End User License Agreement
Thank you for reviewing this End User License Agreement ("EULA"), which creates a legal agreement between you ("you", "your" or "User") and ooVoo, LLC ("ooVoo", "we", "us" or "our") for use of ooVoo applications, including web-based, desktop or mobile applications, "Software as a Service" ("SaaS") offerings, and any other applications, regardless of the mode or format of delivery or access, including any associated updates, supplements, enhancements and/or upgrades (if any and if provided without a separate EULA), media, printed materials and electronic documentation (collectively, the "Software"). By clicking the relevant box to acknowledge your agreement, or by installing, copying, downloading, accessing, or otherwise using the Software, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not use the Software.
We may from time to time revise this EULA (including by moving or deleting portions of, or adding to, the terms that govern your use of the Software). You are bound by any such revisions and should therefore periodically visit this page to review the then current version of the EULA. If you do not agree with this EULA, you are not authorized to use the Software. Your use of the Software following any changes constitutes your agreement to be bound by the EULA, as changed. In the case of any violation of these basic terms, ooVoo reserves the right to seek all remedies available by law and in equity for such violations. These rules and regulations apply to all of your visits to and use of the Software, both now and in the future.
NO ACCESS TO EMERGENCY SERVICES. The Software does not support or carry emergency calls (for example, "911" calls) to any type of law enforcement agency, fire department, medical facility or any other kind of emergency service. The Software is not a replacement for a traditional landline telephone or mobile phone, and will not enable you to contact emergency services or identify your physical location to emergency responders if you need emergency assistance. ooVoo is not required to offer emergency services pursuant to any applicable regulation or law, and you hereby waive any and all such claims, damages or losses, against ooVoo and its licensors, arising from or relating to the use of the Software to make or attempt to make such emergency calls.
REPRESENTATIONS CONCERNING AGE AND JURISDICTION. You represent and warrant that you are at least thirteen (13) years old. Children under the age of thirteen (13) are not permitted to use the Software.
If you reside in a jurisdiction which restricts the use of internet-based applications according to age, or which restricts the ability to enter into agreements such as this EULA according to age and you are under such age limit, you may not enter into this EULA, download, install or use the Software. If you reside in a jurisdiction where it is forbidden by law to offer or use the Software for internet communication, you may not enter into this EULA, download, install or use the Software. By entering into this EULA, you represent that you have verified in your own jurisdiction that your use of the Software is permitted by law.
GRANT OF LICENSE. Subject to the terms of this EULA, ooVoo hereby grants you a limited, non-exclusive, non-sublicensable and non-assignable license to use one copy of the object code of the Software on a single computer under your control (unless the license you acquire allows for use on more than a single computer under your control) for the sole purpose of using an ooVoo internet communication application. If you are a Non-Commercial User, you may use the Software in connection with your use of an ooVoo application for your own personal non-business purposes only. If you are a Commercial User, you may use the Software for your own business operations only. A "Commercial User" is defined as an individual or entity, or an individual acting on behalf of an entity, who uses the Software for commercial or business purposes. A "Non-Commercial User" is defined as an individual who uses the Software exclusively for personal purposes and not for any business or commercial purposes. Prior to and as a condition of subscribing to an ooVoo application, you will be asked to verify your designation as a Commercial User or Non-Commercial User. All final determinations as to applicable designation shall be made by ooVoo in its sole discretion. Commercial Users must pay ooVoo the fees applicable to the ooVoo Pro service. ooVoo shall have the right to audit your use of the Software to verify compliance with the license terms. You agree to cooperate with ooVoo's audit and provide reasonable assistance and access to information. You agree to pay ooVoo within 30 days of written notification any additional fees applicable to your use of the Software in excess of your license rights. Except as expressly provided in this section of the EULA, no other license, express or implied, is granted and ooVoo reserves all rights in the Software.
LICENSE LIMITATIONS. Your license to use the Software is subject to certain limitations. Specifically, you agree not to:
- remove, obscure, make illegible or alter any notices or indications of ooVoo's intellectual property rights and ownership thereof, whether such notice or indications are affixed on, contained in or otherwise connected to any materials;
- make copies of the Software, with the exception of a single copy, which you are permitted to make exclusively for backup purposes. Such copy must preserve all notices and/or indications of ooVoo's intellectual property rights and ownership thereof;
- assign, sublicense, sell, re-sell, transfer, rent, lease or otherwise distribute or provide access to the Software including, without limitation, offering the Software to third parties on an application service provider, SaaS, hosted, service bureau, outsourcing or time-sharing basis;
- undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the Software or any part thereof;
- disable any functionality which limits the use of the Software;
- separate any parts of the Software for use on more than one computer;
- use or exploit any portion of the Software to provide any commercial services to third parties; or
- use the Software in any manner which, in ooVoo's sole discretion, interferes with its ability to offer its services.
ooVoo reserves the right to utilize the processor and/or bandwidth of your computer to facilitate communications between you and a third party.
You may be exposed to content that is offensive, inappropriate for minors, indecent or otherwise objectionable. ooVoo cannot and does not monitor or control the material or other communication transmitted or distributed by any of its users or others who visit the Site, or the actions, omissions or activities of its users, recipients of content or other communication, or other third parties, and cannot prevent such exposure or other harm to you or others. ooVoo shall not be liable for any such communications, actions, omissions, or activities or any damage or harm directly or indirectly resulting therefrom. THE CONTENT TRANSMITTED OR DISTRIBUTED THROUGH THE SOFTWARE MAY NOT BE APPROPRIATE OR SATISFACTORY FOR YOUR USE, AND YOU SHOULD VERIFY ALL CONTENT BEFORE RELYING ON IT.
THIRD PARTY SOFTWARE. The Software may be incorporated, and may incorporate itself, into software and other technology owned and controlled by third parties. Any and all other third party software or technology that may be distributed together with the Software will be subject to you explicitly accepting a license agreement with that third party as well as the terms of this EULA. You acknowledge and agree that You will not enter into a contractual relationship with ooVoo or its affiliates regarding such third party software or technology and you will look solely to the applicable third party and not to ooVoo or its affiliates to enforce any of your rights.
NO WARRANTY. THE SOFTWARE IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND WHATSOEVER, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OOVOO AND ITS LICENSORS SPECIFICALLY DISCLAIM AND EXCLUDE ANY AND ALL OTHER WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSES, NON-INFRINGEMENT OR QUALITY AND/OR PERFORMANCE. OOVOO DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE SOFTWARE'S OPERATION WILL BE ERROR-FREE OR UNINTERRUPTED, THAT THE INTERNET WILL BE AVAILABLE, THAT ALL ERRORS IN THE SOFTWARE WILL BE CORRECTED OR THAT ALL YOUR COMMUNICATION WILL BE SECURE OR DELIVERED TO YOUR RECIPIENTS, WHETHER THEY ARE YOUR INTENDED RECIPIENTS OR OTHERWISE, OR THAT THE INFORMATION (INCLUDING, WITHOUT LIMITATION, PERSONAL INFORMATION), CONTENT AND/OR FILES STORED AND/OR ARCHIVED IN THE SOFTWARE OR ON OOVOO'S SERVERS WILL BE AVAILABLE, ACCESSIBLE, SECURE AND/OR ACCURATE. OOVOO WILL NOT BE LIABLE FOR ANY OF THE FOREGOING. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. Some jurisdictions do not allow the exclusions or limitations set forth above, and therefore, may not apply to you.
LIMITATION OF LIABILITIES. NEITHER OOVOO NOR ANY OF ITS LICENSORS, AGENTS OR CONTRACTORS IN CONNECTION WITH THE SOFTWARE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY LOSS OF DATA, INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU UNDERSTAND AND ACKNOWLEDGE THAT YOUR SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY DEFECT IN OR DISSATISFACTION WITH THE SOFTWARE IS TO DE-INSTALL AND CEASE TO USE THE SOFTWARE. YOU MAY HAVE OTHER RIGHTS WHICH MAY VARY FROM STATE TO STATE.
PASSWORDS. To protect your personal information, access to the Software requires submission of login and password information to create a user Account. The login and password are for your personal use only and are not transferable. You may not share your login or password with any other individual. You agree that you will be responsible for maintaining your password as confidential and for any activity that occurs as a result of your enabling or permitting another person or entity to use your password. You agree to immediately notify us in the event that: (i) your password is lost or stolen; or (ii) you become aware of any unauthorized use of your password or of any other breach of security related to the Software. We are not responsible for any loss or damage arising from your failure to comply with the provisions of this section.
SUBSCRIPTIONS. OoVoo may charge you for some of its products or services (including if you register as a Commercial User). If you purchase any of ooVoo's products or services, you agree to the Refund Policy found on our website. You also agree to any terms (such as a minimum term of service, recurring subscription fees, or payment terms) of which we notify you during your purchase of the products or services. ooVoo may change the rates for any products or services at any time without notice to you. You agree that by continuing to use the product or service following the adjustments of the rate(s), you accept the new rate(s).
NEW VERSIONS. ooVoo may, in its sole discretion, add features or functions or provide bug fixes, patches, updates and upgrades to the Software, which may be provided automatically. If you do not want to receive such upgrades automatically, do not use the Software.
REPORTING VIOLATIONS. Pursuant to the Digital Millennium Copyright Act of 1998, 17 U.S.C. 512(c)(2), ooVoo's designated agent for notice of alleged copyright infringement in connection with the Software is as follows:
Frank Miele 44 E 30th St, 12th Floor New York, NY 10016 firstname.lastname@example.org
To file a notice of infringement with ooVoo, the requirements specified in Title II of the Digital Millennium Copyright Act of 1998 must be fulfilled. The text of this statute can be found at the U.S. Copyright Office website, located at http://www.copyright.gov.
ELECTRONIC COMMUNICATIONS. By using the Software, you consent to receiving electronic communications from ooVoo. These communications are part of your relationship with ooVoo and will include notices about your account (e.g. confirmations, video message notifications, and other transactional messages) and information concerning or related to ooVoo's service, such as Software updates, new features, and other important information about your account or service.
PHOTOGRAPHS, IMAGES AND AUDIO CONTENT. By using the Software with a webcam or other photographic or video device and/or a microphone, and access to the internet, you will be able to transmit User Content, including images and audio content to other users. Although expressly prohibited under the terms of this EULA, You understand that ooVoo cannot prevent or control others from capturing, altering, adapting, modifying or disclosing your User Content, without your consent. You hereby release, discharge and agree to indemnify, defend and hold harmless ooVoo for and against any and all claims and demands, including but not limited to, any claims for copyright infringement, defamation, invasion of privacy or right of publicity arising out of or in connection with any unauthorized use of such User Content.
OOVOO LINKS. The Software permits you to create ooVoo icons and various links (the "ooVoo Links") that you may attach to various websites. Examples of ooVoo Links include, but are not limited to, web video call links, video chat-room links, recorded and hosted video conversation links, You agree that you will only attach the ooVoo Link to websites that are not objectionable and that do not contain content that is harmful to any third party, illegal, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, indecent, libelous, pornographic, sexually explicit, invasive of another's privacy, hateful or racially, ethnically, or otherwise offensive. You further agree that you will immediately remove the ooVoo Link upon ooVoo's request for any reason.
Communication may be initiated through the ooVoo Link by a third party, regardless of whether he or she has downloaded and installed the Software. You understand that third parties who have not downloaded and installed the Software have not expressly agreed to be bound by the terms of this EULA. As such, we are not and cannot be responsible for the actions or any omissions of any such person. Your use of the ooVoo Links is at your own risk. You agree to defend, indemnify and hold ooVoo harmless from and against any and all claims and demands arising from or related to your use of the ooVoo Links.
TERMINATION. Without limiting other remedies, ooVoo may limit, suspend, or terminate this license and your use of the Software, prohibit access to the ooVoo website and delete your user account, with immediate effect and without any notice to you, if ooVoo believes that you are in breach of this EULA, infringing or misappropriating third party's intellectual property rights, violating a third party's privacy or publicity rights, or engaging in fraudulent, immoral or illegal activities, or for any other reasons, in ooVoo's sole discretion. ooVoo shall effect such termination by providing notice to you at the email address you have provided, and/or by preventing your access to your user account. ooVoo reserves the right to cancel user accounts that have been inactive for more than six months. ooVoo reserves the right to discontinue all support for the Software, and/or for any features, services or content accessible through the Software at any time with or without cause. You may terminate this EULA with or without cause. Upon termination of this EULA by you or ooVoo: (i) all licenses and rights to use the Software shall immediately terminate; (ii) you will immediately cease any and all use of the Software; and (iii) you will immediately remove the Software from all hard drives, networks and other storage media and destroy all copies of the Software in your possession or under your control.
APPLICABLE LAWS AND VENUE. This Software and this EULA (including without limitation the validity, construction and performance of duties related to the EULA) will be governed by and construed in accordance with the laws of the United States of America and the laws of the State of New York without giving effect to any principles of conflicts of laws. Venue with respect to any dispute (not subject to arbitration as provided below) between ooVoo and User will rest exclusively in the state or federal courts located in New York, New York unless such venue would deprive User of any remedy, at law or in equity, which would otherwise be available in User's state of residence. ooVoo makes no representation that the Software is appropriate or available for use outside the United States, and access to it from territories where it is illegal is prohibited. If you use the Software to communicate with individuals outside the U.S., you are responsible for ensuring that such communications comply with applicable local laws, including the European Union Directive, and other privacy or other laws. You may not use or export or re-export any materials or services related to the Software or any copy or adaptation in violation of any applicable laws or regulations including without limitation U.S. export laws and regulations. If you choose to use the Software from outside the United States, you do so on your own initiative and are responsible for compliance with applicable local laws. You agree that any cause of action or claim that you may have relating to the Software must be made or instituted within one year of when the cause of action or claim accrued.
DISPUTE RESOLUTION. User shall first contact ooVoo regarding any claim or controversy arising out of or relating to this EULA, or any breach thereof. In the event such claim or controversy cannot be resolved informally, User and ooVoo agree to try in good faith to settle the dispute by mediation under the Commercial Mediation Rules of the American Arbitration Association, before resorting to arbitration. Any claim or controversy arising out of or relating to this EULA, or any breach thereof, except such claims or controversies for which injunctive relief is available, that cannot be resolved by mediation within 30 days shall be finally settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules including the Supplementary Procedures for Consumer-Related Disputes (collectively, "AAA Rules"), and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. User agrees that, by accepting this EULA, User waives the right to bring an action relating to the EULA or the Software as part of a class action suit. The Federal Arbitration Act shall govern the interpretation and enforcement of this provision. Unless ooVoo and User agree otherwise, any arbitration hearings will take place in the county (or parish) of User's residence. If the claim or controversy is for $10,000 or less, Company agrees that User may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator(s), through a telephonic hearing or by an in-person hearing as established by the AAA Rules. If the claim or controversy exceeds $10,000, the right to a hearing will be determined by the AAA Rules.
INDEMNIFICATION. You agree to defend, indemnify and hold ooVoo harmless from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to your: (i) violation or breach of any term of this EULA (including the scope of license and restrictions on use of the Software), or any applicable law or regulation, whether or not referenced herein, (ii) violation of any rights of any third party, (iii) use or misuse of the Software, (iv) communication transmitted by the Software, and/or (v) use and/or modification of the API.
OOVOO TOOLBAR AND HOMEPAGE DEFAULT CHANGE. When you have consented to its use and installation, the "ooVoo ToolbarTM" software plugin (the "Toolbar") and or the HomePage Default Search Page will automatically launch every time you execute your browser program. Before you can use the toolbar and, or HomePage, however, you must accept the following terms: You are granted the following limited rights: A. You may use Toolbar and or Homepage for lawful personal purposes. For commercial use, you need an express written permission of Visicom Media, Zugo Ltd. or Conduit Ltd ("Toolbar Partners" depending on which toolbar installed), or the permission of MicroSoft or Google ("HomePage Partners" depending on which HomePage installed.). B. You may not reproduce, distribute, transmit, print or transfer information related to Toolbar or HomePage. C. The statistics information collected by the Toolbar and HomePage are not personally identifiable and are respecting your privacy. You are prohibited from: A. Modifying the software in part or in its entirety. B. Decompiling, reverse assembling or reverse engineering the Toolbar. Toolbar and HomePage Privacy Notice: BY PROCEEDING TO INSTALL THE TOOLBAR AND OR HOMEPAGE, YOU ACKNOWLEDGE AND ACCEPT THAT, UPON ITS INSTALLATION, THE TOOLBAR AND HOMEPAGE WILL MODIFY VIA THE SETTINGS OF YOUR BROWSER THE "DNS ERROR PAGE", "ERROR 404 PAGE", "ADDRESS BAR SEARCH", "NEW TAB" AND "DEFAULT BROWSER SEARCH" . FURTHERMORE, ONCE INSTALLED, THE TOOLBAR AND OR HOMEPAGE MAY COMMUNICATE CERTAIN BASIC USAGE INFORMATION TO TOOLBAR PARTNERS AND HOMEPAGE PARTNERS TO HELP SEARCH PARTNERS COMPILE GLOBAL STATISTICS CONCERNING USAGE OF THE TOOLBAR AND HOMEPAGE BY USERS (for example concerning the number of installations and unique users, the number of clicks which the Toolbar or HomePage receives, the number of searches performed by users, etc.). Such statistical information will not include any personally identifiable information regarding users. Limited Warranty: LIMITATION OF LIABILITY FOR INDIRECT DAMAGES: OOVOO LLC OR SEARCH PARTNERS CANNOT BE HELD RESPONSIBLE UNDER ANY CIRCUMSTANCES FOR DAMAGES OF ANY CHARACTER (INCLUDING, BUT NOT LIMITED TO, DIRECT OR INDIRECT DAMAGES RESULTING FROM THE LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THIS PRODUCT. THE TOOLBAR IS PROVIDED UNDER LICENSE ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL OOVOO LLC AND SEARCH PARTNERS, OR ANY THIRD PARTY INVOLVED IN THE CREATION, PRODUCTION, OR DELIVERY OF THE TOOLBAR AND OR HOMEPAGE BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY DIRECT OR INDIRECT DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, INCURRED BY THE USER EVEN IF OOVOO LLC OR SEARCH PARTNERS HAS BEEN ADVISED OF SUCH DAMAGES. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE TOOLBAR AND HOMEPAGE IS BORNE BY THE USER. SEARCH PARTNERS MAY, AT ANY TIME, REVOKE THIS LICENSE BY NOTIFYING THE USER OF THE SOFTWARE. THE USER MAY CANCEL HIS LICENSE TO USE THE PRODUCT BY DESTROYING OR ERASING ALL COPIES OF THE TOOLBAR. THIS LIMITED WARRANTY WILL BE GOVERNED AND INTERPRETED ACCORDING TO THE US LAW.