Last revised: May 19, 2014
From time to time, we may offer additional services on the Site or otherwise. These Vindico Services may be subject to additional terms or product requirements (e.g., those required by our Custom Audiences Service) (each, “Additional Terms”) and those Additional Terms supplement these Terms and become part of your agreement with us if you use those Vindico Services (the “Agreement”)
You agree to be bound by the terms of the Agreement, as follows.
You hereby certify that you are either (i) 18 years of age or older, or (ii) you are at least 13 years of age and are using the Vindico Services under the supervision of a parent or legal guardian who has agreed to be bound by the Agreement on your behalf. If you are under the age of 13, you are not permitted to use the Vindico Services.
If we determine that a child under the age of 13 has provided personal information to us, we will delete that information as soon as practical. If you become aware that such information has been provided by a child under the age of 13, please contact us at firstname.lastname@example.org so that we can delete that information.
You agree to use the Site in accordance with all applicable laws, rules and regulations, including any export control laws and regulations.
The entire contents and design of the Site and all materials contained on the Site are protected by copyright, trademark and patent law, and/or subject to other intellectual property or proprietary rights. All rights are retained and reserved by Vindico. This means that you may only use the Site for personal, non-commercial use.
You may not copy, republish, upload, post, display, transmit, duplicate, link to, scrape, mirror or frame any content or materials on this Site without prior written consent from Vindico. You are also strictly prohibited from creating works or materials that derive from or are based on the content, materials or services contained on the Site.
The Site may contain links to other independent third-party web sites (“Linked Sites”). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Vindico’s control, and Vindico is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.
The Vindico Services are provided on an “AS IS”, “AS AVAILABLE” and “WITH ALL FAULTS” basis. Except as otherwise expressly set out in these Terms or in the agreement, Vindico and its suppliers or partners, to the fullest extent permitted by law, are not providing you with any warranties, representations and/or endorsements of any kind, either express or implied, with respect to the vindico services, including without limitation, the Site, its content, materials and any services (iNCLUDING ANY OF THE FOREGOING THAT MAY BE LINKED FROM THE SITE). YOUR USE OF THE VINDICO SERVICES, INCLUDING THE SITE, its content, materials and any services IS AT YOUR OWN RISK.
TO THE EXTENT PERMITTED BY LAW, Vindico, its affiliates, its suppliers, its partners, AND ITS CONTRACTORS WILL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND, INCLUDING SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO the vindico services, including without limitation, THE Site, its content, materials and any services to the extent that any law prohibits the foregoing exclusions, you acknowledge that the total liability for Vindico, ITS AFFILIATES, its suppliers, ITS partners, AND ITS CONTRACTORS under THIS AGREEMENT is limited to ONE HUNDRED U.S. DOLLARS (USD$100).
In no case shall Vindico, its afiiliates, its suppliers, partners, OR CONTRACTORS be liable for any loss or damage that is not foreseeable.
You agree to defend, indemnify and hold harmless Vindico, its affiliates, suppliers, partners and contractors, and their respective officers, directors, employees and agents, from and against all liabilities, claims, damages, suits, judgments and expenses, including, without limitation, attorney’s fees, resulting from (i) your use of the Vindico Services; (ii) your submission of materials to Vindico or (iii) any other person’s use of any account that you control on the Site or within the Vindico Services.
Vindico respects the intellectual property rights of others. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your intellectual property has been copied in a way that constitutes copyright infringement, please provide us with the following information in accordance with the Digital Millennium Copyright Act: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. Please send this information, or any other notices or allegations of intellectual property infringement involving Vindico, to:
4 Park Plaza, Suite 1500
Irvine, CA 92614
Attn: Legal Department
The laws of the State of California, U.S.A., excluding California’s conflict of laws rules, will apply to any disputes relating to this Agreement. You hereby submit to the exclusive jurisdiction of the American Arbitration Association (“AAA”) in connection with any such dispute. The arbitration will be conducted before a single arbitrator and will be held at the AAA location in Los Angeles or Orange County, California, in our discretion. Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this paragraph. In the event you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of your filing, administrative, and arbitrator fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. The arbitration before the AAA shall proceed solely on an individual basis without the right for any claims to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. You agree to waive, to the fullest extent allowed by applicable law, any claims for punitive damages. The arbitrator’s authority to resolve and make written awards is limited to claims between you and us alone. Claims may not be joined on consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. If you initiate a litigation or any other proceeding against us in violation of this paragraph, you agree to pay our reasonable costs and attorneys’ fees incurred in connection with our enforcement of this paragraph.
Any dispute must be filed within one (1) year of the time that the claim forming the basis of such dispute arises, otherwise your claim will be barred forever.
If any of the provisions of this Agreement are held unenforceable, then those provisions shall be limited or eliminated to the minimum extent necessary to allow the remainder of this Agreement to retain their full force and effect. Headings are for reference purposes only. This Agreement, including these Terms, and any relevant Additional Terms that you have agreed to be bound by, constitute the entire agreement between you and Vindico with respect to the Vindico Services.
Our failure to act with respect to a breach by you of any part of the Agreement does not waive any rights we may have, including the right to act in the future.
You agree that information related to your use of the Vindico Services may be subject to legal process. Information and data that you submit to Vindico through the Vindico Services may be subject to legal process, even if that information has been deleted and only exists in backup form. You acknowledge and understand that Vindico will comply with all applicable legal obligations in making such information available. You acknowledge and agree that, unless required by law, Vindico has no obligation to give you notice of any legal process that may result in any information related to your use of the Vindico Services being produced, discovered or otherwise disclosed.
No joint venture, partnership, employment or agency relationship exists between you and Vindico as a result of these Terms or your use of the Site.
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