TERMS AND CONDITIONS

Terms of Service

myVidoop.com LLC Affiliate Terms of Service

  • 1. Your Relationship with myVidoop.com
  • 1.1 Your relationship with, promotion of, access to, reliance upon and use of myVidoop's products, software, services and web sites (referred to collectively as the "Services" in this document and excluding any services provided to you by myVidoop under a separate written agreement) is subject to the terms of a legal agreement between you and myVidoop. "myVidoop" means myVidoop.com LLC, whose principal place of business is at 15 West 6th Street, Suite 2400, Tulsa, Oklahoma 74119, United States. This document explains how the agreement is made up, and sets out some of the terms of that agreement.
  • 1.2 Unless otherwise agreed in writing with myVidoop, your agreement with myVidoop will always include, at a minimum, the terms and conditions set out in this document.
  • 1.3 Your agreement with myVidoop will also include the terms of any Legal Notices applicable to the Services, in addition to the terms set forth herein. The terms of any Legal Notices applicable to the Services are referred to below as the "Additional Terms". Where Additional Terms apply to a Service, these will be accessible for you to read either within, or through your use of, that Service.
  • 1.4 The terms of this document, together with the Additional Terms, form a legally binding agreement between you and myVidoop in relation to your use of the Services. It is important that you take the time to read them carefully. Collectively, this legal agreement is referred to below as the "Affiliate Terms".
  • 1.5 If there is any contradiction between what the Additional Terms say and what the terms set forth herein say, then the terms set forth below shall take precedence in relation to that Service.
  • 2. Accepting the Affiliate Terms
  • 2.1 In order to use the Services, you must first agree to the Affiliate Terms. You may not use the Services if you do not accept the Affiliate Terms.
  • 2.2 You can accept the Affiliate Terms by:
    • (A) Clicking to accept or agree to the Affiliate Terms, where this option is made available to you by myVidoop in the affiliate interface; or
    • (B) by actually using the Services. In this case, you understand and agree that myVidoop will treat your use of the Services as acceptance of the Affiliate Terms from that point.
  • 2.3 You may not use the Services and may not accept the Affiliate Terms if (a) you are not of legal age to form a binding contract with MyVidoop, (b) you are not a legal entity authorized to enter into such a binding contract, or (c) you are a person or entity barred from using the Services under the laws of the United States or other countries including the country in which you are resident or from which you use the Services.
  • 2.4 Before you continue, you should print off or save a local copy of this agreement for your records.
  • 3. Language of the Affiliate Terms
  • 3.1 Where myVidoop has provided you with a translation of the English language version of the Affiliate Terms, then you agree that the translation is provided for your convenience only and that the English language versions of the Affiliate Terms will govern your relationship with myVidoop.
  • 3.2 If there is any contradiction between what the English language version of the Affiliate Terms says and what a translation says, then the English language version shall take precedence.
  • 4. Provision of the Services by myVidoop
  • 4.1 myVidoop may have subsidiaries and affiliated legal entities around the world ("Subsidiaries"). Sometimes, these companies will be providing the Services to you on behalf of myVidoop itself. You acknowledge and agree that Subsidiaries will be entitled to provide the Services to you under the Affiliate Terms.
  • 4.2 myVidoop is constantly innovating in order to provide the best possible experience for its affiliates. You acknowledge and agree that the form and nature of the Services which myVidoop provides may change from time to time without prior notice to you.
  • 4.3 As part of this continuing innovation, you acknowledge and agree that myVidoop may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to affiliates generally at myVidoop's sole discretion, without prior notice to you.
  • 4.4 You acknowledge and agree that if myVidoop disables access to the Services, you may be prevented from accessing the Services.
  • 5. Use of the Services by you
  • 5.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to myVidoop will always be accurate, correct and up to date.
  • 5.2 You agree to use the Services only for purposes that are permitted by (a) the Affiliate Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).
  • 5.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by myVidoop, unless you have been specifically allowed to do so in a separate agreement with myVidoop. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any robots.txt file present on the Services.
  • 5.4 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
  • 5.5 Unless you have been specifically permitted to do so in a separate agreement with myVidoop, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
  • 5.6 You agree that you are solely responsible for (and that myVidoop has no responsibility to you or to any third party for) any breach of your obligations under the Affiliate Terms and for the consequences (including any loss or damage which myVidoop may suffer) of any such breach.
  • 5.7 Our site implements the OpenID Authentication 1.1 specification which can be found at http://openid.net/specs/openid-authentication-1_1.html. We make every reasonable effort to ensure that if your site fully conforms to this specification that our users will be able to authenticate to your site, but we make no guarantee or warranty that our users will be able to authenticate to your site. We also do not provide troubleshooting assistance with your OpenID implementation.
  • 6. Privacy and Personal Information
  • 6.1 For information about myVidoop's data protection practices, please read myVidoop's privacy policy at http://www.myVidoop.com/help/privacy. This policy explains how myVidoop treats personal information and protects privacy.
  • 6.2 You agree to the use of any data provided by you in accordance with myVidoop's privacy policies and for purposes of providing the Services to you and entities using myVidoop's products or services to access data or information accessible by third parties using the Services.
  • 7. Content in the Services
  • 7.1 You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you or a third party may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the "Content".
  • 7.2 myVidoop reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or revoke your use of or access to the Services based on the subject matter and substance of any or all Content provided by you.
  • 7.3 You agree that you are solely responsible for (and that myVidoop has no responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which myVidoop may suffer) by doing so.
  • 8. Proprietary Rights
  • 8.1 You acknowledge and agree that myVidoop (or myVidoop's licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by myVidoop and that you shall not disclose such information without myVidoop's prior written consent.
  • 8.2 You are hereby granted a worldwide, non-exclusive right to use the trade names, trade marks, service marks, logos, domain names, and other distinctive brand features listed in myVidoop's Brand Usage Guidelines which may be found at http://www.myvidoop.com/help/tos. You agree that your use of such trade names, trademarks, service marks, logos, domain names, and other distinctive brand features shall be in compliance with that agreement, any applicable provisions of the Affiliate Terms, and myVidoop's Brand Usage Guidelines as updated from time to time.
  • 8.3 Other than the limited license set forth in Section 11, myVidoop acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Affiliate Terms in or to any Content that you submit, post, transmit or display on, or through, the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with myVidoop, you agree that you are responsible for protecting and enforcing those rights and that myVidoop has no obligation to do so on your behalf.
  • 8.4 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
  • 8.5 Unless you have been expressly authorized to do so in writing by myVidoop, you agree that in using the Services, you will not use any trademark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
  • 9. License from myVidoop
  • 9.1 myVidoop gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by myVidoop as part of the Services as provided to you by myVidoop (referred to as the "Software" below). This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by myVidoop, in the manner permitted by the Affiliate Terms.
  • 9.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by myVidoop, in writing.
  • 9.3 Unless myVidoop has given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software.
  • 10. Content License from You
  • 10.1 You retain copyright and any other rights you already hold in Content which you submit, post or display on or through your use of the Services. By submitting, posting or displaying the Content you give myVidoop a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which you submit, post or display on or through, the Services. This license is for the sole purpose of enabling myVidoop to display, distribute and promote the Services and may be revoked for certain Services as defined in the Additional Terms of those Services.
  • 10.2 You understand that myVidoop, in performing the required technical steps to provide the Services to users, may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as are necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit myVidoop to take these actions.
  • 10.3 You confirm and warrant to myVidoop that you have all the rights, power and authority necessary to grant the above license.
  • 11. Software Updates
  • The Software which is used by you or third parties to provide the Services may automatically download and install updates from time to time from myVidoop. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit myVidoop to deliver these to you) as part of your use of the Services.
  • 12. Ending your Relationship with myVidoop
  • 12.1 The Affiliate Terms will continue to apply until terminated by either you or myVidoop as set out below.
  • 12.2 If you want to terminate your legal agreement with myVidoop, you may do so by (a) notifying myVidoop at any time; (b) closing your accounts for all of the Services which you use, where myVidoop has made this option available to you; and (c) removing any of myVidoop's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features from your Content and websites. Your notice should be sent, in writing, to myVidoop's address which is set out at the beginning of these Affiliate Terms.
  • 12.3 myVidoop may at any time, terminate its legal agreement with you if:
    • (A) You have breached any provision of the Affiliate Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Affiliate Terms); or
    • (B) myVidoop is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
    • (C) A partner with whom myVidoop offered the Services to you has terminated its relationship with myVidoop or ceased to offer the Services to you; or
    • (D) myVidoop transitions to no longer providing the Services to users in the country in which you are a resident; or
    • (E) The provision of the Services to you by myVidoop is, in myVidoop's opinion, no longer commercially viable.
  • 12.4 Nothing in this Section shall affect MyVidoop's rights regarding provision of Services under Section 4.
  • 12.5 When these Affiliate Terms come to an end, all of the legal rights, obligations and liabilities that you and myVidoop have benefited from, been subject to, which have accrued over time while the Affiliate Terms have been in force, or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 19.6 shall continue to apply to such rights, obligations and liabilities indefinitely.
  • 13. EXCLUSION OF WARRANTIES
  • 13.1 NOTHING IN THESE AFFILIATE TERMS, INCLUDING SECTIONS 11 AND 12, SHALL EXCLUDE OR LIMIT MYVIDOOP'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY ARE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
  • 13.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."
  • 13.3 IN PARTICULAR, MYVIDOOP, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
    • (A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
    • (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
    • (C) UNAUTHORIZED USERS WILL NOT BE ABLE TO GAIN ACCESS TO ANY OF YOUR CONTENT OR WEB SITES WHICH REQUIRE USER AUTHENTICATION USING THE SERVICES,
    • (D) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND
    • (E) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
  • 13.4 ANY USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR SYSTEMS, DEVICES OR LOSS OF DATA THAT RESULTS FROM ANY USE OF THE SERVICES.
  • 13.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MYVIDOOP OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AFFILIATE TERMS.
  • 13.6 MYVIDOOP FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  • 14. LIMITATION OF LIABILITY
  • 14.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 13.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT MYVIDOOP, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
    • (A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;
    • (B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
    • (I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
      • (II) ANY CHANGES WHICH MYVIDOOP MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);
      • (III) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;
      • (IV) YOUR FAILURE TO PROVIDE MYVIDOOP WITH ACCURATE INFORMATION;
      • (V) YOUR FAILURE TO KEEP YOUR OR YOUR USERS PASSWORDS, IMAGE CATEGORIES OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
  • 14.2 THE LIMITATIONS ON MYVIDOOP'S LIABILITY TO YOU IN PARAGRAPH 14.1 ABOVE SHALL APPLY WHETHER OR NOT MYVIDOOP HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
  • 15. Copyright and Trademark Policies
  • 15.1 It is myVidoop's policy to respond to notices of alleged copyright infringement that comply with applicable international intellectual property law (including, in the United States, the Digital Millennium Copyright Act) and to terminate its relationship with repeat infringers. Details of myVidoop's policy can be found at http://www.myvidoop.com/help/tos.
  • 15.2 myVidoop operates a trademark complaints procedure in respect of myVidoop's advertising business, details of which can be found at http://www.myVidoop.com/help/tos.
  • 16. Advertisements
  • The manner, mode and extent of advertising placed on the Services are subject to myVidoop's Sponsorship Terms and Conditions. If you are interested in the placement of advertisements on the Services or you would like more information about myVidoop's Sponsorship Terms and Conditions you may contact myVidoop at http://www.vidoop.com/contact.php.
  • 17. Other Content
  • 17.1 The Services may include hyperlinks to other Content, web sites, or resources of other affiliates. myVidoop may have no control over any Content, web sites, or resources which are provided by other affiliates.
  • 17.2 You acknowledge and agree that myVidoop is not responsible for the availability of any such affiliate web sites, resources or Content, and does not endorse any Content, advertising, products or other materials available from such affiliates.
  • 17.3 You acknowledge and agree that myVidoop is not liable for any loss or damage which may be incurred by you as a result of the availability of affiliate Content, web sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such Content, web sites, or resources.
  • 18. Changes to the Affiliate Terms
  • 18.1 myVidoop may make changes to the Affiliate Terms or Additional Terms from time to time. When these changes are made, myVidoop will make a new copy of the Affiliate Terms available at http://www.myVidoop.com/help/tos and any new Additional Terms will be made available to you from within, or through, the affected Services.
  • 18.2 You understand and agree that if you use the Services after the date on which the Affiliate Terms or Additional Terms have changed, myVidoop will treat your use as acceptance of the updated Affiliate Terms or Additional Terms.
  • 19. General Legal Terms
  • 19.1 The Affiliate Terms constitute the whole legal agreement between you and myVidoop and govern your use of the Services (but excluding any services which myVidoop may provide to you under a separate written agreement), and completely replace any prior agreements between you and myVidoop in relation to the Services.
  • 19.2 You agree that myVidoop may provide you with notices, including those regarding changes to the Affiliate Terms, by email, regular mail, or postings on the Services.
  • 19.3 You agree that if myVidoop does not exercise or enforce any legal right or remedy which is contained in the Affiliate Terms, or which myVidoop has the benefit of under any applicable law, this will not be taken to be a formal waiver of myVidoop's rights and that those rights or remedies will still be available to myVidoop.
  • 19.4 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Affiliate Terms is invalid, then that provision will be removed from the Affiliate Terms without affecting the rest of the Affiliate Terms. The remaining provisions of the Affiliate Terms will continue to be valid and enforceable.
  • 19.5 You acknowledge and agree that each member of the group of companies of which myVidoop LLC is affiliated shall be third party beneficiaries to the Affiliate Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Affiliate Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Affiliate Terms.
  • 19.6 The Affiliate Terms, and your relationship with myVidoop under the Affiliate Terms, shall be governed by the laws of the State of Oklahoma without regard to its conflict of laws provisions. You and myVidoop agree to submit to the exclusive jurisdiction of the courts located within the county of Tulsa, Oklahoma to resolve any legal matter arising from the Affiliate Terms. Notwithstanding this, you agree that myVidoop shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
  • September 12, 2007
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