Effective Date: October 11, 2016 | Last Updated Date: October 11, 2016
The website located at www.viromedia.com (collectively, with any other Viro Media website, the “Website”) is operated by Viro Media Inc., (“Viro Media”, “we” or “us”). Our Website provides information about and access to our platform, which allows developers (“Developers” and each a “Developer”) to create and publish virtual reality applications (collectively, with all other products, resources and/or services that we provide or make available through the Website, the “Services”). You may access the Site and Services as a Developer or as a visitor.
1. Use of the Services and Viro Media Properties. The Website, the Services, and the information and content available on the Website and the Services (as these terms are defined herein) (collectively, the “Viro Media Properties”) are protected by copyright laws throughout the world. Subject to the Terms, Viro Media grants you a limited license to reproduce portions of Viro Media Properties for the sole purpose of using the Services for your personal or noncommercial, internal purposes. Unless otherwise specified by Viro Media in a separate license, your right to use any Viro Media Properties is subject to the Terms. You acknowledge and agree that Viro Media may update Viro Media Properties with or without notifying you. You may need to update third-party software from time to time in order to use Viro Media Properties.
1.1 Viro Media Content and Registered User Content Usage. As a User, You may view, access and download Viro Media Content. If You are a Registered User (defined below), You are able to view, access and download Viro Media Content as well as upload and publish Registered User Content to the Viro Media Properties.
1.2 Certain Restrictions. The rights granted to you in the Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit Viro Media Properties or any portion of Viro Media Properties, including the Website, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Viro Media Properties (including images, text, page layout or form) of Viro Media; (c) you shall not use any metatags or other “hidden text” using Viro Media’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Viro Media Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access Viro Media Properties in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of Viro Media Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in Viro Media Properties. Any future release, update or other addition to Viro Media Properties shall be subject to the Terms. Viro Media, its suppliers and service providers reserve all rights not granted in the Terms. Any unauthorized use of Viro Media Properties terminates the licenses granted by Viro Media pursuant to the Terms.
1.3 Third-Party Materials. As a part of Viro Media Properties, you may have access to materials that are hosted by another party. You agree that it is impossible for Viro Media to monitor such materials and that you access these materials at your own risk.
2.1 Registering Your Account. In order to access certain features of Viro Media Properties, such as the ability to upload and publish Registered User Content to Viro Media Properties, you will be required to become a Registered User. For purposes of the Terms, a “Registered User” is a User who has registered an account on the Website (“Account”).
2.2 Registration Data. In registering for the Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the Services’ registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (1) at least eighteen (18) years old; (2) of legal age to form a binding contract; and (3) not a person barred from using Viro Media Properties under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of Viro Media Properties by minors. You may not share your Account or password with anyone, and you agree to (1) notify Viro Media immediately of any unauthorized use of your password or any other breach of security; and (2) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Viro Media has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Viro Media has the right to suspend or terminate your Account and refuse any and all current or future use of Viro Media Properties (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account per platform or SNS at any given time. Viro Media reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use Viro Media Properties if you have been previously removed by Viro Media, or if you have been previously banned from any of Viro Media Properties.
2.3 Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Viro Media.
2.4 Necessary Equipment and Software. You must provide all equipment and software necessary to connect to Viro Media Properties. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing Viro Media Properties. By providing your cell phone number and using the Services, you hereby affirmatively consent to our use of your cellphone number for calls and texts in order to perform and improve upon the Services. Viro Media will not assess and charge for any calls, but standard message charges or other charged from your wireless carrier may apply.
3. Responsibility for Content.
3.1 Types of Content. You acknowledge that all Content, including Viro Media Properties, is the sole responsibility of the party from whom such Content originated. This means that a Registered User, and not Viro Media, is entirely responsible for all content that the Registered User uploads, posts, e-mails, transmits or otherwise makes available (“Make(s) Available/Made Available”) through Viro Media Properties (“Registered User Content”), and that the Registered User and other registered Users of Viro Media Properties, and not Viro Media, are similarly responsible for all Content they Make Available through Viro Media Properties (“Other User Content”). Other User Content, Registered User Content and Viro Media Content are collectively “Content”. Basically, a Registered User must have the right to add content before putting that content on our Service.
3.2 No Obligation to Pre-Screen Content. You acknowledge that Viro Media has no obligation to pre-screen Content (including, but not limited to, Other User Content), although Viro Media reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into the Terms, you hereby provide your irrevocable consent to such monitoring. Users and Registered Users acknowledge and agree that there is no expectation of privacy concerning the transmission of Content, including without limitation, any chat, text, or voice communications. In the event that Viro Media pre-screens, refuses or removes any Content, you acknowledge that Viro Media will do so for Viro Media’s benefit, not yours. Without limiting the foregoing, Viro Media shall have the right to remove any Content that violates the Terms or is otherwise objectionable.
3.3 Storage. Unless expressly agreed to by Viro Media in writing elsewhere, Viro Media has no obligation to store any Registered User Content that is Made Available on Viro Media Properties. Viro Media has no responsibility or liability for the deletion or accuracy of any Content, including Registered User Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of Viro Media Properties. You agree that Viro Media retains the right to create reasonable limits on Viro Media’s use and storage of the Content, including Registered User Content, such as limits on file size, storage space, processing capacity, and similar limits described in the web pages accompanying the Services and as otherwise determined by Viro Media in its sole discretion.
4. Fees and Purchase Terms.
4.1 General Purpose of Terms: Sale of Service, not Software. The purpose of the Terms is for you to secure access to the Services. All fees set forth within and paid by you under the Terms shall be considered solely in furtherance of this purpose
4.2 Payment. You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You must provide Viro Media with a valid credit card (Visa, MasterCard, or any other issuer accepted by us) or PayPal account (“Payment Provider”), or purchase order information as a condition to signing up for the Services. Your Payment Provider agreement governs your use of the designated credit card or PayPal account, and you must refer to that agreement and not the Terms to determine your rights and liabilities. By providing Viro Media with your credit card number or PayPal account and associated payment information, you agree that Viro Media is authorized to immediately invoice your Account for all fees and charges due and payable to Viro Media hereunder and that no additional notice or consent is required. You agree to immediately notify Viro Media of any change in your billing address or the credit card or PayPal account used for payment hereunder. Viro Media reserves the right at any time to change its prices and billing methods, either immediately upon posting on Viro Media Properties or by e-mail delivery to you.
4.3 Service Fees. You will be responsible for payment of the applicable fee for any Services (each, a “Subscription Fee”) at the time you create your Account. Except as set forth in the Terms, all fees for the Services are non-refundable.
4.4 Taxes. Viro Media’s fees are net of any applicable Sales Tax. If any Services, or payments for any Services, under the Terms are subject to Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Viro Media, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify Viro Media for any liability or expense we may incur in connection with such Sales Taxes. Upon our request, you will provide us with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this Section 4, “Sales Tax” shall mean any sales or use tax, and any other tax measured by sales proceeds, that Viro Media is permitted to pass to its customers, that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
4.5 Withholding Taxes. You agree to make all payments of fees to Viro Media free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of fees to Viro Media will be your sole responsibility, and you will provide Viro Media with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.
5.1 Viro Media Properties. Except with respect to any Registered User Content, you agree that Viro Media and its suppliers own all rights, title and interest in Viro Media Properties and Viro Media Content (including but not limited to, any titles, computer code, themes, objects, dialogue, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation and server software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, the Services, or Viro Media Properties. Subject to Your compliance with the Terms, Viro Media grants You a limited non-exclusive, non-sublicensable, revocable license to download, use, distribute, reproduce, modify, and publicly display, Viro Media Content solely for your own personal or noncommercial, internal business purposes. You may get additional commercial rights to Viro Media Properties and/or Viro Media Content under a separate commercial license agreement.
5.2 Trademarks. Viro, and other related graphics, logos, service marks and trade names used on or in connection with Viro Media Properties or in connection with the Services are the trademarks of Viro Media and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in Viro Media Properties are the property of their respective owners.
5.3 Other Content. Except with respect to Registered User’s content, you agree that you have no right or title in or to any content that appears on or in Viro Media Properties or Viro Media Content.
5.4 Registered User Content. Viro Media does not claim ownership of Registered User Content. However, when you as a Registered User posts or publishes Registered User Content on or in Viro Media Properties, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Registered User Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Registered User Content.
5.5 License to Registered User Content. Subject to any applicable account settings that you select, you grant Viro Media a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Registered User Content (in whole or in part) for the purposes of operating and providing Viro Media Properties to you and to our other Users. Please remember that other Users may search for, see, use, modify and reproduce any of Registered User Content that you submit to any “public” area of Viro Media Properties. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Registered User Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Viro Media, are responsible for all of Registered User Content that you Make Available on or in Viro Media Properties.
5.6 Username. Notwithstanding anything contained herein to the contrary, by submitting Registered User Content to any forums, comments or any other area on Viro Media Properties, you hereby expressly permit Viro Media to identify you by your username (which may be a pseudonym) as the contributor of Registered User Content in any publication in any form, media or technology now known or later developed in connection with Registered User Content.
5.7 Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Viro Media through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that Viro Media has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Viro Media a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of Viro Media Properties.
6. Acceptable Use Policy. You agree that you will not, under any circumstances:
(a) Post Content that you know or believe to be false, misleading, fraudulent, or in any way deceptive to a viewer of said Content;
(b) Harass, stalk, defame, libel, defraud, threaten, infringe the privacy of, or tortuously injure the Site’s Users and customers;
(c) Upload, post, e-mail, transmit or otherwise Make Available any Content on Viro Media Properties that is (i) is unlawful, tortious, defamatory, vulgar, obscene, libelous, or racially, ethnically or otherwise objectionable; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening, or promotes violence or actions that are threatening to any other person; or (v) promotes illegal or harmful activities;
(d) Infringe on our Intellectual Property Rights (“IP Rights”) or the IP Rights of third parties, which may encompass copyright, patent, trademark, trade secret, or other proprietary rights;
(e) Harvest, collect, gather or assemble information or data regarding other Users, including e-mail addresses, without their and our consent;
(f) Interfere with, disrupt, or create an undue burden on servers or networks connected to the Services or violate the regulations, policies or procedures of such networks;
(g) Attempt to gain unauthorized access to the Services, other computer systems or networks connected to or used together with the Services, through password miming or other means;
(h) Harass or interfere with another user’s use and enjoyment of the Services;
(i) Introduce software or automated agents or scripts to the Services so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape, or mine data from the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Services for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials);
(j) Interfere with our ability to provide Services to our Users and subscribers including but not limited to violating or attempting to violate any security feature, introducing viruses, worms, or similar harmful code into the Services or linking to websites or other applications that contain viruses, worms, or similar harmful code, or by overloading, “flooding,” “spamming,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(k) Make Available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(l) Systematically retrieve data or other content from our Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilations, database, directory or the like, whether by manual methods, through the use of bots, crawlers, spiders, or otherwise;
(m) Use, display, mirror or frame the Services, or any individual element within the Services, including our marks or other proprietary information, or the layout and design of any page or form contained on a page, without or express written consent;
(n) Use any unauthorized software that accesses, intercepts, “mines” or otherwise collects information from or through the Services or that is in transit from or to the Services, including, but not limited to, any software that reads areas of RAM or streams of network traffic used by the Services; and
(o) Except to the extent expressly authorized by the Terms, reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purpose any portion of Viro Media Properties (including your Account) or Viro Media Content, or access to or use of Viro Media Properties, or market any goods or services for any business purposes
7. Investigations. Viro Media may, but is not obligated to, monitor or review Viro Media Properties and Content at any time. Without limiting the foregoing, Viro Media shall have the right, in its sole discretion, to remove any of Registered User Content for any reason (or no reason), including if such Content violates the Terms or any applicable law. Although Viro Media does not generally monitor user activity occurring in connection with Viro Media Properties or Content, if Viro Media becomes aware of any possible violations by you of any provision of the Terms, Viro Media reserves the right to investigate such violations, and Viro Media may, at its sole discretion, immediately terminate your license to use Viro Media Properties, or change, alter or remove Registered User Content, in whole or in part, without prior notice to you.
8. Indemnification. You agree to indemnify and hold Viro Media, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Viro Media Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Registered User Content; (b) your use of, or inability to use, Viro Media Properties; (c) your violation of the Terms; (d) your violation of any rights of another party, including any Users; or (e) your violation of any applicable laws, rules or regulations. Viro Media reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Viro Media in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, the Terms or your access to Viro Media Properties.
9. Disclaimer of Warranties and Conditions.
9.1 As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF VIRO MEDIA PROPERTIES, VIRO MEDIA CONTENT AND OTHER USER CONTENT, IS AT YOUR SOLE RISK, AND VIRO MEDIA PROPERTIES AND VIRO MEDIA CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. VIRO MEDIA PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. VIRO MEDIA MAKES ABSOLUTELY NO WARRANTIES OR REPRESENTATIONS REGARDING THE TRUTHFULNESS, ACCURACY OR RELIABILITY OF THE CONTENT POSTED BY USERS THROUGH THE SERVICES. YOU HEREBY ACKNOWLEDGE AND AGREE THAT ALL CONTENT YOU ACCESS USING THE SERVICES IS AT YOUR OWN RISK.
(a) VIRO MEDIA PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) VIRO MEDIA PROPERTIES OR VIRO MEDIA CONTENT WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF VIRO MEDIA PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF VIRO MEDIA PROPERTIES OR VIRO MEDIA CONTENT WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN VIRO MEDIA PROPERTIES OR VIRO MEDIA CONTENT WILL BE CORRECTED.
(b) ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH VIRO MEDIA PROPERTIES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR PERSON, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS VIRO MEDIA PROPERTIES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
(c) THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. VIRO MEDIA MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM VIRO MEDIA OR THROUGH VIRO MEDIA PROPERTIES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
(e) From time to time, Viro Media may offer new “beta” features or tools with which its users may experiment. Such features or tools are offered solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at Viro Media’s sole discretion. The provisions of this section apply with full force to such features or tools.
9.2 No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT VIRO MEDIA PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD VIRO MEDIA PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
9.3 No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF VIRO MEDIA PROPERTIES. YOU UNDERSTAND THAT VIRO MEDIA DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF VIRO MEDIA PROPERTIES.
10. Limitation of Liability.
10.1 Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL VIRO MEDIA PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH VIRO MEDIA PROPERTIES OR VIRO MEDIA CONTENT, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR PERSONAL OR PROPERTY DAMAGE OR EMOTIONAL DISTRESS, WHETHER OR NOT VIRO MEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF VIRO MEDIA PROPERTIES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE VIRO MEDIA PROPERTIES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH VIRO MEDIA PROPERTIES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON VIRO MEDIA PROPERTIES; OR (5) ANY OTHER MATTER RELATED TO VIRO MEDIA PROPERTIES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
10.2 Cap on Liability. UNDER NO CIRCUMSTANCES WILL VIRO MEDIA PARTIES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT RECEIVED BY VIRO MEDIA AS A RESULT OF YOUR USE OF VIRO MEDIA PROPERTIES. IF YOU HAVE NOT PAID VIRO MEDIA ANY AMOUNTS DURING WHICH YOU FIRST ASSERT ANY SUCH CLAIM, VIRO MEDIA’S SOLE AND EXCLUSIVE LIABILITY SHALL BE LIMITED TO FIFTY DOLLARS ($50).
10.3 Registered User Content and Other User Content. VIRO MEDIA PARTIES ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, REGISTERED USER CONTENT AND OTHER USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
10.4 Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN VIRO MEDIA AND YOU.
11. Procedure for Making Claims of Copyright Infringement. It is Viro Media’s policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to Viro Media by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on Viro Media Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on Viro Media Properties of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Viro Media’s Copyright Agent for notice of claims of copyright infringement is as follows: firstname.lastname@example.org.
12.1 Violations. If Viro Media becomes aware of any possible violations by you of the Terms, Viro Media reserves the right to investigate such violations. If, as a result of the investigation, Viro Media believes that criminal activity has occurred, Viro Media reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Viro Media is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in Viro Media Properties, including Registered User Content, in Viro Media’s possession in connection with your use of Viro Media Properties, to (1) comply with applicable laws, legal process or governmental request; (2) enforce the Terms, (3) respond to any claims that Registered User Content violates the rights of third parties, (4) respond to your requests for customer service, or (5) protect the rights, property or personal safety of Viro Media, its Users or the public, and all enforcement or other government officials, as Viro Media in its sole discretion believes to be necessary or appropriate.
12.2 Breach. In the event that Viro Media determines, in its sole discretion, that you have breached any portion of the Terms, or have otherwise demonstrated conduct inappropriate for Viro Media Properties, Viro Media reserves the right to:
(a) Warn you via e-mail (to any e-mail address you have provided to Viro Media) that you have violated the Terms;
(b) Delete any of Registered User Content provided by you or your agent(s) to Viro Media Properties;
(c) Discontinue your registration(s) with the any of Viro Media Properties, including any Services or any Viro Media community;
(d) Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or
(e) Pursue any other action, which Viro Media deems to be appropriate.
13. Term and Termination.
13.1 Term. The Terms commence on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use Viro Media Properties, unless terminated earlier in accordance with the Terms.
13.2 Prior Use. Notwithstanding the foregoing, if you used Viro Media Properties prior to the date you accepted the Terms, you hereby acknowledge and agree that the Terms commenced on the date you first used Viro Media Properties (whichever is earlier) and will remain in full force and effect while you use Viro Media Properties, unless earlier terminated in accordance with the Terms.
13.3 Termination of Services by Viro Media. We reserve the right, in our sole discretion, to revoke or suspend your access to the Site or use of the Viro Media Services at any time without notification or liability to you or any other person, and for any reason or for no reason at all. If you have materially breached any provision of the Terms, if we are required to do so by law, we have the right to, immediately and without notice, suspend or terminate any Services or access to Viro Media Properties provided to you. If we become aware of any possible violations by you of the Terms, we reserve the right to investigate such violations. In the event that we determine, in our sole discretion, that you have breached any portion of the Terms, or have otherwise demonstrated inappropriate conduct, we reserve the right to (i) warn you via e-mail (to any e-mail address you have provided to us) that you have violated the Terms; (ii) notify and/or fully cooperate with the proper law enforcement authorities for further action; and/or (iii) pursue any other action which we deem to be appropriate. You agree that all terminations for cause shall be made in Viro Media’s sole discretion and that Viro Media shall not be liable to you or any third party for any termination of your Account.
13.4 Termination of Services by You. If you want to terminate the Services provided by Viro Media, you may do so by (a) notifying Viro Media at any time and (b) closing your Account for all of the Services that you use. Your notice should be sent, in writing, to Viro Media's address set forth below or to Viro Media’s email address.
13.5 Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination ofall Services also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Registered User Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Registered User Content associated therewith from our live databases. Viro Media will not have any liability whatsoever to you for any suspension or termination, including for deletion of Registered User Content. All provisions of the Terms, which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
13.6 No Subsequent Registration. If your registration(s) with or ability to access Viro Media Properties, or any other Viro Media community is discontinued by Viro Media due to your violation of any portion of the Terms or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access Viro Media Properties or any Viro Media community through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Viro Media Properties to which your access has been terminated. In the event that you violate the immediately preceding sentence, Viro Media reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
14. International Users. Viro Media Properties can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Viro Media intends to announce such Services or Content in your country. Viro Media Properties are controlled and offered by Viro Media from its facilities in the United States of America. Viro Media makes no representations that Viro Media Properties are appropriate or available for use in other locations. Those who access or use Viro Media Properties from other jurisdictions do so at their own volition and are responsible for compliance with local law.
15. General Provisions.
15.1 Electronic Communications. The communications between you and Viro Media use electronic means, whether you visit Viro Media Properties or send Viro Media e-mails, or whether Viro Media posts notices on Viro Media Properties or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Viro Media in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Viro Media provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
15.2 Release. You hereby release Viro Media Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of Viro Media Properties, including but not limited to, any interactions with or conduct of other Users or third-party websites of any kind arising in connection with or as a result of the Terms or your use of Viro Media Properties. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.
15.3 Assignment. The Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Viro Media’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
15.4 Force Majeure. Viro Media shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
15.5 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to Viro Media Properties, please contact us at: tos@Viro Media.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
15.6 Limitations Period. YOU AND VIRO MEDIA AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE TERMS, VIRO MEDIA PROPERTIES OR THE CONTENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
15.7 Governing Law and Jurisdiction. The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of Washington, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
15.8 Choice of Language. It is the express wish of the parties that the Terms and all related documents have been drawn up in English. C’est la volonté expresse des parties que la presente convention ainsi que les documents qui s’y rattacent soient rediges en anglais.
15.9 Notice. Where Viro Media requires that you provide an e-mail address, you are responsible for providing Viro Media with your most current e-mail address. In the event that the last e-mail address you provided to Viro Media is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Terms, Viro Media’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Viro Media at the following e-mail address:email@example.com.
15.10 Waiver. Any waiver or failure to enforce any provision of the Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
15.11 Severability. If any provision of the Terms is, for any reason, held to be invalid or unenforceable, the other provisions of the Terms will remain enforceable, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
15.12 Entire Agreement. The Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
16. International Provisions. The following provisions shall apply only if you are located in the countries listed below.
16.1 United Kingdom. A third party who is not a party to the Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of the Terms, but this does not affect any right or remedy of such third party which exists or is available apart from that Act.
16.2 Germany. Notwithstanding anything to the contrary in Section 12, Viro Media is also not liable for acts of simple negligence (unless they cause injuries to or death of any person), except when they are caused by a breach of any substantial contractual obligations (vertragswesentliche Pflichten).