The purpose of this Terms of Service (TOS) agreement is to define the rights and obligations of LEIGHTRONIX, INC. ("LEIGHTRONIX") and a LEIGHTRONIX VieBit customer ("Customer") concerning the use of the VieBit streaming services ("Services") provided by LEIGHTRONIX to the Customer.
EFFECTIVENESS AND AMENDMENT OF THE TERMS OF SERVICE
The TOS shall be binding for any Customer that has subscribed to or provides content to, the LEIGHTRONIX Services and intends to use the Services for the delivery of any media, including, but not limited to, video, audio, images, web data, programmatic information, and external links ("Media").
If LEIGHTRONIX amends the TOS, it will notify the Customer of the effective date of the amendment(s) at a minimum of seven (7) days prior to the amendment effective date.
LEGALLY BINDING AGREEMENT
Please read this document carefully before using the Services provided by LEIGHTRONIX. The TOS shall govern the Customer's use of the Services and shall constitute a legally binding agreement between the Customer and LEIGHTRONIX.
Access of use of the Services indicates that the Customer accepts the TOS and agrees to be legally bound by this agreement.
PLEASE READ ALL PROVIDED DOCUMENTS CAREFULLY PRIOR TO USE OF THE SERVICES. IF YOU, AS THE CUSTOMER, DO NOT AGREE WITH THE TERMS OF THIS AGREEMENT OR ANY POSTED GUIDELINES, POLICIES OR RULES OR ARE NOT PERMITTED TO USE THE SERVICES, DO NOT USE THE SERVICES.
A person, who on behalf of the Customer, is eligible to use the Services provided the following conditions are met:
Such person agrees to this TOS;
LEIGHTRONIX verifies the identity of such person;
The Customer is approved to use the Services by LEIGHTRONIX;
Such person is of authority to bind the Customer to the articles of this TOS.
In any of the following circumstances, LEIGHTRONIX may refuse to provide the Services to the Customer, or may postpone its use of the Services until a circumstance no longer exists:
1) If any of the details regarding the use of the Services, provided to LEIGHTRONIX by the Customer, include false or incorrect statements or omissions of fundamentally necessary information;
2) If the Customer intends to use the Services for a purpose that is not permitted under the articles of the TOS;
3) If the use of the Services is deemed to violate any applicable laws or regulations.
As a general rule, the use of the Services by a Customer shall be terminated upon termination/expiry of the paid Services period. Termination of a Customer's use of the Services will, at the discretion of LEIGHTRONIX:
Occur if it is determined that the Customer violates one or more of the articles of the TOS;
The Customer slanders, or violates the rights, creditworthiness or other due interests of LEIGHTRONIX or any other Customer or any other person;
If the Customer interferes with or tries to interfere with the Services provided by LEIGHTRONIX; or,
If the Customer otherwise breaches the TOS or is engaged in unlawful activity by way of the Services.
The Customer shall be liable for all damages and losses arising in relation to the termination of the Services, and LEIGHTRONIX shall have no liability whatsoever.
CUSTOMER OBLIGATIONS FOR USER IDS AND PASSWORDS
The Customer shall be liable for the management of all Services user ID's and passwords and shall be solely liable for all results arising from the use of the Services attributable to negligent management of Services ID's or passwords.
The Customer shall not allow any third-party to use a user ID or password associated with the Services.
LEIGHTRONIX may request the Customer to change the Services user ID or password or otherwise take action to prevent illegitimate use of the Services.
The Customer shall be solely liable for any difficulties arising from failure to perform obligations according to this document.
LEIGHTRONIX uses commercially reasonable efforts to safeguard Customer information. Nevertheless, due to the design of the Internet and ever-changing third-party technology to include other factors outside of the control of LEIGHTRONIX, we cannot guarantee that communications between the Customer and LEIGHTRONIX Services will be free from unauthorized access by third parties or that LEIGHTRONIX will not be subject to security breaches. LEIGHTRONIX does not accept responsibility for the disclosure of Customer information due to errors in transmission or unauthorized or unlawful acts of third parties.
Because the Customer may upload Media without the prior review of such Media by LEIGHTRONIX, LEIGHTRONIX requires the Customer to use good judgment and exercise discretion in choosing appropriate subjects and subject matter for any Media submissions to the Services.
LEIGHTRONIX may, at any time, and without prior notice to the Customer, delete or remove Customer Media from the Services. LEIGHTRONIX also reserves the right to, without prior notice to the Customer, terminate any live broadcast or stream which uses the Services, for which LEIGHTRONIX believes, in its sole discretion, is in conflict with local, state, or federal laws, or that it considers being illegal, offensive, abusive, obscene, hateful, false or misleading, libelous, threatening, pornographic, harassing, tortuous, invasive of another's privacy, racially or ethnically offensive or encouraging of illegal activity, criminal offense or civil liability and is not otherwise objectionable or unfit for publication.
The Customer shall be solely responsible for all of the Customer Media that is uploaded or transmitted by or through the Customer Services portal, regardless of the Media source.
If the Customer Media contains a link to a third-party site, or other Customer or third-party content, the Customer shall be responsible for acquiring all third-party consents for creating such links. The Customer is responsible for verifying the Media or third-party content does not contain a virus, sniffer, backdoor, Trojan horse, robots, spiders, worms, bots, or any other harmful software code, file, program or programming routine or other destructive or infecting codes that would contaminate the Services or any other system.
Because privacy laws may protect individuals concerning their being photographed, video recorded, or audio recorded, the Customer must obtain the appropriate rights of any Media it uploads or broadcasts via the Services.
INDEMNIFICATION AND HOLD HARMLESS
Without limitation of any other provision contained in this agreement, the Customer irrevocably agrees, at the Customer's sole cost and expense, to indemnify, defend and hold LEIGHTRONIX and its officers, directors, employees, agents, information providers, representative, attorneys, partners, licensors and licensees, harmless from and against all losses, liability, costs, damages or expenses, including legal fees, arising out of or related to any third-party claims, actions, or allegations arising from the Customer's use of the Services, any breach by the Customer of the TOS, the Customer's violation or infringement of any intellectual property rights or right of privacy, the Customer's Media uploaded or broadcast by the Services, any fraud, or any violation of laws, regulations, restrictions, or rules that apply to the Services.
The Customer does not have the right to assign or delegate any of its obligations under the TOS agreement, in whole or in part.
LEIGHTRONIX shall exercise commercially reasonable care and effort to adopt security and Media protection measures to protect the information provided by the Customer to LEIGHTRONIX and its Services. While LEIGHTRONIX strives to protect such information, LEIGHTRONIX does not warrant and cannot ensure the security or availability of any information transmitted or stored on the Services by the Customer.
The Customer is responsible for maintaining duplicate copies and recordings of all Media posted to the Services.
The Federal Copyright Act prohibits transmitting or otherwise displaying copyrighted Media such as movies, music, and certain live productions unless the Media is appropriately licensed. Neither purchase nor rented copyrighted Media automatically carries the necessary rights and license to exhibit outside an individual's residence.
Violating copyright law by way of unauthorized use via the Services is strictly prohibited and carries steep fines and possible jail time. Proper licensing can only be obtained from an authorized licensor or the studio itself. No other third party can authorize such use.
The Federal Copyright Act applies to all users or holders of Media to include, but not limited to: Universities, public schools, businesses, public libraries, daycare facilities, parks, bars, municipalities, law enforcement, churches, prisons, lodges, and private clubs.
The "Face-to-Face Teaching Exemption" does not permit the exhibition of copyrighted materials unless all of the following criteria are satisfied:
A teacher or instructor is present and engaged in face-to-face teaching activities. This one provision negates any form of copying or distribution of material outside of a classroom-type setting.
The institution in which the material is exhibited must be an accredited, nonprofit institution.
The material exhibit must take place in a classroom setting with only enrolled students in attendance.
The material displayed must be in a legitimate format. It cannot be a copy. It cannot be in a non-original recorded form.
The "Face-to-Face Teaching Exemption" does not apply outside of the nonprofit classroom environment and does not allow for viewing other than in-person. The "Face-to-Face Teaching Exemption" does not have provisions for commercial material to be shown online under any circumstances.
Licenses that are purchased for the specific use of public viewing are usually valid for a particular designated time frame and a distinct, chosen venue.
Illegally displaying copyrighted material via LEIGHTRONIX Services places you, your organization, and LEIGHTRONIX at risk.
Upon detection of live-streamed or stored copyrighted material, LEIGHTRONIX will immediately suspend your Services. Within 48-hours of the suspension, you will be notified of the suspected copyright violation.
LEIGHTRONIX Services will be re-established only when the copyrighted material is removed, or proof of the appropriate legal licensing is provided to LEIGHTRONIX.
All costs associated with the copyright violation will be the sole responsibility of the Customer.
By downloading or using any software or development tool available from LEIGHTRONIX, the Customer agrees to be bound by the terms and conditions outlined in any Software License Agreement ("SLA"), which may accompany any such software or development tools.
SERVICES SITE ERRORS
The Services may include inaccuracies or typographical errors. LEIGHTRONIX reserves the right to correct any errors, inaccuracies, or omissions without prior notice, although, LEIGHTRONIX will not have an obligation to make any such corrections. LEIGHTRONIX reserves the right to change or update information contained within the Services at any time.
SERVICES DATA PROTECTION
The Customer agrees not to reproduce, duplicate, transmit, distribute, sell, sub-license, modify, decrypt, disassemble, decompile, reverse engineer, create a derivative work of or republish, in any manner, any information, content, material, or design elements from the Services, including, without limitation, code and software.
LEIGHTRONIX shall not be responsible for performance figures or characteristics given in any source other than in the specifications described herein or attached hereto. No advertisements, catalogs or other publications, or statements as to the performance of the Services other than the aforementioned specifications shall form part of this agreement.
Unless changes are made in writing and signed by both parties, the amounts provided in LEIGHTRONIX's latest proposal for the Services are firm for the quantities listed. They are only valid for 30 days after the date of the proposal unless otherwise specified in writing within the proposal. For all Services provided by LEIGHTRONIX as described herein or attached hereto, LEIGHTRONIX shall invoice, and the Customer shall pay prices as specified within ten (10) days of the invoice or other time frame indicated in the proposal. The cost of any special handling caused by Customer's requirements or requests or the cost of complying with the particular requirements of any local government codes shall be added to the amount of the order. No cash discounts or other allowances will apply.
A finance charge of 1.5% per month (18% annually) will be applied to any balance on any invoice remaining unpaid after thirty (30) days. The Customer and the undersigned agree to pay all costs, including actual, reasonable attorney fees incurred by LEIGHTRONIX, should it be necessary to enforce any part of the agreement.
The Customer shall pay sales, use, property, gross receipts, or any other taxes imposed upon the purchase and sale of the Services, whenever payable.
The information contained in this document is proprietary and confidential information belonging to LEIGHTRONIX and is intended only for the designated recipient. Any dissemination or distribution of this document in whole or in part is strictly prohibited.
All Customer Media stored or broadcasted via the Services shall be considered non-confidential and non-proprietary.
CHOICE OF LAW; JURISDICTION
THE PARTIES AGREE THAT ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE) BETWEEN CUSTOMER AND LEIGHTRONIX arising from or relating to the Services, its interpretation or the breach, termination or validity thereof, the relationships which result from this agreement, LEIGHTRONIX' advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF MICHIGAN and the federal law of the UNITED STATES OF AMERICA WITHOUT REGARD TO CONFLICTS OF LAW. To the extent permitted by law, the state and federal courts located in Michigan will have exclusive jurisdiction for any disputes. The Customer agrees to submit to the personal jurisdiction of the state and federal courts located within Ingham County, Michigan, and agree to waive all objections to the exercise of jurisdiction over the parties by those courts and to venue in those courts. The parties agree to waive, to the maximum extent permitted by law, any right to a jury trial with respect to any dispute.