Company: OV Marketing Sneek, The Netherlands (Chamber of Commerce 73118850)
Content Provider: OV Marketing, The Netherlands (Chamber of Commerce 73118850)
Article 1. | Your Acceptance
Throughout this Agreement, the words “OV Marketing,” “us,” “we,” and “our,” refer to us, as is appropriate in the context of the use of the words.
Article 2. | User Information and Accounts
Article 3. | Access and License Grant to You
After registering and properly paying for our Platform, where required, we grant you a personal, non-exclusive, revocable, limited license to access and use the Platform. If you are merely accessing the Platform through an online portal or website, we grant you revocable access subject to this Agreement. As a user, you do not receive any ownership interest in any portion of the Platform; you merely receive the aforementioned revocable access or license as stated. All rights not explicitly granted are reserved for OV Marketing. If you breach any of our of this Agreement or if we believe your actions may harm our OV Marketing or others, we may revoke your license, your access to use our Platform or cancel your account at our discretion. Failure by us to revoke your license or restrict access does not act as a waiver of your conduct.
Article 4. | Platform and Disclaimer
The OV Marketing Platform is software that allows users to connect with other users and the Content Provider via our Platform. Except where stated otherwise,OV Marketing is solely responsible for only providing access to and charging payments related to your access of the Platform in accordance with this Agreement (“OV Marketing Services”). OV Marketing is not responsible for any other services offered on the Platform, all such services (“Content Provider Services”) are solely offered by the Content Provider encountered on the Platform. Please be aware that access to the Platform and any OV Marketing Services are “as-is” and “as-available.” Additionally any information or content found on our Platform, including any notifications or tools provided, are offered only for informational and entertainment purposes only. Further, OV Marketing does not endorse, recommend, and is not otherwise affiliated with any users, User Content (defined below), or any Content Provider. OV Marketing has no liability to users for any User Content including all information, copy, images, URL names, and anything else provided by any third parties using the Platform (collectively “Non-OV Marketing Content”). You understand that all Non-OV Marketing Content or any other information may be inaccurate, unsubstantiated or possibly even incorrect. OV Marketing does not offer users any guarantee of success through the use of Platform. We shall not be liable for any inconvenience, loss, liability, or damage resulting from any interruption of the Platform, directly or indirectly caused by, or proximately resulting from, any circumstances beyond our control, including, but not limited to, causes attributable to you; inability to access to the Platform; failure of a communications satellite, strike; labor dispute; riot or insurrection; war; explosion; malicious mischief; fire, flood, lightning, earthquake, wind, ice, extreme weather conditions, or other acts of God; failure or reduction of power; or any court order, law, act or order of government restricting or prohibiting the operation of or access to the Platform.
Article 5. | Interactions With Other Users
Please use caution and common sense when interacting with any users found via the Platform. YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS INCLUDING ANY CONTENT PROVIDER. YOU UNDERSTAND THAT OV Marketing DOES NOT CONDUCT CRIMINAL OR BACKGROUND CHECKS ON ITS USERS OR VALIDATE ANY USER INFORMATION OR NON-OV Marketing CONTENT. FURTHERMORE, OV Marketing MAKES NO REPRESENTATIONS OR WARRANTIES AS TO ANY USERS OR TO THE CONDUCT OF ANY USERS. OV Marketing URGES YOU TO USE COMMON SENSE AND CAUTION WHEN MEETING ANY USERS FOUND THROUGH THE PLATFORM. YOU UNDERSTAND THAT OTHER USERS OR THE CONTENT PROVIDER MAY ACT UNLAWFULLY OR IN A DECEPTIVE MANNER, YOU AGREE THAT OV Marketing IS NOT LIABLE OR RESPONSIBLE FOR ANY ACTS OR OMISSIONS OF ANY USERS.
Article 6. | Content Provider
“Content Provider” is a user of the Platform that provides any and all services to other users as permitted via the Platform (“Content Provider Services”). “Content Provider Content” is any User Content submitted by the Content Provider including but not limited to notifications, texts, video, audio, messages, photos, images or any other information. OV Marketing is not responsible for any Content Provider Content or any other errors in any Content Provider Content displayed or delays in displaying any Content Provider Content. All Content Provider Content on the Platform is transmitted to OV Marketing from Content Provider. OV Marketing does not endorse and may not verify any of the Content Provider Content. You agree that any information or notifications from the Platform may be inaccurate, unsubstantiated or possibly even incorrect. PLEASE BE AWARE THAT CONTENT PROVIDER MAY USE HOSTS THAT ARE EMPLOYED OR UNDER THE DIRECTION OF THE CONTENT PROVIDER. THE HOSTS MAY SEND CONVERSATIONS OR OTHER COMMUNICATIONS WITH YOU AND OTHER USERS OF THE PLATFORM THAT ARE FICTITIOUS OR ROLE-PLAYING IN NATURE. HOSTS ARE DEPLOYED WITH THE PURPOSE OF STIMULATING INTERACTIONS WITHIN THE PLATFORM AND CREATING CONVERSATIONS WITH USERS. HOSTS ARE ALSO INTENDED TO MONITOR USERS’ ACTIVITIES, COMMUNICATION, AND USER CONTENT IN ORDER TO ENSURE COMPLIANCE WITH THIS AGREEMENT. USER AGREES THAT ALL HOST CONTENT, INFORMATION, TEXT, AND PICTURES ARE FICTITIOUS AND CONSIDERED CONTENT PROVIDER CONTENT, AND SUCH CONTENT PROVIDER CONTENT IS PURELY INTENDED FOR ENTERTAINMENT AND ROLE PLAYING PURPOSES ONLY. ALL HOSTS APPEARING ON THE PLATFORM (IN THE UNITED STATES AND CANADA CLEARLY MARKED AND NAMED ‘CHATPALS’) ARE FICTITIOUS. ANY RESEMBLANCE TO REAL PERSONS, LIVING OR DEAD, ARE PURELY COINCIDENTAL.
Article 7. | Content Provider Disclaimer
OV Marketing EXPRESSLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE, LOSS OR INJURY ARISING OUT OF: THE ACTIVITIES OF ANY CONTENT PROVIDER INCLUDING ALL CONTENT PROVIDER CONTENT AND ANY CONTENT PROVIDER SERVICES. IT IS IMPORTANT THAT YOU UNDERSTAND THAT OV Marketing IS NOT REQUIRED TO INDEPENDENTLY VERIFY ANY INFORMATION PROVIDED BY A CONTENT PROVIDER. AS SUCH INFORMATION IS BASED SOLELY ON INFORMATION THAT IS SUBMITTED BY THE CONTENT PROVIDER, OV Marketing PROVIDES SUCH INFORMATION SOLELY FOR THE CONVENIENCE OF ALL USERS AND IS NOT AN INTRODUCTION, ENDORSEMENT, OR RECOMMENDATION BY OV Marketing. User releases OV Marketing from any liability associated with user’s interactions with a Content Provider or purchase of any Content Provider Services. OV Marketing does not control or direct the Content Provider or the Content Provider Services, including but not limited to accuracy, reliability, or quality. OV Marketing does not act as an agent or intermediary for users or the Content Provider. OV Marketing merely makes the Platform available to enable the Content Provider to identify and determine the suitability of users for themselves and to enable users to identify and determine the suitability of any Content Provider for themselves. Any opinions, advice, or information expressed by any Content Provider or Clients are those of the individual and the individual alone and they do not reflect the opinions of OV Marketing. OV Marketing does not direct, is not an employer, has no control over, makes no representations, and does not guarantee the quality, safety or legality of any Content Provider Services provided by Content Provider. OV Marketing does not control or review Content Provider’s Services or any fees charged, nor is OV Marketing involved in determining if the Content Provider Services provided are satisfactory to user.
Article 8. | Contractual Agreements
No agreements made between any Content Provider and users may expand OV Marketing obligations or restrict any rights (collectively OV Marketing Contractual Rights”), as stated within this Agreement. Users and Content Provider appoint OV Marketing as a third party beneficiary for any agreements entered into between the parties, in order to exercise or protect OV Marketing Contractual Rights.
Article 9. | Use of the Platform
When using our Platform, you are responsible for your and for any use of OV Marketing made using your account. You agree to the following:
You may not copy, distribute or disclose any part of the Platform in any medium, including without limitation by any automated or non-automated “scraping”;
You may not attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from the servers running the Platform;
You may not use any robot, spider, crawler, scraper or other automated means or interface not provided by us to access the Platform or to extract data;
You may not use automated bots or other software to send more messages through our Platform than humanly possible;
You may not share your license or access with any other parties;
You may not use the Platform on a computer that is used to operate nuclear facilities, life support, or other mission critical applications where life or property may be at stake;
You may not decompile, reverse engineer, disassemble, modify, rent, sell, lease, loan, distribute, or create derivative works or improvements to the Platform or any portion of it;
You may not access our Platform in an attempt to build a similar or other competitive product;
You may not use the Platform to store or transmit any health or sensitive financial information;
You may not take any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
You may not collect, publicly release, or harvest any personally identifiable information, including account names, from the Platform;
You may not impersonate any person or entity or misrepresent your affiliation with a person or entity;
You may not violate or infringe other people's intellectual property, privacy, or other contractual rights while using our Platform;
You may not violate any requirements, procedures, policies or regulations of networks connected to OV Marketing;
You may not sell, lease, loan, distribute, transfer, or sublicense the Platform or access to it or derive income from the use or provision of the Platform unless enabled through the functionality of our Platform;
You may not interfere with or disrupt the Platform;
You may not violate any law or regulation of your jurisdiction or OV Marketing jurisdiction and you solely are responsible for such violations;
You agree that you will not hold OV Marketing responsible for your use of our Platform; and
You agree not to cause, or aid in, the disruption, destruction, manipulation, removal, disabling, or impairment of any portion of our Platform, including the de-indexing or de-caching of any portion of our Platform from a thirty party’s website, such as by requesting its removal from a search engine.
If you are discovered to be undertaking any of the aforementioned actions your privileges to use our Platform may at our discretion be terminated or suspended. Generally, we will provide an explanation for any suspension or termination of your use of any of our Platform, but OV Marketing reserves the right to suspend or terminate any account at any time without notice or explanation.
Article 10. | User Content
Your ability to submit or transmit any information through the Platform, including but not limited to data, information, images, references, or any other information will be referred to as “User Content” throughout this Agreement. Please be aware that we are not required to host, display, migrate, or distribute any of your User Content and we may refuse to accept or transmit any User Content. You agree that you are solely responsible for any User Content submitted and you release us from any liability associated with any User Content submitted. We provide industry standard security for our Platform but we cannot guarantee the absolute safety and security of any such User Content. Any User Content found to be in violation of this Agreement or that we determine to be harmful to the Platform may be modified, edited, or removed at our discretion.
When submitting any User Content to our Platform you represent and warrant that you own all rights to the User Content and you have paid for or otherwise have permission to use any User Content submitted. Furthermore, you represent and warrant that all User Content is legal and the User Content does not interfere with any third party rights or obligations.
When you submit any User Content to us, you grant OV Marketing, its partners, affiliates, users, representatives and assigns a non-exclusive, limited, fully-paid, royalty-free, revocable, world-wide, universal, transferable, assignable license to display, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works, or use and reuse all or part of your User Content for the purposes of providing you any services associated with the Platform. Additionally, you grant to OV Marketing a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Platform any suggestion, enhancement request, recommendation, correction or other feedback provided by you relating to the operation of our Platform. By granting us this license we may use your User Content posted to your public profile for the purposes of featuring your User Content as promotional materials for the Platform.
Article 11. | Your Profile
Please be aware that any User Content may be publically searchable and viewable by third parties via the Platform or via the Internet (including but not limited to search engines such as Yahoo, Bing or Google). Additionally, your User Content may be searchable through third party websites that are operated and powered by the software we employ or through partnerships we may have with other companies.
Article 12. | User Content Guidelines
We reserve the right to remove, delete, modify, screen, edit, or refuse any User Content for any reason or no reason, and with or without notice to you. Please be aware that all User Content may be viewed by third parties, thus we cannot guarantee the confidentiality or privacy of any User Content submitted to the Platform.
When submitting any User Content you agree to the following:
You agree that User Content submitted is truthful and accurate;
You agree not to submit any User Content that contains any confidential information;
You agree not to submit any User Content that contains (sexual) content that is illegal in your jurisdiction, including but not limited to any, child pornography, content depicting any minors (who have not reached the age of consent in your jurisdiction), group pictures, or pictures containing any third parties.
You agree not to submit any User Content that depicts gratuitous violence, animal or child abuse, or encourages violence against others;
You agree not to submit any User Content contains hate speech or promotes or condones violence against individuals or groups based on race or ethnic origin, religion, disability, gender, age, nationality, veteran status, or sexual orientation/gender identity;
You agree not to submit any User Content that is considered spam or politically controversial; and
You agree not to submit any User Content that may be considered: misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing.
If you have violated any of our User Content Guidelines or if we believe that any User Content may harm the Platform, your access to the Platform may be suspended or terminated.
Article 13. | Monitoring User Content
OV Marketing shall have the right, but not the obligation, to monitor all User Content on the Platform at all times, to determine compliance with this Agreement and any guidelines established by us. Without limiting the foregoing, OV Marketing shall have the right, but not the obligation, to remove any User Content that OV Marketing, at its sole discretion, identifies as being harmful, at any time, without notice. For example, we may remove User Content if we believe that any User Content may harm us or our business interests. We have no obligation to retain or provide you with copies of any User Content after your termination of this Agreement.
Article 14. | Usage and Location Information
Article 16. | Platform Availability
Although we try to provide continuous availability to you, we do not guarantee that the Platform will always be available, work, or be accessible at any particular time. Specifically, we do not guarantee any uptime or specific availability of the Platform or any portions of the Platform. Where you have paid to access any portions of the Platform we make no guarantees that such portions shall remain available or accessible. You agree and acknowledge that the Platform uses remote access and may not always be either 100% reliable or available. Only users who are eligible to use our Platform may do so and we may refuse service or terminate your access at any time. We cannot guarantee that anything found on our Platform will work to the functionality desired by you or give you any desired results.
Article 17. | Modification of Platform
We reserve the right to alter, modify, update, or remove our Platform or any portion of the Platform at any time. We may conduct such modifications to our Platform for security reasons, intellectual property, legal reasons, or various other reasons at our discretion, and we are not required to explain such modifications. For example, we may provide updates to fix security flaws, or to respond to legal demands. Please note that this is a non-binding illustration of how we might exercise our rights under this section, and nothing in this section obligates us to take measures to update the Platform for security, legal or other purposes.
Article 18. | Payments
Portions of the Platform may require payment for access and you agree to pay for all costs, fees, and taxes listed. User authorizes OV Marketing, its payment agent, or its third party payment processors to charge their method of payment at the time of purchase. Please be aware that purchases are completed via our third party payment processors, and OV Marketing may not be identified as the charge originator. Where applicable, you must agree to our third party payment processors terms and conditions for processing payments. All information that you provide in connection with a purchase or transaction must be accurate, complete, and current. Where you have failed to pay or where payments are overdue, OV Marketing may suspend or terminate your access to the paid portions of the Platform, without liability to us. Where any payment is overdue, we reserve the right to pursue collections against you and may add the maximum legally allowable interest rate to any overdue payments.
Article 19. | Free Trials
You may be able to participate in a free trial membership by submitting your information along with any requirements as set forth by the Platform. The duration of the free trial is listed on the Platform and may change at our discretion. Areas of the paid portions of the Platform may be available during the free trial period at no charge. You may cancel at any time during your free trial period by contacting us via your Platform dashboard. Once your free trial period has expired portions of the Platform may become restricted.
Article 20. | Credits
Upon expiration of your free trial membership the Platform may offer credits (“Credit(s)”) for you to purchase. Credits may be redeemed to access paid portions of the Platform and may be purchased as a bundle (“Credit Bundle”). Please be aware that all Credits are non-transferable and have no cash value and may only be redeemed via the Platform. Credits expire if not used within twelve (12) months from the date of purchase, and will be forfeited on the 12 month anniversary of the purchase date.
Article 21. | Taxes
Where OV Marketing does not charge you taxes for purchasing Credits; you agree to pay any and all applicable taxes for your use and purchase of any Credits. Additionally, where requested by us, you agree to provide us tax documentation to support any claims of on-time tax payment.
Article 22. | Refunds
Upon purchase of any Credit bundle, user shall have the right to request a refund within fourteen (14) days of such purchase. No refund shall be permitted once any portion of the purchased Credits of a Credit Bundle have been used. Where you require a refund please contact us via the Platform contact buttons. Please be aware that there may be a reasonable delay in processing and crediting your payment method for any Credits refunded.
Article 23. | Pricing and Price Increases
The pricing for Credits or Credit bundles are listed on the Platform. OV Marketing may increase the price of the Credits, at our discretion and we reserve the right to do so at any time. In the event of a price increase the new price for Credits shall be listed on the Platform. You agree that OV Marketing has no obligation to offer any services or Credits for the price originally offered to you at sign up.
Article 24. | Account Cancellation
Users may cancel their accounts at any time via their account dashboard, menu “Settings”. Upon cancellation of your account, portions of the Platform may become immediately inaccessible and your balance of Credits will be removed. Additionally, some User Content stored within your account or another portion of the Platform may be removed or deleted. Any refunds are subject to the refund terms contained in this Agreement.
Article 25. | Intellectual Property
The name OV Marketing including the OV Marketing Platform along with the design of the OV Marketing Platform and any text, writings, images, templates, scripts, graphics, interactive features and any trademarks or logos contained therein ("Marks"), are owned by or licensed to OV Marketing, subject to copyright and other intellectual property rights under US, EU, and international laws and international conventions. The name “Zhadoo” and URL www.zhadoo.com including any Content Provider Content or markings identifying any Content Provider Services and any text, writings, images, templates, scripts, graphics, interactive features and any trademarks or logos contained therein ("Content Provider Marks"), are owned by or licensed to Content Provider, subject to copyright and other intellectual property rights under US, EU, and international laws and international conventions. OV Marketing and Content Provider reserve all rights not expressly granted in and the Marks and the Content Provider Marks respectively. You agree to not engage in the use, copying, or distribution anything contained within the Platform unless we have given express written permission.
Article 26. | Idea Submission
OV Marketing or any of its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to processes, technologies, product enhancements, or product names. Please do not submit any unsolicited ideas, content, artwork, suggestions, or other works (“Submissions”) in any form to OV Marketing. The sole purpose of this policy is to avoid potential misunderstandings or disputes when OV Marketing products might seem similar to ideas you submitted to OV Marketing. If, despite our request that you not send us your ideas, you agree to the following: (1) your Submissions and their contents will automatically become the property of OV Marketing, without any compensation to you; (2) OV Marketing may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for OV Marketing to review the Submission; and (4) there is no obligation to keep any Submissions confidential.
Article 27. | Disclaimer
THE PLATFORM IS PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER OV Marketing, NOR ANY OF OUR EMPLOYEES, MANAGERS, OFFICERS, CONTRACTORS, ASSIGNS OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (1) THE PLATFORM; (2) ANY INFORMATION OR OV Marketing CONTENT PROVIDED VIA THE PLATFORM; (3) ANY USER CONTENT, (4) ANY USER OR OTHER THIRD PARTY ENCOUNTERED ON THE PLATFORM, OR (5) SECURITY ASSOCIATED WITH THE TRANSMISSION OF USER CONTENT OR INFORMATION TO OV Marketing, OR VIA THE PLATFORM. IN ADDITION, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS. OV Marketing DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE PLATFORM OR THE SERVER THAT MAKES THE PLATFORM AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS. OV Marketing DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND D SUPPORT SPECIFICALLY DISCLAIMS ANY SUCH WARRANTIES.
Article 28. | Limitation of Liability
IN NO EVENT SHALL OV Marketing, ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT OV Marketing IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM (1) YOUR USE OR INABILITY TO USE THE PLATFORM OR ANY ERRORS, MISTAKES, OR INACCURACIES FOUND WITHIN THE PLATFORM, (2) ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR PLATFORM, (3) ANY INTERRUPTION, MISINFORMATION, INCOMPLETE INFORMATION, OR CESSATION OF TRANSMISSION TO OR FROM OUR PLATFORM TO YOU, (4) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR PLATFORM VIA A THIRD PARTY, (5) ANY FAILURES OR DISRUPTIONS WHETHER INTENTIONAL OR UNINTENTIONAL, OR (6) ANY ACTION TAKEN IN CONNECTION WITH ANY THIRD PARTY COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY DEPENDING ON JURISDICTION. SPECIFICALLY, IN THOSE JURISDICTIONS NOT ALLOWED, WE DO NOT DISCLAIM LIABILITY FOR: (1) DEATH OR PERSONAL INJURY CAUSED BY OV Marketing’S NEGLIGENCE OR THAT OF ANY OF ITS OFFICERS, EMPLOYEES OR AGENTS; (2) FRAUDULENT MISREPRESENTATION; OR (3) ANY LIABILITY WHICH IT IS NOT LAWFUL TO EXCLUDE EITHER NOW OR IN THE FUTURE. WHERE A TOTAL DISCLAIMER OF LIABILITY IS DISALLOWED YOU AGREE THAT OUR TOTAL LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNTS YOU HAVE PAID IN THE PAST SIX (6) MONTHS TO USE OUR PLATFORM OR 100 EUROS WHICHEVER IS GREATER.
Article 29. | Indemnity
You agree to defend, indemnify and hold harmless OV Marketing, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:
your use of and access to the OV Marketing Platform;
your violation of any term of this Agreement;
your interactions with any other uses or third parties; or
your violation of any third party right, including without limitation any copyright, property, or contractual right.
This defense and indemnification obligation will survive this Agreement and your use of the OV Marketing Platform. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial.
Article 30. | Copyrights
We take copyright infringement very seriously. If you believe that any content owned by you has been infringed upon please send us a message which contains:
The name of the party whose copyright has been infringed, if different from your name.
The name and description of the work that is being infringed.
The location on our Platform of the infringing copy.
A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.
You must sign this notification and send it to our Copyright Agent using your account dashboard or by using the contact information listed at the beginning of this Agreement.
In the event that you receive a notification from OV Marketing stating content posted by you has been removed you may file a counter-notice. Your counter-notice must contain the following:
Your name, address, email and physical or electronic signature.
The notification reference number (if applicable).
Identification of the material and its location before it was removed.
A statement under penalty of perjury that the material was removed by mistake or misidentification.
Your consent to the jurisdiction of the courts where the Platform is located or pursuant to the dispute provisions of this Agreement.
Your consent to accept service of process from the party who submitted the takedown notice.
Please be aware that we may not take any action regarding your counter-notice unless your notification strictly complies with the foregoing requirements. You must sign this notification and send it to our Copyright Agent using your account dashboard or by using the contact information listed at the beginning of this Agreement.
Article 31. | Choice of Law
This Agreement shall be governed by the laws of The Netherlands. The offer and acceptance of this contract is deemed to have occurred in The Netherlands.
Article 32. | Disputes
You agree that any dispute arising from or relating to this Agreement will be heard solely by a court of competent jurisdiction in or nearest to Amsterdam, The Netherlands. If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so.
You agree that the unsuccessful party in any dispute arising from or relating to this Agreement will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.
Article 33. | Severability
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. If two or more provisions of this Agreement or any other agreement you may have with OV Marketing are deemed to conflict with each other’s operation, OV Marketing shall have the sole right to elect which provision remains in force.
Article 34. | Non-Waiver
We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
Article 35. | Assignment and Survival
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion. All portions of this Agreement that would reasonably be believed to survive termination shall survive and remain in full force upon termination, including but not limited to the Limitation of Liabilities, Representation and Warranties, Licensing, Indemnification, and Arbitration sections.
Article 36. | Termination
We may terminate this Agreement with you if we determine that: (1) your account has not been active for the past 12 months; (2) you have violated any applicable laws while using our Platform; (3) if you have violated this Agreement or any of our Platform policies; or (4) if we believe that any of your actions may legally harm OV Marketing or our business interests, at our sole decision or discretion. Upon termination of your account, portions of the Platform may become immediately inaccessible and your balance of Credits will be removed. In the event of termination we will strive to provide you with an explanation; however, we are not required to do so.
Article 37. | Entire Agreement
Article 38. | Amendments
We may amend this Agreement from time to time. When we amend this Agreement, we will update this page and indicate the date that it was last modified. You may refuse to agree to the amendments, but if you do, you must immediately cease using our Platform and our Platform.
Article 39. | Electronic Communications
The communications between you and OV Marketing use electronic means, whether you visit the Platform or send OV Marketing emails, or whether OV Marketing posts notices on the Platform or communications with you via mobile notifications or email. For contractual purposes, you (1) consent to receive communications from OV Marketing in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that OV Marketing provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
Article 40. | Relationship of the Parties.
The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between you and OV Marketing.
Article 41. | Export Controls
The Platform and the underlying information and technology may not be downloaded, accessed, or otherwise exported or re-exported (1) into (or to a national or resident of) any country to which the U.S. currently embargoed goods or where such country is subject to EU government sanctions; (2) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals, U.S. Commerce Department's Table of Deny Orders, or the EU Denied Parties List; or (3) or where the US government or EU government have declared a such country as “terrorist supporting” or a similar designation. By using the Platform, you agree to the foregoing and you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list, and that you will otherwise comply with all applicable export control laws.
Article 42. | Translations
Where this Agreement has been translated, the English version shall control and supersede any translated versions of this Agreement.
Article 43. | Third Party Links
The Platform may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Platform. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply our endorsement or any association between us and their operators. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website or resource.
Article 44. | Data and Text Messaging Rates
You will be able to access the Platform through your mobile device or cellphone. Please be aware that data and messaging rates may apply depending on your carrier and phone service. Please be sure to check your data plan to understand any relevant costs incurred by your use. We cannot be responsible for any fees charged by your data or cell phone carrier.
Article 45. | Platform Issues and Support
Where you have any questions, issues, or if you are having trouble accessing or using the Platform, please contact us.
Version: March 14, 2021