1.Your relations with Viuly
1.1. Your use of the website https://cdn5.viuly.io (hereafter – “the Website”) as
well as other services, software and Viuly products including an embedded video player
(hereafter – “the Viuly Player”) provided to you on, from, or through the Website (hereafter
jointly referred to as “the Service”) is subject to terms of an agreement between you and Viuly.
Viuly referred to in this document is understood as a commercial organization Viuly Media OÜ incorporated pursuant to the laws of the Republic of Estonia with a registered office at Tartu mnt 83-701, Tallinn city, Harju county, 10115, Estonia.
1.2. Your agreement with Viuly consists of
a.terms and conditions set forth in this document hereafter referred to as “the General Terms”, found at https://cdn5.viuly.io/terms/general-terms-of-use and incorporated herein by reference;
c.Viuly Community Guidelines found at https://cdn5.viuly.io/terms/community-guidelines and incorporated herein by reference;
d. other documents incorporated herein by reference.
All documents listed in this clause hereafter referred to as “the Terms of Service” are freely available in the most recent version on the Website by the link https://www.viuly.io/terms.
1.3.These Terms of Service are a legal agreement between You and Viuly regulating legal relations for delivery and use of the Service. It is important that You read carefully these General Terms and any other documents included in the Terms of Service.
1.4.These Terms of Service are applicable to any and all users of the Service such as but not limited to those who contribute Content to the Service. “The Content” includes text, software, scripts, graphics, photographs, sounds, music, videos (with or without sound), interactive features and other materials you may view on, access through or contribute to the Service.
1.5.Within the Service Viuly provides a possibility to submit, store and access the Content by a request. Herewith Viuly does not alter this Content apart from the cases explicitly provided by the Terms of Service.
1.5.Whenever necessary to notify you or get your agreement Viuly may send you a corresponding notification or request via Viuly account or email provided by you in Viuly account. This notification is deemed appropriate (proper and legally enforceable if needed), and agreement provided by you via Viuly account, or as an answer to the received email including the link click-through, contained in this email, will be legally effective.
2.1.To use the Service you should accept the Terms of Service unconditionally and completely. If You do not agree to any of the Terms of Service, please do not use the Service.
2.2.By using the Service, you signify your acceptance of these Terms of Service. You understand and accept that your use of the Service in any way will be considered by Viuly as acceptance of the Terms of Service. You shall not challenge the Terms of Service or their particular provisions after you started using the Service.
2.3.You shall not use the Service and accept the Terms of Service if
a.you are under the age when you have a legal right to enter into an agreement with Viuly; or
b.subject to the laws of the country of your residence or the country you access or use the Service from you have no rights to perform legal acts; or
с.subject to the laws of the country of your residence or the country you access or use the Service from you are legally prohibited to access or use the Service.
2.4.You shall print out or reserve a copy of the most recent version of the Terms of Service on a local drive for your personal use.
2.4.The Service functions could be used either by registered Service users with a Viuly account (for more details of registration and Viuly accounts see clause 4 herein) or by users without a Viuly account as well as by users who have a Viuly account but use the Service without going through its identity verification procedure. In this regard you agree that the Terms of Service are obligatory for you whether you have a Viuly account or not as well as whether you actually log in your Viuly account when using the Service or not.
3.Changes to the Terms of Service
3.1.Viuly reserves the right, in its sole discretion, to modify or revise these Terms of Service at any time. The Terms of Service may be modified or revised, for example, in order to make changes in the documents included in the Terms of Service or changes of the Service functionality.
3.2.Viuly shall never be bound to notify you of making modifications or revisions in the Terms of Service. Regarding this you should periodically (without Viuly’s notice or reminder) review the Terms of Service with a view to such modifications or revisions.
3.3.The most up-to-date version of the Terms of Service (“The Terms of Service Updates”) shall be posted via the link https://www.viuly.io/terms.
3.4.The Terms of Service Updates shall be effective at the time of posting, as set forth in clause 3.3 hereby, unless otherwise defined herein.
3.5.If you do not agree with the Terms of Service Updates (in whole or in any part), then please stop using the Service. By continuing to use the Service after posting of the Terms of Service Updates, as set forth in clause 3.3 hereby, you are expressing and acknowledging your acceptance of the Terms of Service Updates.
4.1.In order to access some particular features of the Service, you will have to create a Viuly account by going through a registration procedure on the Website.
4.2.When creating your account on the Website, you must provide Viuly with accurate and complete information about yourself, as well as with an electronic mail address and a password, which Viuly will use to identify you as an owner of a relevant account and a user of the Service. The registration procedure is completed and your Viuly account is created at the moment you follow the link, Viuly sent you to the electronic mail address you have specified while registering.
4.3.You assume obligations to keep the information you specified in your Viuly account up-to-date, from time to time to check its veracity and update the information which is no longer correct.
4.4.It is important you must keep your Viuly account password secure.
4.5.You agree that you are fully responsible (to Viuly and others) for all activities that occur under your Viuly account.
4.6.You must notify Viuly immediately of any breach of security or unauthorized use of your Viuly account that came into your notice. Prior to Viuly receives such a notice from you and confirms that you own a relevant Viuly account, all activities that occur on or through your account shall be deemed as yours despite who actually performed those activities.
4.7.Having a Viuly account supposes you to be an active user of the Service. Viuly incurs expenses incidental to maintaining of your account. If during 120 consecutive days you have not authorized in the Service (have not logged in your Viuly account), your account shall be suspended. Since that moment Viuly starts charging fees for maintaining of your account, using payment resources kept on your account. If there are no payment resources on your account, Viuly shall block it. While your Viuly account is under suspense you can recover it by going through an authorization procedure and filling data required by Viuly.
4.8.Since your account is blocked it cannot be recovered: you completely lose access to the account and to the Content you have submitted using it, payment resources kept on your account expires. All these happen independently from reasons of your account blocking.
5.General Use of the Service - Permissions and Restrictions
5.1.Viuly hereby grants you permission to access and use the Service assuming that you refrain from the actions set forth in this clause which will be treated as breaches of the Terms of Service in case you perform them.
a.You agree not to distribute in any medium any part of the Website or the Service including but limited to the Content, without Viuly's prior written authorization, unless Viuly makes available the means for such distribution through the functionality explicitly offered by the Service;
b.You agree not to alter or modify any part of the Website or the Service (including but not limited to the Viuly Player and technologies related to it);
c.You agree not to access the Content through any technology or means other than the video playback pages of the Service itself, the Viuly Player, or other explicitly authorized means Viuly may designate;
d.You agree not to perform (or not attempt to perform) the following actions: to circumvent, disable or otherwise interfere with security related features of the Website or features that (I) prevent or restrict use or copying of any Content, or (II) enforce limitations on use of the Service or the Content therein;
e.You agree not to use the Service
(including the Viuly Player) for any of the following commercial uses unless you obtain
Viuly's prior written approval:
— sale of access to the Service and (or) its separate functionalities;
— sale of advertising, sponsorships, or promotions placed on or within the Service including, but not limited to the Content, unless otherwise expressly provided for in other documents regulating the Terms of Service and its special options;
— sale of advertising, sponsorships, or promotions on any page of an ad-enabled blog or website containing the Content delivered via the Service, unless other material not obtained from Viuly appears on the same page and is of sufficient value to be the basis for such sales.
Prohibited commercial uses do not include:
— viewing of video originals via the suitable explicit functionalities of the Service;
— maintaining with respect to the Terms of Service an original channel on the Website to promote your business or other enterprise;
— showing Viuly videos through the Viuly Player on an ad-enabled blog or website, subject to the advertising restrictions set forth above in paragraph 4 of section e; and any use that Viuly expressly authorizes in writing.
f.If you use the Viuly Player on your website, you may not modify, build upon, or block any portion or functionality of the Viuly Player, including but not limited to links back to the Website;
g.You agree not to use or launch any automated systems, software and other tools, including without limitation, "robots," "spiders," or "offline readers", that access the Website in a manner that sends more request messages to the Viuly servers in a given period of time than a human can reasonably produce in the same period by using a conventional, standard (i.e. unmodified) on-line web browser;
h.You agree not use the Service to collect (with or without help of special programs and (or) other automation tools) any personally identifiable information about its users and any third parties, including but not limited to account names, Content (in whole or in parts) and others;
i.You agree not use the Website or the Service (including comments and communication systems provided by the Service) to harvest commercial purchases for any commercial solicitation purposes or in relation to a commercial enterprise, unless otherwise expressly provided by functionality of the Website or the Service;
j.You agree not to solicit, for commercial purposes, any users of the Website with respect to their Content;
k.You agree not to access the Content for
any other purposes except from your personal use solely as intended through the provided
functionality of the Service including Streaming.
“Streaming” means a form of transport of digital video in a flow directly from the Internet to a gadget so that the video could be watched on-line without a possibility for a user to download (permanent or temporary), copy, store and further distribute the whole video or its parts;
l.You agree not to submit personal information of third parties to the Service;
m.You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of the respective licensors of the Content.
5.2.You agree to follow all other conditions of the Terms of Service when using the Service at any time.
5.3.Viuly grants the operators of public search engines permission to use spiders to copy materials from the Website 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. Viuly reserves the right to revoke these exceptions either generally or in specific cases.
5.4.Viuly regularly improves its services towards the users. You acknowledge and agree that the Service character, form and functionality may be modified from time to time at the sole discretion of Viuly without prior notice.
5.5.You acknowledge and agree that due to such a constant improvement Viuly may stop (on the permanent or temporary basis) providing the Service (or any of its functions) to you or all the users in general at its sole discretion and without prior notice.
5.6.You may terminate your use of the Service at any time and at your sole discretion. You do not need to notify Viuly of your termination of the Service. Though, if you want your account to be blocked, you shall notify Viuly about it. This notice should be sent in written to Viuly address specified in clause 1.1 herein. Account blocking results particularly in termination of any Viuly’s obligations towards you. You should understand that blocking of your account will not result in removal of the video content submitted by you to the Service, but users of the Service will not have access to such Content anymore.
5.7.You agree that you are solely responsible (and Viuly has no responsibility towards you or any third parties) for violation of your obligations set forth in the Terms of Service, as well as for circumstances of such a violation (including any loss and damage that could be caused to Viuly).
5.8.All automated, software and other tools and services you may need to use the Service, you purchase by yourself and at your own expense. In no event Viuly reimburses you such expenses.
5.9.When using the Service, you agree to follow all applicable laws.
6.Copyright Protection Policy
6.1.Viuly conducts a consistent copyright protection policy on results of intellectual activity and means of identification (hereafter jointly referred to as “intellectual property rights”) in relation to any Content that supposedly infringes on other third party's intellectual property rights including proprietary and personal non-property rights.
6.2.Pursuant to its protection policy of intellectual property rights Viuly terminates a user’s access to the Service if the user is recognized as a repeat infringer. A user is considered to be a repeat infringer if a copyright infringement notification has been sent to the user more than twice.
6.3.Viuly may terminate access of the Service users to Content if notified that such Content infringes on another's intellectual property rights. Viuly reserves the right to terminate access to Content without validation of reasonableness of such notice.
6.4.Viuly reminds you that as an account holder and (or) a user of the Service, you bear responsibility as set forth by the law of the country of your residence or the country you access or use the Service from, in case while using the Service you violate any third party's intellectual property rights as well as use the Service for illegal purposes.
7.1.As a Viuly account holder you may submit Content to the Service, including but not limited to videos and user comments. You understand that Viuly does not warrant any confidentiality with respect to any Content you submit whether it is uploaded or not.
7.2.You affirm, represent, and warrant that you own the necessary licenses, rights, consents, and permissions (and will have them during the whole period of your use of the Service) to publish Content you submit to the Service, and provide Viuly, other users of the Service and any third parties with the rights to use it pursuant to these Terms of Service.
7.3.You understand and agree that you are solely responsible for your Content and consequences of its uploading, submitting and publishing on the Service.
7.4.You retain all of your ownership rights in your Content submitted to the Service. However, by submitting Content to Viuly, you hereby grant Viuly and other users of the Service the rights (license) to use it. These rights are described in clause 8 herein.
7.5.You agree that your behavior on the Website (and guarantee that the Content you submit to the Service) will be in line with the Viuly Community Guidelines, currently found at https://cdn5.viuly.io/terms/community-guidelines, which may be updated from time to time.
7.6.You agree not to upload, submit or make the Content available through the Service you do not have legal rights to own and distribute in the country of your residence..
7.7.You agree not to upload, submit or make the Content available through the Service if Viuly’s actions towards its using, owning or distributing due to the Service delivery could be found illegal or wrongful.
7.8.You further agree that Content you submit to the Service will not contain third party copyrighted material, or material that is subject to other third party intellectual property rights or any other rights (including right of privacy or right of a person’s image), unless you have permission from the rightful owner of the material or you are otherwise legally entitled to submit, post and make the material publicly available and to grant Viuly all of the license rights specified in clause 8 herein.
7.9.If Viuly becomes aware of a possible non-compliance of the Content submitted by you to the Service with the Terms of Service, Viuly may (but has no obligation to) at any time, without prior notice and in its sole discretion, remove relevant text Content and terminate access of users to such video Content. To enforce this right Viuly will be enough with a suspicion of non-compliance of the Content to the Terms of Service. Viuly is not bound to verify reasonableness of its suspicions and (or) explain reasons of the Content removal or termination of users’ access to it.
7.10.You further understand and acknowledge that while using the Service you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Viuly with respect thereto, and, to the extent permitted by applicable law.
7.11.Viuly is not responsible for any use (legal or wrongful) of the Content by any third party including but not limited to users of the Service.
7.12.By using the Service functionality providing posting of text comments and other publicly accessible messages as well as personal messages, you agree to express respect towards Viuly, other users of the Service and any other third parties, including abstention from using of an abusive language, offences, warnings, harassments in any form and other similar actions.
7.13.Viuly under any circumstances does not endorse any Content submitted to the Service by any user or other licensor, or any opinion, recommendation, or advice expressed therein. Viuly expressly disclaims any and all liability in connection with any Content submitted to the Service to the extent permitted by applicable law.
7.14.When submitting video Content to the Service, please note as follows. The Service is built and functions on distributed network basis without a single center of data storage. Using of this technology supposes segmentation of videos submitted to the Service into many parts, kept in code anonymized form on plenty of Internet-connected servers of the distributed network. It renders unauthorized access to Content impossible, but at the same time, it eliminates the possibility to completely delete video from the Service. It is possible only to block access of the Server users to the video, but not to completely delete all parts of the video from memory of the distributed network servers.
8.License and assignment
8.1.By uploading or submitting Content to the Service you hereby grant:
a.Viuly a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, make publicly available, provide with a preface, postscript, remarks and perform the Content in connection with the Service and Viuly's (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels.
b.each user of the Service a worldwide, non-exclusive, royalty-free license to access your Content through the Service, and to use, reproduce, distribute, prepare derivative works of, display, make publicly available and perform such Content (in whole or in parts) as permitted through the functionality of the Service and under these Terms of Service.
8.2.The above licenses granted by you in video Content you submit to the Service terminate within a commercially reasonable time after you remove or delete your Content from the Service. You understand and agree, however, that Viuly may retain, but not display, distribute, or perform, server copies of your videos that have been removed or deleted. The above licenses granted by you in user comments you submit are perpetual and irrevocable.
8.3.You agree that when using the Content pursuant to the licenses specified in clause 8.1 herein, your Viuly account’s name with a link to the Website will be used as an author’s name. You accept this way of authorship and consider it sufficient enough to indicate you as an author of your Content.
8.4.Neither Viuly nor users of the Service shall provide you with reports on using of your Content.
9.1.Apart from the Content submitted by you to the Service, the rest of the Content is owned by or licensed to Viuly, subject to copyright and other intellectual property rights of Viuly or its licensers.
9.2.Any means of identification of a third party contained in Content you did not upload or submit to the Website, shall be deemed as identifications of respective Content owners. You shall not download, copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content, containing identifications of third parties, for any other purposes without the prior written consent of Viuly or the respective licensors of the Content. The license specified in item “b” of clause 8.1 herein does not extend to such Content.
9.3.Viuly and its licensors reserve all rights not expressly granted to you in connection to the Content they own.
10.Links in the Service
10.1.The Service and Content may contain links to third party websites or resources that are not owned or controlled by Viuly (hereafter – “External Resources”). Viuly has no control over, and assumes no responsibility for the content, assignment, privacy policies, practices and (or) functioning of any External Resources.
10.2.You accept and agree that Viuly assumes no responsibility for:
a.availability of External Resources;
b.advertising content and other materials posted on External Resources;
c.goods, works and services that offered you or could be received by you through External Resources.
10.3.You accept and agree that Viuly assumes no responsibility for any loss or damage you may bear due to availability or unavailability of the External Resources or incurred by your relying on completeness and accuracy of the information posted on the External Resources, as well as a result of deals you made on the basis of such information.
10.5.Conditions specified in clauses 10.1 – 10.4 herein fully extend to the External Resources you follow to by the links found in advertising materials posted on the Service by using the functionality provided by the Service or any other way with consent of Viuly.
11.Term and Termination
11.1.These Terms of Service will continue to apply to you until terminated by either you or Viuly subject to herein.
11.2.To terminate your agreement with Viuly, you may (a) send a corresponding notification to Viuly at any time or (b) block your Viuly account by yourself using the relevant functionality of the Service. You should send your notification in written to the Viuly address specified in clause 1.1 herein. Please note that when you terminate your agreement with Viuly, your account shall be blocked, and payment resources kept on the account expires. In order to avoid loss of payment resources from your account, you should withdraw the payment resources from the account prior to termination of the agreement with Viuly.
11.3.Viuly may, at any time, terminate its agreement with you, if:
a.you violated any condition of the Terms of Service (or your behavior clearly demonstrates that you are not going or unable to follow the conditions of the Terms of Service); or
b.further delivery of the Service or its any parts to you creates any threat and (or) uncontrollable risks for Viuly;
c.Viuly must do it by operation of law (for example, if delivery of the Service to you is or becoming wrongful);
d.Viuly is in the process of termination of the Service delivery to the users of the country of your residence or the country you access the Service from; or
e.Viuly considers that delivery of the Service to you is no more commercially reasonable.
In cases described in items “d” and “e” of this clause, Viuly may attempt but not guarantee to notify you of such a termination.
11.4.Termination of the Terms of Service does not affect the rights, financial or any other obligations, arisen between you and Viuly in accordance with the Terms of Service that (a) are perpetual by its nature or go beyond the validity period of an agreement between you and Viuly, or (b) specified as lifelong. Thus, your obligations and warranties regarding the Content submitted by you to the Service and conditions of clauses 14.5 and 14.6 herein remain applicable even after termination of the Terms of Service.
12.1.No provision of the Terms of Service influences your rights provided by law and which you cannot waive on a contractual basis.
12.2.The Service is provided on conditions "AS IS”, and Viuly does not give you any warranties or assurances in relation to it. Any utterances of the owners, employees or other persons connected to Viuly or the Service, which can be interpreted as warranties or assurances, which Viuly presents concerning the Service, its functionality, results of its use and so forth, are personal judgments of such persons, not warranties and assurances of Viuly, and cannot be under any circumstances interpreted as such.
12.3.Apart from that, Viuly cannot warrant that:
a.your use of the Service will meet your needs,
b.your use of the Service will be steady, timely or safe,
c.the Service will function smoothly and without any errors,
d.any information obtained as a result of your use of the Service will be exact or reliable, and
e.the defects in operation or functionality of any software provided to you within the Service will be eliminated.
12.4.The terms, warranties or other provisions (including any implied conditions concerning satisfactory quality, fitness for a particular purpose or compliance with description) do not apply to the Service unless they are directly set in the Terms of Service.
13.Limitation of Liability
13.1.No provision of the Terms of Service excludes and limits Viuly’s liability for losses which cannot be excluded or limited in view of the applicable legislation, including liability for deliberate violation.
13.2.Except cases when it is impossible in view of clause 13.1 of the General Terms, Viuly is not liable to you for:
a.any losses (direct or indirect) you may bear. It includes loss of your profit, commercial reputation or data. Particularly, Viuly shall never reimburse losses you may have in relation to termination of your agreement with Viuly and (or) in relation to blocking of your Viuly account independently from reasons of the agreement termination and (or) account blocking;
b.any losses or damages you may bear as a result of:
— any case in which you relied on a completeness, accuracy or existence of advertising, or as a result of any relations or business transactions between you and any other users of the Service, any advertiser, or the sponsor whose advertising appears on the Service;
— any changes which Viuly can make to the Service, or any permanent or temporal interruption of delivery of the Service (or inadequate operation of the Service and (or) of its separate functional capabilities);
— storage of Content in the distributed network, blocking (deleting), damage or inability to save the Content and other data which are shared or sent by you via the Service;
— your inability to provide Viuly with accurate information about yourself, your Viuly account or the Content, as well as about your ownership of the Viuly account or the Content;
— any use of your Content and information, shared by you or about you on the Service, by the Service’s users or other persons;
— your inability to keep confidential your password or Viuly account data.
13.3.The limitation of Viuly’s liability to you listed in clause 13.2 of the General Terms are applied regardless of whether Viuly was warned about a possibility of such losses or should have known about such a possibility.
14. General Legal Terms
14.1.The Terms of Service represent all the scope of the agreement between you and Viuly and regulate your use of the Service and its provision to you, as well as completely replace any previous agreements between you and Viuly regarding the Service.
14.2.You agree that Viuly can notify you (but is not obliged) by email, land mail, phone or by placing notifications on the Website, including notifications concerning the changes of the Terms of Service.
14.3.You agree that Viuly’s not using legal remedies reflected in the Terms of Service (or which are available for Viuly according to any applicable legislation) shall not be considered as an official waiver of its rights, and such rights or remedies continue to remain at the disposal of Viuly.
14.4.If the court, considered competent for resolving such an issue, decides that one of the provisions of the Terms of Service has no legal force, such provision is excluded from the Terms of Service, without affecting other provisions. Other provisions of the Terms of Service remain effective.
14.5.The Terms of Service and your relations with Viuly are regulated according to the Terms of Service, and all arising disputes in connection with the Terms of Service, or your use of the Service, are resolved according to the applicable legislation of the Republic of Estonia. At the same time Viuly has the right to apply for interim measures (or other equivalent types of legal protection) in any jurisdiction.
14.6.In all cases when it does not contradict the applicable legislation, any claims or disputes between you and Viuly somehow connected to the Service are resolved according to the legislation of the Republic of Estonia by a competent court at the location of Viuly.