VIDEO SHARING TERMS OF USE
Acceptance of Terms.
The following terms and conditions govern all use of the
sharing.flipvideo.co.uk website (the "Site") and the services available
on or at the Site (taken together, the "Service"). The Service is
controlled and operated by Flip Video UK Ltd (the "Company"). These
terms and conditions apply to all users of the Service, including users
who are also contributors of video content, information, and other
materials or services on the Site.
The Service is offered subject to acceptance without modification of
all of the terms and conditions contained herein (the "Sharing Terms of
Use") and all other operating rules, policies and procedures that may
be published from time to time on this Site by Company.
The Site is aimed at UK residents and intended for access and use by UK
residents only. The Site is not intended for use outside the UK,
accordingly you should leave the Site if you have accessed it from
outside the UK.
The Service is available only to individuals who are at least 18 years
old. If you are not at least 18 years old, do not attempt to register
for or use the Service. Company may, in its sole discretion, refuse to
offer the Service to any person or entity and change its eligibility
criteria at any time.
Modification of Sharing Terms of Use.
Company reserves the right, at its sole discretion, to modify or
replace any of the Sharing Terms of Use at any time. It is your
responsibility to check the Sharing Terms of Use periodically for
changes. Your continued use of the Service following the posting of
any changes to the Sharing Terms of Use constitutes acceptance of those
changes.
Privacy.
Company's current Site privacy statement is located at
http://www.flipvideo.co.uk/privacy.php (the "Privacy Policy") and is
incorporated into these Sharing Terms of Use. For inquiries in regard
to the Privacy Policy, or to report a privacy-related problem, please
contact PrivacyPolicy@flipvideo.co.uk.
Rules and Conduct.
As a condition of use, you promise not to use the Service for any
purpose that is prohibited by the Sharing Terms of Use. The Service
(including, without limitation, any Content or User Submissions (both
as defined below)) is provided only for your own personal, non-
commercial use. For purposes of the Sharing Terms of Use, "Content"
includes, without limitation, any information, data, text, software,
scripts, graphics, photos, sounds, music, videos, interactive features
generated and the like, provided, or otherwise made accessible by
Company or its partners on or through the Service.
By way of example, and not as a limitation, you shall not (or permit
others to) either (a) take any action or (b) upload, download, post,
submit or otherwise distribute or facilitate distribution of any
content using any communications service or other service available on
or through the Service, that:
+ infringes any patent, trademark, trade secret, copyright,
right of publicity or other right of any other person or entity;
+ is unlawful, obscene, defamatory, libelous, threatening,
fraudulent, abusive, pornographic, or harassing, encourages conduct
that would be considered a criminal offense, or does or could give rise
to civil liability or violate any law, rule or regulation, or is
otherwise objectionable;
+ is non-public information, without the authorisation to do so;
+ constitutes a chain letter, pyramid scheme, investment
opportunity or other unsolicited commercial communication or an
unauthorised or unsolicited advertising, junk or bulk e-mail
("spamming");
+ contains software viruses or any other computer codes, files,
or programs that are designed or intended to disrupt, damage, limit or
interfere with the proper function of any software, hardware, or
telecommunications equipment or to damage or obtain unauthorised access
to any system, data or other information of Company or any third party;
or
+ impersonates any person or entity, including any employee or
representative of Company.
Additionally, you shall not: (i) take any action that imposes or may
impose (as determined by Company in its sole discretion) an
unreasonable or disproportionately large load on Company's (or its
third party providers') infrastructure; (ii) interfere or attempt to
interfere with the proper working of the Service or any activities
conducted on the Service; or (iii) bypass any measures Company may use
to prevent or restrict access to the Service (or other accounts,
computer systems or networks connected to the Service).
You shall not (directly or indirectly): (i) decipher, decompile,
disassemble, reverse engineer or otherwise attempts to derive any
source code or underlying ideas or algorithms of any part of the
Service, except to the limited extent applicable laws specifically
prohibit such restriction, (ii) modify, translate, or otherwise create
derivative works of any part of the Service, or (iii) copy, rent,
lease, distribute, or otherwise transfer any of the rights that you
receive hereunder.
You shall abide by all applicable local, national and international
laws and regulations. The Service may permit you to link to other
websites or resources on the Internet, and other websites or resources
may contain links to the Site. These other websites are not under
Company's control, and you acknowledge that Company is not responsible
or liable for the content, functions, accuracy, legality,
appropriateness or any other aspect of such websites or resources. The
inclusion of any such link does not imply endorsement by Company or any
association with its operators. You further acknowledge and agree that
Company shall not be responsible or liable, directly or indirectly, for
any damage or loss caused or alleged to be caused by or in connection
with the use of or reliance on any such content, goods or services
available on or through any such website or resource.
Company Content Generally.
You agree that the Service contains Content specifically provided by
Company or its partners and that such Content is protected by
copyrights, trade marks, service marks, design rights, patents, trade
secrets or other intellectual property rights or proprietary rights and
laws. Except as expressly authorised by Company in writing, you shall
not to sell, license, rent, modify, distribute, copy, reproduce,
transmit, publicly display, publicly perform, publish, adapt, edit or
create derivative works from such Content. Reproducing, copying or
distributing any Content, materials or design elements on the Site for
any other purpose is strictly prohibited without the express prior
written permission of Company.
User Submissions.
The Service may provide you with the ability to upload, submit,
disclose, distribute or otherwise post (hereafter, "posting") content
(including, without limitation, information, data, video, photos and
images) to the Service ("User Submissions"). By posting User
Submissions on or at the Site or otherwise through the Service, you:
+ grant to Company a non-exclusive, worldwide, perpetual,
irrevocable, transferable, royalty-free license to use, reproduce,
distribute, prepare derivative works of, display, perform and otherwise
exploit User Submissions, with the right of Company to grant
sublicenses, in connection with the Site and the Company's (and its
successor's and assigns') business in any form and for any purpose,
including without limitation, any concepts, ideas or know-how embodied
therein.
+ grant each user of the Site and Company's other websites a non-
exclusive license to access your User Submissions through such
websites, and to use, reproduce, distribute, prepare derivative works
of, display and perform such User Submissions as may be permitted
through such websites' functionality from time to time.
+ represent and warrant that you own, or have the necessary
licenses, rights, consents, and permissions to use and authorise the
use, of all patent, trade mark, trade secret, copyright, design rights
or other intellectual property right or proprietary rights in and to
any the User Submissions;
+ represent and warrant that you have the written consent,
release, and /or permission of each and every identifiable individual
person in the User Submission to use the name or likeness of each and
every such identifiable individual person in the manner contemplated
and to grant the license in respect thereof referred to above;
+ agree that you waive all moral rights to the User Submissions
(moral rights meaning the right to be attributed as the author and the
right to object to derogatory treatment of the work);
+ represent and warrant that you own or otherwise control all
rights to such User Submissions and that disclosure and use of such
User Submissions by Company (including without limitation, publishing
content on or at the Site) will not infringe or violate the rights of
any third party;
+ represent and warrant that none of the User Submissions are
subject to any obligation to any author or owner, whether of
confidentiality, attribution or otherwise; and
+ acknowledge that such User Submissions may not be treated
confidentially.
You may access User Submissions solely:
+ for your information and personal use;
+ as intended through the normal functionality of the Service;
and
+ for Streaming.
"Streaming" means a contemporaneous digital transmission of an
audiovisual work via the Internet from the Service to a user's device
in such a manner that the data is intended for real-time viewing and
not intended to be copied, stored, permanently downloaded, or
redistributed
by the user.
You may access Content, User Submissions and other content only as
permitted under this Agreement. The Company reserves all rights not
expressly granted in and to the Content and Service.
You agree not to engage in the use, copying, or distribution of any of
the Content other than expressly permitted herein, including any use,
copying, or distribution of User Submissions of third parties obtained
through the Site for any commercial purposes.
You agree not to circumvent, disable or otherwise interfere with
security-related features of the Site or features that prevent or
restrict use or copying of any Content or enforce limitations on use of
the Site or the Content therein.
You understand that when using the Site, you will be exposed to User
Submissions from a variety of sources, and that the Company is not
responsible for the accuracy, usefulness, safety, or intellectual
property rights of or relating to such User Submissions. You further
understand and acknowledge that you may be exposed to User Submissions
that are inaccurate, offensive, indecent, or objectionable, and you
agree to waive, and hereby do waive, any legal or equitable rights or
remedies you have or may have against the Company with respect thereto.
You shall not provide Company with any confidential or proprietary
information that you desire or are required to keep secret. You are
solely responsible for the User Submissions you post on or through the
Service. Company does not endorse and has no control over any User
Submission.
Company has no obligation to monitor the Site, Service, Content, or
User Submissions. Company may remove any User Submission at any time
for any reason (including, but not limited to, upon receipt of claims
or allegations from third parties or authorities relating to such User
Submission), or for no reason at all.
Termination.
Company may terminate your access to all or any part of the Service at
any time, with or without cause, with or without notice, effective
immediately. If you wish to terminate your account, you may simply
discontinue using the Service. All provisions of the Sharing Terms of
Use which by their nature should survive termination shall survive
termination, including, without limitation, ownership provisions,
warranty disclaimers, indemnity and limitations of liability.
The Company reserves the right to decide whether Content or a User
Submission is appropriate and complies with these Sharing Terms of Use
for violations such as, but not limited to, pornography, obscene or
defamatory material, or excessive length. The Company may remove such
User Submissions and/or terminate a User's access for uploading such
material in violation of these Sharing Terms of User at any time,
without prior notice and at its sole discretion.
No Warranties.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" BASIS. THE COMPANY
EXPRESSLY DISCLAIMS, TO THE FULLEST EXTENT PERMISSIBLE AT LAW, ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF SATISFACTORY QUALITY AND FITNESS
FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF
PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.
COMPANY, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS,PARTNERS AND
CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE
OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR
ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR
THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR
(D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS.
NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT OUR LIABILITY FOR DEATH
OR PERSONAL INJURY CAUSED BY NEGLIGENCE OR FOR FRAUDULENT
MISREPRESENTATION OR FOR ANY OTHER LIABILITY WHICH MAY NPT BE EXCLUDED
OR LIMITED BY APPLICABLE LAW.
Limitation of Liability.
IN NO EVENT SHALL COMPANY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS,
PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT,
TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY WITH
RESPECT TO THE SERVICE FOR ANY LOST PROFITS OR SPECIAL, INDIRECT,
INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER
(HOWEVER ARISING), WHETHER OR NOT COMPANY IS ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES..
YOU SPECIFICALLY ACKNOWLEDGE THAT THE COMPANY SHALL NOT BE LIABLE FOR
USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF
ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING
RESTS ENTIRELY WITH YOU.
Indemnification.
You shall indemnify, and hold harmless Company, its affiliates and each
of its, and its affiliates, employees, contractors, directors,
suppliers and representatives from all liabilities, claims, and
expenses, including reasonable attorneys' fees, that arise from your
(i) misuse of the Service; (ii) violation of the Sharing Terms of Use
by you; (iii) the infringement by you, or any third party using your
account, of any intellectual property or other right of any person or
entity; or, (iv) any claim that one of your User Submissions caused
damage to a third party. Company reserves the right to assume the
exclusive defence and control of any matter otherwise subject to
indemnification by you, in which event you will assist and cooperate
with Company in asserting any available defences.
Dispute Resolution.
A printed version of the Sharing Terms of Use and of any notice given
in electronic form shall be admissible in judicial or administrative
proceedings based upon or relating to the Sharing Terms of Use to the
same extent and subject to the same conditions as other business
documents and records originally generated and maintained in printed
form.
The Sharing Terms of Use shall be governed by and construed in
accordance with
the laws of England and Wales. You expressly agree that any disputes
arising in connection with the Sharing Terms of Use or your access to
or use of the Site shall be subject to the exclusive jurisdiction of
the English Courts.
Integration and Severability.
The Sharing Terms of Use (together with the Web Site Terms of Use which
shall also apply, but to the extent that there is conflict between them
and the Sharing Term of Use in relation to the Services then the
Sharing Terms of Use shall take precedence) are the entire agreement
between you and Company with respect to the Service and use of this
Site, and supersede all prior or contemporaneous communications and
proposals (whether oral, written or electronic) between you and Company
with respect to this Site (but excluding the use of any software which
may be subject to a separate end-user license agreement). If any
provision of the Sharing Terms of Use is found to be unenforceable or
invalid, that provision will be limited or eliminated to the minimum
extent necessary so that the Sharing Terms of Use will otherwise remain
in full force and effect and enforceable.
Miscellaneous.
The Sharing Terms of Use are personal to you, and are not assignable,
transferable or sublicensable by you except with Company's prior
written consent. Company may assign, transfer or delegate any of its
rights and obligations hereunder without consent. No agency,
partnership, joint venture, or employment relationship is created as a
result of the Terms of Use and neither party has any authority of any
kind to bind the other in any respect. All notices under the Sharing
Terms of Use will be in writing and will be deemed to have been duly
given when received, if personally delivered or sent by registered mail
or recorded delivery, return receipt requested; when receipt is
electronically confirmed, if transmitted by facsimile or e-mail; or the
day after it is sent, if sent for next day delivery by recognized
overnight delivery service.