The following termsgoverns the use of the website(s) of Reeplayer, Inc. a Delaware Corporation(“Reeplayer”). By using our website, you accept the terms in full. If you donot agree to the terms, please do not use our website (www.reeplayer.com).
2. Restrictions andSafeguards
2.1 In order to gainfull access to the Reeplayer Ecosystem, Users must create an Account. The Account is personal to the User and the User is solely responsible for anyand all activity that occurs under its Account. Please notify Reeplayerimmediately if there are any irregularities with an Account. Whencreating the Account, the User is required to provide accurate and completeinformation. The User hereby represents, warrants and covenants that it doesnot, and will not, use the Services or the Reeplayer Website and/or Ecosystem:
(a) to impersonateanother person or entity, or claim a false identity when subscribing for anAccount on the Reeplayer Website or use an Account of a third-party;
(b) for any purposeother than to access the Website and/or Ecosystem and Services as offered byReeplayer;
(c) to bypass, disableor otherwise interfere with security related features of the Reeplayer Websiteand/or Ecosystem or the Services or features that prevent, limit, or restrictthe access to the Reeplayer Website and/or Ecosystem and/or the use orre-production of any Content or any other material on the Reeplayer Ecosystem(i.e. “Material”);
(d) to delete or modifynotices regarding copyright or other proprietary rights on the Material or anyContent
(f) for any illegalpurpose in any jurisdiction;
(g) collect,disseminate, or otherwise use personal information about Users or any otherthird parties without their and Reeplayer’s consent, or in violation of anyapplicable law;
(h) reverse engineer,decompile, disassemble or otherwise attempt to discover the source code in anyof the Software, Firmware, or Hardware; or
(i) interfere with ordamage the operation of the Services or any User's enjoyment of them by anymeans, including, but not limited to, uploading or otherwise disseminatingviruses, spyware, worms or other malicious code. The User agrees not tointerfere with the Company's mission, purpose, and business.
2.2 The User warrantsthat it shall not publish sensitive personal data on the Reeplayer Websiteand/or Ecosystem, including on its own Account or the Uploader’s Account.Sensitive personal data is defined under U.S. Law, and includes healthinformation related to a physical person.
2.3 The User shall notsell, license, distribute, copy, record, modify, publicly perform or display,transmit, publish or republish, including republication on another website,edit, adapt, create derivative works from, or otherwise make use of theMaterial and/or the Content that is not considered the User's property. If theUser, to the extent permitted by applicable statutory laws, records, downloadsor otherwise copies the Material and/or Content for personal and non-commercialuse, the User must retain all copyright, trademark, or other proprietarynotices. Reeplayer reserves all rights, including rights not expressly granted,in and to the Reeplayer Website and/or Ecosystem, the Services, the Material,and the Content.
2.4 Reeplayer reservesthe right to suspend, discontinue or modify any aspect of the Services at anytime, including the right to discontinue fully or partially the display of anyContent or linked or embedded content, and to prevent access to the ReeplayerWebsite or any Content from specific territories (geo-blocking).
2.5 The User is solelyresponsible for setting up the Reeplayer camera and tripod and taking thenecessary precautions to ensure that the Reeplayer camera and tripod is safelyset up. Reeplayer assumes no liability for any physical damage to persons orproperty caused by the Reeplayer camera or tripod set up by the User.
3.1 To the extentpermitted by applicable law, the Reeplayer Ecosystem and Services are providedto the User on an “as is” basis without warranty of any kind. Should theWebsite not be operational or the Services become unavailable, the Companyshall be clear of any liability from the User. Loss of data is includedas a loss that shall be meritless against the Company.
3.2 In no event shallthe Company be liable for a business tort, loss of anticipated revenues orprofits, delays or otherwise for any type of damages, including, but notlimited to, consequential or punitive in nature. Therefore, Reeplayer andits Users agree that, irrespective of the theory or cause of action upon whichsuch damages might be based, including but not limited to strict liability,negligence, breach of contract or warranty, those User rights are expresslywaived and acknowledged as never being applicable to damages in the Usercontractual relationship with the Company. Moreover, Reeplayer shall notbe responsible or liable in any way for any loss or damage of any kind incurredas a result, or in connection with, the User’s failure to comply with the Termsof Use.
3.4 Users shall have theunilateral right to cancel or close their Accounts. Users are alsosubject to be permanently banned from the Service for violation of these Termsof Use or at the sole discretion of the Company.
4. Uploaders; Submissionof Content
4.1 The Uploaderacknowledges and agrees that the Reeplayer Website and/or Ecosystem is designedfor a purpose serving a particular community and interest, and that any Contentsubmitted conforms to such purpose.
4.2 By uploading Contentto the Reeplayer Website and/or Ecosystem, the Uploader hereby grants Reeplayera worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fullypaid-up, sub-licensable through multiple tiers and freely transferable right tocopy, use, reproduce, distribute, publish, translate, modify, create derivativeworks of, publicly display, publicly perform, sell, transfer, license, edit,modify, transmit, stream, broadcast, making publicly available and otherwiseexploit the Content on the Website and/or Ecosystem as well as on and throughthird-party distributions channels selected by Reeplayer, including withoutlimitation for promoting, advertising, redistributing and making available ondemand the Content and/or the Reeplayer Website or overall Reeplayer Ecosystem,in any media formats, media channels or medium now or hereafter devised, inwhole or in part, for any purposes. For the avoidance of doubt, the foregoinglicense includes, but is not limited to, the right to reproduce, distribute,display, perform, advertise, make derivative works from or otherwise exploitthe Content in proximity with or in connection with any third-party content andthe name, pseudonym, likeness, voice, handwriting and other characteristics ofany individual, in each case where such items are in included in Contentuploaded by the Uploader.
4.3 The Uploader issolely responsible for all of its Content and the consequences of publishingit, and the Uploader hereby acknowledges that the Reeplayer Website and/orEcosystem and the Services are merely providing the Uploader the technicalmeans to produce and distribute its Content. This specifically includes thatUploader is responsible for and must obtain necessary legal basis when filmingindividuals using the Reeplayer Camera and uploading Content to the ReeplayerWebsite according to relevant laws. Therefore, always be careful what Youpublish and make sure people featuring the Content have accepted such.Reeplayer will not be held responsible for Content without such consent, andUser agrees to indemnify Reeplayer fully, should such action arise.
4.4 Under no circumstanceswill Reeplayer assume any responsibility in the creation, arrangement,scheduling and promotion of Content, nor does Reeplayer monitor the submissionof Content to Reeplayer or the publication of Content on the Reeplayer Website.Reeplayer does not endorse any Content or any opinion, recommendation, oradvice expressed therein, and Reeplayer expressly disclaims any and allliability in connection with Content.
4.6 The Uploader herebyrepresents and warrants and covenants that:
(ii) its Content doesnot and shall not:
(a) infringe or otherwise violate any third-party right, includingany copyright, trademark, patent, trade secret, privacy right, right ofpublicity or personality, broadcasting right or any other intellectual propertyor proprietary right; or
(b) slander, defame, libel, invade or otherwise violate the rightof privacy, publicity, personality or other rights of any person or entity.
(iii) its Content willbe made available for display at the date and time scheduled by the Uploader;
(iv) its Content orsequential order of Content does not constitute a television or radio programmeservice in the form of a sequence of self-contained programmes continuouslyoffered and defined in time or is otherwise subject to statutory televisionbroadcasting requirement;
(v) its Content does notcontain any viruses, spyware, worms, or other malicious code or any content orfile that provides a method to access to potentially infringing content outsideof the Services;
(vi) its Content doesnot violate any laws or regulations or contain any falsehoods ormisrepresentations that could cause harm to Reeplayer or any third party; and
(vii) it will notcreate, post or upload any Content that is obscene, defamatory, libellous,threatening, pornographic, harassing, hateful, racially or ethnicallyoffensive, or encourages conduct that is deemed a criminal offence.
4.7 Uploader is awarethat some features on the Platform are created to provide other Users with theability to save and store Content on their own. This means that some Contentmay be stored and managed by other Users. Consequently, Users should always bediligent when sharing Content and assign rights to other Users as these actionsmay not be reversed.
4.8 Reeplayer reservesthe right to advertise its Website and Services or products and services ofthird parties on the Uploader's channel or together with Content.
4.9 Uploader has theoption to invite viewers to the Reeplayer Website (viewers will then have tocreate their own Account). If Uploader does so, Uploader is solely responsiblefor and shall only invite individuals that are thirteen (13) years of age orolder.
4.10 The Uploader is thedata controller and Reeplayer is the data processor in respect of Contentuploaded to and published by the Uploader on the Reeplayer Website as well asto any other personal data processed on the Uploader's Account on the ReeplayerWebsite. The Uploader and Reeplayer have therefore entered into a dataprocessing agreement governing Reeplayer's data processing activities on behalfof the Uploader in compliance with GDPR. The Uploader is specifically madeaware that the Reeplayer Website and/or Ecosystem, including the Uploader'sAccount, must not be used for processing of sensitive personal data as definedin GDPR article 9, which includes but is not limited to health informationrelated to a physical person. It is the Uploader's responsibility to ensurethat no sensitive personal data is processed on the Uploader's Account on theReeplayer Website. Reeplayer explicitly reserves the right to assign itsdata processing and hosting duties to a third-party.
4.11 Notwithstandinganything to the contrary above, Reeplayer hereby notifies the Uploader and You,the Uploader, hereby accept that Content may be used by Reeplayer for its ownpurposes, e.g. marketing, development and optimization of Reeplayer’s systemsand algorithms.
4.12 Uploaders and Userswill have the option of streaming other Uploader or User Content. When doingso, User (i.e. Uploaders and Viewers) hereby authorizes Reeplayer to broadcastand/or record your Content. Furthermore you acknowledge that Users hold thebroadcast rights to said event and indemnify the Company from any claims ofinfringement. Uploaders may only publish Content that they have createdand produced and/or for which they own all the exploitation rights fordistributing on the Reeplayer Ecosystem. It is also prohibited to publishContent protected by copyright, such as music tracks, extracts of protectedContent or any other Content not created by the User for which they do not havethe necessary authorizations.
5.1 Viewers have limitedaccess to the Reeplayer Website and/or Ecosystem and to Content, subject to thesole discretion of Reeplayer, available on-demand and live streaming.
5.2 Any use or access byanyone under the age of thirteen (13) is prohibited.
5.3 If a Viewer wants tounsubscribe from his or her Account, the Viewer must do so via the ReeplayerWebsite. Viewer Accounts that are not accessed or used for a period of twelve(12) months may be restricted or deleted at the discretion of Reeplayer. Thismay include any Content published by the Viewer.
7.1 To the extentpermitted by applicable law, the Reeplayer Website, the Services and theContent are provided to the User on an "as is" basis without warrantyof any kind. Reeplayer makes no representations about the reliability of thefeatures of this Website, the Content, the Material, or any other Websitefeature, and disclaims all liability in the event of any service failure. Useracknowledges that any reliance on such material or systems will be at his orher own risk. Reeplayer makes no representations regarding the amount of timethat any Content or Material will be preserved. Reeplayer does notendorse, verify, evaluate or guarantee any information provided by Users andnothing shall be considered as an endorsement, verification or guarantee of anyContent. You shall not create or distribute information, including but notlimited to advertisements, press releases or other marketing materials, orinclude links to any sites which contain or suggest an endorsement by Reeplayerwithout the prior review and written approval of Reeplayer.
7.2 Without limiting thegenerality of the foregoing, Reeplayer disclaims to the extent permitted by lawany and all warranties, express or implied, including, without limitation, any(a) warranties of merchantability or fitness for a particular purpose, (b)warranties against infringement of any third party intellectual property orproprietary rights, (c) warranties relating to delays, interruptions, errors oromissions in the Services, particularly in any unannounced termination of theprovision of Content (d) warranties relating to the transmission or delivery ofthe Services, (e) warranties relating to the accuracy or completeness ofinformation or data in the Services, or (f) other warranties relating toperformance, non-performance, or other acts or omissions of Reeplayer.
8. LIMITATION OFLIABILITY
8.1 In no event shallReeplayer be liable for any loss of anticipated revenues or profits, delays orotherwise for any consequential, indirect or punitive losses or damages,whether or not foreseeable and irrespective of the theory or cause of actionupon which such damages might be based, including but not limited to strictliability, breach of warranty or otherwise. Loss of data is considered anindirect loss. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO A NEGLIGENTACT, WILL REEPLAYER OR ITS AFFILIATES OR AGENTS BE LIABLE FOR ANY DAMAGE OF ANYKIND THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE WEBSITE ORCONTENT, EVEN IF REEPLAYER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCHDAMAGES.
9.2 Reeplayer reservesthe right, at the User’s expense, to assume the exclusive defence and controlof any matter for which the User is required to indemnify Reeplayer, and theUser herewith agrees to cooperate with Reeplayer's defence of these claims.
10. Third-Party Sites
10.2 Access and use ofThird-party Services, including the information, material, products, andservices on or available through Third-party Services is solely at the User’sown risk.
11. Updates of Terms ofUse and Services
12.1 As a part of theServices, Reeplayer may – and User agrees that Reeplayer may send You updatesto the functionality and information about new features for the Platform.
12.5 The failure ofReeplayer to comply with these Terms because of an act of God, war, fire, riot,terrorism, earthquake, lockdown, epidemic, pandemic, actions of federal, stateor local governmental authorities or for any other reason beyond the reasonablecontrol of Reeplayer, shall not be deemed a breach of these Terms.
12.6 If Reeplayer failsto act with respect to User’s breach or anyone else's breach on any occasion,Reeplayer shall not waive its right to act with respect to future or similarbreaches.
13. Governing Law
13.2 PLEASE READ THIS SECTION CAREFULLY! IT MAYSIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS INCLUDING YOUR RIGHT TO FILE A LAWSUITAND TO HAVE A JURY HEAR YOUR CLAIMS.
As an alternative, You,the User, may bring your claim in a Los Angeles county “small claims” court, ifpermitted by that small claims court’s rules and if within such court’sjurisdiction. You may bring claims only on Your own behalf. NeitherYou nor We will participate in a class action or class-wide arbitration for anyclaims covered by this agreement to arbitrate (in any state). YOU AREGIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBERON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING TO CLASS ARBITRATION ORANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.