VideoTier offers Users access to the Interactive Video Platform Website (“Website”) to support the design, development, creation, deployment, publication and management of interactive video content. Users can create different interactive experiences and deploy or publish these experiences to web applications that Users have authorized access and rights to do so.
The access to the Interactive Video Platform is offered in different Service Modules, representing different levels of quality of the different Service Modules offered. The different levels of Service (“Service Level Agreement” or “SLA”) are set out on VideoTier’s Website, and are applicable as posted on the Website. VideoTier will use reasonable efforts to perform in accordance with any Service Level Agreements offered, but is entitled to modify the levels of Service from time to time, with immediate effect. VideoTier is entitled at any time to improve the level of any Service, and also, to the extent it does not materially affect the basic availability of a Service, modify or reduce the level of any Service. VideoTier is entitled to modify the different service modules offered and to merge them or to restructure them, subject to charging Users the corresponding correct amount for a new or altered Service module. Users accept that they have no recourse against VideoTier in case of such modification or restructuring of Service levels or modules. Additional Services are performed in accordance with the Service levels applicable to them. If no specific level is specified, VideoTier will use reasonable efforts to provide the Services.
Use of the Interactive Video Platform. License, access and restrictions
User uses the VideoTier Interactive Video Platform solely for personal or business purposes. All rights not expressly granted are reserved by VideoTier and/or its licensors.
Users agree to only access and use the VideoTier Interactive Video Platform and functionality made available by VideoTier, and not to access or use any Content provided through the Interactive Video Platform, except through the authorized Interactive Video Platform functionalities made available by VideoTier or authorized by VideoTier. Any other activity or use, such as data mining, benchmarking, monitoring for availability, performance or functionality, use of “spiders”, “crawlers”, or robots is strictly prohibited.
Except if and to the extent specifically authorized by VideoTier in writing, User may not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third-party any Service in any way; (ii) modify or create derivative works based on the VideoTier Interactive Video Platform not included in offered service modules; (iii) offer access to the VideoTier Interactive Video Platform to any third-party in any way not included in offered service modules; or (iv) reverse engineer, decompile or copy any part of the Interactive Video Platform, or in any way use any idea, feature, function or graphic of the Interactive Video Platform in a way other than as authorized under these Terms.
VideoTier offers access to the VideoTier Interactive Video Platform through https://studio.VideoTier.com (the VideoTier Interactive Video Platform).
User must use the Website and the Interactive Video Platform always in strict compliance with any applicable laws or regulations.
Use of Content
4.2 To the extent necessary User grants VideoTier the right to perform agreed upon tasks and actions necessary to successfully design, build, publish and manage interactive video content created and executed via the VideoTier Interactive Video Platform
User also grants VideoTier a worldwide, non-exclusive, irrevocable, transferable, royalty-free, perpetual license to use any published Content posted and or published by such User on any authorized site, for marketing purposes including but not limited to use on the VideoTier website, sales materials and publicity efforts. This license includes any kind of use or reproduction through any known or future technology, including any future applications and through any media channel.
4.3 User shall never: Violate or attempt to violate the technical or data security of VideoTier; Go beyond the limitations of use applicable to its authorized access; Attempt to probe, scan or test the vulnerability of VideoTier’s systems or networks; Attempt to interfere with the provision of VideoTier Interactive Video Platform or Website, including but not limited to hacking, introducing virus or malware, denial of service attacks or any other technical act that could or risks to impede VideoTier’s Website functionality.
Claims Of Intellectual Property or Copyright Infringement
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide VideoTier’s Copyright Agent the following information:
(a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (b) a description of the copyrighted work or other intellectual property that you claim has been infringed; (c) a description of where the material that you claim is infringing is located on the site; (d) your address, telephone number, and email address; (e) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
The VideoTier’s Copyright Agent for notice of claims of copyright or other intellectual property infringement is Pieter Mees and can be reached by mail: Guldensporenpark 2, Building A, 9820, Merelbeke (Belgium); or by email: info@VideoTier.com.
VideoTier collects a limited set of personal data to establish a User account and uses this data to provide necessary contracted services. VideoTier does not own any Personal Data you submit through the Interactive Video Platform. You are responsible for the accuracy of your account information.
Upon requesting that a VideoTier Interactive Video Platform account be established for a User or upon the completion of the relevant on-line or off-line order form, VideoTier will issue You a username and password. It is the User responsibility to maintain the confidentiality and security of such username and password. Any fraudulent use of such username and password will be the sole responsibility of the User. You must inform VideoTier immediately in case of any unauthorized use, misuse or abuse of Your username or password, or any other breach of data security.
VideoTier will comply with all applicable Data Protection Laws, and will use appropriate technical measures to protect any Personal Data from unauthorized disclosure or use. Users will comply with all applicable Data Protection laws, and will provide VideoTier, at User’s cost, with all reasonable assistance in this respect.
The content of VideoTier Interactive Video Platform and Website includes, without limitation, (i) VideoTier’s trademarks, service marks, logos, brands, and brand names, trade dress and trade names and other distinctive identification (collectively “VideoTier Marks”); and (ii) information, data, materials, interfaces, computer code, databases, products, services, software applications and tools, text, images, photographs, audio and video material, and (iii) the design, structure, selection, compilation, assembly, coordination, expression, functionalities, applications, look and feel, and arrangement of any content contained in or available through the Services (the items identified in subsections (i) (ii) and (iii) shall be collectively referred to herein as “VideoTier Content”). VideoTier Content is the property of VideoTier and is protected by law including, but not limited to, copyright, trade secret, patent, and trademark law, as well as other state, national and international laws, treaties and regulations. The reproduction, transmission, distribution, sale, publication, broadcast, circulation or dissemination of any VideoTier Content by you, or by you through any other person or entity, is prohibited unless express written consent is separately obtained from VideoTier.
Fees and payment
VideoTier defines its fees and payment terms as part of the service modules offered and/or order form. Typically, fees include a monthly subscription fee for the right to access the VideoTier Interactive Video Platform and distribute a specified amount of interactive video content expressed in either number of videos or video content length in minutes, for a defined period of time generally expressed as a number of months where a month equals thirty calendar (30) days. In addition to the monthly subscription fee VideoTier Service Modules may include one time fixed set up fees, video streaming service fees and other mutually agreed upon license fees.
Streaming Video Service fees when included are payable per minute of video Content distributed to any one (1) or more End-User device(s) unless stated otherwise in agreement. All fees calculated per minute of video Content are charged against credit units purchased by the User. Pricing of credit units may vary depending on volumes of purchase or other factors, as indicated on VideoTier’s price list or otherwise communicated by VideoTier. Fees are charged in accordance with the pricing as made available by VideoTier from time to time off-line or through the Website. VideoTier is entitled to make any access to VideoTier Interactive Video Platform or the Website conditional upon payment of initial, pre-paid charges. For additional Services, the fees are as agreed separately, either online or through an off-line order form. All amounts charged are net and free of Value Added Tax, Goods- and Services Tax, or any other taxes, duties, tariffs or fees whatsoever. You agree to provide VideoTier with complete and accurate billing and contact information, and to update this information as and when necessary. Any amount not pre-payable is due 30 Calendar days from invoice date. Any payment that is due, and not received by VideoTier on its due date, will incur interest at the legal rate (as applicable at the moment payment was due) from the date the payment was due until payment has been received in full.
Term and Termination
This Agreement starts on the day you execute the agreement and make payment online or the earlier of the effective date mentioned on an off-line order form or on the day you confirm your agreement with it. Except if stated otherwise, the Agreement is concluded for a period of one (1) year as from its start, and is automatically renewed at the end of each annual period for a new period of one (1) year. Each party may terminate the Agreement at any time by giving not less than one (1) months (30 Calendar Days) notice before the end of the running term. In case of free trials, the Agreement will only renew after termination of the free trial period, if the User makes the appropriate payments for such renewal. In case of termination, VideoTier will, at User’s request, and subject to a handling fee, make available for download any User Content on the Interactive Video Platform, within a period of 30 days following termination. VideoTier has no duty to keep User Content for longer than 30 days after termination of a User access to the Interactive Video Platform.
VideoTier disclaims to the fullest extent authorized by law all warranties, whether express or implied, including, without limitation, any implied warranties of merchantability or fitness for a particular purpose.
User warrants, without limitation, that it has all necessary rights to provide and use any Content provided, and that any provision of Services in relation to such Content will not be in breach of any third-party rights, or any applicable law or regulations. In case of any claim of anythird-party in respect of any Content uploaded, used or made available by a User on or through VideoTier’s Website or servers or through the Services, VideoTier is entitled, without notice, to suspend any access to the Interactive Video Platform or remove any Content, until such time as deemed appropriate by VideoTier.
VideoTier does not represent or warrant that the materials in the Website are accurate, complete, reliable, current, subject to correction, or error-free or that the Website, its servers, or Content available from the Website are free of any harmful components.
Limitation of Liabilities
To the fullest extent permissible under applicable law, in no event will VideoTier be liable for any direct, indirect, incidental, special, punitive or consequential damages whatsoever resulting from resulting from any (i) errors, mistakes, or inaccuracies of content, (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of VideoTier Interactive Video Platform or other Services, (iii) any unauthorized access to or use of VideoTier’s secure servers and/or any and all personal information and/or financial information stored therein, (iv) any interruption or cessation of transmission to or from VideoTier’s services, (iv) any bugs, viruses, Trojan horses, or the like, which may be transmitted to or through our services by any third-party, and/or (v) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of your use of any content made available via the Services, whether based on warranty, contract, tort, or any other legal theory.
User waives any claim, based on the Website, its performance and functions, the Services provided thereon, any Content used on the Website, or any transaction, Service or functionality transacted or made available through the Website. VideoTier is to be considered as offering “mere conduit”, nd its liabilities (if any) are restricted to offering the technical possibility of accessing the Interactive Video Platform, subject to availability of the Internet, and the User’s ability to access and use the functionality of the Website. VideoTier will never be liable for any breakdown of the Website, interruption or malfunction of the Services provided through the Website, or any other malfunction or technical issues related to the operation of the Website, which is reasonably outside its control. VideoTier will never be responsible for any links to third-party websites, or any other connection to or interaction with third-party materials or functionality (including, for the avoidance of doubt, Internet or telecommunications availability). Under no circumstances will VideoTier be liable for any indirect losses, including any loss of business or loss of profit. To the extent permitted by applicable law, in any event will VideoTier’s liability be limited to the lesser of the total value of monetary value paid by a User during the six months preceding the cause of liability or 10.000,- Euro.
To the extent permitted by law User will indemnify, defend and hold harmless VideoTier and will keep it indemnified for and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses including but not limited to attorney’s fees, that arise from any claim from any third-party (including, but not limited, to End-Users) resulting from such User’s use of the Website and the Interactive Video Platform, or any Content uploaded, used or made available by such User on or through VideoTier’s Website or servers or through the Interactive Video Platform. User acknowledges and accepts that use of the Website and the Interactive Video Platform is at the sole risk and responsibility of User.
Arbitration and applicable law
If any provision of the Agreement is held by a court of competent jurisdiction to be legally ineffective or unenforceable, such provision shall, to the extent possible, be deemed rewritten to reflect the original intent of the parties, and the validity of the remaining provisions shall not be affected.
User agree that any cause of action arising out of or related to the services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Copyright 2016 VideoTier. All rights reserved. Dated July 30th 2016.