

This Agreement shall be exclusively governed by, and construed in accordance with, the laws of the State of California, without regard to its conflict of laws provisions. All disputes arising out of or related to this Agreement and the Service must be brought in a federal or state court located in the state of California. You consent to the personal jurisdiction of such courts located in the state of California. You waive all rights to bring any claim, suit or proceeding more than one (1) year after the date the cause of action arose.

If You breach this Agreement, or any other agreement referenced herein, ZBS has the right to terminate this Agreement and retrieve its equipment. Any of Your Data on the Equipment remains Your property. ZBS's failure to require Your strict adherence to any term of this Agreement shall not be a waiver of ZBS's right to require strict adherence to any term or condition herein.

This Agreement, any applicable tariffs and other agreements specifically referenced herein constitute the entire agreement between ZBS and You for the Services and Equipment. The invalidity or unenforceability of any term of this Agreement shall not affect the validity or enforceability of any other provision.