Strimm, Inc., an Illinois corporation ( “Strimm”, “we”, “our”, “ours”, or “us”) provides social networking services and video content streaming that enable users to watch video shows at a particular time and/or continuously, upload or link video, audio, graphic and textual content to the Strimm.com or Strimm.tv website and any webpage located at those domains (collectively, “Site”), create video playlists, store videos and graphical materials, schedule video broadcast, embed channels on third party websites and socialize (communicate with other users) right on the Site (each, individually, a “Service” or, collectively, “Services”).
1. Eligibility and Registration.
In order to access certain features of the Site and Services, you will have to create a Strimm account and become a "User". To become a User you must be at least 18 years of age and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.
If you are under 18 years of age, then you are prohibited from using any part of the Site, including watching the channels unless you have direct and constant supervision from your parents or legal adult guardian during the use of the Site. Parents and legal adult guardians should be aware that the Site contains a user-generated material and certain parts of the site (e.g., those containing videos with adult or drug or violence themed language or content) may be unsuitable for younger viewers.
Please be aware that the Site may have certain areas that contain adult, drug, violence or mature content with or without notification to viewers. Notwithstanding any provision to the contrary, you must be at least 18 years of age to access or view such areas.
No portion of this Site is targeted to minors younger 13 years old, and any such minor should seek consent of his or her legal guardian before using this site. Please be aware that Strimm Site may have certain areas that contain adult, drug, violence or mature content with or without notification to viewers. You must be at least 18 years of age to access and view such areas.
All users of the Site who create playlists featuring adult themed content must indicate that their channel may contain content that is unsuitable for viewers under 18.
When you register, you will be required to provide an email and choose a username and a password. You are responsible for safeguarding your password and you agree not to reveal your password to any third party. You must provide an accurate e-mail address and must continue to maintain the accuracy and accessibility of your e-mail address for the duration of your using the Service. Strimm reserves the right (but not an obligation) to terminate any accounts where it is unable to reach the owner of the account in a reasonable timeframe by e-mail, or, in any event when the account is not accessed by the owner in ninety (90) days period, or for any other reason. Please ensure that your e-mail address is always current and that you access your account at least once every ninety (90) days, especially if you registered channel with a unique name.
You agree that you will be solely responsible for any activities, content or any actions taken inside of your account, whether or not you have authorized such activities or actions. You will immediately notify Strimm of any unauthorized use of your account or password. You agree that the information that you provide to us upon registration, and at all other times will be true, accurate, current and complete. Without limiting any other provisions of these Terms, you may not use false identities or impersonate any other person or use a username or password that you are not authorized to use. Strimm reserves the right (but not the obligation) to require you to change your username or channel name or password for any reason and may do so at any time.
No user may attempt to access another user’s account without direct No User may attempt to access another User’s account without direct authorization of that user. Any such action will result in instant deletion of your account and data and you will be restricted eternally from further use of the Site and Services.
You should print off or save a local copy of the latest version of the Terms for your records.
2. Changes to the Terms
3. Content on the Site
The Site allows Users to upload, post, link or distribute User-Generated Content (as defined in Section 4 below). You understand and agree that all user-generated content, feedback, data, comments, suggestions, information, text, data, software, sounds, photographs, audio, audiovisual content, video, artwork, graphics, messages and other content of any nature ("Content") that are transmitted to or via the Site is the sole responsibility of the person from which the Content originated. Strimm cannot verify the copyright ownership or licensing prior to publishing and may not be able to do so after it has been published on the Site. This means you, and not us, are entirely responsible for the Content you transmit through the Site.
Further, you understand that by using the Site you may be exposed to Content that is offensive, objectionable or indecent. If you believe that content placed by another User infringes your copyrights, then you may contact Strimm with complete proof of your rights to the Content. However, if Content is being linked to the Site from a third-party website or source, including, without limitation, YouTube, Daily Motion, or Vimeo (collectively, “Third-Party Source”), then you have to contact that Third-Party Source directly. Strimm has no rights or authority to control such Content and does not have the capabilities to remove content from a third-party website. In most cases Strimm clearly identifies the third-party website or source of the video content and where the video is hosted with a third-party source logo that appears more frequently in the bottom right or left corner of the video display on mouse over.
Content owners who find their own unauthorized copyrighted material on Strimm through a Third-Party Source should CONTACT THE THIRD-PARTY SOURCE DIRECTLY for any complaints and not Strimm.
You understand and agree that you are solely responsible for your own Content, placed by you on the Site and the consequences of posting or publishing it. Strimm expressly disclaims any and all liability in connection with the Content. You also agree that we have no liability or responsibility for the storage or deletion of Content that you or any other persons submit or post.
You represent and warrant that you have all required licenses, rights, agreements, and permissions which are required to post your Content on the Site, and otherwise to use your Content in the manner anticipated by the Services and the Terms.
You shall not create and/or distribute content or a user name or You shall not (i) create or distribute Content or a username or screen name or channel name or public name or video room name; or (ii) upload to, link to, distribute through, or otherwise publish through the Site any Content which is infringing someone copyrights, trademarks, or other intellectual property rights of any third party, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, harmful of minors in any way, abusive, illegal or harassing, or contains expressions of hatred, bigotry, racism or pornography, or is otherwise objectionable, or that would constitute or inspire a criminal offense, violate the rights of any party or violate any law, or that you do not have a right to make available under contractual relationships.
Further, you shall not:
- a. Award any rights, title, or interest in, sell or transfer copies of all or any portion of the Service to other parties in any way not expressly authorized herein, nor shall you rent, lease or license all or any portion of the Service to others;
- b. Frame or otherwise display any portion of the Site or its contents that is not your User-Generated Content without prior authorization from the owner or Strimm;
- c. Exploit the Service or any of its parts for any commercial purpose whatsoever without the express prior written authorization of Strimm
- d. Host, modify or add components to the Service, use of utility program or any other techniques now known or hereafter developed, for any purpose, including without limitation unauthorized access in any form over the Internet to the Site;
- e. Facilitate, create or maintain any unauthorized connection to the Site and Service, or any portion thereof, including without limitation any connection to any unauthorized server that emulates, or attempts to emulate, the Service and the Site.
- f. Use the Site and Service in a manner prohibited by any applicable law or government regulations.
You further acknowledge and agree that by using the Service, you may be exposed to Content that is inaccurate, offensive, indecent, or otherwise objectionable to you. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Strimm with respect to any such Content.
You shall not upload to, distribute through or otherwise publish through the Site Content that contains viruses or any other computer code, corrupt files or special programs designed to interrupt, destroy or limit the functionality or disrupt any software, hardware, telecommunications, networks, servers or other equipment of the Site or any third party. You agree that you shall not affect other Users' ability to interact with the Site or collect their personal data without their prior authorization.
You further understand and agree that Strimm reserves the right (but not the obligation) to decide whether your Content complies with Strimm Terms. You agree that Strimm may remove such Content and terminate a User's access if Content violates any of these Terms at any time, without prior notice and at its sole discretion.
4. Ownership of Content and Trademarks
The Service enables you to create playlists and schedule broadcast using third-party Content or your own and to make it available through the Site to the others. Such Content may include, without limitation, video playlists, derivative video works, videos, audio, text, software, graphics, images, channel logos and information. All such Content made available by you or by other users of the Site is referred to in these Terms as “User-Generated Content.” Content that is exclusively uploaded on the Site by you, linked to the Site or posted by you is referred to in these Terms as “Original User-Generated Content.”
When you upload or post your User-Generated Content to Strimm, you grant:
- a. To Strimm, a worldwide, non-exclusive, royalty-free, transferable license to use, reproduce, distribute, show any types of advertisement on your channels and during video broadcast, prepare copied works of, display, make derivatives, including Original User-Generated Content available to the public, broadcast and publicly perform that Content in connection with the provision of the Service and otherwise in connection with the provision of the Service and Strimm business, including, without limitation, for promoting and redistributing part or all of the Service in any media formats and through any media channels;
- b. To each user of the Service, a worldwide, non-exclusive, royalty-free license to access your Content through the Site.
You acknowledge and agree that Strimm may or may not, in Strimm’s sole discretion, share advertisement revenue with third parties or with you resulting from advertisement or sponsorships placed on any portion of the Site controlled by you. The above licenses granted by you are permanent and irreversible. You may revoke this license at any time by requesting to terminate your account; provided, however, the license will remain effective until Strimm has terminated your account within a commercially reasonable amount of time.
With the exception of Original User-Generated Content, you are not granted any right or license, or ownership including any copyright, trademark and other intellectual property rights, to any Content submitted or posted on the Site. Any third-party brands, trademarks or service marks present on Content not uploaded or posted by you are brands, trademarks or service marks of their respective owners. Nothing in the Services or these Terms shall be deemed to confer on any person any license or right on the part of Strimm or any third party with respect to any such image, logo, or name. Such Content may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the prior written consent of Strimm.
You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services, Content or related products and services and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Site and Content.
You acknowledge that you are aware that Strimm has limited capability to control or monitor possible infringement of intellectual property rights by other parties and that Strimm assumes no responsibility for controlling or monitoring such intellectual property rights. In addition, Strimm is not responsible for enforcing or protecting your intellectual property rights or for taking legal action against infringers or against people or sub-licensees who fail to cease using the Original User-Generated Content upon withdrawal of your license. You further accept that Strimm cannot recover content that has been downloaded by others, and its actions upon withdrawal are limited solely to removing the ability to access your Original User-Generated Content on Strimm servers and attempting to inform sub-licensees of such revocation where practicable.
5. Commercial Usage of Content by Strimm
If Strimm has an occasion to make a commercial use of your Original User-Generated Content, Strimm may or may not notify you of this fact and may or may not provide you with the opportunity to agree to participate in such use and in any revenues generated from such use based on the Terms. Strimm, however, may place general advertising on the Site, including, without limitation, on any portion of the Site controlled by you, without any obligations of revenue share with you. Such advertisements are required to cover costs of managing and further developing the Site and the Services.
Strimm may have subscription revenue services on the Site and enterprise sales or any other revenue streams, which Strimm shall have the rights to create and have at its own discretion and under no revenue share obligations to you. Strimm is not obligated to share its revenues with any User of the Site under any circumstances.
Without limiting other restrictions, you agree not to reproduce, transmit, sell, or otherwise exploit the Site and its Content for any commercial purpose without Strimm’s prior written consent.
6. Forbidden Content and Use
You are not allowed to use any automated system or software that accesses the Site, including your channels, in a manner that sends more request messages to the Strimm servers than a human can reasonably produce during casual surfing, using a conventional online web browser. You are not allowed to created artificial views of your videos and channels, using an automated system and not actual viewers.
You agree not to collect or harvest any personally identifiable information, including channel names and content, from the Site, nor to use the communication systems provided by the Site for any commercial solicitation purposes.
Any User of the Site is solely responsible and liable for any User-Generated Content that the User uploads, posts, links from a Third Party Source, inputs, publishes or otherwise distributes using the Service on the Site. As a condition of your use of the Site, you agree not to use the Site for any unlawful or prohibited purpose. The User-Generated Content, which is prohibited to be used on the Site, includes, but is not limited to:
- a. Content, which includes any illegal or unauthorized copy, in whole or in part, of another person’s copyrighted or copyrightable work;
- b. Content that discloses trade secrets without proper authorization, or otherwise infringes the proprietary rights of a third party;
- c. Content, which misleads or misrepresents the source or identity of any material;
- d. Content, which is unlawful, inappropriate, obscene, defamatory, libelous, threatening, abusive or harassing;
- e. Content that promotes racism, bigotry, hatred, terrorism or physical harm of any kind against any individual or group, or encourages any other conduct that would be considered a criminal offence, create civil liability, or is otherwise offensive to users of the Site or the wider online community;
- f. Content, which is showing porn, excessive nudity, cruelty, or is false or deceptive;
- g. Content, which violates the rights of privacy or publicity of any person;
- h. Content, which includes material that exploits people under the age of 18 in a sexual or violent manner;
- i. Content, which is unlawful under the laws of any individual country, state or locality, or any international treaty or convention;
- j. Content, which interferes with the proper functioning of the Service or Site or violates any other term of these Terms. You should not post any User-Generated Content if you are in doubt about its legality or chain of title.
Strimm is unable to monitor all User-Generated Content on the Site. You acknowledge and agree that Strimm is a service provider that may allow users to socially interact online regarding topics and User-Generated Content chosen by the Users. Strimm does not endorse any User-Generated Content or any opinion, recommendation, or advice that may be expressed. Strimm may, without notice to you, remove or block any User-Generated Content, including disabling access to such User-Generated Content if any provision of these Terms is violated or if Strimm feels that interests of its other Users are best served by such removal. Strimm may terminate your access to the Site and may refer the User-Generated Content to law enforcement authorities if Strimm believes a crime has been committed or about to be committed.
7. Strimm Services, Including Paid Subscriptions
- a. License to Use Our Services.
Subject to this Agreement, we grant to you a limited, non-exclusive, non-transferable license to use our paid services on a single website, in accordance with these Terms, for your personal or business use and not for resale or further distribution. Your right to use our Services is limited and must comply with these Terms. Except for your pre-existing rights and this license granted to you, we and our licensors retain all rights, title and interest in and to our Services, including all related intellectual property rights.
- b. Paid Services and Auto-Renewal.
Please see our subscription and sales pages for current subscription plans, single-sale items, features and pricing. Features and prices are subject to change. Additional terms and conditions (to be shown prior to purchase) apply to custom accounts. All fees may be subject to taxes. By default, all recurring subscriptions are set to automatically renew for the same period of time as the original subscription. You may decline to renew at any time prior to the commencement of a renewal subscription. If you sign-up for any subscription plan or Service, your payment obligations will commence on the day you access the Site or Services and will continue until your subscription or account are cancelled to which you cease using the Services (the “Term”). If you are purchasing our packages on a subscription basis, you can choose to purchase a monthly or yearly subscription and your subscription will renew automatically. You authorize Strimm to charge your credit card or a PayPal account, or any other payment method (“Payment Method “) on each monthly, annual, or other renewal term (based on the applicable billing cycle), on the calendar day corresponding to the first day you subscribed to a paid subscription. When you provide a Payment Method to us, you confirm that you are permitted to use that Payment Method. You also authorize us to collect and store it, along with other related transaction information. When you make a purchase, you authorize us (and our designated payment processor) to charge the full amount to the Payment Method you designate for the transaction. If your paid subscription to the Services began on a day not contained in a subsequent month (e.g., your service began on January 30 and there is no February 30), Strimm will process your payment on the last day of such month.
- c. Free Trial Period.
If you sign up online for a Strimm subscription plan with a free initial trial period (the “Free Trial”), you must provide Strimm with a valid credit card or PayPal account or any other accepted Payment Method. If you do not cancel your subscription plan within the Free Trial period from the date it was initially created, your credit card or PayPal account or any other accepted Payment Method will automatically be billed starting on the first day after the Free Trial is over. If you cancel your subscription plan prior to the beginning of the paid period, no charges will be processed through your credit card or PayPal account or any other accepted Payment Method.
- d. Purchases by Authorization Form or Invoice.
If an Authorization Form or Invoice are issued for the purchase of the Services, you agree to pay all fees as and when described per the Authorization Form(s) or Invoice. Strimm shall invoice you for the fees in the currency set forth on the Authorization Form or Invoice. Unless otherwise stated on the Authorization Form or Invoice, all invoices shall be payable within 30 days of the invoice date. Any disputed amounts shall not affect payment of non-disputed amounts. You shall make payments to the entity and address set forth in the invoice.
- e.Late Payment.
If any amounts due hereunder are not received by Strimm by the due date, then, at Strimm’s discretion, such charges may accrue late interest at the rate of 12% per year or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid. In addition, Strimm may suspend your access to the subscribed services and restrict or terminate your account and the Services and products if Strimm does not receive the payment on the due date.
- f. Termination / Cancellation of Services and Subscriptions.
If you violate any of these Terms, miss subscription payments, abuse the Services, or otherwise create risk or possible legal exposure to Strimm, Strimm may terminate or suspend your Strimm Account at our sole discretion and stop providing you the Services. Strimm will notify you by email or at the next time you attempt to access your account. You may also request to cancel or disable your account or subscription plan or any paid service at any time. For cancellation or termination procedure, and for further assistance please contact Strimm at [email protected] . Any fees paid to Strimm for the Services during a monthly or annual billing cycle are non-refundable, even if your account is later terminated by Strimm. If your account is terminated due to your breach of these Terms during the relevant cancelation period, you will not receive a refund. Upon termination of the Services or this Agreement for any reason, (i) you will immediately cease the use of the Services; (ii) you will have no further access to your account or paid subscription provided by Strimm; and (iii) you will pay Strimm all unpaid amounts owing to Strimm. If Strimm deletes your account for breaching the terms of these Terms, you may not re-register for the Services. Strimm may block your email address and Internet protocol address to prevent further registration.
Strimm reserves the right to charge a penalty fee for re-activation of any cancelled subscription.
- g. Effect of Termination of Account or Service or Subscription.
If you or Strimm cancel your subscription, the access to the subscribed Strimm services will be terminated. In this case, the channel, schedule and content that you created and submitted may no longer be available to you and your audience. You agree that Strimm shall not be responsible for any loss caused by termination of access to the subscribed services. As an example, if you subscribed to any channel embedding plan, then embedded your channel on your website and then your plan or account becomes terminated or canceled, your embedded channel may disappear from your site or be no longer available. It may affect the overall appearance of your site and webpage. It may affect your own services and your own business. You hereby acknowledge and agree that Strimm holds no liability if something like this were to occur. By using the Services, you agree to these Terms.
- h. Taxes and Withholdings.
You are responsible for paying all taxes associated with your purchase of services. If Strimm has the legal obligation to pay or collect taxes for which you are responsible under this Section, the appropriate amount shall be invoiced to and paid by you, unless you provide Strimm with a valid tax exemption certificate authorized by the appropriate taxing authority. Any and all payments by or on account of the compensation payable under this Agreement shall be made free and clear of and without deduction or withholding for any taxes. If you are required to deduct or withhold any Taxes from such payments, then the sum payable shall be increased as necessary so that, after making all required deductions or withholdings, Strimm receives an amount equal to the sum it would have received had no such deduction or withholding been made.
- i. Other Purchases.
Purchases of other products and services through the Strimm Purchases of other products and services through the Service are subject to our Terms and to other terms and conditions that are presented to you at the time of purchase.
8. Service Availability
Strimm uses all reasonable means to ensure that the Service is available 24 hours a day, 7 days a week. However, there may be occasions when the Service will be interrupted for maintenance, upgrades, excessive loads, and emergency repairs or due to failure of telecommunications links and servers or due to equipment issues, software errors, or other circumstances that are beyond the immediate control of Strimm.
Strimm may add certain features or functionalities on the Site, from time to time and without notice to you, or delete some of them from the Service we provide. Strimm has the right to shut down the Service completely at its sole discretion. By using the Site, you understand and agree that Strimm shall not and will not be liable to you for any such interruptions, modification, changes, suspension or discontinuance of the Services.
9. International Use of the Site
Recognizing the worldwide nature of the Internet, you agree to comply with all local rules and regulations regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
10. User-created names on the Site
As a part of the Service, a user may create a unique username/public name, board or Network name, video room name, channel name or any other custom names. As a result a custom channel URL will be created in the form of strimm.com/publicname/channelname. Strimm reserves the right, but no obligation, to revoke any particular name of a user, disable a particular URL or User account, if such name, URL, or account violates someone’s trade mark or violates these Terms or any other reasonable cause. To prevent such causes, a User must follow the requirements of these Terms and some direction below on choosing appropriate custom names of the username/public name, board, video room or channel. As a general guidance, the names should NOT include the following:
- a. Any trademarks, service marks, brands, or names of well-known companies, which are not yours, or any variation that might reasonably be confused with the original owner of the marks or names. This includes, for example, adding digits or words such as “TV” to an existing trademark;
- b. Any name of a well-known music band, celebrity, individual, movie, TV show, landmark or sport team, which are not yours. However, variations are allowed, for example “WorldOfFrankSinatra” or “HistoryOfQueens”, etc.
- c. Any direct name of a country or a city, unless you officially represent government of that location and have a legal governmental authority to do so. It includes, for example, adding words such as “TV” or digits, like “FranceTV” or “Canada1”. However, variations are allowed, for example “BestOfFrance” or “NatureOfCanada”
- d. Any name of a major genre, for example strimm.com/comedy. However, genre variations are allowed, like strimm.com/comedyworld or strimm.com/musicTV
- e. Any name, which is certainly misleading or which gains a benefit through the misleading people;
- f. Anything of an adult, violent or offensive nature or which promotes racism, bigotry, hatred or physical harm or harassment of any kind against any group or individual or business;
- g. Anything, which infringes someone’s privacy and includes personal information of another person besides yourself, including that person’s name, address, social security number, telephone number, etc;
- h. Anything which might reasonably be confused with a present or future service or a page of the Site. Please use your common sense, do not register channel and URL under strimm.com/sales or strimm.com/education or similar. It will lead to confusion, disappointment and will be removed by Strimm, in Strimm’s sole discretion.
Please know that we strongly recommend you to choose a more personal or unique name such as strimm.com/AlexTV or strimm.com/XOtravel, etc. Doing so will ensure that there are no problems in the future and helps create a good service for all. We do not want to revoke names or URL’s away from Users, but will have to do so, if our Terms, requirements, and guidelines are not followed.
No user may register a unique channel name, which he does not intend to use during the next ninety (90) days or is not using it for one reason or another during that period. Strimm reserves the right to monitor names registration and account activity and reclaim, disable or otherwise prevent any user from any such activity or revoke names without warning or notification, where we do not feel is in the best interests of the Service or there is no activity for ninety (90) days or more or where there are violations of the Terms.
11. Interactions between Users
You are exclusively accountable for your interactions, including any disputes or posts, with other Users. You understand and agree that Strimm is not able to know or monitor all Users and their interactions with other users on the Site and offline. You are solely responsible for, and will exercise caution, discretion, common sense, and good judgment in, using the Site and Services and disclosing personal information to other Users. You agree to take reasonable precautions in all interactions with other Users, particularly if you decide to meet a User offline, or in person. Your use of the Site, Services, Content and any other information or other materials made available through the Site or Services is at your own risk and discretion. You acknowledge and agree that Strimm is not liable to you or any third party relating to your interactions with other Users. Strimm reserves the right to contact Users, in compliance with applicable law, in order to evaluate compliance with the rules and policies in these Terms of Service. You will cooperate fully with Strimm to investigate any suspected unlawful, fraudulent or improper activity, including, without limitation, granting authorized Strimm representatives access to any password-protected portions of your account.
12. General Use and Storage
You understand and agree that we may establish general practices and limits concerning use of the Service, including, without limitation, the maximum number of days the User-Generated Content or Content created by Strimm will be retained on the Site, the maximum amount of Content that may be sent from or received by an account, the maximum size of any Content materials, the maximum disk space that will be allotted to you, and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time. You recognize and agree that we reserve the right to disable or terminate any accounts for any reason.
13. Copyright Policy
By using the Services and accepting these Terms, you also accept our Copyright Policy, which are incorporated by reference herein and is located at http://www.strimm.com/copyright
Your use of the Site, Services, Content and User-Generated Content is at your sole discretion and risk. The Site, Services, Content and User-Generated Content, and all materials, information, products and services included therein, are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind.
Channels and User-Generated Content created and posted by Users on the Site may contain links to other websites and videos streaming from the third party websites. Strimm is not responsible for the Content, quality, accuracy or opinions expressed on such websites or in the videos, and such websites or videos are in no way investigated, monitored or checked by Strimm. Thus, Strimm does not guarantee that any Content available on the Site complies with this Agreement or is suitable for all Users.
Strimm expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of proper content of the Site, quality and availability of the Service, quality of broadcast, merchantability, suitability for a particular purpose, non-infringement, and any other warranty that might arise under any law. Without limiting the foregoing, Strimm makes NO representations or warranties:
- a. regarding the security, accuracy, reliability, timeliness and performance of the Site, Content or Services;
- b. that the Site, Services, Content or User submissions will be error-free or that any errors will be corrected;
- c. that the Site will have incorrect or inaccurate content posted on the Site or in connection with the Service, whether caused by Users of the Site or by any of the equipment or programming associated with or utilized in the Services;
- d. That the Services will be permitted in your jurisdiction;
- e. That the Services will be uninterrupted or error-free;
- f. Concerning any Content submitted by any user of the Site;
- g. That any Content you submit will be made available on the Site or will be stored by Strimm;
- h. That the Services will meet your business or professional needs;
- i. That Strimm will continue to support any particular feature of the Services.
Strimm takes no responsibility for third party advertisements which are posted on the Site or located in the videos or broadcasted directly from third party websites together with videos, nor does it take any responsibility for the goods or services mentioned and provided by its advertisers.
Strimm is not responsible for any problems or technical failure of any network, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Services or combination thereof, including any injury or damage to Users or to any person’s computer related to or resulting from participation or downloading Content in connection with the Services. Under no circumstances shall Strimm be responsible for any loss or damage, including personal injury or death, resulting from use of the Service, from any Content posted on or through the Service, or from the conduct of any Users of the Services, whether online or offline.
Strimm reserves the right to modify the Services and shall assume no liability for such modifications. Strimm cannot guarantee and does not promise any specific results from use of the Services. To the extent any disclaimer or limitation of liability does not apply, all applicable express, implied, and statutory warranties will be limited in duration to a period of ninety (90) days after the date on which you first used the Services, and no warranties shall apply after such period.
16. Limitation of Liability
You acknowledge and agree that to the fullest extent allowed by law:
- a. Strimm shall not be liable to you or any third party for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses;
- b. Strimm’s total liability to you shall not exceed the amounts paid by you to Strimm over the thirty (30) days preceding your claim(s).
Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages. Thus, the above limitation may not apply to you. You have to check your local laws and regulations before you start using the Services. If you disagree with these Terms, your sole and exclusive remedy is to discontinue using the Site and Services.
You agree to indemnify, hold harmless, and defend Strimm and its licensors, suppliers, officers, directors, employees, agents, affiliates, subsidiaries, successors and assigns (collectively "Indemnified Parties") from and against any and all liability, loss, claim, damages, expense, or costs (including but not limited to attorneys' fees), incurred by or made against the Indemnified Parties in connection with any claim arising from or related to:
- a. your use of and access to the Site;
- b. your violation of any provision of these Terms;
- c. your violation of any third party right, including without limitation any copyright, property, or privacy right; or
- d. your User-Generated Content, uploaded, linked to or posted on the Site;
- e. any commercial products you offer on or through the Site or using our Services;
- f. any claim that one of your actions caused damage to a third-party.
This includes, but is not limited to, any breach or violation of this Agreement by you or anyone utilizing your account. You agree to fully cooperate, at your expense, as reasonably required by an Indemnified Party.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Strimm without limitation and in Strimm’s sole discretion.
19. No Third Party Beneficiaries
You agree that, except as otherwise expressly provided in these Terms, there shall be no third party beneficiaries to this Agreement.
20. General Legal Terms
- a. Headings are for convenience only and shall not be used to construe the terms of this Agreement. If any term of this Agreement is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from this Agreement. No failure or delays by Strimm in exercising any right hereunder will waive any further exercise of that right. Strimm rights and remedies hereunder are cumulative and not exclusive.
- b. These Terms constitute the entire understanding and agreement between you and us and govern your use of the Site, superseding any prior agreements. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other services, affiliate services, third-party content or third-party software.
- c. These Terms (and any linked policies) shall be governed by the laws of the State of Illinois, United States of America, without regard to principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention of Controls for International Sale of Goods shall not apply.
21. Arbitration Agreement; Class Waiver; Waiver of Trial by Jury. Please read this Section (“Arbitration Agreement”) carefully. It is part of your contract with Strimm and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
- claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms or the use of any product or service provided by Strimm that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. Unless otherwise agreed to, all arbitration proceedings shall be held in English. This Arbitration Agreement applies to you and Strimm, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
- b. Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to Strimm should be sent to: Strimm, Inc., 113 McHenry Rd., Unit #147, Buffalo Grove, IL 60089, USA and copied by email to [email protected] . After the Notice is received, you and Strimm may attempt to resolve the claim or dispute informally. If you and Strimm do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.
- c. Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Terms. The AAA Consumer Arbitration Rules (“Arbitration Rules”) governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in a location within 100 miles of your residence, unless you reside outside of the United States, and unless the parties agree otherwise. If you reside outside of the U.S. the arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearings. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that we made to you prior to the initiation of arbitration, we will pay you the greater of the award or $2,500.00. Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.
- d. Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.
- e. Time Limits. If you or we pursue arbitration, the arbitration action must be initiated or demanded within the statute of limitations (i.e., the legal deadline for filing a claim) and within any deadline imposed under the AAA Rules for the pertinent claim.
- f. Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and us, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
- g. Waiver of July Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in a court and are subject to very limited review by a court. In the event any litigation should arise between you and us in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND STRIMM WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.
- h. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
- I. Confidentiality. All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.
- J. Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of this Arbitration Agreement shall continue in full force and effect.
- K. Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.
- L. Survival. This Arbitration Agreement will survive the termination of your relationship with us.
- M. Small Claims Court. Notwithstanding the foregoing, either you or Strimm may bring an individual action in small claims court.
- N. Emergency Equitable Relief. Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.
- O. Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark or trade secrets shall not be subject to this Arbitration Agreement.
- P. Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Cook County, Illinois, for such purpose.
- Q. Governing Law. These Terms and any action related thereto will be governed and interpreted by and under the laws of the State of Illinois, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
- R. These Terms constitute the entire agreement between you and Strimm with respect to the Site and supersedes all prior agreements or understandings between you and Strimm with respect thereto. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Strimm is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Strimm prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Strimm may freely assign these Terms. The terms and conditions set forth in these Terms shall inure to the benefit of and be binding upon permitted assignees.
- S. Strimm shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, power outages, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
- T. You agree that Strimm may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on the Strimm.com Site. For support-related inquiries, you may contact us, using our contact information and tools, located on Site or by mail:
Attention: Legal Department
113 McHenry Rd., Unit #147
Buffalo Grove, IL 60089, USA
Nothing herein shall limit Strimm right to object to subpoenas, claims, or other demands.
- U. This Agreement may not be modified except by a revised Terms of Service posted by Strimm on the Site or a written amendment signed by an authorized representative of Strimm. A revised Terms of Service will be effective as of the date it is posted on the Strimm Site.
- V. This Agreement is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. No third party shall have any rights hereunder.