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Please read the following Terms and Conditions of Use (the
"Terms") carefully before continuing. By reading these Terms and
Conditions and clicking the Submit button, you expressly signify
your acceptance of the following Terms. If you do not agree to
these Terms, do not use this Website or any tvCompass™ products
or iTV MARKET.
1. Copyrights
Copyrights. All content included on this Website, such as
tvCompass Trademarks, text, graphics, logos, button icons, and
images, is the property of tvCompass or its content suppliers
and protected by UK, U.S. and international copyright laws.
Except where indicated otherwise, the content on this Website
may only be used as an informational resource for personal,
non-commercial use. Any other use, including the framing,
reproduction, modification, distribution, transmission,
republication, or display of the content on this Website is
strictly prohibited.
2. Client Responsibilities.
2.1 Authorized Use. You agree not to authorize any third party
without specific tvCompass agreement to: (i) modify or copy in
whole or in part the Trademarks; (ii) rent, lease, sell,
transfer, or further sublicense the Trademarks or tvCompass iTV
MARKET or; (iii) reproduce or distribute the Trademarks other
than as specifically authorized in this Section.
2.2 Privacy Policy. Please click here to link to tvCompass's
privacy policy.
2.3 Accuracy of Information. As part of the consideration for
your use of this Website and any tvCompass iTV MARKET, you agree
to: (a) provide true, accurate, current and complete information
about yourself and (b) maintain and promptly update the
information to keep it true, accurate, current and complete. If
you provide any information that is untrue, inaccurate, not
current or incomplete, or tvCompass has reasonable grounds to
suspect that such information is untrue, inaccurate, not current
or incomplete, tvCompass has the right to suspend or terminate
your Account (see 2.4) and refuse any and all current or future
use of any tvCompass iTV MARKET.
2.4 Account. Upon providing tvCompass with your name, e-mail
address, e-mail password, country of residence, Zip or Postal
Code and telephone number, a tvCompass account shall be opened
in your name and a unique identifier shall be assigned to you by
tvCompass. You agree to immediately notify tvCompass of any
unauthorized use of your account. You are responsible for all
activity taking place with use of your account.
2.5 Linking. Other users and Websites may include a link to
tvCompass's Website by pointing to tvCompass's homepage (http://www.tvCompass.com)
only. Linking to other content within tvCompass's Website is
prohibited without tvCompass's express written permission.
tvCompass is in no way responsible for the content of any third
party Website linked to tvCompass's Website via hyperlink,
whether such hyperlink is provided by tvCompass or by a third
party. No judgment or warranty is made with respect to the
accuracy, timeliness, or suitability of the content of any
Website to which this Website may link, nor is tvCompass
endorsing iTV MARKET provided by any third party Website's
sponsoring organization, and tvCompass takes no responsibility
therefore. Under no circumstances will tvCompass be held liable
for any computer viruses, system failure or malfunction that may
occur during hyperlink to third party Websites.
3. Indemnity.
You agree to defend and hold tvCompass and its directors,
officers, employees, consultants or agents ("Affiliates")
harmless from and against any and all claims, judgments,
damages, losses, costs, expenses, obligations, liabilities
(including reasonable attorney's fees and costs) resulting from
any breach of this Agreement.
4. General Disclaimer; Content Disclaimer
THE TRADEMARKS AND THE tvCompass iTV MARKET ARE PROVIDED "AS
IS," AND MAY CONTAIN ERRORS OR INACCURACIES. YOU USE THE
TRADEMARKS AND tvCompass iTV MARKET AT YOUR OWN RISK. tvCompass
HEREBY DISCLAIMS ALL EXPRESS AND IMPLIED REPRESENTATIONS AND
WARRANTIES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR
NON-INFRINGEMENT. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN
ESSENTIAL PART OF THIS AGREEMENT.
5. Limitation of Liability.
IN NO EVENT SHALL tvCompass BE LIABLE TO YOU OR ANY OTHER
INDIVIDUAL OR ENTITY FOR ANY CLAIM, LOSS OR DAMAGE OF ANY KIND
ARISING OUT OF OR IN CONNECTION WITH: (i) THE DEFICIENCY OR
INADEQUACY OF THE TRADEMARKS OR tvCompass iTV MARKET FOR ANY
PURPOSE WHETHER OR NOT KNOWN OR DISCLOSED TO YOU; (ii) USE OF
THE TRADEMARKS OR THE AVAILABILITY OF THE tvCompass iTV MARKET;
OR (iii) THE ACCURACY OF THE TRADEMARKS OR ERROR-FREE OPERATION
OF THE tvCompass iTV MARKET. tvCompass SHALL NOT BE LIABLE FOR
ANY LOSS OF PROFITS, SALES, BUSINESS, DATA OR OTHER DIRECT,
INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES
IRRESPECTIVE OF WHETHER tvCompass HAS BEEN INFORMED OF, KNEW OF,
OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES. THIS
LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE
INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, BREACH OF
WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND
OTHER TORTS. tvCompass'S LIABILITY FOR CLAIMS ARISING OUT OF
THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY
THE USER TO tvCompass IN THE PAST 12 MONTHS.
6. Term and Termination.
6.1 Term. This Agreement is effective from the Effective Date
and will continue in full force and effect until it is
terminated pursuant to the provisions of Section 6.2 below (the
"Term").
6.2 Termination.
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6.2.1 You may terminate this Agreement for any reason whatsoever
upon (i) written notice to tvCompass; (ii) by sending an e-mail
notice to
sales@tvCompass.com. |
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6.2.2 Return Upon Termination. Immediately upon termination of
this Agreement, you shall remove all tvCompass products and iTV
MARKET from your device. On or before five days after the
termination of this Agreement, you must destroy, erase and
delete all copies of the Intellectual Property in Your
possession and on any Website(s). |
7. Miscellaneous.
7.1 Applicable Law. This Agreement will be governed by and
construed in accordance with the laws of the State of New York,
without regard to that state's conflict of laws provisions.
However, tvCompass may, at its sole discretion, elect instead to
seek resolution in the English courts.
7.2 Severability. In the event that any provision of this
Agreement is found by a court of competent jurisdiction to be
unenforceable, that provision shall be construed so as to give
closest effect to the intent of the parties, and the remaining
portions of this Agreement shall remain in full force and
effect.
7.3 Relationship. Nothing contained in this Agreement shall be
construed as creating a joint venture, NEWS & PRESShip, agent or
employment relationship between you and tvCompass.
7.4 Waiver. The failure by tvCompass to enforce any section of
this Agreement shall not be construed as a waiver of such
provisions or of the right to enforce that, or any other,
provision of this Agreement. No waiver will be construed as a
continuing waiver.
7.5 Modification. tvCompass reserves the right, at our
discretion, to change, modify, add, or remove portions of these
Terms at any time without prior notification. In addition, when
using a particular tvCompass service, you and tvCompass shall be
subject to any posted guidelines or rules applicable to such
service which may be posted from time to time. All such
guidelines or rules are hereby incorporated by reference into
the Terms. tvCompass may terminate, change, suspend or
discontinue any aspect of the tvCompass Website, including the
availability of any features of the Website or tvCompass iTV
MARKET, at any time. tvCompass may also impose limits on certain
features and iTV MARKET or restrict your access to parts or all
of the Website without notice or liability.
7.6 Complete Agreement. This Agreement represents the sole and
exclusive Agreement between you and tvCompass regarding the
subject matter of this Agreement. The parties may amend this
Agreement at any time via a written instrument signed by both of
them.
7.7 No Assignment. You may not assign any of your rights or
obligations under this Agreement. Any attempted assignment in
derogation of this Section shall be null and void.
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