Last Revised: March 1, 2015

 

Welcome to vproud.tv (the “Website”) and our mobile application (the “App”), offered by VProud LLC,  (hereinafter “VProud,” “we,” or “us”). VProud is a video-driven site created to start and nurture honest multimedia conversations about topics that matter to women. These Terms of Use (the “Terms”), together with the Privacy Policy and Code of Conduct, describe the terms and conditions applicable to all users’ access, submissions and use of the Website or the App (collectively, “Site”).

 

Acceptance of the Terms

 

By browsing, downloading, installing, accessing, submitting content, registering with to or using (collectively, "Use") the Site, you acknowledge that you have read, understood and agree to be bound by these Terms, which form an agreement that is effective as if you had signed it. If at any time you do not agree to these Terms, please do not Use the Site.

 

YOUR USE OF THE SITE AND ITS CONTENT IS SUBJECT TO THE TERMS AND OUR PRIVACY POLICY AND CODE OF CONDUCT, IF YOU DO NOT AGREE TO THESE TERMS YOUR PERMISSION TO USE THE SITE IS AUTOMATICALLY AND IMMEDIATELY REVOKED.

 

Changes to the Terms

 

We may revise or update these Terms from time to time. Accordingly, you should check the Terms regularly for updates.  You can determine when the Terms were last revised by referring to the “Last Revised” legend at the top of this page.  Each time you Use the Site, you signify your acceptance of the then-current Terms.  Any material changes in these Terms take effect upon posting and apply only to your use of the Site and information collected from you on and after the Last Revised date, unless we have other communications with you.  

 

Who Can Use the Site

 

The Site is directed to persons 18 years of age or older.  If you are under age 18, you are not permitted to submit any personally identifiable information to VProud on the Site or offline. If you provide information to VProud or log into the Site from any third party account (i.e. Facebook) you represent that you are 18 years of age or older. 

 

App Users

 

You are responsible for all access to the App through your mobile device and for bringing these Terms of Use to the attention of all such persons. Use of the App does not include the provision of a mobile device or other necessary equipment to access it. To use the App you will require Internet connectivity and appropriate telecommunication links. We shall not have any responsibility or liability for any telephone or other costs you may incur.

 

Related Terms

 

Our App is available for download on Apple iOS devices and Android OS devices from third party appstores, such as googleplay and itunes, which are not owned and  operated by VProud.You must comply with any applicable third party terms of agreement when using the App  and ensure that your use of the App  is not in violation of an appstore's terms and conditions, privacy policy, any applicable End User License Agreement or distribution policies, your mobile device agreement or any wireless data service agreement (collectively, “Related Terms”). Each time you download, install, access, use or browse the App, you acknowledge that you have also reviewed and accepted the Related Terms.

 

End-User License

 

Subject to these Terms, VProud grants you a personal, non-exclusive, non-transferable, limited and revocable license to download, run and use the App for personal use only on your Apple iOS device or Android OS device  owned or controlled by you as permitted by the usage rules of the appstore and in accordance with these Terms (“User License”).  Any use of the App in any other manner, including, without limitation, resale, transfer, modification or distribution of the App or text, pictures, music, barcodes, video, data, hyperlinks, displays, and other content associated with the App is prohibited.  These Terms and Related Terms also govern any updates to, or supplements or replacements for, this App unless separate terms accompany such updates, supplements or replacements, in which case the separate terms will apply.

 

Code of Conduct

 

The Site is intended to be a conversation platform for Users to connect on topics they care about. You can participate as much or as little as you like, however, in order to maintain a respectful community all Users must abide by VProud's Code of Conduct.

 

Privacy Policy

 

Please review the Privacy Policy or the Site, which is incorporated in these Terms.  If you do not agree with the Privacy Policy, you are not authorized to use the Site.

 

Content Licenses

 

All content on the Site, including without limitation text, graphics, audio, videos, logos, icons, images, data, charts, maps, software and other information and materials (the “Content”) is the sole and exclusive property of VProud, its licensors, or other content providers, except to the extent that it constitutes any content you upload, publish or display on or through the Site, or transmit to or share with other users (collectively the "User Content").  No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the VProud's prior written permission, except that the foregoing does not apply to your own User Content that you legally post on the Site. You retain your rights to any User Content you make to or through the Site. By posting any User Content to the Site, you expressly grant, and you represent and warrant that you have all rights necessary to and do grant, to VProud a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such submissions and your name, voice, and/or likeness as contained in your submissions, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Site. You also hereby grant each user of the Site a non-exclusive license to access your User Content through the Site, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Site and under these Terms.

 

The Content is made available for your personal, noncommercial use.  You agree to abide by any posted limitations relating to use, reproduction or dissemination of any Content.  Any use of the Site or Content in any way not expressly permitted by these Terms is prohibited, and may be actionable under United States or international law.

 

Proprietary Rights

 

You acknowledge and agree that, as between VProud and you, all right, title, and interest in and to the Site and the Content, including without limitation any patents, copyrights, trademarks, brands, trade secrets, inventions, know-how, and all other intellectual property rights, are owned exclusively by VProud or its affiliates, suppliers, vendors, merchants, licensors, or sponsors, and are protected by United States intellectual property and other applicable laws.

 

Copyright:  All Content is the copyright and property of VProud or its affiliates, suppliers, vendors, merchants, licensors, or sponsors, and protected by U.S. and international copyright laws.  You agree not to copy, modify, distribute, transmit, republish, sell, resell or exploit, for any purpose, any portion of the Website or the Content other than as expressly authorized by VProud in writing. 

 

Trademarks:  The trademarks, service marks, logos, slogans, trade names and trade dress used on the Site are proprietary to VProud or its affiliates, suppliers, vendors, merchants, licensors, or sponsors.  Third party trademarks referenced in the Website do not constitute or imply affiliation with, endorsement of, or recommendation of VProud by the respective trademark owners, or by VProud of the respective trademark owners. 

 

Account, Password Security, and Login

 

The Site may contain features that require creation of an account by registering a public username, a private identity for VPrivate login, and password or using third-party sign on services (e.g. Facebook Connect). If you use a third-party sign on service, you expressly authorize VProud to access your account information maintained by identified third-party data service providers, on your behalf in connection with your Use of the Site. You agree to provide only accurate and truthful information in creating or maintaining an account.  You are responsible for maintaining the confidentiality of your password and are fully responsible for all uses of your password, whether by you or others.  You agree to (a) log out of your account at the end of each session; (b) keep your password confidential and not share it with anyone else; and (c) immediately notify VProud of any unauthorized use of your password or account or any other breach of security. VProud is authorized to act on instructions received through use of your password, and is not liable for any loss or damage arising from your failure to comply with this Section.

 

You may not: (i) register or log in to the Site using a e-mail address of another person with the intent to impersonate that person, (ii) register or log in to the Site using a username or an e-mail address subject to any rights of a person other than you without appropriate authorization, (iii) have more than one user account.

 

Anything you post on the Site is public. To make the conversations and the content on the Site honest and meaningful you can login and join or start a conversation using VPrivate or VPublic. When you login using VPublic everyone will see what you post and that you posted. When you login using VPrivate everyone will see what you post, but the posting will be identified by the private identity you selected when registering your account.

 

Fees & Payment

 

The Site may offer certain services and/or content from VProud, third parties, or both for corresponding fees. You agree to pay to VProud the fees and taxes indicated for such services or content and abide by any additional terms for them. In connection with any and all services or content that you select to purchase, payment in is due and payable to VProud immediately upon sale and must be remitted by valid a third party payment service provider selected by VProud. All purchases are subject to the Terms and any additional terms and conditions, including any fees, imposed by your financial services provider and/or mobile carrier, as applicable.  You hereby authorize VProud to debit the total cost of said purchase and to be responsible for all associated charges. Should charges for which you are responsible fail at the time payment is required, you will be responsible for all costs and fees associated with any and all efforts by VProud, in connection with VProud's efforts to be paid such amounts due, including but not limited to any attorney fees and other legal expenses. Unless otherwise indicated there are no refunds for any service or content you may purchase.

 

Sponsored Conversations

 

The Site may contain conversations that are sponsored by a third party (a "Sponsor"). Sponsors are responsible for ensuring that material submitted for the conversation is accurate and complies with applicable laws. VProud is not responsible for the illegality or any error, inaccuracy or problem in the Sponsor's materials. The material and any views and opinions provided by Sponsors are those of the Sponsor and do not necessarily reflect those of VProud or its affiliates.

 

Errors, Inaccuracies, and Omissions

 

Occasionally there may be information on the Site that contains typographical errors, inaccuracies, or omissions that may relate to content provided on behalf of VProud. We reserve the right to correct any errors, inaccuracies or omissions and to change or update information if any information on the Site is inaccurate at any time without prior notice.

 

Notice and Procedures for Making Claims of Intellectual Property Infringement

 

VProud may, in its sole discretion, disable and/or terminate use by users who infringe the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide VProud a Notice containing the following information:

 

  1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
  2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
  3. a description of where the material that you claim is infringing is located on The Site (providing URL(s) in the body of an email is the best way to help VProud locate content quickly);
  4. your name, address, telephone number, and email address;
  5. 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;
  6. 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.

 

For Notice of claims of copyright or other intellectual property infringement, VProud's Copyright Agent can be reached by sending an email to info@vproud.tv.

 

Links to Other Websites

 

The Site may contain advertisements, postings and links to websites operated by other parties.  The Site provides these advertisements, postings and links as a convenience, and your use of other websites is at your own risk.  VProud is not responsible for the content or privacy practices of other sites.  VProud disclaims all liability with regard to your access to and use of any information, material, products or services or transactions with such linked websites or other parties.  You acknowledge and agree that VProud is not responsible or liable, directly or indirectly, for any damage, loss or other claim caused or alleged to be caused by or in connection with, access to, use of or reliance on any content available on or through any other site or resource.

 

Modification, Suspension and Termination

 

VProud reserves the right at any time to modify, suspend or discontinue, temporarily or permanently, the Site, Content or User Content or any portion thereof, with or without notice.  You agree that VProud will not be liable to you or to any third party for any modification, suspension or discontinuance of the Site, Content or User Content.

 

Your Indemnity of VProud

 

YOU AGREE TO INDEMNIFY, DEFEND AND HOLD VPROUD AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, LICENSEES, SERVICE PROVIDERS, ADVERTISERS AND OTHERS ACTING IN CONCERT WITH THEM, HARMLESS FROM AND AGAINST ANY LOSS, LIABILITY, CLAIM OR DEMAND, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS' FEES, MADE BY YOU OR ON YOUR BEHALF OR BY ANY THIRD PARTY DUE TO OR ARISING OUT OF (A) YOUR USE OF OR RELIANCE ON THE SITE, ANY CONTENT, PRODUCTS, SERVICES OR ACTIVITY, YOUR DEALINGS IN CONNECTION WITH THE SITE, (B) YOUR VIOLATION OF THESE TERMS, ANY APPLICABLE LAWS, OR THE RIGHTS OF VPROUD OR ANY THIRD PARTY, AND (C) ANY USER CONTENT OR ANY OTHER CONTENT YOU POST OR SHARE THROUGH THE SITE.

 

Disclaimers and Limitation of Liability

 

THE SITE IS PROVIDED TO YOU ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.  VPROUD MAKES NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE.  YOU ARE RESPONSIBLE FOR TAKING ALL NECESSARY PRECAUTIONS TO ENSURE THAT ANY CONTENT YOU MAY OBTAIN FROM THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL CODE.

 

VPROUD IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY CONTENT OR USER CONTENT POSTED ON THE SITE, WHETHER POSTED OR CAUSED TO BE POSTED BY USERS OF THE SITE, BY VPROUD, BY THIRD PARTIES OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR UTILIZED IN THE SITE. ALTHOUGH WE PROVIDE RULES FOR USER CONDUCT AND POSTINGS, WE DO NOT CONTROL AND ARE NOT RESPONSIBLE FOR WHAT USERS POST, TRANSMIT OR SHARE ON THE SITE AND ARE NOT RESPONSIBLE FOR ANY OFFENSIVE, INAPPROPRIATE, OBSCENE, UNLAWFUL OR OTHERWISE OBJECTIONABLE CONTENT YOU MAY ENCOUNTER ON THE SITE OR IN CONNECTION WITH ANY USER CONTENT OR SITE CONTENT. VPROUD IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SITE.


 

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VPROUD DISCLAIMS ALL LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND FURTHER DISCLAIMS ALL LOSSES OR DAMAGES, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SITE, EVEN IF VPROUD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

 

Exclusions and Limitations:  Because some jurisdictions do not allow limitations on how long an implied warranty lasts, or the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to you.  This Limitation of Liability shall be to the maximum extent permitted by applicable law.

 

Notice Required by California Law

 

Pursuant to California Civil Code Section 1789.3, California residents are entitled to the following specific consumer rights notice:

The name, address and telephone number of the provider of this service is: VProud.tv, 40 Worth Street, Suite 1047, New York, NY 10013

 

Complaints regarding this The Site or requests to receive further information regarding use of this The Site may be sent to the above address or to info@vproud.tv.

 

The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite N112, Sacramento, CA 95834 or by telephone at (916) 445-1245 or (800) 952-5210. Hearing impaired persons may call TDD (800)-326-2297 or TDD (916)-928-1227.

 

Governing Law and Disputes

 

You agree that any dispute between you and VProud arising out of or relating to these Terms, the Privacy Policy, the Site or its Content will be decided only by arbitration, individually and not on a class-wide basis.  You knowingly waive any right to participate in any form of “class,” “joint” or “representative” litigation (including in any “private attorney general capacity”) against VProud.  The laws of the State of New York, U.S.A., without regard to choice of law principles, shall apply to any dispute between us, except as to matters relating to arbitration, which shall be governed by the Federal Arbitration Act.  Any arbitration will be administered by the American Arbitration Association and will take place in New York, New York, U.S.A., and must be commenced within six (6) months after the dispute arises or any claim arising from the dispute shall be barred.

 

The Site is controlled within the United States of America and is directed to individuals residing in the United States.  Those who choose to access the Site from locations outside of the United States do so on their own initiative, and are responsible for compliance with local laws if and to the extent local laws are applicable. VProud does not represent that the Site, Content or User Content is appropriate outside the United States of America.  VProud reserves the right to limit the availability of the Site for any person, geographic area or jurisdiction at any time in its sole discretion.

 

Miscellaneous

 

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be modified to the minimum extent necessary to effectuate the intent of such provision or if impossible to so modify such provision shall be struck and the remaining provisions shall be enforced.  Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.  VProud’s failure to act with respect to any failure by you or others to comply with these Terms does not waive VProud’s right to act with respect to subsequent or similar failures.  These Terms, together with the Privacy Policy, set forth the entire understanding and agreement between you and VProud with respect to the subject matter hereof.  Any cause of action or claim you may have with respect to these Terms or The Site must be commenced within six (6) months after the claim or cause of action arises or such claim or cause of action shall be barred.  You may not assign or transfer your rights or obligations under this Agreement without the prior written consent of VProud, and any assignment or transfer in violation of this provision shall be null and void. VProud reserves the right to seek all remedies available at law and in equity for violations of these Terms or special terms or rules set forth on The Site, including without limitation the right to block access from a particular internet address.

 

Questions? 

 

Please direct any questions you may have about these Terms of Use, or technical questions or problems with the Site to info@vproud.tv.