Last revised on: September 28, 2018
PLEASE READ THIS LEGAL DOCUMENT CAREFULLY. Vejo, Inc. (together with its affiliates, “Vejo”, “we”, or “us”) owns and operates the Vejo website located at http://www.vejo.com, including subdomains (the “Site”), and markets, promotes, sells and distributes certain products and services through the Site and mobile and desktop or device applications (including iOS and Android applications) and Vejo-controlled social media pages (including on Facebook, Instagram, Spotify and Twitter) (collectively, the “Vejo Service”). Certain features of the Vejo Service may be subject to additional guidelines, terms, or rules, which will be posted on the Vejo Service in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
THESE TERMS REQUIRE THE USE OF MANDATORY ARBITRATION (SECTION 11.2) ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. SEE SECTION 11.2 FOR THE STEPS YOU MUST FOLLOW IF YOU WANT TO OPT-OUT OF THIS MANDATORY ARBITRATION.
1.1 Account Creation. In order to use certain features of the Vejo Service, you must activate your Vejo device and register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You may not use someone else's name, or any name, location or other public profile information that violates any third party rights or that is offensive, obscene or otherwise objectionable (in Vejo’s sole discretion). Similarly, you may not use any image that violates any third party rights or that is offensive, obscene or otherwise objectionable (in Vejo’s sole discretion). You may delete your Account at any time, for any reason, by following the instructions on the Vejo Service. Vejo may suspend or terminate your Account in accordance with Section 9.
1.2 Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You must safeguard the confidentiality of your password, and if you are using a device that others have access to, log out of your Account after using the Vejo Service. You agree to immediately notify Vejo of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security at email@example.com. Vejo cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
2. ACCESS TO THE VEJO SERVICE.
2.1 License. Subject to these Terms, Vejo grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Vejo Service solely for your own personal, noncommercial use. This license includes the right to view content available on the Vejo Service. This license is personal to you and may not be assigned or sublicensed to anyone else.
2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Vejo Service, whether in whole or in part, or any content displayed on the Vejo Service; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Vejo Service; (c) you shall not access the Vejo Service in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Vejo Service may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Vejo Service shall be subject to these Terms. All copyright and other proprietary notices on the Vejo Service (or on any content displayed on the Vejo Service) must be retained on all copies thereof.
2.3 Modification. Vejo reserves the right, at any time, to modify, suspend, or discontinue the Vejo Service (in whole or in part) with or without notice to you. You agree that Vejo will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Vejo Service or any part thereof.
2.4 No Support or Maintenance. You acknowledge and agree that Vejo will have no obligation to provide you with any support or maintenance in connection with the Vejo Service.
2.5 Ownership. Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trade marks, and trade secrets, in the Vejo Service and its content are owned by Vejo or Vejo’s suppliers. Neither these Terms (nor your access to the Vejo Service) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Vejo and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
3. USER CONTENT.
3.1 User Content. “User Content” means any and all video, image, graphics, photos, text, audio recording, content, comments, materials, information or other works that a user submits to, or uses with, the Vejo Service (e.g., content in the user’s profile or postings). You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined in Section 3.3). You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Vejo. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. Vejo is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.
3.2 License. You hereby grant (and you represent and warrant that you have the right to grant) to Vejo an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in the Vejo Service. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
3.3 Acceptable Use Policy. The following terms constitute our “Acceptable Use Policy”:
(a) You agree not to use the Vejo Service to collect, upload, transmit, display, or distribute any User Content (i) that violates or infringes any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or will require Vejo to need to obtain licenses from any third party or pay royalties to any third party; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, sexually explicit, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, discrimination, or physical harm or violence of any kind against any group or individual, depicts animal cruelty or extreme violence towards animals, or is otherwise objectionable; (iii) that is harmful to or exploits minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
(b) In addition, you agree not to: (i) upload, transmit, or distribute to or through the Vejo Service any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Vejo Service unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Vejo Service to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Vejo Service, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Vejo Service (or to other computer systems or networks connected to or used together with the Vejo Service), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Vejo Service; or (vi) use software or automated agents or scripts to produce multiple accounts on the Vejo Service, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Vejo Service (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Vejo Service for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).
(c) When interacting with other Vejo users, you should exercise caution and common sense to protect your personal safety and property, just as you would when interacting with other people you don’t know. Your participation, correspondence or personal or business dealings with any third party found on or through the Vejo Service, whether regarding payment or delivery of specific goods and services, donations or fundraisers, and any other terms, conditions, representations or warranties associated with such dealings, are solely between you and such third party. You agree that Vejo is not responsible or liable for any loss, damage, injury, or other matters of any sort incurred as the result of such dealings.
3.4 Enforcement. We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 9, and/or reporting you to law enforcement authorities.
3.5 Feedback. If you provide Vejo with any feedback or suggestions regarding the Vejo Service or the products or services of Vejo (“Feedback”), you hereby assign to Vejo all rights in such Feedback and agree that Vejo shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Vejo will treat any Feedback you provide to Vejo as non-confidential and non-proprietary. You agree that you will not submit to Vejo any information or ideas that you consider to be confidential or proprietary.
4. INDEMNIFICATION. You agree to indemnify and hold Vejo (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Vejo Service, (b) your violation of these Terms, (c) your violation of applicable laws or regulations or (d) your User Content. Vejo reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Vejo. Vejo will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
5. THIRD-PARTY LINKS & ADS; OTHER USERS.
5.1 Third-Party Links & Ads. The Vejo Service may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links & Ads are not under the control of Vejo, and Vejo is not responsible for any Third-Party Links & Ads. Vejo provides access to these Third-Party Links & Ads only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third-Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
5.2 Other Users. Each Vejo Service user is solely responsible for any and all of its own User Content. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other Vejo Service users are solely between you and such users. You agree that Vejo will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Vejo Service user, we are under no obligation to become involved.
5.3 Release. You hereby release and forever discharge the Vejo (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Vejo Service (including any interactions with, or act or omission of, other Vejo Service users or any Third-Party Links & Ads). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
6. PURCHASING PRODUCTS FROM VEJO.
6.1 Product Representations. Vejo reserves the right, without prior notice, to discontinue or change specifications and prices on products without incurring any obligation to you. Vejo takes reasonable precautions to try to ensure that the prices quoted on the Vejo Service are correct, and to describe the items available on the Vejo Service as accurately as possible and to depict the most up to date packaging. However, when ordering products, please note that Vejo does not warrant that product descriptions are accurate, complete, reliable, current, or error-free, or that product packaging depicted on the Vejo Service will match the actual product that you receive. If a product described on the Vejo Service is not as described when you receive it, or the packaging on the Vejo Service does not match the product you receive, your sole remedy is to return it to us in an unused and undamaged condition in accordance with our Return Policy, which is listed on the Site at [____________]. Vejo’s descriptions of, or references to, products not owned by Vejo do not imply endorsement of that product, or constitute a warranty by Vejo.
6.2 Pricing Errors and Omissions. Please be aware that prices, availability and other purchase terms are subject to change without prior notice. We make every effort to ensure the accuracy of the information on the Vejo Service and to correct errors once discovered. Vejo reserves the right to revoke any stated offer to correct any errors, inaccuracies, or omissions, including after an order has been submitted, after it has been confirmed, or after your credit card has been charged. If we discover an error has occurred after your credit card has been charged and your order is canceled as a result of the error, your credit card will be refunded the full amount of your order.
6.3 Order Placement and Acceptance. If you order a product, payment must be received by Vejo prior to Vejo’s acceptance of the order. Vejo may require additional information regarding your order if you have not provided all of the information required, and may cancel or limit an order any time after it has been placed.
Your order is expressly conditioned on acceptance of these Terms. Once a properly completed order, your authorization and a form of payment has been received, we will promptly locate the item(s) you have ordered to place them in line for shipment. All items are subject to availability. We will promptly inform you if the product(s) you have ordered are not available and we may offer you alternative product(s) of equal quality and value.
Unless otherwise agreed by Vejo in its sole discretion, Vejo does not accept orders from dealers, wholesalers, or customers who intend to resell items offered on the Vejo Service. If Vejo discovers that you are placing orders with the intent to resell items offered on the Vejo Service, we will immediately cancel your order, suspend or terminate your account, and pursue any and all available legal remedies from you under applicable law. To the extent your conduct may be fraudulent, such as purchasing products through the use of fake or stolen cards, Vejo will also report you to federal, state and/or local enforcements authorities.
6.4 Shipping and Risk of Loss. Vejo may add applicable shipping and handling fees to your order in accordance with its shipping and handling terms. Unless otherwise noted, Vejo will use commercially reasonable efforts to ship products within a reasonable time after receipt of your properly completed order. Although Vejo may provide delivery or shipment timeframes or dates, you understand that those are Vejo’s good-faith estimates and may be subject to change. You further understand that product availability may be limited and particular products may not be available for immediate delivery, in which case the products will be delivered when they become available. If your order will be delayed (either from the date specified at the time of order or, if no date was specified, beyond 30 days from the date of your order, Vejo will use good faith efforts to contact you. If Vejo cannot contact you or you no longer wish to receive the item, Vejo will cancel the order and promptly refund the amount tendered, and will do so within 7 business days if made using third-party credit card, such as a Visa or Mastercard. Vejo shall not be liable for any loss, damage, cost, or expense related to any delay in shipment or delivery. All items purchased from the Vejo Service are delivered to shipment carriers. The risk of loss and title for such items pass to you upon our delivery to the carrier. Vejo may reject orders where the stated delivery address is outside the United States.
6.5 Sales Tax. In the United States, Vejo is required to collect applicable state and local sales tax on orders shipped to certain states. Taxes apply to most merchandise, but some states exclude certain items, like food products. Some taxing authorities also require the taxable amount to include any shipping and handling charges, while others charge sales tax only on merchandise. Vejo is required to follow the rules of each state. Your final order total will include the appropriate state and local taxes. Qualifying States: CA, GA, HI, MA and NY.
6.6 Payment Information. In ordering products through the Vejo Service, by telephone, or otherwise, you agree to provide only true, accurate, current, and complete payment information. By placing an order, you represent and warrant that you will only provide payment information which is yours or for which you are authorized to provide. Vejo shall have the right to cancel your order or to suspend or terminate your account if we have grounds to believe that you have provided inaccurate, not current, fraudulent, or incomplete payment information to Vejo, or for any other reason that we, in our sole discretion, deem appropriate. You agree that your placement of an electronic order on the Vejo Service is sufficient to satisfy any applicable Statute of Frauds, and no further writing is required.
6.7 International Orders. Vejo does not directly sell certain Vejo products in any jurisdiction other than the United States of America, as these products may not be approved for sale in other jurisdictions.
6.8 Automatic Renewal Terms. If you are placing an order online or by telephone as part of our automatic renewal program, your membership in the program will remain in effect until it is cancelled. We may, in our sole discretion, terminate your membership in the program at any time without notice to you.
IF YOU ARE A MEMBER OF OUR AUTOMATIC RENEWAL PROGRAM AND YOU HAVE PROVIDED US WITH A VALID CREDIT CARD NUMBER OR AN ALTERNATE PAYMENT METHOD, EACH SHIPMENT WILL BE AUTOMATICALLY PROCESSED AT THE TIME OF EACH SUCCESSIVE SHIPMENT AND/OR INSTALLMENT AND WILL BE BILLED TO THE PAYMENT METHOD YOU PROVIDED TO US AT THE TIME OF YOUR INITIAL PURCHASE AND ENROLLMENT. IF YOU WISH TO CANCEL YOUR PARTICIPATION IN OUR AUTOMATIC RENEWAL PROGRAM, YOU MAY DO SO BY CALLING A CUSTOMER SERVICE REPRESENTATIVE AT THE TELEPHONE NUMBERS LISTED ON THE WEBSITE UNDER CUSTOMER SERVICE.
You are obligated to provide current, complete, and accurate information for your billing account. You are responsible for promptly updating all information to keep your billing account current, complete, and accurate (e.g., change in billing address, credit card number, or credit card expiration date). You must promptly notify us if your credit card information is cancelled or is no longer valid (e.g., loss or theft). Changes to such information can be made by calling a customer service representative at the telephone numbers listed on the Vejo Service under Contact Information below. If you are participating in our automatic renewal program using a credit card and your credit card fails to process for a subsequent shipment, Vejo may convert your account to a pay-by-check plan. If your account has been converted to a pay-by-check plan, you will receive an invoice along with your shipment. Invoiced items not paid within 30 days of receipt will be considered past due and Vejo will send you communications to collect past due balances. If you fail to timely update your credit card information or fail to timely pay by check, your membership in our automatic renewal program may be terminated and your account may be sent for collection.
6.9 Return/Refund Policy. You may return items in accordance with the Return Policy instructions that accompany your product shipments or, if you are uncertain about your right to return the product, you may also call Customer Service at [__________] for assistance.
THE VEJO SERVICE IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE VEJO SERVICE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE VEJO SERVICE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
TO THE EXTENT THAT ANOTHER PARTY MAY HAVE ACCESS TO OR VIEW CONTENT ON YOUR DEVICE, YOU ARE SOLELY RESPONSIBLE FOR INFORMING SUCH PARTY OF ALL DISCLAIMERS AND WARNINGS IN THIS AGREEMENT.
THE INFORMATION (INCLUDING, WITHOUT LIMITATION, ADVICE AND RECOMMENDATIONS) ON THE VEJO SERVICE IS NOT INTENDED AS MEDICAL OR HEALTHCARE ADVICE, OR TO BE USED FOR MEDICAL DIAGNOSIS OR TREATMENT, FOR ANY INDIVIDUAL PROBLEM. IT IS ALSO NOT INTENDED AS A SUBSTITUTE FOR PROFESSIONAL ADVICE AND SERVICES FROM A QUALIFIED HEALTHCARE PROVIDER FAMILIAR WITH YOUR UNIQUE FACTS. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTHCARE PROVIDER REGARDING ANY MEDICAL CONDITION BEFORE STARTING ANY NEW TREATMENT. YOUR USE OF THE VEJO SERVICE IS SUBJECT TO THE ADDITIONAL DISCLAIMERS AND CAVEATS THAT MAY APPEAR THROUGHOUT THE VEJO SERVICE.
VEJO AND ITS AGENTS ASSUME NO RESPONSIBILITY FOR ANY CONSEQUENCE RELATING DIRECTLY OR INDIRECTLY TO ANY ACTION OR INACTION YOU TAKE BASED ON THE INFORMATION, SERVICES, OR OTHER MATERIAL ON THE VEJO SERVICE. WHILE VEJO STRIVES TO KEEP THE INFORMATION ON THE VEJO SERVICE ACCURATE, COMPLETE, AND UP-TO-DATE, VEJO CANNOT GUARANTEE, AND WILL NOT BE RESPONSIBLE FOR, ANY DAMAGE OR LOSS RELATED TO THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE INFORMATION ON THE VEJO SERVICE.
YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE VEJO SERVICE IS USED AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM VEJO OR THROUGH THE VEJO SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
8. LIMITATION ON LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VEJO (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE VEJO SERVICE, EVEN IF VEJO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE VEJO SERVICE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE TERMS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
9. TERM AND TERMINATION. Subject to this Section, these Terms will remain in full force and effect while you use the Vejo Service. We may suspend or terminate your rights to use the Vejo Service (including your Account) at any time for any reason at our sole discretion, including for any use of the Vejo Service in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Vejo Service will terminate immediately. You understand that any termination of your Account may involve deletion of your User Content associated with your Account from our live databases. Vejo will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of your User Content. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2 through 2.5, Section 3 and Sections 4 through 11.
10. COPYRIGHT POLICY.
Vejo respects the intellectual property of others and asks that users of our Vejo Service do the same. In connection with our Vejo Service, we have adopted and implemented a policy respecting copyright law that provides for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our online Vejo Service who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Vejo Service, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:
- your physical or electronic signature;
- identification of the copyrighted work(s) that you claim to have been infringed;
- identification of the material on our services that you claim is infringing and that you request us to remove;
- sufficient information to permit us to locate such material;
- your address, telephone number, and e-mail address;
- a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
- a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
The designated Copyright Agent for Vejo is:
Designated Agent: Steven C. Sereboff
Address of Agent: 310 N. Westlake Blvd., Suite 120, Westlake Village, CA 91362-3788
Telephone: (805) 230-1350 ext. 220
Fax: (805) 230-1355
11.1 Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Vejo Service. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Vejo Service. These changes will be effective immediately for new users of our Vejo Service. Continued use of our Vejo Service following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
11.2 Pre-Dispute, Mandatory Binding Arbitration, and Class Action Waiver
PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR RIGHTS. YOU AGREE THAT ANY CLAIM THAT YOU MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH BINDING ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST.
YOU AGREE THAT YOU MAY ONLY BRING A CLAIM IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.
(b) Exceptions to Binding Arbitration. As an exception to binding arbitration, you and Vejo both retain the right to pursue, in a small claims court, any claim that is within that court’s jurisdiction and proceeds on an individual (non-class) basis. Vejo will not demand arbitration in connection with any individual claim that you properly file and pursue in a small claims court, so long as the claim is pending only in that court. Binding arbitration also does not apply to disputes concerning trade secret misappropriation, patent infringement, copyright infringement or misuse, or trademark infringement or dilution.
(c) Mandatory Pre-Dispute Procedures. You acknowledge and agree that before initiating any Claim (subject to the exceptions above) against Vejo, you will first give us an opportunity to resolve your problem or dispute. This includes sending a written description of your problem or dispute to us, including, but not limited to, information or representations related to our products and upon which you rely. You may send the written description by U.S. Mail to Vejo, Inc., 1507 20th Street, Santa Monica, CA 90404, Attn: General Counsel. You agree to negotiate with Vejo in good faith about your problem or dispute. If for some reason your problem or dispute is not resolved to your satisfaction within 60 days after Vejo’s receipt of your written dispute, you agree to the dispute resolution provisions below.
(d) Commencement of Arbitration. You and Vejo agree to commence any arbitration proceeding within 1 year after the Claim arises (including the mandatory pre-dispute procedures outlined above) and that any proceeding commenced after 1 year shall be barred.
(e) Arbitration Location. For your convenience, the arbitration may be conducted in the federal district where you reside. It may be held by telephone or through written submissions if both you and Vejo agree.
(g) Arbitration Fees. Vejo shall pay for all filing, administrative, and arbitrator fees for an arbitration initiated by either party. The parties shall each pay their own additional fees, costs, and expenses, including, but not limited to, those for any attorneys, experts, documents, and witnesses.
(h) Arbitration Award. The arbitrator shall follow substantive law and may order any relief if permitted by law. The arbitrator may award any form of individual relief, including injunctions and punitive damages, so long as they are in accordance with applicable law. The arbitrator may award costs or fees to a prevailing party, but only if the law expressly allows it. Although Vejo may have a right to an award of attorneys’ fees and expenses under some laws if it prevails, Vejo agrees that it will not seek such an award, unless your Claims are determined by the arbitrator to be frivolous. Nothing herein shall be construed to limit the arbitrator’s ability to award remedies provided by applicable law. Any award rendered shall include a written opinion and shall be final, subject to appeal under the FAA.
(i) Enforceability. This provision survives termination of your account or relationship with Vejo, bankruptcy, assignment or transfer. If the class action waiver is deemed unenforceable (i.e., unenforceability would allow arbitration to proceed as a class or representative action), then this entire arbitration provision shall be rendered null and void and shall not apply. If a portion of this arbitration provision (other than the class action waiver) is deemed unenforceable, the remaining portions of this arbitration provision shall remain in full force and effect.
(j) Miscellaneous. Failure or any delay in enforcing this arbitration provision in connection with any particular Claims will not constitute a waiver of any rights to require arbitration at a later time or in connection with any other Claims. This provision is the entire arbitration agreement between you and Vejo and shall not be modified except in writing by Vejo.
(k) Amendments. Vejo reserves the right to amend this arbitration provision at any time. Your continued use of any Vejo Vejo Service, purchase of a Vejo product, or use or attempted use of a Vejo product, is affirmation of your consent to such changes. Should the changes to this arbitration provision be material, Vejo will provide you notice and an opportunity to opt-out. Your continued use of any Vejo Vejo Service, purchase of a Vejo product, or use or attempted use of a Vejo product, is affirmation of your consent to such material changes.
(l) Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce these Terms, to enforce an arbitration award, or to seek injunctive or equitable relief.
(m) Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.
(n) Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of these arbitration provisions.
(o) Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Vejo.
(p) Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under these arbitration provisions.
(q) Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark or trade secrets shall not be subject to these arbitration provisions.
(r) Courts. In any circumstances where the foregoing arbitration provisions permit the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Los Angeles County, California, for such purpose.
YOU HAVE THE RIGHT TO OPT-OUT OF THIS ARBITRATION PROVISION WITHIN 30 DAYS FROM THE DATE OF PURCHASE, USE, OR ATTEMPTED USE OF A VEJO PRODUCT (WHICHEVER COMES FIRST) BY WRITING TO VEJO, INC., 1507 20TH STREET, SANTA MONICA, CA 90404, ATTN: GENERAL COUNSEL. FOR YOUR OPT-OUT TO BE EFFECTIVE, YOU MUST SUBMIT A SIGNED WRITTEN NOTICE IDENTIFYING ANY VEJO PRODUCT YOU PURCHASED, USED OR ATTEMPTED TO USE WITHIN THE 30 DAYS AND THE DATE YOU FIRST PURCHASED, USED OR ATTEMPTED TO USE OF VEJO PRODUCTS. UNTIMELY OPT-OUTS WILL NOT BE VALID AND YOU MUST THEN PURSUE YOUR CLAIM THROUGH ARBITRATION PURSUANT TO THESE TERMS.
11.3 Export. The Vejo Service and Vejo’s products and services may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Vejo, or any products utilizing such data, in violation of the United States export laws or regulations.
11.4 Disclosures. Vejo is located at the address in Section 11.9. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
11.5 Electronic Communications and Signatures. The communications between you and Vejo use electronic means, whether you use the Vejo Service or send us emails, or whether Vejo posts notices on the Vejo Service or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Vejo in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Vejo provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
You further acknowledge and agree that by clicking on the button labeled “SUBMIT”, “DOWNLOAD”, “I ACCEPT” or such similar links as may be designated by Vejo, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by this Agreement and any hyperlinks contained herein. Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, including, without limitation, the United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the “E-Sign Act”) or other similar statutes, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE WEBSITE OR SERVICES OFFERED BY VEJO. Furthermore, you hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature, delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.
11.6 Communications with Vejo.
(a) You acknowledge that telephone calls to or from Vejo are monitored and recorded and you agree to such monitoring and recording.
(b) You verify that any contact information provided to Vejo, including, but not limited to, your mailing address, shipping address, e-mail address, residential phone number, and mobile phone number is true and accurate. You further verify that you are the telephone subscriber and/or that you own any telephone numbers that you provide to Vejo. You acknowledge that by voluntarily providing your telephone numbers to Vejo, you expressly agree to be contacted at the telephone numbers you provide.
(c) You consent to receive e-mails, pre-recorded voice messages and/or autodialed calls (including text messages) by or on behalf of Vejo relating to this Agreement, any purchase or transaction with Vejo, matters related to your account (including debt collection), and promotions regarding Vejo products. These communications may be made by or on behalf of Vejo, even if your phone number is registered on any state or federal Do Not Call list. You acknowledge that you may incur a charge for these calls by your telephone carrier and that Vejo will not be responsible for these charges.
(d) Vejo may obtain, and you expressly agree to be contacted at, e-mail addresses, mailing or shipping addresses and phone numbers provided by you directly or obtained through other lawful means, such as skip tracing. You agree to provide Vejo notice within 30 days of any change to your contact information by writing to the Contact Information below or through your Vejo account or email us at firstname.lastname@example.org. Your consent to this communications provision is not required to make any purchase with Vejo.
11.7 Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Vejo Service. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Vejo is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Vejo’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Vejo may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
11.8 Copyright/Trademark Information. Copyright © 2018 Vejo, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Vejo Service are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
11.9 Contact Information: