Terms of Use

Last revised:  November 14, 2011

 

The following terms and conditions (the “Terms of Use”) govern your use of the English version and all foreign language versions of this website, as well as all Via Licensing-branded websites linked to this website (collectively, the “Site”), and any information, text, articles, data, images, documents or other materials (collectively hereinafter referred to as the “Materials”) or services contained within or accessible via the Site. Our online Privacy Policy (“Website Privacy Statement”) forms a part of these Terms of Use. These Terms of Use do not govern participation in any of Via Licensing Corporation’s (“Via Licensing”) joint licensing programs as a licensor or licensee, or any services Via Licensing may provide in connection with its joint licensing programs, the terms and conditions of  which are set forth in separate written agreements. Additional supplemental terms and conditions apply to access to and use of secure portions of the Site, such as ViaSecure.

 

Your access or use of any part of the Site constitutes your agreement to abide by these Terms of Use in full. If you do not accept these Terms of Use, please leave the Site immediately. You agree to use the Site and the Materials and services on the Site or accessible via the Site only for lawful purposes.

 

Use of Copyrighted Materials

Unless otherwise noted, the Site and all Materials contained on any page within the Site are copyrighted by Via Licensing. Except as expressly authorized in advance herein or by Via Licensing in writing, no Materials from the Site may be downloaded, copied, reproduced, edited, modified, republished, uploaded, posted, transmitted, or distributed in any way; except that you may download the Materials for your internal, informational, non-commercial purposes and use only, provided that you keep intact all copyright and other proprietary notices. Any product, process or technology described in the Site may be the subject of other intellectual property rights reserved by Via Licensing, its partners, licensors or other third parties and is not licensed to you hereunder. You may not use any content contained in the Materials in any manner that may give a false or misleading impression or statement as to Via Licensing or any third party referenced in the Materials. Nothing on the Site shall be construed as conferring any license under Via Licensing's intellectual property rights, whether by estoppel, implication or otherwise.

 

Framing; Links to the Site

The Site must not be framed on any other site, nor may you create a link to any part of Site other than the home page. Via Licensing reserves the right to withdraw linking permission without notice.

 

Limited Access Areas; ViaSecure

Certain areas of the Site (such as ViaSecure) are password protected and available only to licensors or licensees of Via Licensing’s joint licensing programs. You agree that you will not attempt to access these areas unless Via Licensing has provided you with access privileges and necessary credentials and that you will not attempt to access materials and information within the limited access area that are outside of scope of the access privileges that Via Licensing has granted you.

 

Links to Third Party Sites

Third party web sites that are accessible via any link on the Site are not under the control of Via Licensing.  Via Licensing is not responsible for the contents of any third party site or any link contained in a third party site, or any changes or updates to the information contained in such sites. Via Licensing provides links to third party sites to you only as a convenience and the inclusions of any such link on the Site does not imply Via Licensing's endorsement of the site, the organization operating such site, nor any products or services available through such site. Your linking to any third party site or web page is entirely at your own risk.

 

User Input

Unless otherwise provided in these Terms of Use and specifically excluding any information or communications submitted through ViaSecure, which are governed by supplemental terms of use, any communication, material or feedback with regard to the Site and any of the Materials or services accessible on the Site transmitted by a user of the Site via electronic mail or otherwise, including any data, questions, or comments regarding the content or subject matter of any document or other Materials contained on the Site, such information shall be deemed to be non-confidential and Via Licensing shall have no obligation of any kind with respect to such information and shall be free to reproduce, use, disclose and distribute the information to others without limitation. Further, Via Licensing shall be free to use any ideas, concepts, know-how or techniques contained in such information for any purpose whatsoever including, without limitation, publication on the Site, or other Via Licensing publications, and developing, manufacturing, marketing, or delivering products or services using such information. Via Licensing shall have no obligation to compensate the submitting user or any other party for Via Licensing’s use of such information in any manner.

 

Trademarks

Via Licensing®, ViaSecure® and the Via logo are registered service marks, and any other Via Licensing names, titles or logos are trademarks or service marks, in each case, of Via Licensing Corporation, and are protected by law. All other trademarks, service marks, trade names, product names or other marks appearing on the Site are the trademarks of their respective owners. Nothing contained in the Site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed on the Site without prior written permission of Via Licensing or the other respective trademark owners.

 

Copyright Notice

Copyright 2011 Via Licensing Corporation. All rights reserved.

 

No Representations or Warranties; Disclaimers; Limitations on Liability

Any of the material on the Site may be out of date at any given time, and Via Licensing is under no obligation to update such material. Changes are periodically made to the information contained herein.

 

VIA LICENSING MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY INFORMATION, MATERIALS OR CONTENT ON THE SITE, ALL OF WHICH ARE PROVIDED ON A STRICTLY “AS IS” BASIS, WITHOUT WARRANTY OF ANY KIND. VIA LICENSING HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES WITH REGARD TO ANY INFORMATION, MATERIALS OR CONTENT ON THE SITE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

 

VIA LICENSING DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE THROUGH THE SITE IS ACCURATE, COMPLETE OR CURRENT. THE SITE COULD CONTAIN ERRORS, INCOMPLETE INFORMATION OR TECHNICAL INACCURACIES. VIA LICENSING RESERVES THE RIGHT TO ADD TO, CHANGE OR DELETE ITS CONTENT OR ANY PART THEREOF WITHOUT NOTICE. ANY LICENSE AVAILABILITY OR LICENSE FEE INFORMATION IS SUBJECT TO CHANGE WITHOUT NOTICE. BY YOUR USE OF THE SITE, YOU AGREE THAT YOU DO NOT AND WILL NOT RELY ON IT BEING ACCURATE OR COMPLETE FOR ANY PURPOSE, INCLUDING BUT NOT LIMITED TO PATENTABILITY OF ANY INVENTION, VALIDITY OR INVALIDITY OF ANY CLAIM OF ANY PATENT OR APPLICATION, OR OWNERSHIP OR INVENTORSHIP OF ANY PATENT OR APPLICATION. YOU FURTHER AGREE THAT NEITHER YOU NOR YOUR AGENTS WILL TAKE ANY ACTION AGAINST VIA LICENSING DUE TO SUCH RELIANCE ON ANY INFORMATION WHICH YOU BELIEVE TO BE NON-CURRENT, INACCURATE OR INCOMPLETE. ADDITIONALLY, THE SITE MAY CONTAIN INFORMATION PROVIDED BY THIRD PARTIES. VIA LICENSING MAKES NO REPRESENTATION OR WARRANTY REGARDING THE ACCURACY, COMPLETENESS, TRUTH, QUALITY, SUITABILITY OR RELIABILITY OF SUCH INFORMATION; VIA LICENSING IS NOT RESPONSIBLE FOR ANY ERRORS, OMISSIONS, OR INACCURACIES CONTAINED IN ANY THIRD PARTY INFORMATION.

 

UNDER NO CIRCUMSTANCES SHALL VIA LICENSING OR ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, OR AFFILIATES BE LIABLE UNDER ANY THEORY OF RECOVERY, AT LAW OR IN EQUITY, FOR LOSS, INJURY OR ANY DAMAGES, INCLUDING WITHOUT LIMITATION, SPECIAL, DIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO LOSS OF USE, DATA, INCOME, PROFIT OR GOODWILL), ARISING OUT OF OR IN ANY MANNER CONNECTED WITH THE USE OF INFORMATION, MATERIALS OR SERVICES, OR THE FAILURE TO PROVIDE INFORMATION, MATERIALS OR SERVICES, FROM THE SITE. THE PROVISIONS CONTAINED IN THIS SECTION SHALL APPLY ONLY TO THE EXTENT PERMITTED BY LAW.

 

Indemnification

You agree to defend, indemnify, and hold harmless Via Licensing and its affiliates, and its and their officers, directors, employees, members, and agents from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your breach of these Terms of Use, including without limitation, the supplemental terms and conditions for ViaSecure. Via Licensing shall provide notice to you promptly of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding.

 

No Legal Advice or Attorney-Client Relationship

The information contained in the Site is provided for general informational purposes only, and is not intended to constitute, and should not be construed as, legal advice on any subject matter. Therefore, you should not rely on the information provided herein as legal advice on any subject matter for any purpose, nor should you consider this information or any communication to or through the Site to constitute an attorney-client relationship, or as a solicitation or advertisement for legal services. You should always seek the legal advice of competent counsel in your jurisdiction.

 

Termination

Via Licensing may terminate these Terms of Use, as they apply to you, at any time. Upon termination, you agree to cease all use of the Site. Without limiting the foregoing, Via Licensing shall have the right to immediately terminate your access and use of the Site, or any portion of the Site, in the event of any conduct by you or through your account which Via Licensing, in its sole discretion, considers to be unacceptable, or in the event of any breach by you of these Terms of Use. The provisions of the sections entitled “No Representations or Warranties; Disclaimers; Limitations on Liability,” “Indemnification,” “Governing Law; Venue for any Proceedings” and this Termination section shall survive any termination of these Terms of Use.

 

Governing Law; Venue for any Proceedings

Any use of the Site and any of the Materials included on the Site is conditioned on your agreement that any action, proceeding, dispute, claim or controversy arising out of or relating to the Site or these Terms of Use, or any services offered on or accessed via the Site, shall (i) be governed by California State law and controlling U.S. federal law, without application of any choice of law rules and (ii) be subject to the exclusive jurisdiction of the courts of the State of California located in San Francisco County or of the United States District Court of the Northern District of California.  You hereby submit to the jurisdiction of said the foregoing courts.

 

In the event that any provision of these Terms of Use shall be found to be unenforceable or invalid under any applicable law by any court or government agency having jurisdiction over the subject matter of these Terms of Use, such unenforceability or invalidity shall not render these Terms of Use unenforceable or invalid as a whole, and the unenforceable or invalid provision shall be amended to achieve as closely as possible the economic effect of the original provision.

 

Complete Agreement; Changes to these Terms of Use

These Terms of Use represent the entire understanding relating to the use of the Site and prevail over any prior or contemporaneous, conflicting or additional, communications. Via Licensing has the right in its sole discretion to revise, alter or modify these Terms of Use at any time by posting the revised Terms of Use on the Site. Any use of the Site after such posting shall be deemed to constitute acceptance of the revised Terms of Use by the user. Via Licensing reserves the right to suspend, modify or discontinue the Site, temporarily or permanently, at any time without notice. Where Via Licensing has provided you with a translation of the English language version of the Terms of Use, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms of Use will govern your relationship with Via Licensing. If there is any contradiction or conflict between the English language version of the Terms of Use and a translated version, then the English language version shall take precedence.

 

Questions

If you have any questions concerning these Terms of Use or the Materials contained on the Site, please contact Via Licensing at:  info@vialicensing.com.