Last updated: June 2017
- Terms of Service.
1.1 Access and Use of Services.
Without limiting the foregoing, the permission granted to Customer to access and use the Services is based on Customer’s agreement to not access or use the Services for: (i) developing a product or service that could reasonably be regarded as being competitive with the Services, or (ii) monitoring the availability, performance or functionality of the Services, or for any other benchmarking or competitive purpose.
Customer shall not, and shall not permit third parties to, block, mask or obscure advertisements that appear on the Website.
1.4 Customer Account. To access the Services, Customer must create an account associated with a valid email address (“Account”). Customer is solely responsible for Customer’s Account, including for: (i) controlling the access to, and use and security of, the Account and Customer’s Content (as defined below), (ii) maintaining the security of the passwords and other measures used to protect access to the Account, and (iii) all instructions provided to Owl-VIP through the Account, whether or not authorized by Customer. Owl-VIP is not responsible for unauthorized access to the Account. Customer will contact Owl-VIP immediately if Customer believes an unauthorized third party may be using the Account. Nothing in the foregoing requires Owl-VIP to monitor the Account for unauthorized access or any other security breach.
“Customer’s Content” shall mean any information Customer has provided or has been collected in connection with establishing the Account or using the Services, including without limitation in connection with feedback to content, comments, and activities in chat rooms and forums.
1.6 Third Party Services. Certain components of the Services may be comprised of third party services (“Third Party Services”), and Owl-VIP may perform its obligations hereunder through the third party providers of such Third Party Services (“Third Party Service Providers”) Without derogating from the limitation of liability and disclaimer of warranty provisions of these Terms of Service, Owl-VIP shall be responsible to Customer for Third Party Services to no greater extent than such Third Party Service Providers are liable to Owl-VIP for provision of the Third Party Services. Owl-VIP may at any time, in its sole discretion, replace its Third Party Service Providers.
1.7 Services Changes. Owl-VIP may change or discontinue any of the Services or change or remove features or functionality of the Services from time to time, without any liability to Customer. Owl-VIP will use commercially reasonable efforts to notify Customer of any material change to or discontinuation of the Services.
- Fees & Billing.
In consideration for Customer’s usage of the Services, Customer agrees to pay Owl-VIP fees at Owl-VIP’s then-current pricing for the Services as published from time to time on the Website. All payments from Customer to Owl-VIP must be in United States Dollars.
Owl-VIP may in its sole discretion modify its pricing upon the provision of at least 21 days’ notice to already-paying customers, by posting on the Website and/or sending an email to the address maintained for the relevant Account.
Unless Customer notifies Owl-VIP in writing of Customer’s termination of its use of the Services within 14 days after delivery of such notice, the updated pricing shall apply to Customer’s access to and use of the Services.
Owl-VIP will bill Customer’s credit card / debit card / PayPal account for the Services ordered by Customer, either as a one-time payment, or in automatically reoccurring payments if Customer has an ongoing subscription. Owl-VIP shall send a sales receipt to Customer upon request.
Customers with ongoing subscriptions are responsible for maintaining current and complete credit card / debit card / PayPal account on file with Owl-VIP at all times. Changes to this information must be communicated to Owl-VIP at firstname.lastname@example.org.
All charges are automatically made on the first day of Customer’s billing cycle (“Charge Date”). For instance, if Customer’s billing cycle is from the third of the month to the second of the month, charges will be made on the third of each month.
Owl-VIP shall have the right to suspend Customer’s Account without prior notice once payment is overdue by 10 calendar days.
TO THE FULLEST EXTENT PERMITTED BY LAW, CUSTOMER WAIVES ALL CLAIMS RELATING TO CHARGES ASSOCIATED WITH THE SERVICES UNLESS CLAIMED WITHIN SIXTY (60) DAYS AFTER THE CHARGE.
All payments are non-refundable, including in the event of termination for any reason, and will not be prorated at any time.
2.2 Late Fees. Owl-VIP may charge interest on overdue amounts at the lesser of 1.5% per month and the maximum rate permitted by law, plus all reasonable expenses and costs of collection (including collection agency fees, attorney fees and court costs). The assessment of interest shall not limit Owl-VIP’s other rights and remedies for late payment, including Owl-VIP’s right to suspend or terminate access to the Services.
2.4 Third Party Fees. Any third party fees (including credit card, debit card, PayPal and bank fees) (“Third Party Fees”) are Customer’s sole responsibility, and if charged to Owl-VIP, Customer shall pay Owl-VIP an additional amount equaling the Third Party Fees in order to ensure that the net amount that Owl-VIP receives equals the amount Owl-VIP would have received if no Third Party Fees had been charged.
- Term and Termination.
- Acceptable Use.
4.1 Customer shall use the Services in compliance with all applicable laws, ordinances, rules and regulations, shall not violate or attempt to violate Owl-VIP’s system or network security, and shall not misuse the Services in any way. Customer shall not (i) engage in, solicit, or promote any activity that is illegal, invasive, violates the rights of others, or could subject Owl-VIP to liability to third parties, (ii) submit Customer’s Content that is defamatory, misleading, fraudulent, obscene, distasteful, harassing, discriminatory, racially or ethnically offensive, contains sexually suggestive or explicit content, facilitates or promotes illegal activity, or contains illegal content, (ii) distribute viruses, worms, Trojan horses, corrupted files, hoaxes, or other items of a disabling, destructive, damaging, or deceptive nature, or (iii) disable, interfere with, or circumvent any aspect of the Services.
- Customer’s Warranties.
Owl-VIP shall promptly notify Customer of any claim subject to indemnification, provided that Owl-VIP’s failure to do so shall not affect Customer’s obligations hereunder, except to the extent that Owl-VIP’s failure to promptly notify Customer materially delays or prejudices Customer’s ability to defend the claim. At Owl-VIP’s option, Customer will have the right to defend against any such claim with counsel of Customer’s own choosing (subject to Owl-VIP’s written consent) and to settle such claim as Customer deem appropriate, provided that Customer shall not enter into any settlement without Owl-VIP’s prior written consent and provided that Owl-VIP may, at any time, elect to take over control of the defense and settlement of the claim.
- Disclaimers of Warranties and Limitation of Liability.
THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF SUCH LAWS APPLY TO CUSTOMER, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY, AND CUSTOMER MAY HAVE ADDITIONAL RIGHTS.
- Proprietary Rights and Confidentiality.
8.1 Customer’s Content. As between Owl-VIP and Customer, Customer owns all right, title and interest in and to Customer’s Content.
8.2 Services. As between Owl-VIP and Customer, Owl-VIP or its licensors own and reserve all rights, title and interest in and to the Services, Owl-VIP’s trademarks and service marks and all modifications to any of the forgoing and all related intellectual property rights, including, without limitation, all content accessible from the Website (other than Customer’s Content).
8.3 Suggestions. Should Customer provide Owl-VIP with any suggestions or ideas pertaining to the Services (“Suggestions”), Owl-VIP will own all right, title and interest in and to the Suggestions and will be free to use the Suggestions for any purpose without any liability or payment to Customer. Customer hereby irrevocably assigns to Owl-VIP all right, title and interest in and to Suggestions and agrees to provide Owl-VIP with reasonable assistance, at Owl-VIP’s cost, required or desirable in order to document, perfect and maintain Owl-VIP’s rights in the Suggestions.
8.4 Confidentiality. Customer agrees not to use any Confidential Information of Owl-VIP except in connection with Customer’s authorized use of the Services. “Confidential Information” means all non-public information disclosed by Owl-VIP to Customer in connection with the Services, that Customer should reasonably understand to be confidential, including all non-public aspects of the Services.
- Governing Law & Jurisdiction.