PLEASE READ THIS USERS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING ANY OF THE WWW.VUITLIVE.COM WEBSITE OR RELATED SERVICES. IF YOU DO NOT AGREE WITH ANY PART OF THIS AGREEMENT PLEASE LEAVE THE SITE IMMEDIATELY.
Welcome to vuitlive.com, operated by Webmercials International ("VUITLIVE", "we" or "us").
By using the services offered on or through www.vuitlive.com (the "Vuitlive Website") you are agreeing to the terms and conditions set forth below (the "Terms of Service" or "TOS").
We reserve the right, at our discretion, to change, modify, add or remove portions of these Terms of Service at any time. You can always check out the most current version of these Terms of Service by revisiting this page at any time. You can determine when these Terms of Service was last revised by referring to the "Last Updated" legend at the end of this agreement.
In addition to these Terms of Service, your use of the Vuitlive Site and/or Services is governed by our Privacy Policy. You agree to Vuitlive's collection, use and sharing of your information as set forth in the Privacy Policy, which may be amended by us from time to time at our sole discretion. When using particular Services (as defined below), you will be subject to any posted terms or guidelines applicable to such services, and any other terms or conditions applicable to Services provided by or in conjunction with any of Vuitlive's content and service partners. The Privacy Policy and any posted terms or guidelines are hereby incorporated by reference into these Terms of Service.
If you do not understand and agree to these Terms of Service, please do not use the Vuitlive Website or any Services (as defined below), and do not register to be a member of Vuitlive. If you have any questions or concerns regarding these Terms of Service, please let us know by contacting us here. Do not use the Services until your questions and concerns have been answered to your satisfaction, and you agree to abide by the terms and conditions of these Terms of Service.
Overview: The Vuitlive Site offers a multidimensional service, with;
1. FREEpak Vuits (free with 3rd party advertising plus hosting all inclusive)*,
2. BASICpak Vuits (paid with no advertising including background music and professional voiceover of your choice plus hosting plus access to the media player library all inclusive)*,
3. VALUEpak Vuits (paid with advertising banners belonging to the client including background music plus professional voiceover of your choice plus free unlimited mobile streaming all inclusive)*,
4. VIRTUALpak Vuits (paid with advertising banners belonging to the client including background music plus professional voiceover of your choice plus free access to the 3D Virtual Tour Library plus free unlimited mobile streaming all inclusive)* and
5. CLASSICpak Vuits (paid with advertising banners belonging to the client plus free unlimited mobile streaming all inclusive)* choices which allows you to, among other things to
a. upload and broadcast publically or privately both high and standard definition video footage converted to play through the Vuitlive Media Players,
b. unload images and script combined with the associated ordering features and options to broadcast publically or privately through the Vuitlive Media Players,
c. receive emails enquiries from people watching your presentation,
d. have your presentation multicast on the top 5 video hosting sites,
e. utilize the IVCode (barcode) on all print & visual materials associated with your presentation that is viewed via a mobile/cellphone without any additional pay per view charges (not applicable to FREEpak and BASICpak).
Additional services may be offered by Vuitlive itself, or by a third party partner/service providers. Certain services may only be available to certain Vuitlive PAKS. Unless otherwise stated, these Terms of Service apply to all Services. All content and additional or replacement services made available through the Vuitlive Site that were not made available as of the "Last Updated" date above shall automatically be deemed to be part of the "Services" when first made available through the Vuitlive Site.
Use of the Services; Eligibility; Grant of Limited License: You may access the Vuitlive Site and use the Services for both commercial (excluding Radio, Television and Cinema*) and for non-commercial purposes. Use of the Vuitlive Services shall become void where prohibited. By accessing or otherwise using the Vuitlive Site and/or Services, you are acknowledging and agreeing, and representing and warranting that (a) you have read, understand, and agree to be legally bound and to abide by these Terms of Service, just as if you had signed a written agreement; (b) you have the right, authority and capacity to enter into this agreement and to abide by all the terms and conditions of these Terms of Service; and (c) if you are acting on the behalf of any person or entity, you are authorized to act on behalf of such party.
You must be an individual of 18 years of age or older to register or use the Services. If you are not yet 18 years old, do not use the Services. Notwithstanding anything to the contrary herein, to access, subscribe to, download, view and/or otherwise use the Vuitlive Site or Services for any "R Rated" material, you must be at least eighteen (18) years of age, and by accessing, subscribing, downloading, viewing and/or otherwise accessing such "R Rated" portion(s) of the Vuitlive Site, you certify that you are at least eighteen (18) years of age.
If you are not yet 18 years of age: Please have your parents or legal guardian review these Terms of Service with you, discuss any questions you might have, and give you their permission to register and use the Services with both your and their full understanding and consent to these Terms of Service. By using the Vuitlive Services, you are telling us that you and your parent or guardian have joined in this agreement.
If you are a parent or guardian: Parents and guardians are advised to exercise supervision over their minors online activities. If you do not agree to these Terms of Service, do not let your minor use the Services. If you have any further questions about our Services please take a look at our Frequently Asked Questions or contact us at. If you are the parent or guardian of a minor under 18 and believe that he or she is using the Services, please contact us.
Notice to parents/guardians: Presentations on the Vuitlive Site are member generated, some of which may contain "R-rated" material which may include nudity, violence or sensative topics. Vuitlive assumes no responsibility for filtering or monitoring the content viewed by its audience which is created by its members, though we do provide a best effrorts principal in “R-rated” content being in compliance with consumer acceptable standards. Accordingly parents or guardians of minor members shall be solely responsible for filtering and/or monitoring their minor’s use of the Vuitlive Site and/or Services.
We reserve the right at any time to
a) modify or discontinue some or all of the Vuitlive Services, including, but not limited to restricting the time the Vuitlive Services are available,
b) restricting the amount of use of the Vuitlive Services permitted,
c) restricting or terminating any user's right to use the Vuitlive Services, with or without notice,
d) charge fees in connection with the use of all or part of the Vuitlive Services,
e) modify and/or waive any fees charged in connection with the Vuitlive Services,
f) offer opportunities to some or all users of the Vuitlive Services.
You agree that neither we nor any of our affiliates shall be liable to you or to any third party for any modification, suspension or discontinuance of the Vuitlive Services, in whole or in part, or of any service, content or feature offered through the Vuitlive Services. Your continued use of the Services following the posting of changes to these TOS will constitute your acceptance of such changes.
Subject to the above, the terms and conditions set forth herein, and any applicable third party restrictions, Vuitlive grants you a revocable, non-transferable, non-exclusive and non-sublicensable limited right and license to create, view, use and access the Vuitlive Services to
a) incidentally view, print and download the images, text, graphics, photographs, audio, video, documents and other content to the extent made available by Vuitlive for such purposes on the Vuitlive Site, solely for your informational purposes and for your immediate, private and non-commercial use; and
b) make purchases of goods and services through links found on or via the Vuitlive Services. At all times you must retain all Vuitlive or third party copyright and proprietary notices contained in the original materials or any copies thereof. All rights to ownership or use not expressly stated herein are reserved by Webmercials International Pty Ltd, and Visual Matrix Studios Pty Ltd incorporating Vuitlive, disclaims any and all implied licenses.
Registration for Membership and Refund Policy: In order to use certain Vuitlive Services, you must become a registered user of the Vuitlive Site. You agree that Vuitlive Site user names may be refused, changed, removed or replaced by us for reasons including, but not limited to, using a user name to impersonate another person, if a user name is offensive or violates third party intellectual property, etc . Please note that your user name may be viewed by the public.
If you choose to register to use the Vuitlive Services, utilize the Vuitlive Site and/or participate in any Vuitlive promotions, you agree to
a) provide true, accurate, current and complete information about yourself as prompted by the Vuitlive registration form (such information being the "Registration Data") and
b) maintain and promptly update the Registration Data to keep it accurate. If you provide any information that is untrue, inaccurate, or incomplete, or Vuitlive has reasonable grounds to suspect that such is the case, Vuitlive has the right to suspend or terminate your account (including paid, membership accounts) and refuse any and all current or future use of the Vuitlive Site and/or Vuitlive Services (or any portion thereof).
In addition to any other Registration Data, to register on the Vuitlive Site you will be required to choose a password. You are solely responsible for maintaining the confidentiality of any password you may use to access the Vuitlive Services, and agree not to transfer your user name or password, or lend or otherwise transfer your use of or access to the Vuitlive Services, to any third party.
You are fully responsible for all activity that occurs in connection with your user name or password. You agree to immediately notify us of any unauthorized use of your user name or password or any other breach of security related to your account or the Services, and to ensure that you "log off"/exit from your account (if applicable) at the end of each session. We are not liable for any loss or damage arising from your failure to comply with any of the foregoing obligations.
Vuitlive fees may be subject to certain state, local or other relevant taxes. Current fees to Vuitlive (as well as fees to other subscriptions, should we make such subscription terms available) are non refundable except in our sole and absolute discretion. At that point, you cannot return or cancel your payment for a refund, and if your account is cancelled or terminated by you or by us, for any reason, you will lose and forfeit the remaining time on your subscription. The default setting for subscriptions is 6 months where applicable, with notice being sent offering your to extend your Vuitlive subscription per each Vuit (presentation) that you have created. If you have questions, feel free to contact us.
Profile Page: When you register for a Vuitlive Site account, a profile page will automatically be created for you and certain Registration Data will automatically be pre-populated in your profile page, including user name, logo and the date you registered as a Vuitlive Site user. You may choose to add information to or delete certain information from your profile page, but your user name and the date you registered as a Vuitlive Site user are required information for your profile page. Your profile page will also automatically display activity and any materials you have uploaded or otherwise submitted via the Vuitlive Services and marked "Public or Private" depending on your choice when creating your presentation. Please note that your profile page is not made public.
Material Storage and Delivery; Termination of Inactive Accounts: The amount of storage space and bandwidth for online and mobile/cellphone per member is only limited by which Vuitlive PAK you choose to create your presentation. Vuitlive may change the amount of storage space and/or bandwidth allocated from time-to-time in its sole discretion, dependant on new or updated products and services offered. Accounts may be terminated and/or deleted from the Vuitlive System if they remain inactive for a period of one year. In the event of a suspension or deletion of an account, materials (whether videos, still images, blogs, submissions or other communications) will no longer be accessible. Accounts may be archived, or materials may be purged at such time intervals as Vuitlive or its third party service provider(s) determine in their sole discretion. Some materials may not be stored, served or processed due to space constraints, serving/bandwidth limitations or disruptions in the system(s). You agree that Vuitlive is not responsible or liable for the deletion or failure to store, serve or process any materials or other information.
Vuitlive's Privacy Policy: Pursuant to Vuitlive's Privacy Policy, we do not disclose to third parties information contained in your Registration Data or related data unless we have sought your prior approval, but we may also disclose such information if we have a good faith belief that such action is reasonably necessary to comply with the law, legal process, or to enforce these Terms of Service. For more information, please see our full Privacy Policy.
A NOTE ABOUT COMMUNICATION PRIVACY: You should consider all communications to be public and not private communications unless you choose to make it private when creating your presentation. Although Vuitlive reserves the right to remove without notice any posting for any reason, we have no obligation to delete content that you may find objectionable or offensive.
Video/Image/Script/Music/Documents/Links “Content” Uploads: Content that you upload or otherwise transmit to Vuitlive through the Services shall at all times remain your sole and exclusive property. As such, you shall be solely responsible for your Content and the consequences of their posting or publication on or via the Vuitlive Services. Content uploads, like any Submissions (as defined below), are subject to VUITLIVE's PUBLIC TRANSMITAL STANDARDS policy below.
By submitting your Content, you hereby grant Vuitlive and its affiliates, successors and assigns a worldwide, non-exclusive, royalty-free, sub-licensable (through multiple tiers) and transferable license (with a right to create derivative works to the extent necessary to make the Content compatible with any Vuitlive Services), revocable upon removing the video from Vuitlive, to use, copy, transmit or otherwise distribute, perform, modify, incorporate into other works, publicly perform and display your videos or any portion thereof, in or through any medium, whether now known or hereafter created. Vuitlive shall also be entitled to use clips of any video that has not been designated "private" for the purpose of promoting the Vuitlive Site or Services, without compensation to the submitter; however, Vuitlive will not use your videos for any other commercial purposes without obtaining your prior approval.
You also grant each user (or specified users, if the Content is assigned as "private") of the Vuitlive Site or Services a limited, non-exclusive, non-transferable, personal and non-commercial license to access and view your Content through the Vuitlive Site or any other access point authorized by you and/or Vuitlive. This right to access and view your Content shall include, solely to the extent necessary, the right to copy, transmit or otherwise distribute, perform, publicly perform, create derivative works of, and display your Content. Unless assigned as "private," all Content will be deemed public information. No Content uploaded shall be subject to any obligation of confidence on the part of Vuitlive, and Vuitlive shall not be liable for any use or disclosure of any video.
When you remove or otherwise delete a video from the Vuitlive Services, the licenses granted by you to Vuitlive and the Vuitlive Site users shall terminate within a commercially reasonable time. You understand and agree, however, that Vuitlive may retain (but not display, distribute, or perform) server copies of videos that have been removed or deleted, and that Vuitlive shall have no obligation to attempt to remove from distribution any of your videos that are otherwise publicly available through the Internet or other publicly accessible channels or vehicles.
You agree to not use the Vuitlive Services (including, without limitation, the Vuitlive Site to:
a) upload, post, email or otherwise transmit any Submission that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
b) harm minors in any way;
c) impersonate any person or entity, including, but not limited to, an Vuitlive official, leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Submission transmitted through the Vuitlive Service;
e) solicit other users of the Vuitlive Site to join or become members of any online or other service;
f) upload, post, email or otherwise transmit any Submission that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
g) upload, post, email or otherwise transmit any Submission that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
h) upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation, except in those areas that may be designated for such purpose;
i) upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
j) disrupt the normal flow of dialogue, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
k) interfere with or disrupt the Vuitlive Services or servers or networks connected to the Vuitlive Services, or disobey any requirements, procedures, policies or regulations of networks or third party providers connected to, or providing the Services;
l) intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the Australian Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the Australian Stock Exchange, New York Stock Exchange, American Stock Exchange or the NASDAQ, and any regulations having the force of law;
m) "stalk" or otherwise harass another member or user of the Services; or
n) collect or store personal data about other users, or members.
Waiver; Representations & Warranties: By uploading or otherwise submitting Content, you waive the right to make any claim against Vuitlive or any of its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders related to the Content, including, but not limited to, unfair competition, intellectual property infringement, invasion of privacy, negligence, breach of implied contract or breach of confidentiality, and you further waive all moral rights, so-called "droits morales" and any right of attribution you may have in any materials uploaded or sent to us by you.
You represent and warrant that your Content or Submission:
a) shall be true, accurate, current, complete and not misleading,
b) shall not violate the rights of any third party, including, but not limited to, intellectual property and proprietary rights,
c) shall not be fraudulent or involve counterfeit or stolen information or items,
d) shall not violate any law, statute, ordinance or regulation, and
e) shall not create any liability for Vuitlive or any of its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders. You also agree to maintain and promptly update your video or Submission by means of the Services in order to keep that information true, accurate, current and complete, as necessary.
You further represent and warrant that (a) you own or have the necessary licenses, rights, consents and permissions to use and authorize Vuitlive to use all patent, trademark, trade secret, copyright or other proprietary rights in and to your Content or Submission to enable inclusion and use of the Content or Submission in the manner contemplated by this TOS; and (b) you have any and all necessary written or implied consents, releases, and/or permissions of each and every identifiable individual person in the Content or Submission to use the name, picture and likeness of each and every such identifiable individual person to enable inclusion and use of the Content or Submission in the manner contemplated by these Terms of Service.
Notice: User-Generated-Content Disclaimer; Option to Review/Remove: Vuitlive does not and cannot review all Content or Submissions posted to or created by users accessing the Vuitlive Services (including, but not limited to, the Vuitlive Site), and is not in any manner responsible for the content of these videos, communications, comments or postings, or the activities of the Vuitlive Website users.
You acknowledge that by providing you with the ability to view and distribute user generated content through the VuitliveServices (including, but not limited to, the Vuitlive Site), Vuitlive is merely acting as a passive conduit for the online creation and distribution of such information, and is not undertaking any obligation or liability relating to the content or the users' activities. Accordingly, Vuitlive does not guarantee the accuracy, integrity, completeness, non-infringement or quality of such content. Vuitlive and its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders do not undertake or assume any duty to monitor the Vuitlive Site for inappropriate content. You understand that by using the Vuitlive Site or Services, you may be exposed to content that is offensive, indecent or objectionable. Under no circumstances will Vutilive be liable in any way for any content, including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed or otherwise transmitted on or via the Vuitlive Site or Services. Vuitlive and its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders assume no responsibility or liability which may arise from the content thereof, including, but not limited to, claims for defamation, libel, slander, infringement, invasion of privacy and publicity rights, obscenity, pornography, profanity, fraud, or misrepresentation.
Notwithstanding the foregoing, Vuitlive reserves the right to (a) monitor some, all, or no areas of the channels, groups, comments and blogs for adherence to these or other rules that may be published from time to time; and (b) block or remove videos, comments, blog postings, submissions, content or materials that it determines to be (c) abusive, defamatory, or obscene, (d) fraudulent, deceptive, or misleading; (d) in violation of a copyright, trademark, patent, trade secret, intellectual property or other rights of another or (e) offensive or otherwise unacceptable to Vuitlive, in its sole discretion.
Vuitlive.Com 18 U.S.C. §2257 Compliance Notice: All pictures, graphics, videos or other visual media displayed on the Vuitlive Site are exempt from the provision of 18 U.S.C. section 2257 and 28 C.F.R. 75 because said visual media do not consist of depictions of conduct as specifically listed in 18 U.S.C. section 2256 (2) (A) through (D), but are merely depictions of non-sexually explicit nudity, or are depictions of simulated sexual conduct, or are otherwise exempt because the visual depictions were created prior to July 3, 1995.
The owners and operators of the Vuitlive Site and Services are not the primary producer (as that term is defined in 18 U.S.C. section 2257 or subsequent case law defining such) of any of the visual content contained in the Vuitlive Site.
Links/External Sites and Resources: The Services and certain Content and Submissions may contain, and other users or third parties may provide, advertisements for or links to other World Wide Web sites or resources. These sites and resources are not controlled by Vuitlive, and the mere existence of the link on the Vuitlive Site does not imply an endorsement or sponsorship by Vuitlive. External Web sites and resources are not subject to these Terms and Conditions or the Vuitlive Privacy Policy, and may be subject to other terms and conditions or policies posted therein. Because Vuitlive has no control over such sites and resources, you acknowledge and agree that Vuitlive is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, Submission, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Vuitlive shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Submission, goods or services available on or through any external site or resource. Your use of external sites or resources is at your own risk.
Disclaimer: Vuitlive and its service providers utilize diligent efforts to maintain the Services, but Vuitlive and its service providers are not responsible for any defects or failures associated with the Services, including, without limitation, the email service, streaming service, hosting service, broadcasting service or any damages (such as lost profits or other consequential damages) that may result from any such defects or failures.
Please Note the Following Important Disclaimers of Warranties: THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND YOU USE THEM AT YOUR SOLE RISK. VUITLIVE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY OTHER WARRANTY ARISING UNDER THE UNIFORM COMMERCIAL CODE, USAGE OF TRADE, COURSE OF CONDUCT OR OTHERWISE.
WITHOUT LIMITATION, VUITLIVE MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT THE RESULTS OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, OR THAT THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE VUITLIVE SERVICES, INCLUDING EMAILS, SUBMISSIONS, CONTENT OR OTHER MATERIALS OR COMMUNICATIONS SENT VIA THE VUITLIVE SERVICES, IS DONE AT YOUR SOLE RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.
FURTHER, PLEASE NOTE THAT NO ADVICE OR INFORMATION OBTAINED BY YOU FROM VUITLIVE PERSONNEL OR THROUGH THE VUITLIVE SERVICES SHALL CREATE ANY REPRESENTATION, WARRANTY OR GUARANTY NOT EXPRESSLY PROVIDED FOR IN THESE TERMS OF SERVICE.
Limitation of Liability: YOU EXPRESSLY UNDERSTAND AND AGREE THAT VUITLIVE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF VUITLIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (A) THE USE OR THE INABILITY TO USE THE VUITLIVE SITE OR SERVICES; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE VUITLIVE SERVICES; OR (E) ANY OTHER MATTER RELATING TO THE VUITLIVE SERVICES OR OPERATION OF THE VUITLIVE SITE. IN NO EVENT SHALL VUITLIVE 'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE VUITLIVE SITE.
You acknowledge and agree that Vuitlive and its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders shall not be responsible or liable for (a) any unauthorized access to or alteration of your Submission; (b) any Submission sent or received or not sent or received and (c) any Submission stored on storage devices owned, operated or controlled by Vuitlive. You acknowledge and agree that Vuitlive and its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers and shareholders shall not be responsible or liable for any Submission or conduct of any third party, including, but not limited to, content sent using and/or included within the Vuitlive Services provided by any other user of the Vuitlive Site or any third party licensors or suppliers of Vuitlive.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF ANY OF THE EXCLUSIONS SET FORTH IN THIS SECTION IS DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, THEN ALL SUCH EXPRESS, IMPLIED AND STATUTORY WARRANTIES SHALL BE LIMITED IN DURATION FOR A PERIOD OF THIRTY (30) DAYS AFTER THE DATE ON WHICH YOU FIRST ACCESS THE SERVICES, AND NO WARRANTIES SHALL APPLY AFTER SUCH PERIOD.
Indemnification: YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR PASSWORD AND ACCOUNT. FURTHERMORE, YOU ARE ENTIRELY RESPONSIBLE FOR ANY AND ALL ACTIVITIES WHICH OCCUR UNDER YOUR ACCOUNT. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS VUITLIVE, ITS PARENTS, AFFILIATES AND SUBSIDIARY COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS AND AGENTS FROM ANY AND ALL THIRD PARTY CLAIMS, LIABILITY, DAMAGES AND/OR COSTS (INCLUDING, BUT NOT LIMITED TO, LEGAL FEES) ARISING FROM YOUR USE OF THE VUITLIVE SITE OR SERVICES, YOUR VIOLATION OF THESE TERMS OF SERVICE OR YOUR INFRINGEMENT, OR INFRINGEMENT BY ANY OTHER USER OF YOUR ACCOUNT, OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR ENTITY. YOU AGREE TO IMMEDIATELY NOTIFY VUITLIVE OF ANY UNAUTHORIZED USE OF YOUR ACCOUNT OR ANY OTHER BREACH OF SECURITY KNOWN TO YOU.
Termination and Modification: In addition to any other rights or remedies available to it, Vuitlive reserves the right to immediately suspend, terminate, access and investigate the user account of any user upon receipt of a subpoena or law enforcement request, or when Vuitlive believes, in its sole discretion, that a user is transmitting or is otherwise connected with the distribution of unsolicited bulk email messages (SPAM) or any harassing email messages or posts, or with any fraudulent, misleading, illegal or otherwise objectionable activities. Because of the difficulty associated with quantifying damages, if actual damages cannot be reasonably calculated then you agree to pay Vuitlive liquidated damages of $100 for each piece of unsolicited bulk email transmitted from or otherwise connected with your account or the maximum liquidated damages permitted under law, whichever is greater; otherwise you agree to pay Vuitlive's actual damages, to the extent such actual damages can be reasonably calculated.
You agree that Vuitlive, in its sole and absolute discretion, may terminate your password, account (or any part thereof) or use of the Vuitlive Services, and remove and discard any Vuitlive Submission(s) or other content within the Vuitlive Services, for any reason, including, without limitation, for lack of use or if Vuitlive believes that you have violated or acted inconsistently with the letter or spirit of the Terms of Service. Vuitlive may also in its sole discretion and at any time discontinue providing the Services, or any part thereof, with or without notice. You agree that any termination of your access to the Services under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that Vuitlive may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Services. Further, you agree that Vuitlive shall not be liable to you or any third-party for any termination of your access to the Services.
The provisions of these Terms of Service pertaining to disclaimers, exclusion of damages, limitations of liability and indemnification shall survive termination.
Intellectual Property: You acknowledge that the Vuitlive Site and Services contain information, software, photos, video, text, graphics, music, sounds or other material (collectively, "Content") that are protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All Vuitlive generated Content and Content provided to Vuitlive by its partners and licensors is copyrighted individually and/or as a collective work under the U.S. copyright laws; further, Vuitlive owns a copyright in the selection, coordination, arrangement and enhancement of all Content and in the Vuitlive Site as a whole. Subject to your compliance with the TOS, and solely for so long as you are permitted by us to access and use the Vuitlive Services, you may download one copy of the materials on any single computer for your personal, non-commercial home use only, provided you keep intact all copyright and other proprietary notices, and are in compliance with these Terms of Service. Unless otherwise specified, modification of the Content or use of the Content for any other purpose, including use of any such Content on any other Web site or networked computer environment is strictly prohibited. In the event you download software provided by the Vuitlive Site, the software, including any files, images incorporated in or generated by the software, and data accompanying the software (collectively, the "Software") are licensed to you by us. We do not transfer title to the Software to you. Except as otherwise expressly authorized in writing in advance by us, you agree not to reproduce, redistribute, sell, modify, rent, lease, loan, adapt, translate, create derivative works based (whether in whole or in part) on, decompile, reverse engineer, disassemble, or otherwise reduce all or any part of the Vuitlive Services, including the Vuitlive Site, the Vuitlive Content or the Vuitlive Software.
The Vuitlive name and logo(s) are the exclusive property of Santa (VIC) Pty Ltd, or its affiliates. All other trademarks appearing on the Vuitlive Services are trademarks of their respective owners. Our partners or service providers may also have additional proprietary rights in the content which they make available through the Services. The trade names, trademarks and service marks owned by us, whether registered or unregistered, may not be used in connection with any product or service that is not ours, in any manner that is likely to cause confusion. Nothing contained on the Vuitlive Services should be construed as granting, by implication, estoppel or otherwise, any license or right to use any of our trade names, trademarks or service marks without our express prior written consent.
Third Party Intellectual Property; Copyright Notifications: Vuitlive respects the intellectual property of others, and we ask our users to do the same. Vuitlive may, in appropriate circumstances and at its discretion, terminate the accounts of users who infringe the intellectual property rights of others. Vuitlive will remove infringing materials in accordance with the Digital Millennium Copyright Act if properly notified that content infringes copyright. Our DMCA Notifications and Counter-Notifications process is available upon request via email, and is hereby incorporated by reference into these Terms of Service.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Vuitlive's Copyright Agent with a written notification containing all of the requisite information.
Similarly, if you believe that your work has been removed or disabled by mistake or misidentification, please provide the Vuitlive's Copyright Agent with a written counter-notification containing all of the requisite information.
Electronic Delivery/Notice Policy and Your Consent: By using the Services, you consent to receive from Vuitlive all communications including notices, agreements, legally required disclosures or other information in connection with the Services (collectively, "Contract Notices") electronically. Vuitlive may provide such electronic Contract Notices by posting them on the Vuitlive Site. If you desire to withdraw your consent to receive Contract Notices electronically, you must discontinue your use of the Vuitlive Site and Services.
Governing Law and Other Miscellaneous Terms: These Terms of Service (and any further rules, policies or guidelines incorporated by reference herein) shall be governed by and construed in accordance with the laws of the State of Victoria AUSTRALIA, without giving effect to any principles of conflicts of law, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods. You agree that the Vuitlive Site (and all Services) is deemed a passive website that does not give rise to personal jurisdiction over Vuitlive or its respective parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders, either specific or general, in any jurisdiction other than the State of Victoria AUSTRALIA. You agree that any action at law or in equity arising out of or relating to these terms, or your use or non-use of the Vuitlive Services, shall be filed only in the state courts located in the State of Victoria AUSTRALIA and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. You hereby irrevocably waive any right you may have to trial by jury in any such dispute, action or proceeding.
These Terms of Service (and any further policies or documents incorporated by reference herein) constitute the entire understanding between Vuitlive and users of the Vuitlive Site and Services concerning the subject matter hereof and may not be modified except by revised Terms of Service posted by Vuitlive. These Terms of Service, which may be modified or amended by Vuitlive from time to time, in its sole discretion, supersedes all prior understandings and agreements, whether written or verbal with respect to the subject matter hereof. If any of the provisions of these Terms of Service will contravene, or be invalid under, the laws of the particular jurisdiction where performed, such contravention or invalidity will not invalidate the whole agreement, rather these Terms of Service will be construed as if not containing the particular provision or provisions held invalid, and the rights and obligations of the parties will be construed and enforced accordingly. Notwithstanding the foregoing, the TOS does not modify, alter or amend any other specific agreement you have entered or will enter into with Vuitlive. To the extent that any provision of the TOS, or any supplemental agreement offered as any part of any registration for additional services on the Vuitlive Site or within the Services, conflicts with any provision of your other agreements with Vuitlive, the terms and conditions of such other agreement shall, take precedence over the conflicting term(s) and conditions of this TOS, unless otherwise expressly provided in such other agreement.
No failure or delay by Vuitlive in exercising any right or privilege under these Terms of Service will operate as a waiver thereof, nor will any single or partial exercise of any right or privilege preclude any other or further exercise thereof or the exercise of any other right or privilege under these Terms of Service. If any provision of these Terms of Service shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions.
These Terms of Service are binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executor, administrators, personal representatives and permitted assigns. Users may not assign their rights or obligations hereunder without Vuitlive 's prior written consent.
End of User Agreement & Terms Of Service
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