Blockchain Storage Services Addendum to Telnyx Terms and Conditions of Service
This Blockchain Storage Services Addendum (this “Addendum”) (collectively with any and all other Service Orders, Terms and Conditions, supplements, exhibits, schedules, appendices or other attachments referenced or incorporated by reference thereinto, the “Agreement”) applies with respect to, and Customer’s agreement and acceptance of this Addendum is an express condition to, Telnyx providing its blockchain storage services, including but not limited to the provision of an S3-compatible API for the provision of distributed file storage capacity (collectively, “Blockchain Storage Services”) to Customer. Capitalized terms used herein not defined herein shall have their meanings as set forth in the Agreement.
By Customer’s acceptance of this Addendum or using the Blockchain Storage Services (the first date on which either occurs, the “Blockchain Storage Services Effective Date”), Customer (and your organization, if applicable) agrees to be legally bound by this Addendum, including any updates made by Telnyx in its sole discretion. This Addendum shall be effective on the Blockchain Storage Services Effective Date and shall remain in effect until the date that is the later of: (1) the last date any Blockchain Storage Services are being provisioned to Customer by Telnyx, (2) the last date any Storage Content of Customer remains managed by Telnyx as set forth hereunder, or (3) the date that Customer has paid in full all of its obligations under the Agreement.
PLEASE REVIEW THIS ADDENDUM CAREFULLY. ONCE ACCEPTED, THIS ADDENDUM BECOMES A LEGALLY ENFORCEABLE AGREEMENT BETWEEN CUSTOMER AND TELNYX. IF YOU DO NOT AGREE TO BE BOUND BY THE AGREEMENT, YOU SHOULD NOT CLICK THE “SUBMIT” BUTTON AND YOU SHOULD NOT USE TELNYX’S SERVICES..
Notwithstanding anything else herein or in any Service Order, addendum, or other agreement between Telnyx and Customer to the contrary: (1) Telnyx makes no representations or warranties with respect to Blockchain Storage Services (including but not limited to suitability of the Blockchain Storage Services for the processing of any particular types of data) and such services are provided on an “as is” and “as available” basis; and (2) in no circumstances shall Telnyx, its subcontractors, vendors, or agents be liable for any damages in connection with Blockchain Storage Services (and notwithstanding Section 7 of this Agreement). Customer acknowledges and agrees: (a) in the event any data processing agreement, data processing addendum, or any other similar agreement between Telnyx and Customer is in place (including any applicable provisions set forth herein, collectively, any “DPA Provisions”), such DPA Provisions shall not apply solely with respect to any Blockchain Storage Services or any Storage Content; (b) Telnyx may use third-parties, in its sole discretion, as applicable in the provision of the Blockchain Storage Services; and (c) Customer may not have access to content identifiers (“CID’s”) with respect to its storage materials (such materials, “Storage Content”) and Customer’s access to its Storage Content shall be managed exclusively through Telnyx’s application programming interface.
Customer hereby grants Telnyx a non-exclusive, royalty-free, worldwide, perpetual, irrevocable, transferable and fully sublicensable right to transfer, store, and use any Storage Content as necessary to comply with Customer’s instructions.
Pricing is set forth at https://telnyx.com/products/storage#pricing or an applicable Service Order and payment(s) shall be due and payable in accordance with the terms of the Agreement.
Customer further acknowledges and agrees:
(1) Telnyx will not be responsible for any loss, misuse, or deletion of Storage Content or any failure of any Storage Content to be stored or encrypted. Customer is solely responsible for backing up any Storage Content;
(2) Customer is responsible for properly configuring and using the Blockchain Storage Services to store its Storage Content, and for maintaining appropriate security of its Storage Content, which may include the use of encryption. Telnyx reserves the right at any time, without notice, to remove, reject or delete any Storage Content that violates the terms of this Agreement or the AUP;
(3) Customer shall not use the Blockchain Storage Services to send or store personal information subject to special regulatory or contractual handling requirements (e.g., Payment Card Industry Data Security Standards, the Gramm-Leach-Bliley Act, the Health Insurance Portability and Accountability Act, and/or any other data protection laws) including without limitation: credit card information, credit card numbers and magnetic stripe information, social security numbers, driver’s license numbers, passport numbers, government-issued identification numbers, health-related information, biometric data, financial account information, personally identifiable information collected from children under the age of 13 or from online services directed toward children, and real time geo-location data which can identify an individual, or information deemed “sensitive” under applicable law (such as racial or ethnic origin, political opinions, or religious or philosophical beliefs);
(4) Customer shall not (a) reverse engineer, copy, modify, adapt, hack the Blockchain Storage Services or otherwise attempt to gain unauthorized access to the Blockchain Storage Services or its related systems or networks; (b) without authorization, access the Blockchain Storage Services, any related documentation, or Telnyx’s Confidential Information to build a competitive product or Blockchain Storage Services; (c) alter or remove, or permit any third party to alter or remove, any proprietary trademark or copyright markings incorporated in, marked on, or affixed to the Blockchain Storage Services; (d) access or use the Blockchain Storage Services: (i) to store infringing, obscene, threatening, or otherwise unlawful material, including material violative of third-party privacy rights; (ii) in violation of applicable laws; (iii) to store material knowingly or intentionally containing software viruses, worms, Trojan horses, or other harmful computer code, files, or scripts; or, (iv) in a manner that interferes with or disrupts the integrity or performance of the Blockchain Storage Services (or the data contained therein);
(5) Telnyx may immediately, with or without notice, suspend the account of any Customer or end user who: (a) violates this Agreement (b) is using the Blockchain Storage Services in a manner that Telnyx reasonably believes may cause a security risk, a disruption to others’ use of the Blockchain Storage Services or liability for Telnyx.
(6) Storage Content may not be deleted by Customer for at least 180 days after such Storage Content is uploaded to the Blockchain Storage Services.
Telnyx explicitly reserves the right to amend this Section from time to time in its sole discretion. Telnyx reserves the right to remove any Storage Content if any fees hereunder are unpaid or overdue. Telnyx shall retain all right, title, and interest in and to the Blockchain Storage Services (including any improvements, enhancements, customizations, and modifications thereto), all related documentation, Telnyx Confidential Information, and the Derived Data, including, without limitation, all related intellectual property rights therein. For purposes hereof, the term “Derived Data” means data derived from the Blockchain Storage Services, and any data that is aggregated by Telnyx (including aggregations with data sourced from other Customers and other third party data sources), and data and information regarding Customers’ access to and participation in the Blockchain Storage Services, including, without limitation, statistical usage data derived from the use of the Blockchain Storage Services and configurations, log data and the performance results related thereto. For the avoidance of doubt, nothing herein shall be construed as prohibiting Telnyx from utilizing Derived Data to optimize and improve the Blockchain Storage Services or otherwise operate Telnyx’s business. No rights are granted to Customer hereunder other than as expressly set forth in this Agreement.
To the fullest extent permitted by applicable law, Customer agrees to defend, hold harmless, and indemnify Telnyx from and against any and all losses, liabilities, claims, or demands, including but not limited to reasonable attorney’s fees, made by any third party due to or arising out of (i) Customer’s use of the Blockchain Storage Services, (ii) the Storage Content, or (iii) Customer’s breach of any of this Agreement.
Telnyx reserves the right to exercise sole control over the defense and settlement of any claim subject to indemnification hereunder at Customer’s expense. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between Customer and Telnyx. Customer may not settle and claim without our prior written consent.