- Your relationship with Vidipulse
1.1 Your use of the Vidipulse website (the “Website”) and any services (collectively the “Service”) is subject to the terms of a legal agreement between you and Vidipulse.
1.3 The Terms form a legally binding agreement between you and Vidipulse in relation to your use of the Service. It is important that you take the time to read them carefully.
1.4 The Terms apply to all users of the Service, including users who are also contributors of Content, on the Service. “Content” includes the text, photos, sounds, music, videos and other materials you may view on, access through or contribute to the Service.
- Accepting the Terms
2.1 In order to use the Service, you must firstly agree to the Terms. You may not use the Service if you do not accept the Terms.
2.2 You can accept the Terms by simply using the Service. You understand and agree that Vidipulse will treat your use of the Service as acceptance of the Terms from that point onwards.
2.3 You may not use the Service and may not accept the Terms if (a) you are not of legal age to form a binding contract with Vidipulse, or (b) you are a person who is either barred or otherwise legally prohibited from receiving or using the Service under the laws of the country in which you are resident or from which you access or use the Service.
2.4 You should print off or save a local copy of the Terms for your records.
- Changes to the Terms
Vidipulse reserves the right to make changes the Terms from time to time, for example to address changes to the law or regulatory changes or changes to functionality offered through the Service. Therefore you must look at the Terms regularly to check for such changes. Your continued use of the Service after the date the Modified Terms are posted will constitute your acceptance of the Modified Terms.
- Vidipulse accounts
4.1 In order to access some features of the Website or other elements of the Service, you will have to create a Vidipulse account. When creating your account, you must provide accurate and complete information. It is important that you must keep your Vidipulse account password secure and confidential.
4.2 You must notify Vidipulse immediately of any breach of security or unauthorised use of your Vidipulse account that you become aware of.
4.3 You agree that you will be solely responsible (to Vidipulse, and to others) for all activity that occurs under your Vidipulse account.
- General restrictions on use
5.1 Subject to your compliance with the Terms, Vidipulse hereby grants you permission to access and use the Service, subject to the following express conditions, and you agree that your failure to adhere to any of these conditions shall constitute a breach of these Terms on your part:
- you agree not to distribute any part of or parts of the Website or the Service, including but not limited to any Content, in any medium without Vidipulse’s prior written authorization.
- you agree not to alter or modify any part of the Website or any of the Service.
- you agree not to (or attempt to) circumvent, disable or otherwise interfere with any security related features of the Service or features that (i) prevent or restrict use or copying of Content or (ii) enforce limitations on use of the Service or the content accessible via the Service;
- prohibited commercial uses shall not include (i) uploading an original video to Vidipulse, (ii) maintaining an original channel on the Website in order to promote a business or artistic enterprise, (iii) showing Vidipulse videos through the Vidipulse Player or otherwise on an ad-enabled blog or website, subject to those advertising restrictions set out in 5.1(E)(iii) above, all applicable laws and the terms governing such website; and (iv) any use that is expressly authorized by Vidipulse in writing. For the purpose hereof “original” means Content with respect to which you own all right, title and interest and with respect to which you have the right to grant all the rights and licenses granted by you herein;
- you agree not to use or launch any automated system (including, without limitation, any robot, spider or offline reader) that accesses the Service in a manner that sends more request messages to the Vidipulse servers in a given period of time than a human can reasonably produce in the same period by using a publicly available, standard (i.e. not modified) web browser.
- you agree not to collect or harvest any personal data of any user of the Website or any Service.
- you agree not to access Content or any reason other than your personal, non-commercial use solely as intended through and permitted by the normal functionality of the Service.
- You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of Vidipulse.
5.2 You agree that you will comply with all of the other provisions of the Terms.
5.3 Vidipulse grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. Vidipulse reserves the right to revoke these exceptions either generally or in specific cases.
5.4 Vidipulse is constantly evolving the Service in order to provide the new and better possible experience for its users. You acknowledge and agree that the form and nature of the Service which Vidipulse provides may change from time to time without prior notice to you.
5.5 As part of this continuing innovation, you acknowledge and agree that Vidipulse may stop (permanently or temporarily) providing the Service (or any features within the Service) to you or to users generally at Vidipulse’s sole discretion, without prior notice to you. You may stop using the Service at any time. You do not need to specifically inform Vidipulse when you stop using the Service.
5.6 You agree that you are solely responsible for (and that Vidipulse has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Vidipulse may suffer) of any such breach.
- Copyright policy
6.1 Vidipulse operates a clear copyright policy in relation to any Content which is alleged to infringe the copyright of a third party, which includes our right to remove your Content according to our notice and removal procedure.
6.2 As part of Vidipulse’s copyright policy, Vidipulse will terminate user access to the /Service if a user has been determined to be a repeat infringer.
7.1 As a Vidipulse account holder you may submit Content. You understand that whether or not Content is published, Vidipulse does not guarantee any confidentiality with respect to Content.
7.2 You retain all of your ownership rights in your Content, but you are required to grant limited licence rights to Vidipulse and other users of the Service. These are described in paragraph 8 of these Terms (Rights you license).
7.3 You understand and agree that you are solely responsible for your own Content and the consequences of posting or publishing it. Vidipulse does not endorse any Content or any opinion, recommendation, or advice expressed therein, and Vidipulse expressly disclaims any and all liability in connection with Content.
7.4 You represent and warrant that you have (and will continue to have during your use of the Service) all necessary licenses, rights, consents, and permissions which are required to enable Vidipulse to use your Content for the purposes of the provision of the Service by Vidipulse, and otherwise to use your Content in the manner contemplated by the Service and these Terms.
7.5 You hereby warrant and represent that: (i) you are the sole owner of and/or hold all rights in and to your Content; (ii) there are no restrictions, limitations which prevent or restrict you from granting the licenses herein; and (iii) your Content will not: (a) facilitate or promote illegal activity, or contain content that is illegal; (b) contain content that is defamatory, misleading, fraudulent, obscene, distasteful, racially or ethnically offensive, harassing, or that is discriminatory based upon race, gender, colour, creed, age, sexual orientation, or disability; (c) contain sexually suggestive or explicit content; (d) infringe upon or violate any right of any third party; (e) disparage, defame, or discredit Vidipulse or any third party; (f) contain any virus, viruses, worms, trojan horses and other disabling or damaging codes; or (g) otherwise contain content that violates any laws, rules, regulations or policies of any competent jurisdiction. You agree to defend, indemnify and hold harmless Vidipulse and its officers, directors, employees, shareholders, customers, agents, successors and assigns from and against any and all loss, damage, settlement or expense (including reasonable legal expenses) from and against any claim arising from breach of your representations and warranties set forth in these Terms.
7.6 You agree that you will not post or upload any Content which contains material which it is unlawful for you to possess in the country in which you are resident, or which it would be unlawful for Vidipulse to use or possess in connection with the provision of the Service.
7.7 You agree that Content you submit to the Service will not contain any third party copyright material, or material that is subject to other third party proprietary rights (including rights of privacy or rights of publicity), unless you have a formal licence or permission from the rightful owner, or are otherwise legally entitled, to post the material in question and to grant Vidipulse the license referred to in paragraph 8.1 below.
7.8 On becoming aware of any potential violation of these Terms, Vidipulse reserves the right (but shall have no obligation) to decide whether Content complies with the content requirements set out in these Terms and may remove such Content and/or terminate a User’s access for uploading Content which is in violation of these Terms at any time, without prior notice and at its sole discretion.
7.9 You further understand and acknowledge that in using the Service, you may be exposed to Content that is factually inaccurate, offensive, indecent, or otherwise objectionable to you. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Vidipulse with respect to any such Content.
- Rights you license
8.1 When you upload or post Content to Vidipulse, you grant:
- to Vidipulse, a worldwide, non-exclusive, royalty-free, transferable license (with right to sub-license) to use, reproduce, distribute, prepare derivative works of, display, make available to the public, broadcast and publically perform that Content in connection with the provision of the Service and otherwise in connection with the provision of the Service and Vidipulse’s business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof).
- to each user of the Service, a worldwide, non-exclusive, royalty-free licence to access your Content through the Service, and to use, reproduce, distribute, prepare derivative works of, display and perform such Content to the extent permitted by the functionality of the Service and under these Terms.
- Vidipulse content on the Website
9.1 With the exception of Content submitted to the Service by you, you are not granted any right and/or license, or ownership including any copyright, trade mark and other intellectual property rights to any Content, other than as explicitly set forth in these Terms. Any third party trade or service marks present on Content not uploaded or posted by you are trade or service marks of their respective owners. Such Content may not be, unless specifically stated otherwise, downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the prior written consent of Vidipulse or, where applicable, Vidipulse’s licensors. Vidipulse and its licensors reserve all rights not expressly granted in and to their Content.
- Ending your relationship with Vidipulse
11.1 The Terms will continue to apply until terminated by either you or Vidipulse as set out below.
11.2 If you want to terminate your legal agreement with Vidipulse, you may do so by closing your Vidipulse account.
11.3 Vidipulse may at any time terminate its legal agreement with you if:
- you have breached any provision of the Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or
- Vidipulse is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or
11.4 Vidipulse may terminate its legal agreement with you if:
- Vidipulse is transitioning to no longer providing the Service to users in the country in which you are resident or from which you use the Service; or
- the provision of the Service to you by Vidipulse is, in Vidipulse’s opinion, no longer commercially viable
and in the case of each of A and B of this clause 11.4 shall, where possible, give reasonable notice of such termination.
11.5 When these Terms come to an end, all of the legal rights, obligations and liabilities that you and Vidipulse have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 14.6 shall continue to apply to such rights, obligations and liabilities indefinitely.
- Exclusion of Warranties
12.1 Nothing in the Terms shall affect any statutory rights which you are always entitled to as a consumer and that you cannot contractually agree to alter or waive.
12.2 The Service is provided “as is” and Vidipulse makes no warranty or representation to you with respect to them.
12.3 In particular Vidipulse does not represent or warrant to you that:
- your use of the Service will meet your requirements,
- your use of the Service will be uninterrupted, timely, secure or free from error,
- any information obtained by you as a result of your use of the Service will be accurate or reliable, and
- that defects in the operation or functionality of any software provided to you as part of the Service will be corrected.
12.4 TO THE MAXIMUM EXTENT PERMITTED BY LAW, VIDIPULSE DISCLAIMS ALL CONDITIONS, WARRANTIES OR OTHER TERMS OF ANY KIND (INCLUDING WITHOUT LIMITATION ANY EXPRESSED AND/OR IMPLIED TERMS AS TO SATISFACTORY QUALITY, FITNESS FOR PURPOSE OR CONFORMANCE WITH DESCRIPTION AND/OR NON-INFRINGEMENT) THAT MAY APPLY TO THE SERVICE EXCEPT TO THE EXTENT THAT THEY ARE EXPRESSLY SET OUT IN THE TERMS.
- Limitation of Liability
13.1 Nothing in these Terms shall exclude or limit Vidipulse’s liability for losses which may not be lawfully excluded or limited by applicable law.
13.2 Subject to the overall provision in paragraph 13.1 above Vidipulse shall not be liable to you for:
- ANY INDIRECT OR CONSEQUENTIAL LOSSES WHICH MAY BE INCURRED BY YOU. THIS SHALL INCLUDE ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, OR ANY LOSS OF DATA SUFFERED BY YOU;
- any loss or damage which may be incurred by you as a result of:
- any changes which Vidipulse may make to the Service, or for any permanent or temporary cessation in the provision of the Service (or any features within the Service);
- the deletion of, corruption of, or failure to store, any Content and other communications data maintained or transmitted by or through your use of the Service;
- your failure to provide Vidipulse with accurate account information;
- your failure to keep your password or Vidipulse account details secure and confidential.
- VIDIPULSE’S LIABILITY UNDER, ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED FEES PAID BY YOU TO VIDIPULSE IN CONNECTION WITH THE SERVICE HEREUNDER DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT THAT GAVE RISE TO THE CLAIM; OR TO THE EXTENT NO SUCH FEES APPLY, VIDIPULSE SHALL HAVE NO LIABILITY WHATSOEVER.
13.3 The limitations on Vidipulse’s liability to you in paragraph 13.2 above shall apply whether or not Vidipulse has been advised of or should have been aware of the possibility of any such losses arising.
- General legal terms
14.1 The Terms constitute the whole legal agreement between you and Vidipulse and govern your use of the Service and completely replace any prior agreements between you and Vidipulse in relation to the Service.
14.2 You agree that Vidipulse may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Service.
14.3 You agree that if Vidipulse does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Vidipulse has the benefit of under any applicable law), this will not be taken to be a formal waiver of Vidipulse’s rights and that those rights or remedies will still be available to Vidipulse.
14.4 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
14.5 You acknowledge and agree that each member of the group of companies of which Vidipulse is a part shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favour of) them. Other than this, no other person or company shall be a third party beneficiary of the Terms.
14.6 The Terms, and your relationship with Vidipulse under the Terms, shall be governed by English law. You and Vidipulse agree to submit to the exclusive jurisdiction of the courts of England to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that Vidipulse shall still be allowed to apply for injunctive remedies (or other equivalent types of urgent legal remedy) in any jurisdiction.