TERMS & CONDITIONS
The website and the content of the site, including without limitation the trademarks, logos, icons, infographics and photos, are protected under intellectual property law. The website content is owned by VL and other companies. Any partial or full reproduction or representation of the website or its components by any process whatsoever, for any purposes whatsoever, is prohibited without the express consent of VL.
1. LAWFUL AGE OR AUTHORITY TO ENTER CONTRACT.
1.1 You represent to us that you are lawfully able to enter into contracts and are at least 18 years of age. If you are entering into this Agreement for an entity, such as a company, you represent to us that you have legal authority to bind that entity. If you are not at least 18 years of age or older or if you are not fully able and competent to enter into the terms, conditions, and representations set forth in this Agreement, please exit the Site.
2. CHANGES TO THE TERMS OF SERVICE. We may change or modify the Terms of this Agreement from time to time without notice other than by notifying you by email or on your invoice. The amended terms will become effective on the date stated in the email or invoice message. Your continued use of the Service Offerings after the effective date of any changes to the Terms of this Agreement shall constitute your consent to the changes and your agreement to be bound by the modified terms. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service Offerings, the Terms, or the Site. We last modified this Agreement on the date listed at the end of this Agreement.
3. YOUR ACCOUNT.
3.1 Generally. You may use the Service in accordance with this Agreement. You agree to adhere to all rules and regulations related to your use of the Service, including the Acceptable Use Policy.
3.2 Setting Up Your Account. To access the Services, you must create an account associated with a valid e-mail address and place an order for a Service Offering. You are responsible for all activities that occur on your account, regardless of whether the activities are by you, your employees or a third party and we are not responsible for unauthorized access to your account. You agree to contact us immediately if an unauthorized party is using your account or if your account information is lost or stolen. As you place your order for Service Offerings and set up your account, the following requirements apply:
(a) You may only create one account per customer name and all orders must include your real name, address, and phone number.
(b) Providing false information may result in immediate termination of all your accounts without refund.
(c) Opening multiple accounts will result in termination without refund.
3.3 Support. The support we generally provide to you and other users of the Services without charge is as follows:
(a) TICKET SYSTEM SUPPORT ONLY. This insures that communication can be tracked and documented. Support through our ticket system is generally available 24/7/365 on a first come, first serve delayed basis.
(b) Opening multiple tickets for the same issue within a short period of time constitutes abuse of our support ticket system and may result in termination of services without refund or notice.
(c) Swearing, threats, and other abusive language is not acceptable and may result in account termination without refund.
(d) Credit Card Purchases. If the name on your credit card does not match the company name or the contact person’s name associated with your account, we may reject payment without notice.
3.4 Third Party Content. Your use of any Third Party Content or software applications is at your sole risk.
4. SERVICE AGREEMENT (“SA”).
4.1 Service Offerings. We may change or discontinue any of the Service Offerings or change or remove features of the Service Offerings at any time without notice.
4.2. Service Level Agreement. Our current Service Level Agreement (SA) is as follows:
(a) UNMANAGED SERVICES ONLY. Our 24 hour on site staff will respond to tickets regarding server hardware and service disruption issues only on a first come, first served basis. Clients are required to manage their own data backups and all software aspects of the server including operating system configuration beyond a base OS install.
(b) We strive to and anticipate that our Service will be available to you most of the time.
(c) A Service disruption occurs when your server is completely offline for more than 15 minutes due to an unplanned fault in our networking or power infrastructure.
(d) Disruptions caused by the hardware or software of the server itself are not covered by this SA.
(e) Disruptions caused by planned or unplanned maintenance are not covered by this SA.
(f) Disruptions caused as a result of actions taken by our abuse/security department are not covered under this SA.
(g) In the event that there is an unplanned Service disruption, you may open a support ticket and request an Account credit to be issued for a prorated amount of your monthly invoice amount equal to the time of the Service disruption. For example: If you pay $60 per month for your server and it is unavailable for 24 hours (during a 30 day month) due to an unplanned service outage, you may request an account credit for $2. You understand that this is your sole remedy for an unplanned service outage.
4.3 Changes to the Service Level Agreement. We may add, change or discontinue our Service Level Agreement from time to time in accordance with the Terms of this Agreement.
5. DATA PRIVACY.
6. YOUR DUTIES AND RESPONSIBILITIES.
6.1 Content. You are solely responsible for the development, maintenance, use and backup of Your Content. You must confirm and monitor compliance of your content with the Acceptable Use Policy, the law, and any claims that your content infringes on any person’s rights.
6.2 Backup and Security. You are solely responsible for configuring and using the Service Offerings. You are solely responsible for taking any and all steps to maintain security, protection and backup of your content. We recommend that you routinely archive your content and data on a daily basis in order to protect it in case of equipment failure or accidental loss caused by equipment, network, human error, or power outage. Your failure to maintain a routine backup schedule to a remote backup location could result in a total loss of your data.
6.3 Violations. Any action that you knowingly or unknowingly permit any person or entity to take related to this Agreement or your content or use of the Service shall be deemed an act by you.
6.4 Acceptable Use Policy. You may not use, or encourage, promote, facilitate or instruct others to use, the Service Offerings or Site for any illegal, harmful or offensive use, or to transmit, store, display, distribute or otherwise make available content that is illegal, harmful, or offensive. We do not voluntarily participate in any government mass collection of data and we do not ever plan to. Prohibited activities or content include:
(a) Illegal Activities. Any illegal activities, including advertising or making available gambling sites or disseminating or promoting child pornography, are prohibited. You may not use Service Offerings in the commission of any crime that violates the laws of any local, state, and federal government of the United States of America. Violations of this provision may result in us making your information and information about your service and your use of our Service Offerings available to law enforcement with or without your consent or knowledge.
(b) Harmful or Fraudulent Activities. Activities that may be harmful to others or our operations or reputation, including promoting or disseminating fraudulent goods or services or schemes, including ponzi or pyramid schemes, phishing, or pharming, or engaging in deceptive practices.
(c) Infringing Content. You may not upload any material that violates or infringes on the copyright, intellectual property rights or trademark rights of any individual or organization.
(d) Offensive Content. Content that is defamatory, grossly offensive, obscene, abusive, invasive of privacy, or is otherwise objectionable, including content that exploits children or constitutes child pornography, relates to bestiality, expresses bigotry or hatred, constitutes harassment, or depicts non-consensual sex acts. This includes material that defames, abuses, or threatens any person or group. Content including nude art, pornography, sex-related merchandising and links to such sites elsewhere that are permitted by the laws in the city of Kansas City, the state of Missouri and the country of the United States of America comply with acceptable use.
(e) Harmful Content. Content, software or computer technology that may damage, interfere with, intercept, or expropriate any system, program, or data, including viruses, trojan horses, worms, time bombs, or cancelbots are strictly prohibited. Piracy, hacking, cracking, phreaking, warez, pyrotechnics, exploitive software and texts or communications that educate or encourage this activity and/or use are also prohibited.
(f) Security Violations. You may not use Services Offerings to violate the security or integrity of any network, computer, communications system, software application, network or computing device (each, a “System”).
(g) Network Abuse. You may not make network connections to any users, hosts, or networks unless you have permission to communicate with them. Prohibited activities include: (i) Monitoring or crawling of a System; (ii) Denial of Service (DoS) – Inundating a target with communication requests; (iii) Interfering with the proper functioning of any System, including mail bombing or flooding techniques; (iv) Operating network services like open proxies, open mail relays, or open recursive domain name servers; (v) Using manual or electronic means to avoid any use limitations; (vi) Attack traffic that disrupts any portion of our network (incoming or outgoing) will be blocked until the customer is able to work with security personnel to resolve the issue; (vii) IRC websites and IRC servers are prohibited; (viii) You may not upload ROMs and Emulators; (ix) You must contact us prior to installing a CDN within our infrastructure. “Shared Resource” CDN’s are strictly prohibited.
(h) E-Mail or Other Message Abuse. You will not distribute, publish, send, or facilitate the sending of unsolicited mass/bulk e-mail (UCE) or other messages, promotions, advertising, or solicitations (like “spam”). You will not alter or obscure mail headers or assume a sender’s identity. You will not collect replies to messages sent from another internet service provider. You will not reference Us in any unsolicited email that you send.
6.5 Monitoring and Enforcement. We reserve the right, but do not assume the obligation, to investigate any violation of the Acceptable Use Policy. We may:
(a) Investigate violations or misuse of the Service Offerings or Site; or terminate Service without warning, notice or refund; or remove, disable access to, or modify any content or resource; or restrict any account to Paypal only payments; or examine the contents of any account at any time that violates the Acceptable Use Policy or this Agreement.
(b) Report any activity that we suspect violates any law or regulation to appropriate law enforcement officials. Our reporting may include disclosing appropriate customer information. We also may cooperate with appropriate law enforcement agencies to help with the investigation and prosecution of illegal conduct.
6.6 Reporting of Violations of the Acceptable Use Policy. If you become aware of any violation of the Acceptable Use Policy, you will immediately notify us and provide us with assistance, as requested, to stop or remedy the violation. To report any violation of this Policy, please use our ticketing system.
7. SERVICE ORDERS & PAYMENT
7.1. Service Fees. All Services are prepaid at the time of order. We bill you monthly thereafter. We may invoice you more frequently if we believe that your account may be fraudulent or at risk of non-payment. You will pay us using one of the payment methods we support. All amounts payable will be made without setoff or counterclaim, and without any deduction or withholding. Fees for any new Service will be effective when we post updated fees on the Site unless we stated otherwise in a notice. We may increase fees for any existing Service Offerings at any time by providing you notice to your last known email address. We may charge you a late fee on all late payments and a reconnect fee on all terminated accounts and a chargeback fee for any unauthorized/unapproved chargebacks.
(a) Your monthly bandwidth allotment is calculated based off your upstream plus downstream traffic. Bandwidth overages will be charged $.02 per GB.
(b) One free manual OS reload is allowed per billing period on custom servers. Each additional OS reload will incur a $25 fee.
7.2 Taxes. All fees and charges payable by you are inclusive of applicable taxes and duties, including VAT and applicable sales tax. As such, you pay no tax.
7.3 Set Up Fees. There are no set up fees related to our standard Service Offerings.
7.4 Ordering. The order process for Service Offerings is as follows:
(a) All orders must include your real name, address, phone number and email address. Providing false information may result in immediate termination of all your accounts without refund. Clients are limited to one account. Opening multiple accounts will result in termination without refund.
(b) Orders are deployed in the order in which they are received.
(c) Payment is required at the time the order is placed. Failure to complete payment will result in the order being discarded by our system.
(d) After your initial order and your service is active (“Service Activation Date”), your monthly invoice date is every 29 to 31 days thereafter. Your monthly invoice renewal date is automatically adjusted to the approximate day of the month that your server is put online. It is your responsibility to check the monthly renewal date on your invoice to confirm when it is due.
(e) We deploy custom servers and preconfigured servers held for manual review during business days only (Monday through Friday) except holidays. Servers are not deployed on Saturday or Sunday. Preconfigured servers (not held for manual review) are deployed within minutes on approved orders seven (7) days a week.
(f) Matching Names. If the name on your credit card does not match the company name or the contact person’s name associated with your account, we may refuse payment. Our credit card verification process requires you to provide photo identification or passport information as well as copies of your credit card. This process applies to existing customers who desire to change the credit card associated with their account or desire to switch from PayPal payments to credit card payments. Failure to comply with the credit card verification process will result in our refusal of payment and termination of service.
7.5 Billing. The billing process related to your Service is as follows:
(a) Due to the nature of our industry and the costs involved with provisioning and maintaining your Service, we do not offer refunds or pro-rated refunds.
(b) Invoices are generated 10 days before the date they are due. At our sole discretion, email reminders may be sent at 7 days, 4 days and 1 day before the due date to your last known email address. If your Account is set up on auto billing, your payment method will be charged two (2) days prior to the Due Date.
(c) All invoices are emailed and are available in your Account panel. Invoices are not sent via postal mail, PDF, fax or any other method other than email. We do not contact customers via phone to discuss billing issues.
(d) If your payment is declined or you fail to submit payment on or before the invoice due date, your Service will be disconnected/suspended at midnight the day it is due date and your account will be assessed a $5 late fee.
(e) A billing dispute of any kind does not exempt you from paying current and future bills. Billing disputes resolved in the customer’s favor will receive account credit for overpayment.
(f) ChargeBack Fees. We must approve any chargeback on your credit card or PayPal account. If any chargebacks occur on your credit card or PayPal account we reserve the right to charge a $25 chargeback fee and terminate all Service and recycle your server(s) without notice.
(g) Failure to make payment within 48 hours of the time we disconnect/suspend your Service will result in your Service being terminated and a termination fee of $10 will be assessed against your Account.
(h) SERVICE TERMINATION IMMEDIATELY ERASES YOUR DATA AND YOUR DATA IS NOT RECOVERABLE.
(i) Resellers. Resellers are responsible for all invoices and payments related to their account. Reseller customer payments through a reseller PayPal account are not allowed and are a violation of this Agreement. If a reseller allows its customer to make a payment using the reseller’s PayPal account, the reseller is responsible for any and all chargeback fees related to that payment. If the fees are not paid, we may terminate all Service and recycle your server(s) without notice.
8. SERVICE SUSPENSION
8.1 We will suspend your right to access or use any portion or all of your Service and disconnect your server immediately if we determine:
(a) your use of the Service Offerings poses a security risk, or may adversely impact the Service Offerings or our systems or Content, or may subject us to liability, or may be fraudulent or you are in breach of this Agreement (including if you are delinquent on your payment obligations). If your payment is declined or you fail to submit payment on or before the invoice due date, your Service will be suspended/disconnected at midnight the day it is due and your account will be assessed a $5 late fee; or
(b) you have ceased to operate in the ordinary course of business, made an assignment for the benefit of creditors or become the subject of any bankruptcy, reorganization, liquidation, or dissolution.
8.2 Suspension Impact. If we suspend your right to access or use any portion or all of the Service Offerings:
(a) you remain responsible for all fees incurred through the date of suspension; and
(b) you remain responsible for any applicable fees for any Service Offerings you continue to have access to, and for fees related to in-process tasks; and
(c) Our right to suspend your access or use of the Service Offerings is in addition to our right to terminate this Agreement.
9. SERVICE TERM & TERMINATION
9.1. Term. The term of this Agreement will commence on the Effective Date and will remain in effect until terminated by you or us.
(a) You may terminate this Agreement for any reason by logging into your web portal and cancelling any or all of your Service Offerings. We may terminate this Agreement at any time for any reason.
(b) For Cause Termination. Either party may terminate this Agreement for cause if there is a breach of this Agreement by the other party. We may terminate this Agreement immediately if any act or omission by you results in a suspension. Your failure to make payment within 48 hours of the time we disconnect/suspend your Service will result in your Service being terminated and a termination fee of $10 will be assessed against your Account. SERVICE TERMINATION IMMEDIATELY ERASES YOUR DATA AND YOUR DATA IS NOT RECOVERABLE. We may also terminate if our relationship with a provider of software or technology we use to provide the Service Offerings expires or changes; or if we believe providing the Services could create a financial or technical burden or a security risk for us; or in order to comply with the law or requests of governmental entities; or if we determine any Service Offering has become impractical for any reason.
9.3. Termination Impact.
(a) Upon termination of this Agreement all your rights immediately terminate and you remain responsible for all fees incurred through the date of termination, including fees for in-process tasks and SERVICE TERMINATION IMMEDIATELY ERASES YOUR DATA AND YOUR DATA IS NOT RECOVERABLE.
(b) Post-Termination Assistance. Any post-termination assistance from us is in our sole discretion and subject to our agreement in writing from a manager. Communications from our customer service representatives through the ticketing system do not constitute our agreement to any post termination assistance. Termination erases all of Your Content and, as such, we are unable to assist in retrieving any lost data; and you will be unable to retrieve Your Content from the Services.
10. LICENSE RIGHTS AND RESTRICTIONS AND YOUR WARRANTIES
10.1 Adequate Rights. You represent and warrant to us that you have all rights necessary to enter into this Agreement; and none of Your Content or use of it or our Service will violate the Acceptable Use Policy.
10.2 Service Offerings License. As between you and us, we own and reserve all right, title, and interest in and to the Service Offerings. We grant you a limited, revocable, non-exclusive, non-transferrable license to do the following during the Term: (i) access and use the Services solely in accordance with this Agreement.
10.3 License Restrictions. You may not use Service Offerings for any purpose other than as permitted by this Agreement. All licenses immediately terminate if you do not comply with this Agreement.
11.1. You will defend, indemnify, protect and hold harmless us and our employees, officers, directors, members or shareholders, lenders, principals, managers and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees regardless of whether any action is ever commenced) arising out of or relating to any third party claim, suit, action or proceeding brought against us concerning: (a) your use of the Service Offerings (including any activities under your account and use by your employees and personnel); (b) breach of this Agreement or violation of applicable law, rule or regulation by you; (c) your content or processes, including any claim involving alleged infringement or misappropriation of third-party rights by the use or marketing of Your Content; (d) a dispute between you and any End User; (e) any negligent or willful act or omission by you; (f) any damages arising out of the Service Offerings or failure of Service Offerings; or (g) the destruction or loss or damage of your data. If we are obligated to respond to a third party subpoena, order or process described above, you agree to reimburse us for reasonable attorneys’ fees, as well as all employees’ and contractors’ time and expense spent responding to the subpoena, order or process at our then-current hourly rates. These obligations survive termination of your relationship with WII or your use of our Service or Site. WII reserves the right to assume the defense and control of any matter subject to indemnification by you, in which event you will cooperate with WII in asserting any available defenses.
11.2. Process. We will notify you of any claim subject to Section 11.1, but our failure to immediately notify you will only affect your obligations under Section 11.1 to the extent that our failure prejudices your ability to defend the claim. You may use counsel of your own choosing (subject to our written consent) to defend against a claim or to settle a claim, provided that you obtain our prior written consent. You agree that we may assume control of the defense and settlement process at any time.
12. LIMITATIONS OF LIABILITY.
IN NO EVENT SHALL WII, ITS EMPLOYEES, OFFICERS, OWNERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, AND AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF GOODWILL, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (i) THE USE OR INABILITY TO USE OUR SERVICE OR SITE OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION OR TRANSACTIONS PROVIDED ON OR THROUGH THE SITE, INCLUDING, BUT NOT LIMITED TO, THE INABILITY TO USE AS A RESULT OF ANY TERMINATION OR SUSPENSION OF THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE SERVICE OFFERINGS, OUR DISCONTINUATION OF ANY OR ALL OF THE SERVICE OFFERINGS, OR, ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE SERVICES FOR ANY REASON, INCLUDING AS A RESULT OF POWER OUTAGES, AIR CONDITIONING OUTAGES, SYSTEM FAILURES, HUMAN ERROR, OR OTHER INTERRUPTIONS, OR (ii) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AVAILABLE THROUGH THE SITE OR THE SITE, THE CONTENT, MATERIALS, SOFTWARE, INFORMATION, OR PRODUCTS, (iii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SITE; (iv) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SERVICE OFFERINGS (v) UNAUTHORIZED ACCESS TO OR ALTERATION OF OR LOSS OF YOUR TRANSMISSIONS OR DATA; (vi) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SITE; (vii) THE DELAY OR FAILURE IN PERFORMANCE RESULTING FROM AN ACT OF FORCE MAJEURE, INCLUDING WITHOUT LIMITATION, ACTS OF GOD, NATURAL DISASTERS, COMMUNICATIONS FAILURE, GOVERNMENTAL ACTIONS, WARS, STRIKES, LABOR DISPUTES, RIOTS, SHORTAGES OF LABOR OR MATERIALS, VANDALISM, TERRORISM, NON-PERFORMANCE OF THIRD PARTIES OR ANY REASONS BEYOND THEIR REASONABLE CONTROL; (viii) ANY ERROR, OMISSION, DEFECT, VIRUS OR THEFT THAT CAUSES DAMAGE OR LOSS OF YOUR CONTENT OR DATA OR (ix) ANY OTHER MATTER RELATING TO OUR SERVICE OR SITE, EVEN IF WII OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE OR SITE IS TO STOP USING THE SITE AND/OR OUR SERVICES.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY, IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF WII UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). IF YOU DO NOT AGREE, YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE OR SITE IS TO STOP USING THE SITE AND/OR THOSE SERVICES.
You authorize us to file a copy of this Section 12 in any proceeding as conclusive evidence that you consented to limitations of liability.
OUR SERVICE OFFERINGS ARE PROVIDED “AS IS.” WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING THE SERVICE OFFERINGS OR THIRD PARTY CONTENT, INCLUDING ANY WARRANTY THAT THE SERVICE OFFERINGS OR THIRD PARTY CONTENT WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF HARMFUL COMPONENTS, OR THAT ANY CONTENT, INCLUDING YOUR CONTENT, WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED. EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT & TITLE, OR QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING, USAGE OR TRADE PRACTICE.
You authorize us to file a copy of this Section 13 in any proceeding as conclusive evidence that you consented to limitations of warranties.
14.1 Confidentiality. You may use WII Confidential information only in connection with your use of the Service Offerings and will not disclose it during the Term or at any time during the 2 year period following your termination of Service.
14.2 Force Majeure. We will not be liable for any failure or delay to perform any obligation under this Agreement where the failure or delay results from any cause beyond our reasonable control, including without limitation, acts of God, explosion, flood, fire or other casualty, vandalism, cable cut, failure of commercial power, adverse weather conditions or other elements of nature, labor disputes or shortages or other industrial disturbances, inability to procure materials or transportation facilities, failure of any third party (including any other supplier) to provide services or facilities or equipment required for such performance or obligation, systemic electrical, telecommunications, or other utility failures, earthquake, blockages, embargoes, riots, governmental action or inaction or orders (such acts including without limitation any regulatory or administrative decision making performance or obligation economically or technically unfeasible), condemnation or the exercise of rights of eminent domain, acts of terrorism, national emergency, or war. Invocation of this clause shall not relieve you of your obligation to pay for any Services actually provided.
14.3 Independent Contractors; Non-Exclusive Rights. We and you are independent contractors, and neither party is an agent of the other for any purpose or has the authority to bind the other.
14.4 No Third Party Beneficiaries. This Agreement does not create any third party beneficiary rights in any individual or entity that is not a party to this Agreement.
14.5 Waiver of Trial by Jury. We and you agree, to the fullest extent that we may lawfully do so, to waive trial by jury in any action or proceeding brought by any party to this Agreement with respect to this Agreement, or any matter related to this Agreement. This waiver of right to trial by jury is given knowingly and voluntarily by you, and is intended to encompass individually each instance and each issue as to which the right to a trial by jury would otherwise accrue. We or you, as applicable, are hereby authorized to file a copy of this Section 14.4 in any proceeding as conclusive evidence of this waiver by you and us , as applicable.
14.6 Import and Export Compliance. You agree comply with all applicable import and export regulations, including the Export Administration Regulations, the International Traffic in Arms Regulations, and any sanctions programs implemented by the Office of Foreign Assets Control.
(a) To You. We may provide any notice to you by: (i) posting a notice on the Site; (ii) posting a notice on your invoice or (iii) sending a message to the email address then associated with your account. Notices we provide by posting on the Site will be effective upon posting and notices we provide by email or invoice will be effective when we send the email or invoice. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email.
(b) Copyright Infringement Notice. The Digital Millennium Copyright Act (“DMCA”) provides safe harbors from copyright infringement liability for online service providers. We maintain safe harbor status as we have a designated agent to receive notifications of claimed copyright infringement. Send any copyright infringement “takedown notice” for copyright issues are respectively. The email address is: [email protected] . Copyright Office requirements to file “takedown notices.”
(d) Language. All communications and notices must be in the English language.
14.8 Assignment. You will not assign this Agreement or any of your rights under this Agreement, without our prior written consent. Any assignment or transfer without our prior written consent will be void. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the Parties and their respective successors and assigns.
14.9 No Waivers. No failure by us to exercise any power, right, privilege or remedy under this Agreement, and no delay in exercising any power, right, privilege or remedy under this Agreement, shall operate as a waiver of such power, right, privilege or remedy; and no single or partial exercise of any such power, right, privilege or remedy shall preclude any other or further exercise thereof or of any other power, right, privilege or remedy. All waivers by us must be in writing to be effective. The waiver of any breach or default of this Agreement will not constitute a waiver of any subsequent breach or default.
14.10 Severability. If any term or provision of this Agreement is held to be invalid, illegal or incapable of being enforced by virtue of any federal or state law, or public policy, all other terms and provisions of this Agreement shall nevertheless remain in full force and effect. Upon such determination that any such term or provision is invalid, illegal, or incapable of being enforced, the Parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the Parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby are consummated as originally contemplated to the greatest extent possible. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect.
14.11 Governing Law; Venue; Attorney’s Fees. This Agreement shall be construed in accordance with, and governed in all respects by, the internal laws of the State of Missouri, without regard to choice of law principles. Any dispute arising from this Agreement shall be governed by the laws of the State of Missouri, and shall be decided solely and exclusively by State courts located in Clay County, Missouri or Federal Court within the County of Jackson. Any Party who unsuccessfully challenges the enforceability of this forum selection clause shall reimburse the prevailing party for its attorney’s fees, and the party prevailing in any such dispute shall be awarded its attorneys’ fees. You consent to exclusive jurisdiction and venue in those courts. We may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of our intellectual property or other proprietary rights. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. You authorize us to file a copy of this Section 14.11 in any proceeding as conclusive evidence that you consented to venue.
14.12 Entire Agreement. This Agreement, without limitation, constitutes the complete and exclusive agreement between you and us with respect to the subject matter of this Agreement and supersedes and replaces any and all prior or contemporaneous representations, understandings, agreements, negotiations or communications between you and us, whether written or verbal, regarding the subject matter of this Agreement. We will not be bound by any term, condition or other provision which is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement). If the terms of this document are inconsistent with the terms contained in any Policy, the terms contained in this document will control.
14.13 Survival. Any obligations under the Agreement which by their express terms are to survive, shall survive the expiration or termination of this Agreement. In addition, any other obligations under this Agreement, which by their nature would continue beyond the termination or expiration of this Agreement, including without limitation confidentiality, limitation of liability, and indemnification, shall survive the termination or expiration of this Agreement.
Effective Date: 4-15-16
IMPORTANT. THIS IS A LEGALLY BINDING AGREEMENT BETWEEN CAMSHARE, INC. D/B/A Camfrog (“Camfrog”) AND YOU. IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE TERMS AND CONDITIONS REGARDING YOUR USE OF Camfrog’s SOFTWARE, WEBSITE (including without limitation all pages, rooms and other areas on the website), DOCUMENTATION AND ASSOCIATED MATERIALS (hereinafter collectively “Software”). BY SELECTING “I AGREE” AND CONTINUING THE INSTALLATION, BY USING THE SOFTWARE OR BY SIGNIFYING YOUR ACCEPTANCE IN ANY OTHER WAY, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE WITH ALL THESE TERMS AND CONDITIONS, YOU ARE NOT AUTHORIZED TO USE THE SOFTWARE AND YOU SHOULD DISCONTINUE ANY FURTHER INSTALLATION OR USE THEREOF.
LICENSE GRANT. Camfrog grants to you a non-exclusive, non-transferable license to use this copy of the Software solely for your personal use on any desktop or other fixed or portable computer. For purposes of this Agreement, the Software is considered to be “in use” when it is loaded into temporary memory (e.g., RAM) or installed into the permanent memory (e.g., hard disk, CD-ROM or other storage device) of such computer.
OWNERSHIP. The Software is proprietary to Camfrog and protected by United States copyright and other laws, as well as international treaty provisions and you must treat the Software as any other copyrighted and legally protected material. You may not modify, adapt, translate, reverse engineer, decompile, disassemble the Software or create derivative works using or based on the Software, nor may you distribute, loan, rent, or lease, timeshare or use the Software to provide services for third parties, sublicense or transmit all or any portion of the Software, nor may you allow others to do so. Camfrog reserves all rights not expressly granted herein. Camfrog owns all right title and interest in and to the Software and nothing in this Agreement shall be construed to transfer, convey, impair or otherwise adversely affect Camfrog’s ownership or proprietary rights therein or any other Camfrog information or materials, tangible or intangible, in any form and in any medium.
TRADEMARKS. This Website contains the CAMFROG marks and other valuable trade and service marks owned by Camfrog. These marks and related proprietary property are protected from copying and simulation under national and international laws and may not be reproduced, copied, displayed or otherwise used without the express prior written permission of Camfrog. Other trademarks not owned by Camfrog and referenced on this Web site are the property of their respective owners.
ACCOUNT INFORMATION. TO DOWNLOAD AND INSTALL THE SOFTWARE, AND TO ACCESS AND/OR USE CERTAIN SECTIONS OF THE CAMFROG WEBSITE THAT CONTAIN ADULT OR MATURE CONTENT, YOU MUST BE AT LEAST EIGHTEEN (18) YEARS OF AGE. YOU REPRESENT WITH RESPECT TO THE FOREGOING THAT YOU ARE AT LEAST EIGHTEEN (18) YEARS OF AGE. NO ONE UNDER THE AGE OF THIRTEEN (13) IS PERMITTED TO USE the SOFTWARE. NO ONE BETWEEN THE AGES OF THIRTEEN (13) AND EIGHTEEN (18) MAY USE the SOFTWARE WITHOUT ADULT SUPERVISION. PARENTS AND GUARDIANS ASSUME ALL LIABILITY AND RESPONSIBILITY FOR THE USE OF THEIR ACCOUNTS BY OTHER PERSONS, INLCLUDING BUT NOT LIMITED TO USE OF THEIR ACCOUNTS BY PERSONS UNDER EIGHTEEN (18) YEARS OF AGE. ANY USER FOUND TO BE UNDER THE AGE OF THIRTEEN (13) OR PERMITTING USE OF the SOFTWARE BY A PERSON UNDER THE AGE OF THIRTEEN (13), MAY HAVE HIS OR HER ACCOUNT SUSPENDED OR TERMINATED WITH OR WITHOUT NOTICE AND OTHER ACTIONS MAY ALSO BE TAKEN. IF A CHILD UNDER THIRTEEN (13) HAS ACCESS TO YOUR COMPUTER, DO NOT SAVE YOUR Camfrog PASSWORD; THIS WILL RESTRICT THE CHILD AND ANY UNAUTHORIZED USER FROM USING YOUR ACCOUNT. IN ADDITION, WE STRONGLY RECOMMEND THAT YOU CHECK REGULARLY TO SEE IF ANY NEW, UNAUTHORIZED ACCOUNTS HAVE BEEN CREATED UNDER YOUR Camfrog ACCOUNT. TO DELETE ANY UNAUTHORIZED ACCOUNTS, PLEASE CLICK ON THE USERNAME DROPDOWN LIST AT THE CAMFROG LOGON WINDOW. When you register for the SOFTWARE. You will choose a username or nickname, and an account (Camfrog User Identification (“UID”)) will be created for you. You may not select a nickname, which violates any copyright, third party’s trademark right or other proprietary right or a name, or which Camfrog deems in its sole discretion to be profane, offensive or in any other way unacceptable. Camfrog reserves the right to delete any profane, offensive or unacceptable nicknames and/or to require you to change your nickname. You are entirely liable for all activities conducted through your Account and the nickname registered to your Account. You may allow another person, including a minor (13 – 18 years of age), to use your Account and nickname subject to your supervision; provided however, you shall remain liable for any such use of your Account by another person. In consideration for your use of the Software, you agree to (a) provide true, accurate and complete information about yourself as prompted by the registration forms (such information being the “Registration Data”), (b) maintain and promptly update the Registration Data to keep it true, accurate and complete and (c) notify Camfrog of any unauthorized use of your account, password or other breach of security.
DISCLAIMER OF REPRESENTATIONS AND WARRANTIES. WE PROVIDE THE SERVICE AND SOFTWARE ON AN “AS IS” BASIS AND MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY REPRESENTATIONS OR WARRANTIES REGARDING CONTENT OR ACCESS TO THE SERVICE OR SOFTWARE, REGARDING TITLE OR NON INFRINGEMENT, OR REGARDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT REPRESENT OR WARRANT THAT THE SERVICE, SOFTWARE OR THE FUNCTIONS, CONTENT OR SERVICES MADE AVAILABLE IN CONNECTION THEREWITH WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO REPRESENTATION OR WARRANTY THAT THE SERVICE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. WE DO NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCTS OR SERVICES PROMOTED, OFFERED OR PROVIDED BY OR ON BEHALF OF THIRD PARTIES ON OR THROUGH THE SERVICE OR SOFTWARE. WE ARE NOT A PARTY TO, AND DO NOT MONITOR, ANY TRANSACTION BETWEEN USERS AND THIRD PARTY PROVIDERS OF PRODUCTS OR SERVICES. WE SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF ANY SUCH DEALINGS. LIMITATION OF LIABILITY. IN NO EVENT SHALL THE CAMFROG PARTIES (as defined herein) BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR DIRECTLY OR INDIRECTLY RELATED TO THE SERVICE, SOFTWARE OR CONTENT THEREOF WHETHER ARISING AT LAW OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES, OR COST OF SUBSTITUTE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
You further understand and agree that all information, data, text, software, music, sound, photographs, graphics, images, video, messages and/or other material (“Content”) is provided by, and the responsibility of the person that provided that Content and that Camfrog is not responsible in any manner for such Content. Camfrog does not administer commercial rooms on its website or other rooms and is not responsible for the content of commercial or other rooms, unless specifically indicated. Inclusion of a chat room, User Submission (as defined below) or other Content on the Camfrog home page, a landing page, or any other page does not constitute an endorsement by Camfrog or indicate that the Content has been reviewed or approved by Camfrog, and Camfrog expressly disclaims responsibility for same. Camfrog expresses no views as to the content of any room and is not responsible for any activities taking place therein. To the extent that you participate in any activity on Camfrog, you do so at your own risk.
If another Camfrog user attempts to send or sends you a video, photograph, sketch, drawing, graphic or other image or other visual depiction (an “Image” or “Images”) and you do not know the user, the Image sent by the user may be inappropriate for the rating of the Camfrog room you are in. Accordingly, you should use your judgment before agreeing to accept an Image. You hereby agree that your acceptance of such Images is at your own risk and you waive all rights of any kind whatsoever in law, equity or otherwise worldwide, and all claims that you could possibly ever assert throughout the world against the Camfrog Parties (hereinafter defined) arising out of, or relating to your acceptance of Images.
In addition, you should be aware that if you elect to publish, distribute, disseminate, display, post or otherwise make available (hereinafter “Publish”) an Image or speak to or send a text message to another user or users (“Chat”), such user or another user may be able to capture, reproduce and/or download the Images and/or Chat and redistribute it (or them) in undesired and/or unexpected forms, manners and/or venues and to persons or entities to whom or which you do not wish the Images or Chat to be distributed. Accordingly, you should not Publish any Images or Chat, unless you are prepared to have the Images or Chat disseminated to a wide audience and to persons and/or entities whom or which you might not want to see the Images or hear the Chat. In addition, all Images, Chats, and other Content may be posted at various times on the Camfrog homepage, landing pages and/or other pages and you consent to same.
You hereby agree that your Publishing of such Images or Chat is at your own risk and you waive all rights of any kind whatsoever in law, equity or otherwise worldwide, and all claims that you could possibly ever assert throughout the world against the Camfrog Parties (hereinafter defined) arising out of, or relating to your Publication of such Images or Chat.
Occasionally, with your permission, Camfrog will feature your Images in various places throughout Camfrog, such as the Camfrog homepage, or other locations. If you wish to have your primary Image considered for display in these areas or others, simply access the privacy section of your Camfrog profile and modify the appropriate setting.
NO SOLICITATION; NO DENIGRATION. As a condition of your use of the Software, you agree that you will not either directly or indirectly (a) solicit, cause, or assist in soliciting or causing, any employee, officer, director, agent, administrator, or any other person that is employed by, consults for, volunteers for, represents or assists Camfrog (each a “Representative”) to (i) terminate, suspend, discontinue or end such Representative’s employment, consultancy and/or other relationship with Camfrog, or (ii) become employed by, or work or consult for any other entity or person, (b) make any negative, denigrating or defamatory statement(s) or comment(s) about Camfrog or any Representative, or otherwise engage in any conduct or action that might tarnish the image, reputation, ability or character of Camfrog or any Representative, or otherwise tarnish or dilute any of Camfrog’s trade or service marks and/or its goodwill; or (c) solicit or cause any existing customer or client of Camfrog to cease using, and/or any potential customer or client of Camfrog not to use any Camfrog products and/or services and/or to use any software and/or other product(s) and/or services that are competitive with Camfrog’s products and/or services; (d) aid, abet or authorize any person or entity to engage in any of the foregoing.
ROOM RATINGS. Group Chat Rooms are “rated” in order to enable users to determine what language and images are appropriate and may be expected. The ratings are guidelines that are enforced by the administrators of each chat room, and are not to be regarded as an assurance that the content will be safe or acceptable to you or anyone under eighteen (18) years of age. For example, in a “All-Ages Rated Room,” no foul language is permitted, nor are Images involving adult themes (nudity or violence, for example). In an “18+ Rated Room,” you should expect offensive language and content and you must be at least eighteen (18) years old to participate in such a room. Camfrog is not liable for any assumptions that you make when entering any given chat room or for any inappropriately rated chat rooms and you assume all risk in joining any chat room or permitting anyone under eighteen (18) years old to join any chat room.
HOSTING A CHAT ROOM. In accordance with these Terms of Service, you have the ability to create your own room on Camfrog. If you are the host of a room and another user is not behaving in a manner that is consistent with the Terms of Service as applicable to your room, you (and certain people authorized by you), have various options to address such behavior. By “RIGHT CLICKING” on the name of the person that is not behaving appropriately, you will see a menu of choices, including: (a) removing that person’s ability to speak (“Block Mic”), (b) removing that person from your room (“Kick”), and (c) banning that person from re-joining your room (“Ban”). In addition, you can add the user to your Blocklist, RIGHT CLICK on the user’s name and click on “Ignore User,” which will prevent the user from contacting you (except if you are in a group with that user). When creating your own room, more information will be available to you. You understand and agree that any room you host and Content thereon may be displayed in whole or in part on any page of the Camfrog site including, at Camfrog’s sole discretion, the homepage.
YOUR USER SUBMISSIONS.
- As a Camfrog account holder you may submit video content (“User Submissions”). You understand that whether or not such User Submissions are published, Camfrog does not guarantee any confidentiality with respect to any User Submissions.
- You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent and warrant that: you own or have obtained all necessary patent, trademark, trade secret, copyright, privacy, right of publicity and/or other licenses, rights, consents, and permissions to use and authorize Camfrog to use any and all User Submissions, and to enable inclusion and use of the User Submissions in the manner contemplated by the Camfrog website and these Terms of Service.
- For clarity, you retain all of your ownership rights in your User Submissions. However, by submitting User Submissions to Camfrog, you hereby grant Camfrog a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Submissions in connection with the Camfrog website and Camfrog’s (and its successors’ and affiliates’) business, including without limitation promotion and redistribution of part or all of the Camfrog website (and derivative works thereof) in any media formats and through any media channels now existing or hereinafter devised. You also hereby grant each user of the Camfrog website a non-exclusive license to access your User Submissions through the website, and to use, reproduce, distribute, display and perform such User Submissions as permitted through the functionality of the website and under these Terms of Service. You understand and agree, however, that Camfrog may retain, but not display, distribute, or perform, server copies of User Submissions that have been removed or deleted. The above licenses granted by you in User Submissions are perpetual and irrevocable.
- In connection with User Submissions, you further agree that you will not submit any material the rights in which are owned by a third person or entity unless you are authorized by such third person or entity to use and/or post such material and to grant Camfrog the right to use and/or post such material.
- Camfrog does not endorse any User Submission or any opinion, recommendation, or advice expressed therein, and Camfrog expressly disclaims any and all liability in connection with User Submissions. Camfrog does not permit infringement of intellectual property rights on its website, and Camfrog will remove all Content and User Submissions if properly notified that such Content or User Submission infringes on another’s intellectual property rights. Camfrog reserves the right to remove Content, Images, User Submissions and any other materials of any kind without prior notice.
ACCOUNT TERMINATION POLICY
- Camfrog will terminate a User’s access to the Camfrog website if, under appropriate circumstances, Camfrog determines that the User is a repeat infringer.
- Camfrog reserves the right to decide whether Content, Images or a User Submission is appropriate and complies with these Terms of Service for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. Camfrog may remove such Content, Images, User Submissions and/or any other material, and/or terminate a User’s access for uploading such material in violation of these Terms of Service at any time, without prior notice and at its sole discretion.
- Camfrog may deactivate, and release to the public, any accounts that are inactive for six (6) months or more.
DIGITAL MILLENIUM COPYRIGHT ACT
- If you are a copyright owner or an agent thereof and believe that any User Submission or other content on the Camfrog website infringes upon your copyright rights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; 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 the service provider to locate the material; Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail; A statement 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 A statement that the information in the notification is accurate, and under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on behalf of the owner of such right.
- Counter-Notice. If you believe that your User Submission that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to law, to post and use the content in your User Submission, you may send a counter-notice containing the following information to the Copyright Agent: Your physical or electronic signature; Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in Austin, Texas, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.If a counter-notice is received by the Copyright Agent, Camfrog may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Camfrog’s sole discretion.
LAW ENFORCEMENT. Camfrog will fully cooperate with law enforcement in investigating or requesting information with respect to suspected criminal or other activity and, notwithstanding any provision herein to the contrary, may release your name and other information to the appropriate authorities for that purpose, with or without a subpoena. In addition, Camfrog has the right, but not the obligation, to initiate its own review of the conduct of any user, either independently or as a result of a complaint by a third party user. Any investigation undertaken by Camfrog would include all steps that Camfrog deems appropriate in its sole discretion and the results of any such investigation could be disclosed to one or more appropriate parties.
Camfrog will disclose personally-identifiable information to the extent necessary in its sole discretion if it has a good faith belief that (i) access to or use, preservation or disclosure of, such information is reasonably necessary to satisfy any applicable law, regulation or legal process, such as a court order or subpoena, or a request by law enforcement or governmental authorities, (ii) such action is appropriate to enforce these Terms of Service, including any investigation of potential violations thereof, (iii) such action is necessary to detect, prevent, or otherwise address fraud, security or technical issues associated with the Camfrog services, or (iv) such action is appropriate to protect Camfrog’s rights, property or safety or the rights, property or safety of the Camfrog Parties, and/or Camfrog�s subscribers, users, or others.
TERMINATION OF ACCOUNT. To maintain or improve the Services, to prevent fraud, or for any other reason determined by us, at our sole discretion, we may restrict, suspend, terminate or modify your Services with or without notice. Further, in the event that you engage in conduct prohibited by this Agreement, or otherwise commit any other breach of this Agreement, then ANY of the following may occur: you may be issued a warning; your access to online chat groups may be suspended or use of your account may be temporarily or permanently blocked; other action may also be taken against you. Upon termination in accordance with the foregoing, we may immediately deactivate or delete your account and all related information and files in your account, reassign any telephone numbers associated with the account, and/or bar any further access to such files, information, or Services. Further, if your account is terminated or suspended, and if you have paid to subscribe to any of the Camfrog services, your subscription fee will not be refunded (either in whole or in part). We shall not be liable to you or any third party for any reason for terminating this Agreement or access to Services and/or for modifying this Agreement and/or the Services.
LIMITATION OF LIABILITY AND INDEMNIFICATION. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Camfrog OR ITS AFFILIATES OR THEIR RESPECTIVE PAST, PRESENT OR FUTURE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, VENDORS OR REPRESENTATIVES (COLLECTIVELY and individually the “Camfrog Parties”) BE LIABLE OR RESPONSIBLE FOR ANY DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA, OR ANY OTHER INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES) ARISING OUT OF THE USE OF OR INABILITY TO USE THIS SOFTWARE, THE LICENSE OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, EVEN IF Camfrog HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY AGREE TO DEFEND, INDEMNIFY AND HOLD the Camfrog PARTIES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, COSTS, DAMAGES AND EXPENSES, INCLUDING BUT NOT LIMITED TO ATTORNEYS’ FEES AND COURT AND/OR OTHER COSTS, IN ANY WAY ARISING DIRECTLY OR INDIRECTLY FROM OR RELATING TO YOUR USE OF THE SOFTWARE AND/OR SERVICES AND/OR YOUR BREACH OF ANY PROVISION OF THIS AGREEMENT AND/OR REPRESENTATION, WARRANTY OR COVENANT CONTAINED IN THIS AGREEMENT, AND/OR YOUR COMMUNICATION, DISTRIBUTION OR DISPLAY OF ANY CONTENT ON OR THROUGH THE SERVICES.
Injunctive Relief. You acknowledge and agree that any breach of this Agreement may result in irreparable damage or injury to Camfrog for which Camfrog will not have an adequate remedy at law. Accordingly, in addition to any other remedies and damages available to Camfrog, you acknowledge and agree that in the event that Camfrog reasonably determines that you have breached this Agreement and that such breach is causing or may cause it irreparable damage, Camfrog shall be entitled to immediate and permanent injunctive relief, without any requirement to post a bond or other security, and you agree that you shall not contest Camfrog�s right to such relief.
Entire Agreement. This Agreement and the terms hereof contain the entire agreement between you and Camfrog regarding your use of this website, and supersede and cancel any and all other written or oral agreements or understandings previously existing between you and Camfrog concerning such use.
U.S. GOVERNMENT RESTRICTED RIGHTS: The Software is provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software – Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is Camshare, Inc., PO Box 685106, Austin, Texas, 78768.
GOVERNING LAW; AMENDMENTS. In enforcing, interpreting and for all other purposes, this Agreement will be governed by the substantive laws of the State of New York and in the event of a dispute arising hereunder, you agree to be bound by the exclusive jurisdiction of the federal and state courts located in the State of New York, City of New York, Borough of Manhattan. If a court determines any remedy provided to you under this Agreement has failed of its essential purpose, the limitations of liability and exclusion of damages and warranties above shall not be affected and remain in full force and effect. This Agreement may not be modified except to the extent of a written agreement to do so by an authorized representative of Camfrog. Camfrog reserves the right to modify the terms of this Agreement from time to time without notice to you, by posting the most current version of the Agreement on its website. In addition to the terms of this Agreement, you shall also be bound by the terms of any posted rules or guidelines applicable to your use of the Software.
CONSOLIDATION; CREDITORS RIGHTS. In the event of a merger, sale of assets or other corporate transaction involving Camfrog or in the event of a bankruptcy, insolvency or other action involving creditors of Camfrog or under other similar or related circumstances, Camfrog reserves the right to disclose and/or sell information about you and your Account. In the event Camfrog ceases its operations for a period of thirty (30) or more continuous days, you may file a claim for a refund of a prorated portion of your subscription premium, provided however, that you must file any claim within sixty (60) days of the first day on which Camfrog’s service was first terminated (the “Claim Period”). In the event you fail to submit a claim with the Claim Period, you will not be entitled to a refund.
In the event you believe that a user has sent inappropriate images of a minor or has solicited a minor, please click on www.cybertipline.com, which is affiliated with the National Center for Missing and Exploited Children (telephone 1-800-843-5678).
OTHER REFERENCE SITES:
Get net wise! Common sense guidelines:
10 golden rules of online safety. (not just for kids)
Learn about parenting and keep your kids safe on the net:
Anti-Child porn information:
Child Online Privacy Protection Act. (coppa):
Child Online Privacy Protection Rule:
Child internet protection act:
Child safety information sites:
FBI child safety information:
National Center for Missing and Exploited Children:
Child Online Privacy Protection Rule: