PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE VIEWING ANY PROGRAMS OR OBTAINING ANY MATERIALS, INFORMATION, PRODUCTS OR SERVICES THROUGH THIS WEBSITE. LexVid Services, Inc. (“LexVid”) offers access to and use of www.lexvid.com (together with LexVid, the “Site”) to you (“You”, “Your”), subject to Your acceptance of these terms and conditions (“Terms”). By accessing, viewing, using or obtaining any and all programs, content, data, materials or information (collectively, the “Content”) through the Site, You agree to observe these Terms and represent and warrant to LexVid that You are at least 18 years of age, possess legal parental or guardian consent or are otherwise capable of entering into and performing legal agreements. If You do not accept these Terms, please leave this Site immediately. We reserve the right to change, modify, add, or remove portions of these Terms at any time. Your continued use of the Site following the posting of changes will act as Your acceptance of those changes.
CONTENT RESTRICTIONS. All Content available at the Site is protected by copyright that is owned or controlled by LexVid or other third-party content providers (“Provider”). You agree to abide by any and all restrictions regarding this Content. Your access to this Content may be restricted by LexVid, in whole or in part, and granted solely upon the terms set forth in a group or individual paid subscription to the Site or to specific Content on the Site (“Subscription”). You will not copy, republish, reproduce, transmit, amend, post, download, upload, sell, transfer or otherwise distribute in any way any of the Content available through LexVid without the prior written consent of LexVid; provided, however, You may download, display, and print one copy of any materials made available to You by LexVid on any single computer for your personal, non-commercial use only, as long as You keep all copyright and other proprietary notices intact. You will not use any robot, spider, other automatic device, or manual process to monitor Content available in the Site. You will not circumvent nor attempt to circumvent the access to Content granted to You by Your Subscription. Trademarks, logos and service marks displayed on LexVid (“Marks”) are LexVid’s or Provider’s registered and common law Marks. Your use of and access to LexVid do not grant You any license or right to use any of the Marks. All software, applications, and modules used on LexVid are proprietary to LexVid or licensed to LexVid by other parties. You may not reproduce, reverse engineer, create derivative works of, reverse assemble or reverse compile, sell, lease, distribute, rent, assign, transfer, or modify any software on LexVid. You agree to immediately cease use of any hyperlinks to this Site upon request from LexVid.
TERMINATION. LexVid, at its sole discretion, reserves the right to suspend, terminate, or restrict Your access to the Site, any Content, or Your Subscription at any time and for any reason without prior notice or liability. LexVid may change or discontinue any or all aspect of the Content, including availability or price, without prior notice or liability. If You fail to comply with any provisions of these Terms, LexVid may suspend or terminate Your access to the Site, Your Subscription, or any of the Content. Upon termination, you must destroy all Content obtained from the Site and all copies thereof, whether made under these terms or otherwise. LexVid may take such further action as LexVid determines to be appropriate under the circumstances to eliminate or preclude repeat violations, and LexVid shall not be liable for any damages of any nature suffered by any customer, user, or any third party resulting in whole or in part from LexVid’s exercise of its rights under these terms and conditions.
GRANT OF LIMITED LICENSE FOR USER CONTENT. By submitting any letters, emails, postings to online discussion boards, and any other types of communications to LexVid, its providers, or its employees (collectively, the “User Content”), You grant LexVid and its designees a perpetual, royalty-free, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, adapt, publicly display, publicly perform, publish, copy, store, translate, edit or create derivative works from such materials in any form, anywhere and for any purpose. In addition, You grant LexVid and its designees the right to display advertisements in connection with any display of Your User Content.
CHARGES AND PAYMENTS. Any charges payable by You for Subscriptions or other products/services will be stated on the Site or otherwise agreed upon in writing. Payment must be received in full before Your access to Subscription services or other products/services. Payments may be made with all major Credit/Debit Cards. Checks or other forms of payment are not acceptable. Refunds will be made according to the terms set forth in LexVid’s Refund Policy.
YOUR REPRESENTATIONS AND WARRANTIES. You specifically represent and warrant that You own or otherwise control all of the rights to Your User Content and that the use of the User Content by LexVid and/or its designees will not infringe or violate the rights of any third party. You shall not submit User Content that is hateful, tortuous, defamatory, slanderous, libelous, abusive, violent, threatening, profane, vulgar, obscene, pornographic, illegal, or that would otherwise constitute or encourage a criminal offense, violate the rights of any party, give rise to liability or violate any law. You specifically warrant that any and all User Content is free of computer programming routines or viruses (including without limitation time bombs, Trojan Horses, worms, Easter Eggs, drop dead devices or cancelbots) that are intended to damage, interfere with, intercept or expropriate any system data or personal information, permit unauthorized access to or the Site or disable, damage or erase any portion of the Content processed or stored therein. You shall not, without LexVid’s express approval, distribute or otherwise publish any User Content containing any solicitation of funds, promotion, advertising, or solicitation for goods or services. You shall keep Your user ID and password confidential. You specifically acknowledge that soliciting other guests of the Site to join or become members of any commercial online or offline service or other organization is expressly prohibited. You shall remain solely responsible for the content of Your communications. LexVid has the right but not the obligation to monitor, edit or delete any User Content as it appears on the Site at any time and for any or no reason without Your permission.
LINKS TO THIRD PARTY WEBSITES. The Site will contain links to websites operated by third parties and are not under the control of LexVid. Neither LexVid nor any member of LexVid endorses or represents the reliability, accuracy or quality of any information, goods, services or products displayed or advertised on such other websites. LexVid shall not be deemed to be a party to any contract that You may or do enter into with the providers of such goods, services or products. LexVid hereby disclaims any and all liability for the content of such websites and any loss or damage of any nature suffered by You as a result either: (a) of accessing or using such websites; or (b) availing of or acquiring any or all of the content, goods, services, or products advertised or available on or via such websites. The use by You of such websites is at Your sole risk.
NON-TRANSFERABILITY. Your right to use this Site is not transferable. Any password or right given to You to obtain information or Content is not transferable.
DISCLAIMER OF WARRANTIES. ALL CONTENT CONTAINED ON THE SITE IS PROVIDED “AS IS” AND WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE AND NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LEXVID DOES NOT MAKE ANY REPRESENTATIONS OR GURANTEES THAT THE SITE WILL BE AVAILABLE OR UNINTERUPTED, ANY DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. LEXVID DOES NOT MAKE ANY REPRESENTATIONS OR GURANTEES REGARDING THE ACCURACY, RELIABILITY, OR TIMLINESS OF THE CONTENT. LEXVID DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE ACCREDITATION STATUS OF THE CONTENT BY ANY STATE BAR OR ACCREDITING ORGANIZATION. YOU EXPRESSLY ASSUME THE RISK AS TO ACCURACY, COMPLETENESS, AND ACCREDITATION STATUS OF THE CONTENT.
LIMITATION OF LIABILITY. IN NO EVENT SHALL LEXVID, ITS PROVIDERS, LICENSORS OR SUPPLIERS BE LIABLE FOR ANY DAMAGES OF ANY KIND OR NATURE WHATSOEVER, WHETHER DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHERWISE, THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE THE SITE OR THE CONTENT PROVIDED ON THE SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, AND EVEN IF LEXVID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
DOLLAR LIMITATION. If, despite the limitations in Sections 9 and 10 above, LexVid or a Provider is found liable for any loss or damage which arises out of or is in any way connected with any of the occurrences described in such Sections, then LexVid’s liability and the Providers’ liability will in no event exceed, in total, US $100. Some states do not allow the limitation of liability, so the limitations above may not apply to You. Such limitations on liability are in addition to, and not in lieu of, any limitations on liability set forth in any other agreement between You and LexVid.
INDEMNIFICATION. You will defend and indemnify LexVid and any Provider and each of the foregoing parties’ respective officers, directors, employees and agents from and against any claim, cause of action or demand, including without limitation reasonable legal and accounting fees, brought by You or on Your behalf in excess of the liability described above or by third parties as a result of Your breach of these Terms or the documents made part of these Terms by reference, Your violation of any law or the rights of a third party or Your use of LexVid.
Headings; No Joint Venture; Assignment. The headings in these Terms are for Your convenience and reference only. Such headings do not limit or affect these Terms. Your acceptance of these Terms and use of the Site do not create a joint venture, partnership, employment or agency relationship with LexVid. You may not assign, delegate or transfer Your rights or obligations under these Terms. However, LexVid may assign these Terms.
Modification; LexVid may modify these Terms at any time. Your continued use of LexVid, following any modification of these Terms, will be subject to the Terms in effect at the time of Your use. You will review these Terms periodically. Except as described in the preceding sentences, You and LexVid can only modify these Terms in a written document signed or otherwise accepted by You and by LexVid.
Other Terms; Breach. Other terms and conditions may apply to Your purchases of advertising services and products through LexVid and to Your use of other portions of the Site. You will observe these other terms and conditions. If LexVid fails to act with respect to Your breach or anyone else’s breach of these Terms or any other terms and or conditions on any occasion LexVid is not waiving its right to act with respect to future or similar breaches.
Severability; Entire Agreement. If a court finds any provision of these Terms to be unenforceable or invalid, that provision will be enforced to the fullest extent permitted by applicable law and the other Terms will remain valid and enforceable. These Terms, together with those items made a part of these Terms by reference, make up the entire agreement between LexVid and You relating to Your use of the Site, and replaces any prior understandings or agreements (whether oral or written) regarding Your use of the Site.
Jurisdiction; Governing Law; Legal Fees; Statute of Limitations; Electronic Documents. You agree that: (i) LexVid shall be deemed solely based in the State of California (USA); and (ii) LexVid shall be deemed a passive website that does not give rise to personal jurisdiction over LexVid, either specific or general, in jurisdictions other than the State of California (USA). The laws of the State of California (USA), without regard to its conflict of laws rules, will govern these terms and conditions, as well as Your and our observance of them. If You take any legal action relating to Your use of LexVid or these Terms, You agree to file such action only in the state and federal courts located in San Diego, California (USA). In any such action or any action LexVid may initiate, the prevailing party will be entitled to recover all legal expenses incurred in connection with the action, including but not limited to costs, both taxable and non-taxable, and reasonable attorneys’ fees. YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO LEXVID MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.