License and Agreement
General Terms and Conditions for VENHA PRA NUVEM
Last Updated: July 16, 2020
These Terms and Conditions cover all commercial enterprises and divisions that are within the VENHA PRA NUVEM ecosystem referred to here as “VENHA PRA NUVEM Managed Services”. By contracting with VENHA PRA NUVEM for Services, a Customer shall be legally deemed to have agreed to the use of any Services that are governed by this Agreement and/or offered commercially by VENHA PRA NUVEM,as well as third party services implemented and/or managed to the Customer via VENHA PRA NUVEM..
Your attention is drawn in particular to clauses rendered in bold or capital letters in these terms. This section is a summary for your convenience and is not part of the Agreement between you and THE VENHA PRA NUVEM. It is your responsibility to read all the clauses.
You agree to provide you with true and correct information in order to provide services to you, and you agree to give YOU permission to VENHA PRA NUVEM process your personal information.
You acknowledge that these Terms and Conditions may change and agree that you will regularly check for changes to the VENHA PRA NUVEM website.
You agree that abusive behavior towards the team or brand of VENHA PRA NUVEM will not be tolerated.
You are responsible for evaluating and selecting your choice of product or Service/s according to your needs.
You agree that failing to pay your account to VENHA PRA NUVEM within the agreed payment terms may lead to account termination and/or additional administrative fees and possible reconnection fees.
You agree that you or VENHA PRA NUVEM may cancel this agreement by giving other notice.
You limit the liability of VENHA PRA NUVEM and indemnify VENHA PRA NUVEM for various acts or omissions.
“Acceptable Use Policy” means a document that defines the accepted behavior of users of a particular Service offered by VENHA PRA NUVEM; also referred to as “AUP”.
“Agreement” means these General Terms, Acceptable Use Policy, as well as Terms of Service, Applicable Services Orders and all attachments to any of these documents.
“Application” means a request to commence a Service(s) and/or provision of Good(s).
“Business day” means any day other than a Saturday, a Sunday or a holiday in Brazil..
“Business Hours” means a period of 60 minutes between the hours of 08:00 to 17:00 Braziliantime, on a business day.
“Customer” is the party described as such in any Order or Service Order executed between him and the VENHA PRA NUVEM; also referred to as “you” or “Your”.
“Customer Data” means Data that is: transmitted to the Customer using the CLOUD COMESYSTEM; stored by the Customer in the CLOUD COME System (or in the Customer Systems as the case may be); transmitted by the Customer through the VENHA PRA NUVEM System; or in the day-to-day use of a Service.
“Client equipment” means any equipment installed on the premises of VENHA PRA NUVEM by the Customer that VENHA PRA NUVEM does not have, including servers, peripherals, routers, switches, software, databases, data cables and uninterrupted power supplies.
“Data” means electronic representations of information in any way.
“Database” means a collection of related data, including, but not limited to, text, images, sound, and video, all of which were created and integrated using a method of connecting and displaying data in a collection of independent interrelated files or data that is stored together.
“Domain” means an Internet subdomain registered with an authorized registrar appropriate to your top-level domain (“TLD”) and comprising your constituent domain name server records, including, but not limited to, host names, aliases, and email exchange records (“MX”).
“Emergency Maintenance” means maintenance of the CLOUD COME SYSTEM designed to remedy existing circumstances or avoid imminent circumstances that are likely to cause danger to persons or property, an interruption of communication services or substantial loss to THE VENHA PRA NUVEM, the Customer or any third party.
“Fee” for each Service will be as noted in the Rate Schedule provided to the Customer at the beginning of the Service and adjusted from time to time.
“VENHA PRA NUVEM” means that whatever is entities that VENHA PRA NUVEM owns can assign, assign or delegate any of its rights or obligations.
“VENHA PRA NUVEM System” means equipment operated together as a system by VENHA PRA NUVEM to provide any Service, including servers, peripherals, routers, switches, Software, Databases, cables, generators and uninterruptible power supplies.
“VENHA PRA NUVEM Website” or “the Website” means the Internet site published in the URL “https://www.venhapranuvem.com.br” or other URL that THE VENHA PRA NUVEM notifies the Customer from time to time, and all pages and documents accessible through this site.
“General Terms” means this document.
“Goods” means any and all goods to be provided by VENHA TO CLOUD to Customer pursuant to this Agreement, including third party equipment, hardware and software without limitation.
“Good Industry Practices” means the exercise of this degree of skill, diligence, Care and forecast that would reasonably be expected of a qualified and experienced service provider providing services similar to those provided in this Agreement. Such a service provider would seek in good faith to comply with its contractual obligations, and with all applicable laws, codes of professional conduct, relevant codes of practice, relevant standards and all planning conditions and other consents.
“Intellectual Property Rights” means patents, registered designs, trademarks (registered or unregistered), copyrights, commercial secret rights, database rights, design rights, service marks and other intellectual property rights, and rights to claim something as confidential information, including in other jurisdictions, that grant similar rights.
“Malicious code” means anything that contains any routine or computer software code intended to: allow unauthorized access to or use of a computer system by any party; or disable, damage, erase, disrupt or impair the normal operation of a computer system; and includes any back door, time bomb, Trojan horse, worm, dead device, or computer virus.
“RICA” means the Regulation on Interception of Communications and Provision of Information Related to Communication 70 of 2003.
“Service” or “Services” usually means Internet services and access, but for each specific service offering, the meaning will be specified in more detail within the Agreement for each of the options listed.
“Service Order” means a service order, license, services and/or service agreed upon under this Agreement describing the specific Goods or Services to be provided by VENHA PRA NUVEM.
“Terms of Service” means a document describing the terms on which THE VENHA PRA NUVEM will provide a good particular or Service, as changed from time to time.
“Software” means any computer program (whether source code or object code), any database structure or content, artwork, screen layout, cinematography film, sound recording, preparatory material, technical or user documentation or any other work created in connection with it and any modifications, improvements or upgrades.
“Supplier” means a supplier of goods and/or services to THE VENHA PRA NUVEM.
“User/s” means that the Customer or any other person accessing any services provided by VENHA PRA NUVEM; also referred to as “you” or “your”.
How the Contract works
The goods and services that VENHA PRA NUVEM will provide to the Customer will be described in a Service Order. These General Terms apply to all Services. More details about specific goods or services may be contained in terms of service.
The Service Orders, Terms of Service and this document together form the Agreement between THE VENHA PRA NUVEM and the Customer. If the parties enter into a Service Level Agreement or agree to an annexation to any of these documents, they will also form part of the Agreement.
If there is any conflict between any of these documents, they will be interpreted in descending order of precedence as follows: General Terms (this document), Terms of Service, Service Order, Acceptable Use Policy, and Service Level Agreement, unless expressly stated in writing.
Applications and Initiation VENHA PRA NUVEM will provide the Goods and Services to the Customer as described in an Order or Service Order in terms of the Agreement. VENHA PRA NUVEM reserves the right to refuse to start providing services based on customer’s prior conduct or previous reputation as debtor.
An application must be sent to VENHA PRA NUVEM through the Site, email or physical form. Once an application is accepted by THE VENHA PRA NUVEM,it becomes a WorkOrder. Each Service Order (read with the other documents mentioned above) will be a separate contract between the Customer and the VENHA PRA NUVEM (unless amended or renewed by another Service Order).
The terms of one Request or Service Order will not apply to another unless a Service Order changes or renews an existing Service Order or adds Goods or Services to an existing contract.
Customer agrees to VENHA PRA NUVEM performing a credit check on the Customer at any applicable credit agency, and may cause the provision of the Goods or Services to depend on their satisfaction with the results. The VENHA PRA NUVEM may provide information about the Customer’s payment record to a credit bureau.
If you are a legal person, the VENHA PRA NUVEM may require one or more of your officers to certify your obligations under this Agreement. Even if the Agreement has begun, VENHA PRA NUVEM may retain the provision of the Services until the warranty has been signed.
Depending on the Service provided, THE VENHA PRA NUVEM may be required under rich to obtain certain information and documents from the Client, and THE VENHA PRA NUVEM may retain or suspend the provision of Services until the Customer has provided the necessary information and/or documents to VENHA PRA NUVEM..
If the Customer has not complied with any requirement of this clause, VENHA PRA NUVEM may delay the provision of Products or Services until the Customer has complied. If you fail to comply within a reasonable period, VENHA PRA NUVEM may terminate this Agreement and will not be liable for any damage you may suffer as a result. The commencement of the Services is subject to a cooling-off period of seven days which will be interrupted if the Service in question is made available to the Customer during this period.
The Customer confirms that all statements made and the information sent to VENHA PRA NUVEM are true and correct. VENHA PRA NUVEM reserves the right to request proof of any facts or complaints. Customer also undertakes to provide VENHA PRA NUVEM with information necessary in the provision of the selected Services and (where applicable) consent to the use or sharing of such information with third parties to comply with regulatory conditions (such as Domain Registration Lists) within the guidelines of applicable privacy legislation.
VENHA PRA NUVEM reserves the right, at any time, to request verification of the identity of the Primary Account Holder. Failure to produce such verification may result in summary suspension or cancellation of products and services.
The Client (or Customer’s agent) certifies that the Client is over 18 years old, has full contractual capacity and (in the case of an agent) is duly authorized by the Client to contract on behalf of the Client.
VENHA PRA NUVEM’s website and connected systems are designed to facilitate the reasonable use of managed geek products and services.
VENHA PRA NUVEM reserves the right to suspend or fire users who are improperly using system resources to prevent billing, modeling, suspension, or any other system controls, or exploiting bugs or limitations in system design to enforce system controls or commit crimes.
VENHA PRA NUVEM reserves the right to consider an activity as “irrational exploitation of the system” and will take appropriate action based on the circumstances and severity of the incident.
The Order of Service and this Agreement, the Services or the interpretation of the supporting documents shall be governed by the laws of the Federative Republic of Brazil andthe courts of Brazil shall decide any disputes.
If customer or his team engages in behavior that is in violation of the Acceptable Use Policy or may be considered offensive to VENHA PRA NUVEM or its team, VENHA PRA NUVEM reserves the right to suspend or terminate customer services, regardless of the form and means of such abuse.
If any of the terms of this document is found to be invalid, illegal or unenforceable, such terms shall be enforceable from the remaining terms, which shall continue to be valid and enforceable.
VENHA PRA NUVEM reserves the right to remove any content hosted by a Customer that it deems illegal or contrary to the AUP or for which it has received a withdrawal notice. You shall not have the right to assign or assign any rights and/or obligations you may have under this Agreement to any third party, unless you consent in writing to VENHA PRA NUVEM.
Terms Subject to change
The services managed by VENHA PRA NUVEM may change the General Terms and Terms of Service at any time. The changed versions will be published on the Site. The Customer also has the duty to keep informed of the latest version of the above documents by accessing the Site regularly. If you object to any change, you may terminate the Agreement, and termination will enter into force at the end of the normal notice period.
If VENHA PRA NUVEM changes its Rates, the change should occur as described in this clause.
Interactions with the TEAM and CUSTOMERS of the COME PRA NUVEM Brand will be held responsible for their conduct with the TEAM OF VENHA PRA NUVEM and in the public domain with respect to allegations or malicious conduct directed to VENHA PRA NUVEM or his team.
Abusive behavior, including (but not limited to) aggression, language or offensive conduct, including threats or any kind of intimidation on a forum or directed at VENHA PRA NUVEM or its staff will be considered abusive and will not be tolerated. Such conduct may constitute a violation of AUP and VENHA PRA NUVEM reserves no right to suspend or terminate services to a Customer in such cases.
Customers who use public platforms to spread slander, false allegations or unjustifiably or maliciously diminish the reputation or public perception of the COME PRA NUVEM brand may have their Services suspended or terminated, depending on the severity and circumstances of the incident, and may also be considered contrary to the AUP.
VENHA PRA NUVEM cannot guarantee the provision of the requested Service upon receipt of an Application. The provision of the Service is subject to VENHA PRA NUVEM confirming that it is technically feasible to do so. Applicants will be formally notified upon receipt of a Request whether or not the Service can be provided.
Choice of Services and Products
While VENHA PRA NUVEM will endeavor to provide customer advice, customer is solely responsible for ensuring that their choice of product or Service complies with their requirements or desired outcome.
VENHA PRA NUVEM is not responsible for compensation, costs or damages resulting from incorrect selection of products or services, or delays resulting in the rectification of such errors.
Registration for products and services is subject to the cooling period described in Section 44 of the Electronic Communications and Transactions Act (“The ECT Law”).
VENHA PRA NUVEM provides Services based on the information provided by the Customer, and VENHA PRA NUVEM does not offer any warranty as to the adequacy of the Services beyond the requirements expressed by the Customer.
VENHA PRA NUVEM reserves no right to discontinue certain Services if it deems it necessary. VENHA PRA NUVEM will provide the Service for the remainder of the time it has been paid for orprovide the Customer with a refund for a prepaid Service.
Payment and Penalties
Unless otherwise agreed: Billing will begin on the date the provision of the Service begins. Partial months will be charged pro rata. Services are charged in advance and all invoices must be paid by the Customer in advance.
All overdue billed Services are payable upon presentation of an invoice. All fees and other amounts payable are quoted exclusively from VAT, unless otherwise stated.
VENHA PRA NUVEM only accepts debit and credit card payments for Services, and will only accept alternative payment in specific circumstances and only by prior agreement at the discretion of VENHA PRA NUVEM..
Monthly Customer Rate Debit Orders will be sent monthly in advance on the first Business Day of the month. This will apply to both debit order payments and credit card payments.
VENHA PRA NUVEM will not accept any responsibility or liability for delays, suspensions or impact on the Services due to the use of payment methods not approved by the Customer.
Unpaid debit requests declined credit cards, or any other payment irregularity resulting in non-payment may result in immediate suspension of the Services (which may not be limited to the specific Service in question).
VENHA PRA NUVEM retains the right to suspend any Services for non-payment and retain such Services until all delays are resolved in full on all products and Services.
VENHA PRA NUVEM reserves its rights to change its prices at any time in reasonable notice, which will not be less than 30 days, according to the minimum term of the Agreement.
VENHA PRA NUVEM may charge an Administration Fee for failed or returned payments, regardless of payment method or reason for non-payment. Such administration fees are payable immediately and in conjunction with the outstanding fees that resulted in non-payment.
Administration fees will be calculated on a sliding scale based on the number of non-payment incidents in the Customer’s payment record. Non-payment of Administration Fees will be considered non-payment and will be subject to the same terms.
Once charged, Administration Fees are not recoverable or reversible, regardless of whether payment is made within the prescribed time frame. If Customer Services are suspended or terminated for any reason, including non-payment, the VENHA PRA NUVEM may charge a Reconnection Fee for subsequent reactivation of the Services.
Reconnection fees are paid in full before any Service can be reactivated once suspended.
VENHA PRA NUVEM may charge multiple reconnection fees where multiple products are affected and may charge “increasing” penalties for repeated non-payment violations.
Any prior leniency demonstrated in this regard shall not prejudice the right of Geek’s Managed Services to fully enforce such penalties at any time (at its discretion).
The reconnection of the Services may be subject to a waiting period of up to 72 hours at the discretion of VENHA PRA NUVEM, regardless of when payment is received or released.
In cases of suspension of Services for non-payment, VENHA PRA NUVEM reserves the right to charge both reconnection fees and administration fees. Any penalty fee must be settled in full prior to the reconnection of the affected services. Both administration and reconnection fees will not exceed R$ 400.00 (charged on a sliding scale based on the number of non-payment incidents), and this amount is based on (but is not limited to) a reasonable estimate of accumulated administrative costs (such as labor), bank penalties, and resurrection charges charged by payment carriers.
In the case of billing disputes, the burden is on the Customer to raise such disputes in a long time to avoid interruption of services while billing is in dispute.
Indemnities will be made to customers with successful disputes through credit or account repayment, at the discretion of VENHA PRA NUVEM. VENHA PRA NUVEM reserves the right to terminate services where a Customer has shown a repeated disregard for payment terms and consistently does not make scheduled regular payments on time and using approved payment methods.
The conditions of termination will be based on guidelines determined at the discretion of VENHA PRA NUVEM and may vary.
The means and terms of termination will be determined at the discretion of VENHA PRA NUVEM. The notice of termination will be provided in the best possible way from VENHA PRA a NUVEM,but VENHA PRA NUVEM will not beheld liablefor claims or requests for additional provision of services once a Customer’s services have been terminated due to non-payment.
Interest will be charged on any amount that is not yet paid by the Customer beyond the due date: The interest rate will be 2% (two percent) above the overdraft rate (percent, per year), up to a maximum of 2% per month.
The overdraft fee will be charged by VENHA PRA NUVEM bankers at the time, which will be evidenced by a certificate issued by any manager of that bank, whose authority will not be required to prove.
Interest will be calculated from the due date of the payment to the actual payment date, both days inclusive, and will be accumulated monthly in arrears.
The Client agrees and undertakes to pay the interest.
By accepting these terms, Customer authorizes VENHA PRA NUVEM to issue and deliver payment instructions to VENHA PRA NUVEM banker for collection against Customer’s account at Customer’s Bank (or any other bank or agency to which customer may transfer the account) provided that the sum of such payment instructions never exceeds the obligations agreed in the Agreement and continues until this Authority and Mandate is terminated by the Customer, giving notice of VENHA PRA NUVEM in writing of not less than 20 ordinary working days, and sent by email or delivered to the address of VENHA PRA NUVEM.
If the payday falls on a Sunday, or recognized Brazilianholiday, the payday will automatically be the previous ordinary business day.
The Client understands that the authorized withdrawals will be processed through a computerized system provided by the Brazilian Banks and also understands that the details of each withdrawal will be printed on the Customer’s bank statement.
Each transaction shall contain a number, which shall be included in such payment statement and, if provided to the Customer, shall allow the Customer to identify the Agreement.
A payment reference is added before any payment statement is issued.
Mandate: The Customer acknowledges that all payment instructions issued byla VENHA PRA NUVEM will be treated by the Customer Bank as if the instructions had been issued by the Customer personally.
Cancellation: Customer agrees that although this Authority and Mandate may be cancelled by customer, such cancellation will not cancel the Agreement. The Customer shall not be entitled to any refund of the amounts that VENHA PRA NUVEM withdrew while this Authority was in force, if such amounts were legally due to VENHA PRA NUVEM..
Attribution: Customer acknowledges that this Authority may be transferred or assigned to third parties if the Agreement is also assigned or assigned to that third party, but in the absence of such attribution of the Contract, this Authority and Mandate may not be assigned to third parties.
Term and Termination
VENHA PRA NUVEM operates on 24-month contracts. The Customer must notify you of the termination of the VENHA PRA NUVEM in writing.
Cancellation of any Service is the customer’s responsibility. The Customer is responsible for ensuring that such cancellation of the Service is triggered with due attention to the cancellation terms, as well as cancellation conditions that require the Customer to specifically indicate a necessary process.
If the Customer incorrectly completes the cancellation process, a VENHA PRA NUVEM will not beresponsible l for any additional costs or compensation due to the error.
Either party may terminate this Agreement and any provision of services where there is a breach of this Agreement by the other that has not been remedied within seven (7) days of receipt of written notice to do so.
Customer acknowledges that VENHA PRA NUVEM may terminate this Agreement by written notice, including email, and without liability in the event of termination of its Agreement with an upstream licensee relevant to the provision of any Connectivity Service.
VENHA PRA NUVEM reserves the right to disable or terminate selected free products, such as Email, if they are not used within a prescribed period or at the sole discretion of VENHA PRA NUVEM.
This termination will occur automatically, according to the product specifications, and may occur without notice.
VENHA PRA NUVEM accepts no liability if such termination occurs, and no warranty is made regarding the availability of these products in the future. For example, if an Email is deleted if not used within 90 days, a VENHA PRA NUVEM does not guarantee that the number can be made available again, and accepts no responsibility for any consequences that result in the deletion of the product.
VENHA PRA NUVEM reserves the right to terminate products provided as Free Products in which a violation occurred (such as non-payment) in relation to other products, even if such violation has a direct or indirect influence on the provision of Free Product services.
The parties agree that in the event of a breach of this Agreement by the Customer, which causes THE VENHA PRA NUVEM to suffer damages of any nature, THE VENHA PRA NUVEM will not be obliged to attach any hardware of the Client running, and shall have the right to withhold a attachment on such hardware in the reduction of any debt owed by the Customer to VENHA PRA NUVEM.
If a VENHA PRA NUVEM agrees to the acquisition or transfer of any or all of its Services to another company, such Service and Service Agreements will be transferred to the acquiring entity.
Affected customers will be notified of such changes and any potential impact on their Service Agreement within the minimum term (30 days) of the Agreement.
Customer information and privacy
Customers who sign up for the Services as a Primary Contact are considered “the Customer” and no other party will have access to or authority to the Customer Account, even if it is a recipient or affiliate of customer’s third parties.
VENHA PRA NUVEM will observe all the privacy of information best practices, in accordance with the applicable laws of Brazil, including the Personal Information Protection Act(POPI) of 2013. Customer agrees to the processing of personal information from VENHA PRA NUVEM in a manner consistent with the Service provided.
When customer’s use of a Service leads to the transmission of Personal Information to or from the FederativeRepublic ofBrazil, the Customer acknowledges that it has the duty to comply with any relevant legal provisions that convey the privacy of data in the Federative Republic of Brazil or in any foreign country to which the Personal Information is transmitted.
Customer warrants that it has obtained the consent of any third party to use the Personal Information a in this manner, or otherwise that such processing is legal, and indemnifies VENHA TO CLOUD for any claim brought by third parties as a result of its failure to do so.
VENHA PRA NUVEM may retain backups as a matter of course for up to one year after termination, and Customer agrees to such retention. However, a VENHA PRA NUVEM offers no guarantee regarding the effectiveness of such backups (if any).
VENHA PRA NUVEM will implement measures in line with industry best practices to ensure the security of the VENHA PRA NUVEM System and the physical security of THE CLOUD’S COMEFACILITIES facilities, but it makes no guarantee that security breaches will not occur.
If you discover a security breach or believe that a security breach is imminent, you must immediately notify VENHA PRA NUVEM in an appropriate manner that does not further compromise security concerns.
If you suffer damage as a result of the loss or corruption of Customer Data through a security breach, you will be liable for the damage if the breach was customer’s fault.
The Customer shall not do anything that could harm the security of the VENHA PRA NUVEM Systems, and shall take all reasonable steps necessary to ensure that: no illegal access is obtained to the installations of VENHA PRA NUVEM, VENHA PRA NUVEM System or the Customer’s own system; no Malicious Code is entered into the VENHA PRA NUVEM System; and Customer Data is protected.
If a security breach occurs, or THE VENHA PRA NUVEM is of the view that a security breach is imminent, THE VENHA PRA NUVEM can take the measures it deems necessary to maintain the proper functioning of the VENHA PRA NUVEM System, including without limitation: changing the access codes and passwords of the Customer (or those of any user of the VENHA PRA NUVEM System) and preventing access to the VENHA PRA NUVEM System.
VENHA PRA NUVEM takes reasonable steps to provide disaster recovery but does not guarantee that the recovery will be successful or that it will be completed within any time frame. The Client must give his full cooperation to VENHA PRA NUVEM in any investigation that may be carried out bya VENHA PRA NUVEM in relation to a security breach.
If customer is providing any Service to third parties using the VENHA PRA NUVEM System, Customer shall contractually bind such third parties to equivalent security terms as set forth in this clause. A VENHA PRA NUVEM may, in written notice, inspect the Customer’s installation and customer equipment located atthe facilities of VENHA PRA NUVEM to ensure compliance with the construction regulations and restrictions agreed between the parties.
Suspension or Termination of VENHA PRA NUVEM may, subject to this Agreement or Acceptable Use Policy, suspend or terminate a Customer’s services in its absolute discretion, providing e-mail notice if: Customer commits a serious or repeated breach of the Agreement or customer engages in any conduct that ina the opinion of VENHA PRA NUVEM would have a negative impact on a VENHA PRA NUVEM,other customers or the team ofa VENHA PRA NUVEM or is detrimental to the welfare, good order or character of VENHA PRA NUVEM;or any part of the Fees is not paid in full when unsuccessful; or the information provided by the Customer to VENHA PRA NUVEM is considered incorrect or false; THE VENHA PRA NUVEM have reasonably to believe that customer’s use of the Services may result in the commission of a crime or otherwise is illegal.
VENHA PRA NUVEM reserves the right to effect such suspension or termination without notice, depending on the severity of the violation, but will undertake to inform Customers whenever possible.
Upon such suspension or termination, such Customers: will not be eligible for reimbursement/compensation unless at THE DISCRETION of THE VENHA PRA NUVEM; may still be prevented from enrolling in any CLOUD-LIKE Services in the future; may be reported to government agencies, such as ISPA, for listing purposes; and may be listed with applicable authorities and credit agencies. The suspension period will be reasonable under the particular circumstances which gave rise to the suspension.
LIMITATION OF LIABILITY AND INDEMNIFICATION
THE MANAGED SERVICES OF VENHA PRA NUVEM SHALL NOT BE LIABLE TO THE CUSTOMER OR ANY THIRD PARTY IN CONNECTION WITH ANY AND ALL DAMAGES, LOSSES, CLAIMS OR COSTS, OF ANY NATURE, AND INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES SUFFERED BY THE CUSTOMER OR THIRD PARTIES, SUCH AS ANY DAMAGES ARISING, AND SERVICES MANAGED BY VENHA PRA NUVEM,IN ADDITION, WILL NOT BE RESPONSIBLE IF THE LOSS WAS THE RESULT OF THE ACT OR OMISSION OF AN EMPLOYEE OF SERVICES MANAGED BY VENHA PRA NUVEM,VICARIATE OR STRICT LIABILITY.
If VENHA PRA NUVEM is, however, liable, the quantum of responsibility of VENHA PRA NUVEM will not exceed the monthly or pro-rata fees due to the Service that caused the loss in the last 3 (three) months, regardless of whether the claim arises through negligence onthe part of VENHA PRA NUVEM or any other cause.
USE OF THE SERVICES INDICATES THAT THE CUSTOMER INDEMNIFIES AND HOLDS HARMLESS MANAGED SERVICES FROM COME TO THE CLOUD IN CONNECTION WITH ANY DAMAGES, LOSSES OR COSTS, OR CLAIMS INSTITUTED AGAINST MANAGED SERVICES FROM VENHA PRA NUVEM ARISING OUT OF ANY APPLICATION OR SUBSCRIPTION OR USE OF ANY SERVICE OR VIOLATION OF THE TERMS AND CONDITIONS APPLICABLE TO IT.
These limitations on liability and indemnification apply to the benefit of affiliates, directors, directors, directors, employees, employees, contractors, agents and other representatives, as well as to third parties whose networks are connected to the VENHA PRA NUVEM System. Nothing contained in this clause shall limit Customer’s liability in relation to charges incurred by ongoing Services.
If Consumer Protection Act 68 of 2008 applies to this Agreement, and any provision of this provision of this provision is held by a court or tribunal having jurisdiction over the CLOUD COME TO BE UNFAIR, Unreasonable or Unfair, then that provision (be it a word, phrase) will be cut off, and the remainder of this clause will have full force and effect.
In the event of ambiguity, this clause shall prevail over any expression of the parties’ intent, express or implied, that may be contained elsewhere in this Agreement. THE MANAGED SERVICES OF VENHA PRA NUVEM shall not be liable for non-performance under this Agreement to the extent that non- performance is caused by events or conditions beyond the control ofa VENHA PRA NUVEM,provided that a VENHA PRA NUVEM makes all reasonable efforts to perform. It is expressly recorded that, forthe purposes of this clause, circumstances beyondthe control of VENHA PRA NUVEM will be considered and the force majeure provisions will be applied: a failure of the PSTS provider that affects the Service/s; the non-performance, the inability to perform or delay the performance of the PSTS provider in relation to the supply of equipment, services and/or facilities to VENHA PRA NUVEM that affect the Services/s; and/or acts or omissions of any government, government agency, provincial or local authority or similar authority, any laws or regulations that have the force of law, civil conflicts, riots, insurrection, sabotage, acts or war or public enemy, illegal strikes, interruption of transport, blockades, floods, storms or fires.
All customer requests for provisioning, modification or termination of the Services, and for modification of contact and other Personal Information must be made in writing and VENHA PRA NUVEM reserves the right to ignore any request made in any other way.
The parties choose their addresses where they will accept the service of any notices/documents for all purposes (except as described in the above clause) arising out of this Agreement (domiciliium citandi et executandi). Any party may vary your postal address or other contact details by notifying the other party in writing.
Any notice given under this Agreement shall be in writing and any notice given by any party to another (“the recipient”) that: is delivered by hand shall be deemed to have been received by the recipient on the date of delivery;
or if faxed during Business Hours, after the production of a satisfactory transmission report by the fax machine that sent the fax and if out of such Working Hours, then at the beginning of the next Business Day; or is transmitted by e-mail will be deemed to have been received upon confirmation of receipt (not automated receipt) of the same by the recipient; or is posted by registered prepaid mail from an address within the Federative Republic of Brazil to the recipient in your chosen postcard will be deemed to have been received by the recipient on the 7th (seventh) after the posting date.
In spite of the foregoing: any notice that VENHA PRA NUVEM sends by e-mail to an email account hosted onthe SYSTEM of VENHA PRA NUVEM by the Customer will be deemedto have been received by the Customer on the date of transmission; and if a written notice or communication is actually received by one of the other parties, this will be the appropriate written notice or communication to that party.
Notification of Infringements
In terms of section 75 of the Electronic Communications and Transactions Act (“the Law”) East Coast Access has designated the Association of Internet Service Providers (ISPA) as an agent to receive notifications of violations as defined in Section 77 of the Act.
Only a written variation, waiver or cancellation agreed upon by both parties shall be of any effect.
Applicable Law & Jurisdiction: The law of the Federative Republic of Brazil shall apply to this Agreement, its interpretation and any matter or dispute relating to or arising therefrom, and the parties shall consent to the jurisdiction of the courts of the Federative Republic of Brazil in this regard.
Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the Federative Republic of Brazil and all disputes, actions and other matters relating to it shall be determined in accordance with Brazilian law by a Brazilian court with jurisdiction.
Survival: For the avoidance of doubt, any provision of this Agreement that anticipates any right or duty that extends beyond the termination or expiration of this Agreement shall survive the termination or expiration of this Agreement and shall continue in full force and effect.
No indulgence: If one of the parties chooses not to apply any part of this Agreement, it does not mean that the party cannot impose that party at a later time. If any part of the Agreement is found to be unenforceable, the rest will still be enforceable.
Representatives: Signatories acting in representative capacities warrant that they are authorized to act in such capacities and accept personal liability under this Agreement if they prove not to be so authorized.
Read below: If a provision of this Agreement is reasonably capable of an interpretation that makes that provision valid and enforceable and an alternative interpretation that renders it null, illegal, invalid or unenforceable, then that provision shall be construed, as far as possible, to be limited and read to the extent necessary to make it valid and enforceable.
In the event that any part of this Agreement is found to be partially or wholly unenforceable because it does not comply with any law, or for any other reason, this shall not affect the application or enforceability of the remainder of this Agreement.