Terms of Service

Last updated: August 22, 2020
Please read these terms and conditions carefully before using Our Services.

Interpretation
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions
For the purposes of these Terms and Conditions:
Country refers to Spain
Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to VIDJET TECHNOLOGIES, S.L., C/ Pujades 112, 08005, Barcelona (IMPACT HUB BARCELONA).
Device means any device that can access the Services such as a computer, a cellphone or a digital tablet.
Services refer to the Web App and Website refers to Vidjet, accessible from https://www.vidjet.io
Web App refers to the Vidjet platform, accessible from http://app.vidjet.io/
Terms and Conditions (referred to as either "Terms" or “Terms of Service” or "Terms of Services") mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Services. 
Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Services.
Account refers to a Client account on http://app.vidjet.io/
Client (also referred as "You" in this Agreement) means the individual accessing or using the Services, or the company, or other legal entity on behalf of which such individual is accessing or using the Services, as applicable.
Reps refers to users of Clients’ services (= our Clients’ users)
Content refers to every elements that can be included in a video-popup
Affiliate means an entity that controls, is controlled by or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.

These are the Terms and Conditions governing the use of this Services and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all Clients regarding the use of the Services.
Your access to and use of the Services is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Services.
By accessing or using the Services You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Services.
You represent that you are over the age of 18. The Company does not permit those under 18 to use the Services.
Your access to and use of the Services is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Web App or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Services.

Services is offered to individuals and companies (“Client” or “You”), either conducting business activities on their own or acting as consumers. For purposes of these Terms and Conditions, “consumer” shall be interpreted as any individual or company using the Services for a purpose other than to conduct a business or commercial activity.
You agree to not engage in any activity that interferes with or disrupts the Services. The Company reserves the right to enforce quotas and usage limits at its sole discretion, with or without notice, which may result in the Company disabling or throttling your usage of the Services for any amount of time.

In order to access the Services, you will need to register and create a personal and non-transferable account in the Services (the “Account”). To this end, you must provide true, current, complete, and accurate information, as requested during the registration process, that refers to You. You cannot sign up or otherwise create an account with us on behalf of a third party.

Once an Account has been successfully created, Services will be available and ready to use.
Clients and users of Client’s Services account ("Reps") may access and use the Services in accordance with this Agreement, the Services Terms of Use, Privacy Policy, and any other applicable agreements.

Facilities and Data Processing
We will use, at a minimum, industry standard technical and organizational security measures to transfer, store, and process Client Data. These measures are designed to protect the integrity of Client Data and guard against the unauthorized or unlawful access to, use, and processing of Client Data. Client agrees that we may transfer, store, and process Client Data in locations other than Client's country. "Client Data" means Stored Data and Account Data. "Client Data" means the files and structured data submitted to the Services by Client or Reps. "Account Data" means the account and contact information submitted to the Services by Client or Reps.

You acknowledge and agree that the Services may change from time to time without prior notice to You. Changes include, without limitation, changes to fee and payment policies, security patches, added or removed functionality, and other enhancements or restrictions. The Company shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Services.

The Services may be available worldwide. The Services may be made available under different trademarks in different countries and, where applicable, may be approved or cleared by a government regulatory body for sale or use with different indications and restrictions in different countries.

We transmit videos and other elements via external operators. As such, our influence over the timing of the transmission of your messages and broadcasts are limited by the technical constraints imposed by those networks. We do not guarantee a specific delivery time. We are not liable for any loss incurred by the failure of a video to be loaded or delivered, as well as any website troubleshooting issues, and you acknowledge that damages for financial or other loss resulting from these failures.

Accounts are to be used by you, and it is strictly forbidden to share or allow others to use it. You must keep credentials for your Account secured at all times. It is strictly forbidden to share said sets of data with any third parties, or to write them down for recovery purposes. Should you suspect that your Account or your credentials have been or are being used by a third party, or have been compromised, you must contact us immediately at contact@vidjet.io. Otherwise, we may attribute all use of your Account to you, and you agree to be responsible for all activities that occur under your Account.

You must use your Account and the Services complying with law and public order. In particular but without limitation, you shall not:
- Access the Accounts and/or the Services by any means other than through interfaces provided by us and as otherwise expressly authorized under these Terms of Service.
- Process data considered as ‘sensitive’ under European data protection laws as well as those relating to payment details can only be done as long as you have obtained our prior written approval. For clarification purposes, this includes health data or any other information relating to an individual's health, as well as to upload any documents related to the same or ask for the upload of the same;
- Use any metatags or other hidden text or metadata in the Services, as well as forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Services;
- Use, display, mirror, or frame the Services, any individual element within the Services, the layout and design of any portion of the Services, or the intellectual property rights and other proprietary rights of the Company;
- Attempt to access or search the Services, or scrap or download content from the Services, or otherwise use, upload content to, or create new links, reposts, or referrals in the Services through the use of any engine, software, tool, agent, device or mechanism (including automated scripts, spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by us or other generally available third party web browsers or search engines;
- Reverse engineer, decompile or disassemble software used in connection Services;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
- Reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purpose any portion of the Services, or your access to or use of the Services;
- Impersonate or misrepresent your affiliation with any person or entity, as well as stalk or harass other users or third parties, or share or use offensive or pornographic materials;
- Create campaigns displaying non-appropriated content including, without limitations, pornographic, offensive, hateful, racist, conspiracy, fake content;
- Create campaigns displaying non-appropriated content related to not-marketable products including, without limitation, usage of tobacco, usage of drugs and/or alcohol, usage of sexual tools/objects/clothes;
- Activities such as vulnerability scanning, load testing, penetration tests or bypassing our security measures in any intended way are strictly prohibited to be carried out on our platform without our previous written approval;
- Use the Services and, in particular, the functionalities aimed at ensuring interaction of the Services and our product to monitor the availability, performance or functionality of our Services, or for benchmarking or other competitive purposes;
- Send any unsolicited or unauthorized electronic commercial communications, chain letters and videos, or other form of non-authorized solicitation. 

We do not claim ownership on the contents you may upload or otherwise use in connection with the Services. However, to ensure we can provide you with the Services or access to the Services, you grant us a worldwide, royalty-free, transferable, sublicensable, non-exclusive, perpetual, irrevocable license under all your intellectual property rights to use, reproduce, distribute, communicate and public perform or display (including, among others, the rights to broadcast and transmit), transform and modify, and/or adapt your contents in connection with the operation of the Services. You represent and warrant that you have the rights necessary to grant the license hereunder, and that your contents do not infringe the law or third party rights or interests. We do note take any responsability on the content your are publishing. This content has to follow your local law, as well as your Reps ones.

You acknowledge that, in order to ensure compliance with legal obligations, prevent phishing or fraud, or when unlawful content is reported to us, we may be required by third parties to review certain content submitted by you to determine whether it is illegal or whether it breaches these Terms of Services. We may at our sole discretion modify, prevent access to, delete, or refuse to display content that we believe violates the law or these Terms of Service. However, you acknowledge that we have no obligation to monitor or review any content submitted by you.

Your use of the Services may result in the collection and further processing and analysis by you of information belonging to third parties (the “Reps”). Any contractual relationship existing with Reps is entered into between You and them. You are fully responsible for meeting any applicable obligations when contacting Reps and processing their data, such as, without limitation, those under data protection (including informing Reps about the data collection and processing, as well as attending the rights granted to them by law), cookies or e-commerce laws and regulations. In addition, you are responsible for ensuring that Reps review and accept these Terms of Service and our Privacy Policy, and you will provide any evidence of their consent and approval as requested from time to time by us.

You undertake to submit true, accurate, current, and complete information for the Account creation, and to notify us from time to time so as to keep said information current and accurate. In particular, when providing details on payment methods used for paying any fees associated with our provision of the Services to you, to make sure that said method is valid and can be used by you.

You undertake to comply with any instructions or recommendations given by us or by any individual acting on behalf of the Company in connection with the use of your Account, or the Services.

If You use any third-party service with the Services, (a) we will not be responsible for any act or omission of the third party, including the third party's access to or use of Client Data and (b) we do not warrant or support any service provided by the third party.
You retain sole responsibility for any collaborators or third-party services that you allow to view Customer Data, modify your code, and entrust them at your own risk.

The term for our Services provided to you under an Account shall commence upon creation of the Account with us and shall remain in force indefinitely unless terminated by you through “My account” section.
As mentioned below, you may terminate your Account at any time, and we reserve the right to terminate your Account under the conditions set forth in paragraphs b. and c. below. These Terms of Service apply as long as you have an Account through our Services, regardless of the type of Account you held at each moment.

We are entitled to suspend your Account in the event that you provide us with untrue, inaccurate, not current, or incomplete information when creating your Account, as well as when you fail to comply with these Terms of Service or other mandatory provisions by law.

Security Emergencies
Notwithstanding anything in these Terms of Service, if there is a security emergency then we may automatically suspend use of the Services. We will make commercially reasonable efforts to narrowly tailor the suspension as needed to prevent or terminate the Security Emergency. "Security Emergency" means: (i) use of the Services that do or could disrupt the Services, other clients’ use of the Services, or the infrastructure used to provide the Services and (ii) unauthorized third-party access to the Services.

We are entitled to terminate your Account in the event you fail to redress any Terms of Service breach in the non-extendable term of fifteen (15) calendar days from notification date. Additionally, your Account may be terminated in the event you substantially breach these Terms of Service, including without limitation any case in which the Account is used to commit fraud (e.g. to carry out phishing attacks) or willfully addressed to breach the law. Account termination may result in data loss.
We may terminate your Account should you oppose the appointment of any sub-processor, as further detailed in our Privacy Policy.
Finally, you may terminate your Account at any time by using the account termination option. Please note that this may result in data loss.

You must cancel Your account via http://app.vidjet.io/, from the settings menu. Make sure you are on the "account" tab and click "Cancel subscription". An email or phone request to cancel Your account is not considered cancellation. You will not receive any refunds if You cancel Your account. If You cancel the Services before the end of Your current paid up month, Your cancellation will take effect immediately and You will not be charged again.

You shall indemnify, defend and hold the Company, its officers, directors, employees, agents, partners, suppliers, and/or licensors harmless and will keep them indemnified from and against any claim, loss, expense, liability, damage, or demand, including reasonable attorney’s fees, relating to, arising from, or allegedly arising from (a) your use of the Services, and activities occurring under your Account; (b) any violation of these Terms; or (c) your violation of any other party’s rights or applicable law. The Company reserves the right to assume, at your sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with the Company in asserting any available defenses.

After the freemium period (determined by Your level of consumption of the Services) of the Services will be provided to You at a fixed monthly rate according to the ‘Growth’, ‘Prime’, or ‘Enterprise’ Plan.
For all purchased resources and services, we will charge Your credit card on a monthly basis or Annually if you so elect.
Payments are non-refundable. There will be no refunds or credits for partial months of Service, upgrade/downgrade refunds, or refunds for months unused with an open account.
Charges are solely based on the Company’s measurements of Your use of the Services, unless otherwise agreed to in writing.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and You shall be responsible for payment of all such taxes, levies, or duties.
You acknowledge and agree that any credit card and related billing and payment information that You provide to the Company may be shared by the Company with companies who work on the Company’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to the Company’s and servicing Your account.
The Company may change its fees and payment policies for the Service by notifying You at least thirty (30) days before the beginning of the billing cycle in which such change will take effect.

The Company owns all the Intellectual Property rights of all and any of the components of the Services that may be protected, including but not limited to the name of the Services, graphic material, all software associated with the Services and the elements of the Client interface contents In the Services, many of the individual characteristics and related documentation. The Client undertakes not to copy, adapt, reproduce, distribute, reverse engineer, decompile, or disguise any facet of the Services that the Company owns. The Client also accepts and agrees not to use robots, spiders, other automated devices, or manual processes to control or copy any content of the Services. The Company will not claim rights over the Intellectual Property of the Content that the Client uploads or provides to the Services. However, by using the Services to send and display content, the Client accepts that third parties can view and share this content sent by the Client.

Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Terms and Your exclusive remedy for all of the foregoing will not exceed a total maximum amount equivalent to fees paid to the Company (if any) in the last twelve (12) months preceding the date in which the damage took place.
To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, website’s troubleshooting issues, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Services, third-party software and/or third-party hardware used with the Services, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
The limitation of liability set forth in this section shall only apply to the maximum extent permitted by law. In particular, it shall not be applicable in the event of gross negligence or willful misconduct, or—subject to you using the Services as a consumer—injury or death.

You may choose to or we may invite You to submit comments or ideas about the Services, including but not limited to ideas about improving the Services or our products ("Ideas"). By submitting any Idea, You agree that Your disclosure is unsolicited and without restriction and will not place the Company under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to You, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.

Our Services may contain links to third-party websites or services that are not owned or controlled by the Company.
The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites or services. You further acknowledge and agree that the 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 websites or services.
We strongly advise You to read the terms and conditions and privacy policies of any third-party websites or services that You visit.

The Services is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Services, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Services will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Services, or the information, content, and materials or products included thereon; (ii) that the Services will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Services; or (iv) that the Services, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

The laws of the Country, excluding its conflicts of law rules, shall govern this Terms and Your use of the Services. Your use of the Services may also be subject to other local, state, national, or international laws.

If You have any concern or dispute about the Services, You agree to first try to resolve the dispute informally by contacting the Company.

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Severability
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver
Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

These Terms and Conditions may have been translated if We have made them available to You on our Services. You agree that the original English text shall prevail in the case of a dispute.

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion. By continuing to access or use Our Services after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the Services.

If you have any questions about these Terms and Conditions, You can contact us by email at contact@vidjet.io.