Truveo Terms of Service

Welcome! You may use the Web sites, software, services and media applications of Truveo ("Truveo") provided that you agree to the following terms.

BY ACCESSING, USING OR REGISTERING FOR TRUVEO, YOU ARE SIGNIFYING ELECTRONICALLY THAT YOU AGREE TO ABIDE BY THE FOLLOWING TERMS.

1. Please read these terms carefully. These terms and any supplemental terms posted on Truveo govern your use of Truveo (collectively, the "Agreement" or "Terms" or "Terms of Service". Truveo is provided by Truveo, Inc. and its affiliates (collectively, "we" or "us"). IN THIS AGREEMENT, YOU ARE CONSENTING TO THE TERMS OF OUR PRIVACY POLICY, YOU AGREE TO RECEIVE NOTICES AND TERMS ELECTRONICALLY, AND YOU AGREE TO RESOLVE ANY DISPUTES WITH US IN VIRGINIA. Do not use Truveo if you do not agree to these terms. In this Agreement, we use the term "Content" to mean text, pictures, music, video, data and other content, and we use the term "you" to mean you and any individual or entity that uses or signs up for Truveo.

2. We may modify this Agreement. We may modify this Agreement at any time. You agree to review this Agreement periodically so that you will be apprised of any changes and to check for any notices we may provide regarding updates to the Agreement. We post the latest version of this Agreement located at http://www.Truveo.com/tos. If you continue to use Truveo after we post or notify you about changes to the Agreement, you signify your acceptance of the new terms. If you disagree with any changes to the terms, you must discontinue your use of Truveo before the changes take effect.

3. About the Service. Truveo is a video search product designed for personal, entertainment and informational purposes only. Results shown on Truveo will include links to Content hosted and served from third party websites. Some Content and some of these sites may contain materials that are objectionable, unlawful, or inaccurate. By providing access to the Content or these links do not mean that we endorse the Content, these third party sites or services. You acknowledge and agree that we are not responsible or liable to you for any Content or other materials hosted and served from these third party sites. Truveo is a consumer service and is not designed to be used in connection with your, your employers' or contractors' commercial activities. If you choose to do so, it is entirely at your own, and your employer's or contractor's, risk.

4. Children and Minors. Truveo is intended for general audiences. Parents and guardians who permit their children to use Truveo should supervise such access to Truveo by minors and are responsible for ensuring that the Content is suitable for those children. Such Content may not specifically be intended to be accessed by children.

5. Advertising. You acknowledge and agree that Truveo is supported by advertising, and you agree that such advertising may be presented as part of the Truveo service. Any dealings that you have with advertisers found on Truveo are between you and the advertiser, and you acknowledge and agree that we are not liable for any loss or claim you may have against an advertiser.

6. Registration. We and our affiliates may provide certain interactive or communications online services that may require you to obtain log-in and password credentials ("User IDs"). Registration for User IDs may be subject to separate terms and conditions, which you understand and agree will govern your use of such User IDs when you access Truveo and/or services offered by our affiliates.

7. Personal Information, Data Protection. Our policy statement regarding data collection and protection located at http://www.Truveo.com/privacy ("Privacy Policy") explains the practices that apply to your information when you use Truveo. Your ongoing use of Truveo signifies your consent to the information practices disclosed in our Privacy Policy. You consent to the transfer of this information to and within the United States of America or such other countries as we may disclose from time to time for processing and storage by us. Additionally, you agree that we may use your User ID to authenticate you on any service provided by us or our affiliates.

8. Your Responsibilities. Truveo is for your personal use only. You are responsible for all activities under your account, including all legal liability incurred from the use of your account by you or others. You will use Truveo for lawful purposes only. You agree that you will not access or use Truveo or its Content, or otherwise engage in any conduct that:

violates or infringes the rights of others including, without limitation, patent, trademark, trade secret, copyright, publicity or other proprietary rights;
is unlawful;
uses technology or other means to access Truveo or Content that is not authorized by Truveo;
use or launch any automated system, including without limitation, "robots," "spiders," or "offline readers," to access Truveo or Content;
attempts to introduce viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
attempts to gain unauthorized access to our computer network or user accounts;
encourages conduct that would constitute a criminal offense, or that gives rise to civil liability;
violates this Agreement, guidelines or any policy posted on Truveo;
attempts to damage, disable, overburden, or impair our servers or networks; or
interferes with any other party's use and enjoyment of Truveo.

You agree that we may take any legal and technical remedies to enforce this Agreement, including without limitation, immediate termination of your account or access to any Truveo service if we believe in our discretion you are violating this Agreement.

9. No Spam. You may not use Truveo to harvest information about our users for the purpose of sending, or to facilitate the sending, of unsolicited bulk communications. You may not induce or allow others to use Truveo to violate the terms of this section. We may take any technical remedies to prevent unsolicited bulk communications from entering, utilizing or remaining within our computer or communications networks.

10. Monitoring; violations. We have no duty to monitor or pre-screen Content on Truveo. We reserve the right to remove Content for any reason, but we are not responsible for any failure or delay in removing such material. Violation of this may result in actions, without warning, that range from removal of Content, to suspension of access, to deletion of your User ID and account, to legal action in our sole discretion.

11. Proprietary Rights. As between you and Truveo, Truveo, its affiliates, parent, licensors, suppliers, and various Content owners, own the property rights to Truveo and any Content offered through Truveo. Truveo and the Content are protected by copyright, trademark, patent, trade secret, international treaties, laws and other proprietary rights, and also may have security components that protect digital information only as authorized by Truveo or the owner of the Content.

12. Our license to you. We grant you a personal, non-exclusive, non-transferable, limited and revocable license to use Truveo subject to the terms of this Agreement. You may not use Truveo in a manner that exceeds the rights granted for your use of the service and its Content. Without limitation of the foregoing, you may not engage in unauthorized copying or distribution of the Content or creating an unauthorized derivative work. You may not circumvent any mechanisms for preventing the unauthorized reproduction or distribution of the Content or Truveo service. Your license terminates immediately upon cancellation or termination of your Truveo or if we believe you are in violation of this Agreement.

13. Procedure for making claims of copyright infringement. We respect the intellectual property of others. If you believe that your work has been copied and is accessible on Truveo in a way that constitutes copyright infringement, please follow the instructions on how to contact us to report possible copyright infringement.

14. Equipment and access. You must provide at your own expense the equipment and Internet connections that you will need to access and use Truveo. If you are accessing Truveo through a telephone line, please call your local phone company to determine if the access numbers you select are subject to long distance or other toll charges at your location. Also, if you elect to use your wireless applications (such as cell phones, wifi connections) to use certain Truveo features, including any Truveo mobile applications, your wireless carrier may charge standard fees for alerts, text messaging (including receiving/sending instant messages and e-mail), web browsing and other services that require the use of airtime and wireless data services. Check with your carrier to verify whether there are any such fees that may apply to you. You are solely responsible for any costs you incur to access Truveo through any wireless or other communications service. If you register to use any Truveo mobile applications, you agree that we may communicate with you regarding Truveo by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the mobile services may be communicated to us.

15. Use of software. We may make software available for you to download or use. Such software will be subject to the terms of the license agreement that accompanies it. If there is no license agreement presented to you with the software, then the terms in this Section 15 shall govern your use of such software. We grant you a personal, non-exclusive, non-transferable, limited license to install the software on any single computer. The software is protected by copyright and other intellectual property laws and treaties and is owned by us or our suppliers. You may not sell or redistribute the software. You may not incorporate it or any portion of it into another product. You may not reverse engineer, decompile, or disassemble the software or otherwise attempt to derive the source code (except where expressly permitted by law). You may not modify, adapt, or create derivative works from the software in any way or remove proprietary notices in the software. You agree to abide by all laws and regulations in effect regarding your use of the software. You may not authorize or assist any third party to do any of the things prohibited in this section. We may automatically check your version of the software and update it to improve its performance and capabilities. If you shut down the software during an automatic update or otherwise interfere with the installation of the update, the software may be damaged and/or cease to operate.

16. Export regulations concerning applications. Truveo and its applications and software ("Applications") are subject to export and import laws, regulations, rules and orders of the United States and foreign nations. You must comply with these laws that apply to the Applications. You may not directly or indirectly export, re-export, transfer, or release the Applications, any other commodities, software or technology received from us, or any direct product thereof, for any proscribed end-use, or to any proscribed country, entity or person (wherever located), without proper authorization from the U.S. and/or foreign government.

17. Programming Applications. We, our affiliates and selected licensors ("Application Providers") may offer Truveo application code, application programming interfaces, or other products, software or services ("Applications"), which you may incorporate into your Web site and Web services ("User Applications") subject to the following terms.

a. Supplemental Terms. Each Application that you elect to use will have usage rules and additional terms that will supplement these Terms of Service, which you agree will be binding on you. These supplemental terms, which may impose usage rules, will be posted with the applicable application code.

b. Attributions; Links. You shall incorporate into your User Applications such disclaimers, terms and attributions that we may request or require for a specific Application, including any branding elements. You also agree to incorporate links, banners or other content that we may reasonably request or require from time to time to promote certain Truveo features or services.

c. Advertisements. We expressly reserve the right to incorporate advertising into the Applications at any time and without notice. You agree to display such advertisements exactly as served to you by us (or by an affiliate on our behalf) without any modification. You may not obscure or replace such advertisements with ads that are not authorized by us.

d. Disclosures. You shall post and present to users of your User Applications such consent forms or user acknowledgements that we prepare and/or require for use with a specific applications. You agree that you shall not modify or conceal from view any such consent form or user acknowledgement prepared by us.

e. End User Terms. You shall require that users of your User Applications agree to an enforceable end-user agreement (an "End User Agreement") that is protective of us and contains at least the following specific, minimum terms: (i) you are responsible for the User Application; (ii) the Applications and associated Truveo services (including any application code) are provided as-is, without any warranties, and that we expressly disclaim all implied or express warranties, including the implied warranties of merchantability, accuracy, fitness for a particular purpose and non-infringement; (iii) a prohibition against modifying or creating derivative works of Truveo or any portion of our code included as part of your User Application; (iv) a prohibition against decompiling, reverse engineering, disassembling, and otherwise reducing Truveo or any portion of our code included as part of your User Application to a human-perceivable form, to the full extent allowed by law; (v) a provision indicating that ownership of the Truveo services belong to us; (vi) a disclaimer of indirect, special, incidental, punitive, and consequential damages; (vii) a complete and accurate disclosure to end users of the privacy practices and policy applicable to your User Applications, and, (viii) such other terms as may be required by us for a specific component of Truveo.

f. Privacy Policy. You shall develop a privacy policy and incorporate the policy into your End User Agreement for your User Application. The privacy policy must follow generally accepted industry standards and must be easily accessible to your end users during and after installation. You shall, at a minimum, notify the end users of your User Application(s) that: (i) you are responsible for any personal or other data collected by your product or on your web site or both; and (ii) that certain components of the Truveo services may also collected and store personal or other data and, accordingly, the end users should check the privacy policy on the applicable web site for more information.

g. Usage Data. Our servers record information when users visit our websites or when User Applications call or invoke our services. This information may include, without limitation, the URL, IP address, browser type, developer key (if any) and access times and dates. We may use this information to promote, operate, and improve our services and properties and deliver the services that you or the users of your User Applications have requested through the Applications.

h. Trademark license. For purposes of this Agreement, the term "Trademarks" means all trademarks, trade names, service marks, logos, domain names, along with any other distinctive brand features of each party. You may use only the Trademarks that we specifically authorize you to use for the purpose of identifying your User Application's utilization of our services and for such other attributions or promotions that we may require for our services. The rights granted to you under this Agreement constitute a nontransferable, nonsublicenseable, nonexclusive license during the term of this Agreement to display such Trademarks solely as set forth expressly in this Agreement or any rules applicable to a User Application. We may terminate or modify your right to use any specific Trademark at any time for any reason. Your license to use such Trademarks expires immediately upon termination of this Agreement, if we modify of withdraw such license in our discretion, or if you discontinue the use of the Applications. You may use our Trademarks only in accordance with our guidelines. You hereby grant us a nontransferable, nonexclusive license during the term of this Agreement to use your Trademarks in our promotions or press releases (as determined by us in our sole discretion) regarding any User Application that incorporates the Applications and to the extent that it is necessary for us to provide the Applications to you.

You expressly agree that you will not:

display any of our Trademarks in any manner that implies a relationship or affiliation with, sponsorship, or endorsement by us, other than your use of the User Applications, or that can be reasonably interpreted to suggest editorial content has been authored by, or represents our views, or the views or opinions of Truveo, our parent, officers, directors, employees, agents or affiliates;
display our Trademarks on your User Applications if it contains or displays adult content or promotes illegal activities, gambling, or the sale of tobacco or alcohol to persons under twenty-one (21) years of age;
display our Trademarks as the most prominent element on any page of your website or User Application;
display our Trademarks in a manner that is misleading, defamatory, infringing, libelous, disparaging, obscene or otherwise objectionable to us as determined in our sole discretion;
display our Trademarks on your User Applications in a manner that violates any law or regulation; or
remove, distort or alter any element of our Trademarks (this includes squeezing, stretching, inverting, discoloring, etc.).

You understand and agree that we have the sole discretion to determine whether your use of our Trademarks is in accordance with the above restrictions.

Except as set forth in this section, nothing in this Agreement shall grant or shall be deemed to grant you any right, title or interest in or to our Trademarks. All use by you of our Trademarks (including any goodwill associated therewith) shall inure to our benefit. At no time during or after the term of this Agreement shall you challenge or assist others to challenge our Trademarks (except to the extent such restriction is prohibited by law) or the registration thereof by us or its parent, nor shall you attempt to register any Trademarks (including domain names) that are confusingly similar in any way (including but not limited to, sound, appearance and spelling) to those of Truveo.

You hereby grant us permission during the term of this Agreement to use your name and company logo in any materials and media in order to promote Truveo, Truveo products and services, and your participation and affiliation with any Truveo service.

i. Harmful Code; Publicly Available Software. Your User Application shall not (a) contain, be bundled with, or otherwise enable any viruses, Trojan horses, trap doors, back doors, worms, time bombs, cancelbots, adware, spyware or other computer programming routines that will damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.Your User Application may not incorporate any Publicly Available Software, in whole or in part, in a manner that may subject any Truveo service, in whole or in part, to all or part of the license obligations of any Publicly Available Software. As used herein, the term "Publicly Available Software" means any software that contains, or is derived in any manner (in whole or in part) from, any software that is distributed as free software, open source software or similar licensing or distribution models.

19. Payment. For any products offered for a fee, you agree to pay all charges for purchases that you make from us, including all applicable taxes, fees and surcharges. You agree to abide by any terms that will apply to purchases or subscriptions. You must select a payment method to pay us for all charges. If you use a credit card or other electronic payment process, you must give us accurate billing and payment information and keep this information up-to-date in the "My Account" or "Billing" section of the applicable fee-based service. We will bill you through the payment method that is associated with your account. If you use a credit card or other electronic payment method, you authorize us to charge your designated payment method for these charges and to retain information about the payment method associated with your account. If we do not receive payment from your designated payment method, you agree to pay all amounts due upon demand by us. Each time you use a for-fee service with Truveo, you reaffirm that (i) we are authorized to charge your designated payment method; (ii) we may submit charges incurred under your account for payment; and (iii) you will be responsible for such charges, even if your account is canceled or terminated.

19. DISCLAIMER OF WARRANTY; AS IS. WE PROVIDE TRUVEO "AS IS" AND WITH ALL FAULTS. YOU ARE USING TRUVEO AT YOUR OWN RISK. WE, OUR LICENSORS AND DISTRIBUTORS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES THAT TRUVEO IS FREE OF DEFECTS AND ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, THAT ALL DATA WILL BE SUCCESSFULLY OR SECURELY UPLOADED AND STORED ON TRUVEO, OR THAT IT WILL MEET YOUR REQUIREMENTS. WE DISCLAIM THE IMPLIED WARRANTIES THAT TRUVEO IS MERCHANTABLE, OF SATISFACTORY QUALITY, RELIABLE, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING, UNLESS SUCH IMPLIED WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. FURTHER, WE, OUR LICENSORS AND DISTRIBUTORS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF TRUVEO IN TERMS OF ITS CORRECTNESS, ACCURACY, PROFITABILITY OF THE SERVICE, RELIABILITY OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR AN AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY THAT CANNOT BE DISCLAIMED UNDER APPLICABLE LAW. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.

20. LIMITATION OF LIABILITY. WE, OUR LICENSORS AND DISTRIBUTORS HAVE NO LIABILITY WITH RESPECT TO YOUR USE OF TRUVEO. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR OUR PARENT, AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, LICENSORS, SUPPLIERS, PARTNERS, AGENTS OR RESELLERS (COLLECTIVELY, THE "TRUVEO GROUP") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE TRUVEO, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, CORRUPTION OF DATA, COMPUTER FAILURE OR MALFUNCTION. YOUR SOLE REMEDY WITH RESPECT TO ANY DISPUTE WITH US OR TRUVEO IS TO CANCEL YOUR USE OF TRUVEO.

21. Termination. We may cancel or suspend your access to Truveo or your User ID account immediately, without notice, for any reason, including without limitation, if there has been a violation of this or if you have failed to pay any fees for purchases that you make from us. Your right to use Truveo will end once your services are cancelled or terminated, and any data you have stored on Truveo, if any, may be unavailable later. If you have subscribed to any fee-based service, you remain responsible for paying any amounts owed on your account at the time your fee-based service and/or account is terminated or cancelled. If you are participating in any free promotional offer for accessing a fee-based service, you must cancel such service before the end of the free trial period to avoid incurring charges. Certain fee-based services may require cancellation charges, and you will pay all cancellation charges specified to you at the time you register for the service.

22. Indemnification. Upon a request by us, you agree to defend, indemnify, and hold harmless us and our parent and other affiliated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney's fees that arise from your use or misuse of Truveo arising out of the contents you submit, e-mail, transmit or make available through Truveo, your violation of these Terms of Service, or your violation of any rights of another user of Truveo. YOU RECOGNISE THAT IN MANY JURISDICTIONS, PUBLISHING OF CERTAIN TYPE OF MATERIAL INVITES CRIMINAL SANCTIONS. YOU ACKNOWLEDGE THAT YOU ALONE SHALL PERSONALLY BE RESPONSIBLE FOR SUCH CRIMINAL SANCTIONS, SHOULD THEY BE IMPOSED. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

23. International use. We make no representation that Truveo is appropriate or available for use in the country, geographic area or jurisdiction where you are located, and accessing Truveo from territories where the Content accessed via the Truveo services may be illegal or is prohibited. You are responsible for compliance with local laws when you access and use Truveo.

24. U.S. GOVERNMENT END-USERS. Truveo and any software products offered with Truveo are a "commercial item," as that term is defined in 48 C.F.R. 2.101, consisting of "commercial software" and "commercial computer documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995) and 48 C.F.R. 227.7202 (June 1995). Consistent with 48 C.F.R. 12.212, 48 C.F.R. 27.405(b) (2) (June 1998) and 48 C.F.R. 227.7202, all end users, including U.S. Government end users acquire Truveo software products with only those rights as set forth herein.

25. Electronic transactions and notices. You understand and agree that Truveo is an online service and that we transact with our customers electronically. Your affirmative act of accessing and using Truveo constitutes your acceptance to the terms of this Agreement. This Agreement shall have the same force and effect as an agreement in writing. You further agree to receive all required notices ("Notices") from us electronically. WE MAY PROVIDE NOTICES TO YOU ELECTRONICALLY (1) VIA THE E-MAIL IF YOU HAVE PROVIDED US OR (2) BY POSTING THE NOTICE ON A WEBSITE DESIGNATED BY US FOR THIS PURPOSE. The delivery of any Notice is effective when sent or posted by us, regardless of whether you read the Notice or actually receive delivery. You can withdraw your consent to receive Notices electronically by discontinuing your use of Truveo.

26. Injunctive relief. You acknowledge and agree that, notwithstanding any other provisions of this Agreement, your breach or threatened breach of this Agreement shall cause us irreparable damage for which recovery of money damages would be inadequate and that we, therefore, may obtain timely injunctive relief to protect its rights under this Agreement in addition to any and all other remedies available at law or in equity.

27. No support. We have no obligation to provide support services for Truveo, although we may do so in our sole discretion.

28. Jurisdiction; Venue. You agree that the laws of the Commonwealth of Virginia, United States of America, govern this Agreement and any claim or dispute that you may have against us, without regard to Virginia's conflict of laws rules, and that the United Nations Convention on Contracts for the International Sale of Goods shall have no applicability. You further agree that any disputes or claims that you may have against us will be resolved by a court located in the Commonwealth of Virginia, and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

PLEASE NOTE THAT BY AGREEING TO THESE TERMS OF USE, YOU ARE: (1) WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST US BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN; (2) IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, STATE OR FEDERAL COURTS IN THE COMMONWEALTH OF VIRGINIA OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH US; AND (3) SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF COURTS LOCATED IN THE COMMONWEALTH OF VIRGINIA FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS.

29. Miscellaneous. (a) This Agreement constitutes the entire agreement between you and us concerning the subject matter of this Agreement, which may only be modified by us. (b) This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (c) If any part of this Agreement is held invalid or unenforceable, that part shall be construed to reflect the parties' original intent as nearly as practicable, and the remaining portions remain in full force and effect, or we may at its option instead terminate this Agreement. (d) The controlling language of this Agreement is English. If you have received a translation into another language, it has been provided for your convenience only. (e) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. (f) You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. We may assign this Agreement to any entity at its sole discretion. (g) This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns. (h) Neither party shall be in default or be liable for any delay, failure in performance or interruption of service resulting directly or indirectly from any cause beyond its reasonable control. (i) Sections 7-11, 13, 14 and 17 through 28 shall survive expiration or termination of this Agreement.

Last Updated: 3 January 2008