Service Order: Cyber Backup

Service Order: Acronis® cyber backup

The Service Order (SO) is an integral and essential part of the General Conditions of Service (GCS) published at the link https://www.register.it/company/legal/condizioni-generali.html. The GCS and this SO, including the documentation referred to therein, set out the terms and conditions of this Acronis® cyber backup service provided by Register (hereinafter the "Agreement"). Acceptance and/or confirmation of the order form by Customer implies full acceptance of this SO. The sales offer published online on the website www.register.it or otherwise brought to the knowledge of Customer (hereinafter the “Offer") represents an integral and substantive part of these contractual conditions.
Acronis® is a registered trademark of Acronis International GmbH (hereinafter "Acronis") and/or its affiliates in the United States or other countries.


1) DESCRIPTION AND CHARACTERISTICS OF THE SERVICE

1.1 The Acronis® cyber backup service (hereinafter also the "Service") allows Customer to transfer to a reserved virtual space made available to Customer on the Acronis® platform backup copies of data and content selected by Customer, within the capacity limits specified in the Offer. The Service is provided by Register S.p.A. ("Register" or the "Company") in compliance with the regulations on the processing of personal data, as illustrated in the Privacy Policy published on the Register website at https://www.register.it/company/legal/informativa-privacy/, which Customer declares to have read and understood.

1.2 The data uploaded by Customer is stored on the cloud platform of Acronis, which is based in Germany. Customer acknowledges and accepts that Register acts exclusively as an Acronis® reseller, offering the services covered by this SO through the Acronis® platform and services. For further details on the roles of Register and Acronis vis-à-vis European legislation on the protection of personal data, reference is made to Article 5.4 of this SO.

1.3 Before using the Service, Customer declares to have read and accepted the contractual documentation prepared by Acronis, updated from time to time by the latter, specifically the End User License Agreement (EULA) of Acronis, published at the link https://www.acronis.com/en-us/support/eula.html, and the Acronis privacy policy available at the link https://www.acronis.com/it-it/company/privacy.html.

1.4 The characteristics of the Service and the operating procedures for use by Customer are specified in the Offer published on Register's website and/or on Register's control panel or otherwise brought to Customer's attention by Register. Register reserves the right to modify the characteristics of the Service and/or to transfer the Service to other platforms with the same or higher quality, notifying Customer in writing.

1.5 Any additional features that may be displayed on the Acronis control panel, which are not part of Register's Sales Offer purchased by Customer, may not be subscribed to by Customer, including through a separate sales offer agreed with Register.

1.6 The backup policies are the responsibility of Customer, who declares to possess the necessary and appropriate skills to perform them in full autonomy and to verify the consistency of the backups performed. Customer shall make use of the encryption tools provided by Acronis, securely storing the relevant master password. Acronis and Register shall have no responsibility for the loss or misappropriation of any data uploaded to the backup space that Customer has not encrypted using the encryption available in any Acronis® product or service that Customer has used to process such data.

1.7 Customer undertakes to store the original copy of the data of which a backup copy is made. The integrity and vulnerability of files, programs and the content of Customer's space are the full responsibility of Customer. If the latter, due to lack of updating or errors in writing the code, lead to vulnerability of the system enabling unauthorized access by third parties that, at Register's discretion, may cause direct or indirect damage to the Service and/or its platform, and/or are exploited by Customer or by third parties, authorized or not authorized by Customer, to indirectly damage the services provided by the platform, Register, at its discretion may, with or without notice, intervene and suspend the Service until Customer restores the security conditions deemed appropriate to ensure the integrity of the system at Register's discretion.

1.8 All data and content uploaded by Customer through the Service are and remain the exclusive property and under the exclusive control of Customer. Register, in fact, has no control over or access to the data of which a backup copy is made, and has no access to the latter. Any liability arising from such data and content remains entirely with Customer. Customer has the exclusive responsibility of correctly storing the access credentials and adopting appropriate security measures to prevent unauthorized access to the Service by third parties. Additionally, Customer assumes all and any responsibility for the upload, download, deletion, recording and management of data and content on his/her backup space. Customer is informed that it is his/her responsibility to take all necessary security measures to protect the backup copies against any type of hack, intrusion, attempted intrusion, attack, etc. Customer is informed that Register does not manage data and/or administer the Backup space on behalf of Customer under any circumstances.

1.9 The Service shall be available subject to suspensions, if any, for maintenance work. Register may, at any time, interrupt the provision of the service if, at its sole discretion, justified reasons of security and/or guarantee of confidentiality apply, in which case it will inform Customer. Assistance will be provided by Register from Monday to Friday, from 09:00 to 17:00, excluding public holidays as per the Italian calendar. Register shall provide support only for requests covered by Register's scope of responsibility, as envisaged in this SO. In order to request technical assistance, Customer shall send a detailed ticket through his/her Control Panel.

1.10 Register avails itself of qualified technological partners and qualified technology leveraging on the best resources available to support customers in the provision of the Services covered by this Agreement. Register may not be held liable for interruptions to the Service arising from events beyond Register's reasonable control and/or damages arising from anomalies occurring during the provision of the Services, which are not directly attributable to Register and/or which do not fall under Register's technical control, such as, but not limited to, (i) events of force majeure (ii) events caused by third parties such as, for example, the interruption or malfunctioning of the services of telecom providers and/or power lines or acts or omissions of the Service manufacturer (iii) damage due to failure in the equipment required to access the Service (iv) malfunctioning of the terminals or other communication systems used by Customer (v) improper use of the equipment and/or procedures by Customer or third parties to access the Backup space, etc.. Company guarantees its best effort in the provision of the services, except for the suspensions required to perform maintenance operations. Register shall not be liable for any interruptions to the service, and undertakes to remedy them in accordance with the necessary technical timescales.

1.11 Register may, at any time, interrupt the Service for reasons of data security and/or confidentiality, with or without notice to Customer. Register may, at its own discretion and for planned operations, modify or revise the functionality or features of the Services for technical reasons, giving Customer at least 5 days' notice and, in any case, ensuring adequate functionality of the Service.

1.12 Register is also exempt from any and all liability in the event of destruction, loss, theft, damage or deterioration, even in part, of the data entered in the Backup space, for any reason or cause that does not involve serious negligence on the part of Register. In any case, any liability that Register may incur towards Customer due to the prejudice deriving from this agreement, may not exceed the total amount actually paid by Customer to Register in the six months immediately prior to the occurrence of the event that caused the above prejudice.


2) CUSTOMER OBLIGATIONS AND RESPONSIBILITIES

2.1 Customer accepts and acknowledges that the Service, the duration of which is decided by Customer at the time of purchase, shall start from activation of the Service itself. It is therefore Customer's responsibility to proceed with the activation of the Service after the purchase, following the methods and procedures indicated by Register. Customer accepts and acknowledges that Register shall not verify or check the correct activation of the Service and may not be held liable in any way in the event of incorrect or failed activation of the Service.

2.2. Register reserves the right to immediately suspend the Service if, at its sole discretion or through complaints received from third parties, Register finds that Customer is directly and/or indirectly committing activities that breach the obligations arising under the provisions of this article and the laws and regulations in force. In such case, Customer, upon notice, including by e-mail, from Register, shall immediately eliminate the causes of the complaint or provide appropriate documentation proving that the activities attributed either directly or indirectly to Customer are carried out in full compliance with all applicable rules and regulations. In the event that Customer does not respond to the notice sent by Register, Register reserves the right to immediately terminate this agreement, without waiving its right to full payment of any and all amounts, as well as to claim further damages as compensation for any damage or loss Register may sustain in this regard.

2.3 Over the entire duration of this SO, Customer shall, under his/her responsibility and at his/her own expense:
- use the Service for lawful and legitimate purposes only;
- comply with any and all instructions that may be given by Register regarding the appropriate and correct use of the Service.

Customer shall take all appropriate measures to limit damage and/or loss of files, memory, documents or any other content or data of which a backup copy has been made. In this regard, Customer undertakes to duplicate all these files, documents and storage devices and to secure them. Customer accepts that the Backup Space Service may not be modified and that it is granted in use "as is" with no guarantee of any kind including, but not limited to, being suitable for specific purposes, absence of bugs, etc.. Customer, accordingly, expressly waives any action under a right of recourse against Register on such aspects.

2.4 Customer accepts and acknowledges to be fully and solely responsible for any and all activities carried out through the Service, which may be directly or indirectly attributable to Customer and, specifically, the content and notices copied, stored and transmitted through the Service. Under no circumstances may Register be held liable in any way for any criminal, civil or administrative conduct and/or misconduct committed by Customer directly or indirectly through the Service. Customer undertakes to defend, indemnify and hold Register harmless from and against any and all legal actions, claims, costs or expenses, including legal fees, arising to Register as a result of Customer's breach of its obligations and the guarantees provided through the acceptance of this agreement, and in any case, connected with or related to the use of the Service.

2.5 Customer who purchases services on behalf of third-party Users and/or their end customers, undertakes to bring to the knowledge and have the Users and/or their end customers accept and enforce the contractual documentation prepared in relation to the Service purchased, including Register's GCS, this SO and the Acronis documentation referred to above, taking particular care to ensure proper use of the Services by the Users, in compliance with the technical rules and regulations relating to the Services.
Customer who purchases services on behalf of third-party Users and/or their end customers shall be responsible for the data entered in the web space granted through the backup service on behalf of the end customer.
Customer who purchases services on behalf of third-party Users and/or their end customers assumes all responsibility for the Orders placed with Register and undertakes, to the fullest extent permitted by law, to indemnify and hold harmless Register and Acronis from any and all claims, costs, and sanctions against third parties, including the competent judicial authorities, relating to and in any case connected to the performance of this agreement and/or the violation by the former or by the Users and/or their end customers of the obligations, representations and warranties set forth in the GCS of Register, this SO and the contractual documentation prepared by Acronis referred to above.

2.6 Customer warrants and declares that the Service is not purchased or used by Customer or any other end user in any embargoed country of the United States. Customer also warrants that the Service shall not be purchased or used by any person to whom export is restricted or prohibited by United States laws, regulations, government orders or policy. Having taken note of the above, Customer declares to indemnify and hold Register harmless in case of violation or dispute relating to this paragraph.

3) DURATION OF SERVICE

3.1 The Service has the duration specified in the Sales Offer.

3.2 The Service may expire with or without tacit renewal in accordance with the provisions of Register's GCS

3.3 In all cases of termination of this agreement, the services will be deactivated and all data entered by Customer in his/her backup space and contained therein shall be deleted, with no possibility of recovering them and without any prior notice to Customer, and with no responsibility on the part of Register for retaining and/or saving the data. Additionally, Customer shall no longer have access to his/her backup space. It will therefore be Customer's responsibility, in order not to lose the content, to see to the renewal of the Service within the renewal deadline appearing on Customer's control panel, also taking account of the following.
3.4 In order to avoid interruption of the Service and/or loss of data, Customer shall renew the Backup Space Service at least 7 days before the expiration date (renewal deadline). If renewal is made by bank transfer, Customer shall provide Register with proof of payment before the expiration date of the Service. Customer accepts that in the event of late renewal, the Service may no longer be available and that the data may have been deleted; Customer exempts and relieves Register of any responsibility in this regard.

4) FEES AND PAYMENTS

4.1 The Fees for the Service are those specified in the Sales Offer on the website https://www.register.it. The agreement for the provision of the Service shall be deemed to have been concluded and executed following payment of the fees for the Service, in accordance with the terms of the offer. The renewal price shall be the price applicable by Register at the time of Customer's request for renewal, and indicated in the Control Panel menu. The amount due for the Service shall be paid by credit card or using the other payment systems available on Register's website at the time of payment, after filling out the payment form during the registration procedure.

5. ADDITIONAL CONTRACTUAL CONDITIONS SPECIFIC TO ACRONIS SERVICES

The following articles constitute specific contractual clauses relating to Acronis services that Customer and the end user of the Services covered by this SO declare to have viewed and expressly accept. The following contractual terms and conditions are in addition to those set forth in the above articles of this SO and in the GCS of Register.

5.1. Right to Suspend.

5.1.1. Acronis (hereinafter also the “Company”) and Register (hereinafter also the “Service Provider”) may at any time suspend the access to the Products and Services, in whole or in part, for the following reasons:
1. to comply with any contractual, statutory, and/or regulatory obligation, a request or order from law enforcement, or a competent judicial, governmental, supervisory or regulatory body;
2. if Company or Register have reasonable grounds to suspect that Customers, or Resellers or End Users have acted or will act fraudulently, unlawfully, in a criminal way, or in a way that could prejudice Company, Service Provider, or any of its Resellers or End Users;
3. in case Customer, or any of its Resellers or End Users violate any contractual, legal, regulatory, statutory, or administrative obligation;
4. in cases of force majeure (which includes, without limitation, anything due to causes beyond the reasonable control of the parties, including acts of God, wars, riots, acts of civil or military authorities, wildfires, floods, earthquakes, accidents, public health crises, quarantine, strikes or fuel crises).
5. if Company is informed by Service Provider that Product access credentials have been compromised;
6. at Service Provider’s request for specific Reseller’s or End-Users, to the extent that it is technically possible;
7. if Company or Register establishes or has a reasonable belief that (i) Customers, Resellers or End Users impairs or endangers the operational availability of any Product or Service; (ii) such action is necessary to prevent or protect against fraud, tricks, tampering, schemes, false or invalid numbers, false credit devices, electronic devices, or any other fraudulent means or devices; or (iii) such action is necessary to protect Company or Register, their affiliates and their respective officers, directors, shareholders, employees and agents, and/or others against actual or potential adverse financial effects;
8. if Customer fails or refuses to provide information, or provides false information, regarding Customer’s past or current use of the Products and Services, or characteristics pertaining to its use or planned use of the Products or Services;
9. where necessary for maintenance of Company APIs, Company infrastructure, or any of Company services; or
10. if Customer continues to use any Product or Service that is at or past the end of its life (i.e., after Company ceases to provide support and/or security patches for that Product or Service).
If reasonably practicable under the circumstances, Company or Register will inform Customer in advance of the suspension, stating the reason(s) for the suspension.
In the event that Customer has purchased services on behalf of several End Users, without prejudice to Acronis and Register's right to inform any End User directly, Customer is primarily responsible for informing affected Resellers and End Users of the suspension and will bear all liability arising from any default or delay in providing such information.
Company and Register will not be liable to anyone for any loss or damage arising from or related suspension of access to the Products or Services for any of the causes mentioned in this Article 5.1.
In any case, Register is not liable for any suspension or interruption of Services due to maintenance, even in the event of failure to give notice to Customer.

5.2. User Data.

5.2.1 Company hereby acknowledges that it acquires no ownership right, title, or interest to any data that Service Provider, any of its Resellers, or any of their End Users processes, stores, or transmits using the Products or Services ("User Data"). Subject to Company’s normal access and security procedures and privacy policy (found at https://www.acronis.com/en-eu/company/privacy.html), Customer hereby grants Company a non-exclusive, transferable license to use the User Data that belongs to Service Provider as necessary to provide Customer with the Products and Services. Any Company employee or subcontractor that accesses User Data pursuant to this Section 5.2 will be bound by confidentiality restrictions at least as restrictive as those in these Terms. Without the owner’s consent (which it may withhold in its sole discretion), the User Data may not be: (a) used by Company other than as permitted under these Terms; or (b) individualized, sold, assigned, or leased by Company. Company will have the right to monitor and analyze Service Provider’s use of the Products and Services and to use the results of such monitoring to improve the Products and Services during and after the Term. Customer represents and warrants that: (i) it has obtained, and will obtain, all consents and approvals necessary to provide the User Data to Company, and for Company to use the User Data in accordance with these Terms; and (ii) it has all rights necessary to grant the license in this article 5.2.

5.2.2. Company will have the right to use any and all data and information related to Service Provider’s, and any Reseller’s or End User’s use of the Products and Services for any lawful purpose including invoicing, statistical analysis, benchmarking, and research purposes

5.3 Data Location

5.3.1. Acronis may without notice: (A) move the data stored in a data center operated by the Company to another Company data center within the same country, and (B) move the data stored in a data center operated by the Company in the European Union or Switzerland to another Company data center within the European Union or Switzerland.

5.4 Protection of Personal Data and Confidentiality.

5.4.1 When purchasing the Service, Customer shall give notice of his/her e-mail address to Register, who will create a unique username and notify it, together with the e-mail address, to Acronis, duly appointed as data processor for the provision of the service pursuant to Article 28 of EU Regulation 679/2016. Customer shall then receive from Acronis the link to access the Acronis panel and use the purchased Service.

5.4.2 With regard to the personal data of Customer to which Register may have access as part of the assistance activities pursuant to Article 1.9 of this SO, and only to the extent strictly required for the purposes of such assistance, Register acts as data processor, while Customer is the sole data controller. The mutual obligations of the parties regarding confidentiality and personal data protection are governed by the Agreement on the processing of personal data available on https://www.register.it/company/legal/ to be considered an integral part of this Agreement.

5.4.3 With regard to the personal data that Customer uploads to the Acronis platform, Customer acts as data controller, while Acronis acts as data processor.
Within the scope of providing the Service to Customer, Acronis undertakes to maintain the same level of protection of Customer's personal data guaranteed in the Agreement on the processing of data between Register and Customer.

5.4.4 When Customer registers on the Acronis platform, he/she is informed that for certain processing operations Acronis acts as data controller in accordance with its privacy policy, which Customer may view when registering on the relevant platform.

5.5. WARRANTY

5.5.1. Power and Authority. Each Party represents and warrants that it has sufficient corporate right and authority to grant to the other Party all licenses and rights granted under these Terms.

5.5.2 Disclaimer of Other Warranties. Company makes no warranty except the warranty in the preceding Section 5.5.1. All Products and Services and accompanying documentation, and all other materials that Company may provide under these Terms are provided "AS-IS". To the maximum extent allowed by applicable law, the warranties in Section 5.5.1 above are the sole and exclusive warranty of any kind, express or implied, made by Company in connection with these Terms, and COMPANY and Register SPECIFICALLY DISCLAIM ALL STATUTORY OR OTHER WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT OF THIRD PARTY RIGHTS BY FILTERING, DISABLING, OR REMOVING SUCH THIRD PARTY SOFTWARE, SPYWARE, ADWARE, COOKIES, EMAILS, DOCUMENTS, ADVERTISEMENTS OR THE LIKE, OR ANY IMPLIED WARRANTIES ARISING FROM USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. Without limiting the generality of the foregoing, Company and Register specifically do not warrant that the Products and Services will meet the requirements of Customer, any Reseller, or any End User, or that the operation of the Products and Services will be accurate, uninterrupted, reliable, without loss of data, or error-free. To the extent that Company or Register may not disclaim any warranty as a matter of applicable law, the scope and duration of such warranty will be the minimum permitted under such law.

5.6 LIMITATIONS OF LIABILITY

5.6.1 Exclusion of Damages. In no event will Acronis and Register be liable to Customer, Reseller, End User or any third party for any special, incidental, indirect, or consequential damages (including for lost profits or lost data), whether based on breach of contract, tort (including negligence), product liability, or otherwise, and whether or not such party has been advised of the possibility of such damage.

5.6.2. Limitation of Damages. In addition to and not in derogation of Section 5.6.1 above, the total cumulative liability of Company and/or Register under these Terms to Customers, Resellers and End Users, whether in contract, in tort (including negligence or strict liability), or any other legal theory, will not exceed the amount of license fees that Customer has paid to Register in the twelve (12) month period preceding the circumstances giving rise to the first claim at issue. The existence of multiple claims by any one party or from multiple parties with respect to the same underlying acts, omissions or occurrences will not expand this limit.

5.6.3. Exceptions. Company and Register will have no liability to anyone for the loss or misappropriation of any User Data that the owner of such data fails to encrypt using the encryption available in any Product that the owner used to process that User Data.

5.6.4. Failure of Essential Purpose. Customer acknowledges that these limitations reflect the allocation of risk set forth in these Terms and that Company and Register would not enter into these Terms without the limitations on its liability in this article 5.6. Customer agrees that the limitations specified in this article 5.6 will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose.

5.7 COMPLIANCE WITH LAWS

5.7.1. Compliance. Customer and all of its owners, directors, officers, employees, agents, or contractors (collectively "Service Provider" for purposes of this Section 13) will use the Products and Services only in accordance with these Terms and with all applicable laws. Without limiting the foregoing:

A. Customer acknowledges and agrees that the Products and Services may be subject to economic sanctions and export controls of (I) the United States ("US"), (II) the United Nations Security Council, (III) the European Union or any member state thereof ("EU"), (IV) the United Kingdom ("UK"), (V) Switzerland, or (VI) the respective governmental institutions of any of the foregoing including, without limitation, OFAC, the U.S. Department of Commerce, the U.S. Department of State, any other agency of the U.S. government, and Her Majesty’s Treasury (each, a "Sanctions Authority"). Customer agrees not to engage in any transaction or activity that would result in liability to the Company under any Sanctions Authority’s sanctions or export control law or regulation Customer agrees to comply with all Sanctions Authorities’ economic sanctions and export control laws and regulations as if it were subject to each of them, and with all otherwise applicable export or import regulations of other countries. Customer agrees that it will not allow any third-party to remove or export from the US, EU, UK or Switzerland (the "Sanctions Authorities Jurisdictions") or allow the export or re-export of any part of the Products and Services or any direct product thereof (I) into (or to a resident or entity incorporated under the laws of) any country subject to a comprehensive Sanctions Authority embargo, (II) to anyone on any of the lists of designated or sanctioned individuals or entities (or equivalent) issued by any Sanctions Authority, each as amended, supplemented or substituted from time to time, including, without limitation, the List of Specially Designated Nationals and Blocked Persons, Foreign Sanctions Evaders List, and Sectoral Sanctions Identifications List, each administered by OFAC; the Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions; the Consolidated List of Financial Sanctions Targets in the UK and Ukraine; List of Persons Subject to Restrictive Measures in View of Russia’s Actions Destabilising the Situation in Ukraine, each administered by Her Majesty’s Treasury; and the Swiss Secretariat of Economic Affairs Overall list of sanctioned individuals, entities and organizations (collectively, the "Lists"), or (III) to any country, entity or person to which such export or re-export is restricted or prohibited, or as to whom any Sanctions Authority Jurisdiction requires an export license or other governmental approval at the time of export from within a Sanctions Authority Jurisdiction, respectively, or re-export without first obtaining such license or approval. Customer assumes sole responsibility for any required export approval and/or licenses and all related costs and for the violation of any export law or regulation.
B. Customer represents and warrants that Customer is not included on any of the Lists. Customer will immediately inform Company if Customer becomes included on any of the Lists and will cooperate with Company’s investigation and/or reporting of such action to appropriate Sanctions Authorities, which may occur at Company’s sole discretion.
C. Customer may not use or enable the use of the Products and Services by Customer, Reseller, or any End User or any other third party whose rights are derivative of any of them (e.g., downstream resellers and distributors) who is a resident of, entity incorporated under the laws of, or under control of any of the governments of any country subject to a comprehensive Sanctions Authority embargo, which as of the date hereof includes: Cuba, Iran, North Korea, Syria and the Crimea region of the Ukraine (which region for the purpose of this paragraph may be referred to as a country). Each time Customer uses or enables the use of the Products and Services, Customer represents, warrants, and covenants that none of Customer, Resellers, End Users, or any other third party whose rights are derivative of any of them (I) is a resident of, an entity incorporated under the laws of, or under the control of the government of any country subject to a comprehensive Sanctions Authority embargo; (II) will download or otherwise export or re-export any Products and Services, directly or indirectly, to the above mentioned countries or to residents or entities incorporated under the laws of those countries, or permit any third party to do so; (III) are listed in any of the Lists or subject to any Sanctions Authority’s sanctions; or (IV) will use or allow the use of the Products and Services for any purposes prohibited by any Sanctions Authority Jurisdiction law, including, without limitation, for the development, design, manufacture, or production of nuclear, chemical, or biological weapons, weapons of mass destruction or their proliferation; or (V) are using or permitting others to use the Products and Services to create, store, backup, distribute, or provide access to child pornography or any other content or data which is illegal under the applicable law, including that where Customer is domiciled.
D. Company and Register will not be liable to Customer or any of its officers, directors, employees, agents, contractors, designees, customers and/or any other party, for any refusal or failure to provide goods, software, services or technical data as a result of any action taken as a result of any inclusion of Service Provider on any of the Lists.
E. If Company or Register have a good faith belief that Customer, or any third party acting on Customer’s behalf, intends to violate, has violated, or causes the Company or Register to violate, any Sanction Authority’s export controls or sanctions law or regulation, Register may terminate the agreement created by Customer’s acceptance of these Terms immediately, notwithstanding any other provision of these Terms to the contrary. In the event of such termination, the Company and Register will be relieved of all liability and obligations of any kind under these Terms.
F. Customer will indemnify and hold the Company and Register harmless for any and all claims, losses, damages, liabilities, expenses and costs of whatever nature, including reasonable attorneys’ fees and expenses, arising out of Customer’s non-compliance with any Sanctions Authority’s export control or sanctions laws or regulations or Customer’s inclusion on any of the Lists. Company and Register will be relieved of all claims and liabilities arising from (I) termination pursuant to this article 5.7 of the agreement created by Customer’s acceptance of these Terms, and (II) the Register’s or Company’s refusal, failure or inability to perform as a result of Customer’s inclusion on any of the Lists.
G. Customer will, at its own cost and expense, screen against the Lists all new Resellers and End Users and all third parties whose rights to use the Products and Services are derivative of any of them, and will not contract with anyone who is included on one of the Lists.
H. Company may at Company’s option, exercisable by notice at any time (the "Pre-Screen Notice"), not to authorize or permit the use of Products and Services by any Customer, Reseller, distributor or End User or any third party whose rights to use the Products and Services would be derivative of any of them unless Company will have first approved such use in writing, including by email. After Customer receives the Pre-Screen Notice, Customer will give Company and Register advance written notice, including by email, of the identity of any such Reseller, distributor, End User or third party, with such accompanying detail and additional information as Company or Register may request. The Company will use that information to determine whether any such person is on any of the Lists. The Company will give notice to Service Provider of its approval of any such person not on any of the Lists. Any such person who is, or who appears to be on any of the Lists will not be approved and the Company will not deal with them regarding the Products and Services.
I. Company and Register may audit Customer’s compliance with this article 5.7 on such terms as Company or Register determine reasonable. Customer will also, upon request of Company or Register, provide the names of all Resellers, distributors, Ends Users and all third parties whose rights to use the Products and Services are derivative of any of them.
L. Company and Register may at any time suspend the access to the Products and Services, in whole or in part, at any time without liability to Customer if Customer, or any of its Resellers or End Users or other third party whose rights are derivative of any of them is subject to any Sanctions Authority’s Sanctions, violates any Sanctions Authority’s export controls, or violates the Company’s policies referenced in the article 5.7.2 and 5.7.3 of these Terms.

5.7.2. Sanctions and Export Controls. Customer hereby agrees to remain in full compliance at all times with the Company’s Sanctions and Export Controls Compliance Policy available at https://www.acronis.com/en-us/support/sanctions-and-export-controls-compliance-policy.html, as Company may update it in its own discretion from time to time without notice to Customer. The terms and conditions at the foregoing link are in addition to and not in contravention of the provisions of these Terms.

5.7.3. Anti-Corruption and Anti-Bribery. Customer hereby agrees to all the terms and conditions at https://www.acronis.com/en-us/support/anti-corruption-policy.html, as Company may update them in its own discretion from time to time without notice to Service Provider. The terms and conditions at the foregoing link are in addition to and not in contravention of the provisions of these Terms.
5.7.4. Certification. Without in any way limiting the foregoing provisions of article 5.7.3., Customer will certify to the Company in writing compliance with its obligations under this article 5.7, each time Company or Register will request.

5.8 TERMINATION

5.8.1. Without prejudice to the provisions of this SO and the GCS of Register, Register will have the right to terminate the agreement created by Customer's acceptance of these Terms if Customer breaches any material term or condition of these Terms and fails to cure such breach within thirty (30) days after written notice, ten (10) days in the case of payment default.

5.8.2 Register may, at its option, and upon written notice to Customer, terminate the agreement created by Customer’s acceptance of these Terms or suspend its performance if Customer, Acronis or Register cease doing business.

5.8.3 Without prejudice to the provisions of this SO and the GCS of Register, Register may terminate the agreement created by Customer's acceptance of these Terms without cause and without liability to Customer or any Reseller or End User, if it provides Customer at least sixty (60) days' prior written notice.

5.8.4 Neither Register nor Acronis will be liable to Customer or any Reseller or End User in the event of expiration or early termination of these Terms for compensation, reimbursement or damages on account of loss of prospective profits or anticipated sales, or on account of expenditures, investments, leases or commitments in connection with the business or goodwill of Customer or any Reseller or End User or other third parties.