Terms of use

Updated: February 4, 2019

Welcome to Virevol, operated by Virevol Inc. (“Virevol,” “we,” “us,” or “our”).By using the websites located at www.virevol.com and virevol.ai and the Software-as-a-Service product provided thereon (the “SaaS”) (collectively, the “Service”), you agree to be bound by these Terms of Use (the “Terms” or “Agreement”). If you object to anything in this Agreement or the Virevol Privacy Policy, do not use the Service. PLEASE READ THIS AGREEMENT CAREFULLY AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.1. Electronic Agreement. This Agreement is an electronic contract that sets out the legally binding terms of your use of the Service. This Agreement may be modified by Virevol from time to time, such modifications to be effective upon posting by Virevol on the Service. By accessing and/or using the Service, you accept this Agreement and agree to the terms, conditions and notices contained or referenced herein. 2. Account Security. You are responsible for maintaining the confidentiality of any account you create on the Service, and you are fully responsible for all activities that occur under your username and password. You agree to immediately notify Virevol of any unauthorized use of any such account or any other breach of security. Virevol will not be liable for any loss or damage arising from your failure to comply with this provision.  3. Your Information. Any information that you provide to Virevol (including, without limitation, physical address, email address, phone number and other information) must be true, accurate, complete and up-to-date.  4. License for SaaS. Subject to the terms and conditions of this Agreement, Virevol hereby grants you a non-exclusive, nontransferable, nonsublicensable, revocable license to use the SaaS and/or the Service during the Term of this Agreement, as defined herein.Virevol reserves all rights in and to the Service which are not expressly granted to you under these Terms. You are prohibited from running any version of the Service on a jailbroken device.
5. Eligibility. By entering into this Agreement, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement.6. Commercial Use of Service. If you are using the Service and/or accessing the Service on behalf of a company, entity, or organization (collectively, a “Subscribing Entity”), you represent and warrant that:
a. You are an authorized representative of the Subscribing Entity, and that you have the authority to bind the Subscribing Entity to this Agreement;b. You have read and understand this Agreement; andc. You agree to this Agreement on behalf of the Subscribing Entity.
7. Your Use of the Service. You agree that you will not, nor will you authorize any third party to:
a. Copy, modify or make derivatives of, reverse engineer, disassemble, decompile or otherwise attempt to discover any portion of the source code or trade secrets of the Service.b. Distribute, sell, sublicense, rent, or lease the Service, or otherwise provide third parties with use of the Service.c. Remove, obscure or alter any notice of any copyright, trademark, patent or other proprietary right related to the Service.d. Publicly disseminate performance information or analysis regarding the Service.e. Copy or capture, or attempt to copy or capture, any content from the Service or any part of the Service, unless given express permission by Virevol.f. Copy or adapt any object code contained within the Service, or reverse engineer, reverse assemble, decompile, modify or attempt to discover any source or object code of any part of the Service, or circumvent or attempt to circumvent or copy any copy protection mechanism or access any rights management information pertaining to content.g. Commit or engage in, or encourage, induce, solicit or promote, any conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law or regulation.h. Rent, sell or lease access to the Service, or any content on the Service.i. Deliberately impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity, for example, by registering an account in the name of another person or company, or sending messages or making comments using the name of another person.j. Sell or transfer, or offer to sell or transfer, access to the Service to any third party without the prior written approval of Virevol.k. Collect or attempt to collect personal data, or any other kind of information about other users, including without limitation, through spidering or any form of scraping.l. Collect or use, or attempt to collect or use, personal data in a manner which violates Virevol’s Privacy Policy.
You agree to comply with the above conditions, and acknowledge and agree that Virevol has the right, in its sole discretion, to terminate this Agreement or take such other action as we see fit if you breach any of the above conditions or any of the other terms of this Agreement. This may include taking court action and/or reporting offending users to the relevant authorities.
8. You Bear Risk of Upload. Virevol uses reasonable security measures in order to attempt to protect any content or information that you upload, including without limitation any of Your Data (as defined in these Terms). However, Virevol cannot guarantee that there will be no unauthorized copying or distribution of Your Data nor will Virevol be liable for any copying or usage of Your Data not authorized by Virevol. You hereby release and forever waive any claims you may have against Virevol for any such unauthorized copying or usage of Your Data, under any theory of liability. THE SECURITY MEASURES TO PROTECT YOUR DATA USED BY VIREVOL HEREIN ARE PROVIDED AND USED "AS-IS" AND WITH NO WARRANTIES OR ASSURANCES THAT SUCH SECURITY MEASURES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS OR THAT THERE WILL BE NO CRACKS, DISABLEMENTS OR OTHER CIRCUMVENTION OF SUCH SECURITY MEASURES. Virevol reserves the right, in our sole discretion, to limit the quantity or method of communications that you may send to other Members within a set period of time. Without limiting the foregoing, Virevol has the right to cooperate fully with any court or law enforcement agency or authority ordering or requesting that we disclose the identity of, or any other information about, anyone posting any materials on or through the Service. YOU AGREE TO WAIVE AND HOLD HARMLESS VIREVOL, ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS, FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES, DURING, IN RESPONSE TO, OR AS A RESULT OF, ITS INVESTIGATIONS, AS WELL AS FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF SUCH INVESTIGATIONS, WHETHER BY SUCH PARTIES OR BY A COURT OR LAW ENFORCEMENT AGENCY OR AUTHORITY. Notwithstanding the foregoing, Virevol cannot and does not undertake to review all materials before they are posted on the Service. Virevol cannot ensure that objectionable material will be promptly removed after it has been posted. Virevol assumes no liability for any action or inaction taken by us or any of our affiliates, licensees, and/or service providers, regarding content, communications, or transmissions from or by any user or third party. Virevol has no liability or responsibility to anyone for performance or nonperformance of the aforementioned activities. 9. Billing; Charges on Your Account.
a. General. Please note that the billing policies that are disclosed to you in subscribing to the service are deemed part of these Terms. Notwithstanding anything herein, you are solely responsible for all taxes associated with your use of the Service.b. Billing. Virevol bills you through an online account (your "Billing Account") for use of the Service. You agree to pay Virevol all charges at the prices then in effect for any use of the Service by you or other persons (including your agents) using your Billing Account, and you authorize Virevol to charge your chosen payment provider (your "Payment Method") for the Service. You agree to make payment using that selected Payment Method. Virevol reserves the right to correct any errors or mistakes that it makes even if it has already requested or received payment.c. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen payment method.d. Recurring Billing. Our subscription plans to the Service consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By entering into this Agreement, you acknowledge that your subscription has an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. The Service is available to you on an annual contract, billed monthly without further authorization from you, until you provide prior notice (confirmed in writing by Virevol) that you have terminated this authorization or wish to change your payment method. Such notice will not affect charges submitted before Virevol could reasonably act. You may change your payment method or cancel your paid membership by contacting us at support@virevol.com. For your convenience, we take your payment information so that your Virevol membership will not be interrupted. We auto-renew your membership at the level you selected. Your Virevol subscription will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional subscription rate (if applicable). You may cancel by sending us an email at support@virevol.com. e. Pricing. The Service is available on an annual contract, billed monthly. You may cancel the Service by providing notice at least fifteen (15) days prior to the next year of service. You acknowledge and agree that pricing may change from year to year; we will provide you with notice of such change in accordance with these Terms. Please note that you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period.f. Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY VIREVOL IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR USER NAME OR PASSWORD. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS. IF YOU FAIL TO PROVIDE VIREVOL ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT VIREVOL MAY CONTINUE CHARGING YOU FOR ANY USE OF THE SERVICE UNDER YOUR BILLING ACCOUNT UNLESS YOU HAVE TERMINATED YOUR SUBSCRIPTION FOR THE SERVICE (CONFIRMED BY YOU IN WRITING UPON REQUEST BY VIREVOL).g. Payment Method. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen payment method.h. Reaffirmation of Authorization. Your non-termination or continued use of the Service reaffirms that Virevol is authorized to charge your Payment Method. Virevol may submit those charges for payment and you will be responsible for such charges. This does not waive Virevol’s right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially subscribed to the Service.
10. Modifications to Service. Virevol reserves the right at any time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Virevol shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.11. Content on the Service. Virevol retains all proprietary rights in the Service. The Service contains or may contain copyrighted, trademarked, and patented material, and other proprietary information, which information belongs to Virevol and its licensors. Except where we have given you express written permission, you may not copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information. Except where otherwise specified in this Agreement, all content is protected material of Virevol. Distribution of content to others is strictly prohibited. You agree that Virevol would be irreparably harmed by any violation or threatened violation of this section and that, therefore, Virevol shall be entitled to an injunction prohibiting you from any violation or threatened violation of this section, without posting bond, in addition to any other right or remedy it may have. We may provide links to third party websites, and some of the content appearing on Virevol may be supplied by third parties. Virevol has no responsibility for these third party websites nor for their content, which is subject to and governed by the terms of use and/or privacy policies, if any, of the applicable third party content providers.
12. Confidentiality; Ownership of Your Data. Each party to these Terms (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party).  Virevol’s Proprietary Information includes non-public information regarding features, functionality and performance of the Service.  Your Proprietary Information includes non-public data provided by you to Virevol to enable the provision of the Services (“Your Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information.  The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law. You shall own all right, title and interest in and to the Your Data. Virevol shall own and retain all right, title and interest in and to (a) the SaaS and Service, all improvements, enhancements or modifications thereto, (b) any data that is based on or derived from Your Data and provided to you as part of the Services (c) any software, applications, inventions or other technology developed in connection with the Service, and (d) all intellectual property rights related to any of the foregoing.    In the event that you send any unsolicited ideas, suggestions, or feedback to Virevol (collectively, the “Feedback”), you acknowledge and agree that such Feedback is non-confidential and non-proprietary to you, and you grant to Virevol a worldwide, royalty-free and non-exclusive license(s) to use, distribute, reproduce, and publicly display such Feedback for any reason or purpose, without attribution or compensation to you. 13. Repeat Infringer Policy. In accordance with the DMCA and other applicable laws around the world, Virevol has adopted a policy that it will promptly terminate without notice any user's access to the Service if that user is determined by Virevol to be a "repeat infringer." A repeat infringer includes, without limitation, a user who has been notified by Virevol of infringing activity violations more than twice and/or who has had any user-submitted content removed from the Service more than twice. Virevol may also at our sole discretion limit access to the Service and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
In addition, Virevol accommodates and does not interfere with standard technical measures used by intellectual property rights owners to protect their materials.
14. Limitation of Liability. In no event shall Virevol be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the Service, or use thereof. Nothing contained on the Service or in any written or oral communications from Virevol or its employees or agents shall be construed to make any promise, covenant, or guaranty, all of which are explicitly disclaimed hereby, contrary to the statements and disclaimers contained in this paragraph.The content and functionality on the Service, the content and functionality of the Service, and the services provided by employees of Virevol are offered "as is" without warranty of any kind, either express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Virevol makes no warranties, express or implied, as to the functionality, merchantability, or fitness for a particular purpose of the Service; or about the ownership, accuracy, completeness or adequacy of the Service’s content or that the functionality of the Service will be uninterrupted or error-free or free from virus or third party attack. You hereby acknowledge that your use of the Service is at your sole risk. UNDER NO CIRCUMSTANCES SHALL VIREVOL, ITS OFFICERS, OWNERS, EMPLOYEES OR AGENTS AND THEIR RESPECTIVE HEIRS, SUCCESSORS AND ASSIGNS BE LIABLE FOR ANY DAMAGES, INCLUDING DIRECT, INCIDENTAL, PUNITIVE, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT DIRECTLY OR INDIRECTLY RESULT FROM USE OF, OR INABILITY TO USE, THE SERVICE OR THE INFORMATION CONTAINED THEREIN, INCLUDING WITHOUT LIMITATION FOR VIRUSES ALLEGED TO HAVE BEEN OBTAINED FROM THE SERVICE, EVEN IF VIREVOL HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES AND REGARDLESS OF THE THEORY OF LIABILITY.TO THE GREATEST EXTENT PERMITTED BY LAW, YOU AGREE THAT IN NO EVENT WILL VIREVOL HAVE ANY LIABILITY, CONTINGENT OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES IN ANY WAY ARISING OUT OF OR RELATING TO THE AGREEMENT AND/OR THE SERVICE, INCLUDING, BUT NOT LIMITED TO LOST PROFITS; LOST DATA; LOSS OF GOODWILL; COPYRIGHT, TRADEMARK, OR OTHER INTELLECTUAL PROPERTY INFRINGEMENT; WORK STOPPAGE; EQUIPMENT FAILURE OR MALFUNCTION; ILLEGAL, IMMORAL OR FRAUDULENT ACTIVITY; PERSONAL INJURY; PROPERTY DAMAGE; OR ANY OTHER DAMAGES OR LOSSES, EVEN IF VIREVOL HAS BEEN ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, STATUTE, INDEMNITY OR OTHERWISE) UPON WHICH SUCH LIABILITY IS BASED.In the event that any of the foregoing limitations are deemed to be unenforceable, to the greatest extent permitted by law, you agree that the entire aggregate liability of Virevol and sole remedy available to you in any case in any way arising out of or relating to the Agreement and/or the Service shall be limited to monetary damages that in the aggregate may not exceed the greater of $500.00 or the sum of any amount paid by you to Virevol during the six months prior to notice to Virevol of the dispute for which the remedy is sought.15. Indemnity by You. You agree to indemnify and hold Virevol, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, arising out of or related to:a. your use of the Service in violation of this Agreement and/or arising from a breach of this Agreement including without limitation your representations and warranties set forth above;b. any third party claim of infringement of copyright or other intellectual property rights or invasion of privacy arising from your use of the Service;c. any activity related to your use of the Service, be it by you or by any other person accessing the Service with or without your consent unless such activity was caused by the act or default of Virevol.16. Attorney Fees. In the event that Virevol is successful in whole or in part in any action or proceeding related to or arising from this Agreement, you shall be responsible for Virevol’s attorneys' fees and costs.17. Privacy. You agree to use the Service in accordance with Virevol’s Privacy Policy, located at https://www.virevol.com/privacy. 18. Jurisdiction and Choice of Law; Dispute Resolution. If there is any dispute arising out of the Service, by using the Service, you expressly agree that any such dispute shall be governed by the laws of the State of New York, without regard to its conflict of law provisions, and you expressly agree and consent to the exclusive jurisdiction and venue of the state and federal courts of the State of New York, for the resolution of any such dispute. Acceptance of the terms and conditions of this Agreement constitutes your consent to be sued in such courts and to accept service of process outside the State of New Yorkwith the same force and effect as if such service had been made within the State of New York. You hereby agree to accept service of process for any action hereunder by certified mail return receipt requested which service shall have the same force and effect as though service had been effected by personal service in the applicable jurisdiction. If any part of these terms is unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of the remaining provisions.19. Arbitration Provision/No Class Action. Except where prohibited by law, as a condition of using the Service, you agree that any and all disputes, claims and causes of action (collectively, "Claim") arising out of or connected with the Service, shall be resolved individually, without resort to any form of class action, exclusively by binding arbitration under the rules of the American Arbitration Association for full and final settlement of such Claim, and judgment on the award rendered in the arbitration may be entered in any court having jurisdiction thereof. Such arbitration shall be held in accordance with the Rules for Expedited Procedures under the Commercial Arbitration Rules of the American Arbitration Association or other mutually agreeable organization, before a single arbitrator (with knowledge and expertise of copyright law if the claim is all or partially for copyright infringement), selected by agreement of both parties or by an independent mediator (with knowledge and expertise of copyright law if the claim is all or partially for copyright infringement) if the parties are unable to agree. The parties shall split the arbitration and/or mediator costs. An award rendered by the arbitrator(s) may be entered and confirmed by the courts of the State of New York, County of New York, or the United States District Court for the Southern District of New York. The parties agree that any post-arbitration action seeking to enforce an arbitration award or action seeking equitable or injunctive relief shall be brought exclusively in the courts of the State of New York, County of New York, or the United States District Court for the Southern District of New York.
20. No Third Party Beneficiaries. You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement.21. Entire Agreement. This Agreement contains the entire agreement between you and Virevol regarding the use of the Service.22. Severability; Waiver. If any provision of this Agreement is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term. In addition, Virevol’s failure to enforce any term of this Agreement shall not be deemed as a waiver of such term or otherwise affect Virevol’s ability to enforce such term at any point in the future.23. Headings. The section headings contained in this Agreement are for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement.Please contact us with any questions regarding this agreement. Virevol is a trademark of Virevol Inc.I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.