These Terms of Service (Terms) constitute a legally binding agreement made between you, whether personally or on behalf of an entity (you) and Vylo Inc (Vylo), concerning your access to and use of the Vylo application.
When you create a Vylo account or use Vylo, you agree that you have read, understood, and agree to be bound by all of these Terms.
We reserve the right, in our sole discretion, to make changes or modifications to these Terms at any time and for any reason. We will alert you about any changes by updating the "Last updated" date of these Terms, and you waive any right to receive specific notice of each such change. Please ensure that you check the applicable Terms every time you use Vylo so that you understand which Terms apply. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms by your continued use of Vylo after the date such revised Terms are posted.
The information provided on Vylo is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access Vylo from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
Unless otherwise indicated, Vylo is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on Vylo (collectively, the Content) and the trademarks, service marks, and logos contained therein (collectively, the Marks) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions. The Content and the Marks are provided on Vylo "AS IS" for your information and personal use only. Except as expressly provided in these Terms, no part of the Vylo and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.
Provided that you are eligible to use Vylo, you are granted a limited license to access and use Vylo solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to Vylo, the Content and the Marks.
By using Vylo, you represent and warrant that:
You may not access or use Vylo for any purpose other than that for which we make Vylo available. Vylo may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.
As a user of Vylo, you agree not to:
By submitting suggestions or other feedback regarding Vylo, you agree that we can use and share such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on Vylo. You are solely responsible for your Contributions to Vylo and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding Vylo (Submissions) provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original to you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
We reserve the right, but not the obligation, to: (1) monitor Vylo for violations of these Terms; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from Vylo or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage Vylo in a manner designed to protect our rights and property and to facilitate the proper functioning of Vylo.
These Terms shall remain in full force and effect while you use Vylo.
Without limiting any other provision of these terms, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of Vylo (including blocking certain IP addresses), to any person for any reason or for no reason, including without limitation for breach of any representation, warranty, or covenant contained in these Terms or of any applicable law or regulation. We may terminate your use or participation in Vylo or delete any content or information that you posted at any time, without warning, in our sole discretion.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.
We reserve the right to change, modify, or remove the contents of Vylo at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on Vylo. We also reserve the right to modify or discontinue all or part of Vylo without notice at any time. We will not be liable to you or any third party for any modification, suspension, or discontinuance of Vylo.
We cannot guarantee Vylo will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to Vylo, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify Vylo at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use Vylo during any downtime or discontinuance of Vylo.
Nothing in these Terms will be construed to obligate us to maintain and support Vylo or to supply any corrections, updates, or releases in connection therewith.
These Terms shall be governed by and defined following the laws of the State of Delaware, and you irrevocably consent that the United States District Court for the District of Delaware shall have exclusive jurisdiction to resolve any dispute which may arise in connection with these Terms.
Without prejudice to the foregoing, you agree that, in its sole discretion, Vylo may also bring any claim we have against you related to efforts to abuse, interfere, or engage with our products in unauthorized ways in the country in which you reside that has jurisdiction over the claim.
To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms (each a Dispute and collectively, the Disputes) brought by either you or us (individually, a "Party" and collectively, the "Parties"), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least ten days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.
Any dispute arising out of or in connection with this contract, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by the International Commercial Arbitration Court (ICAC) under the European Arbitration Chamber (Belgium, Brussels, Avenue Louise, 146) according to the Rules of this ICAC, which, as a result of referring to it, is considered as the part of this clause. The number of arbitrators shall be two. The language to be used in the arbitral proceedings shall be English. The cost of the arbitral proceedings shall be borne entirely by the Party bringing the Dispute to arbitration.
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law,
There may be information on Vylo that contains typographical errors, inaccuracies, or omissions, including descriptions, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on Vylo at any time, without prior notice.
Vylo is provided on an AS-IS and AS-AVAILABLE basis. You agree that your use of Vylo and our services will be at your sole risk. To the fullest extent permitted by law, we disclaim all warranties, express or implied, in connection with Vylo and your use thereof, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We make no warranties or representations about the accuracy or completeness of Vylo's content or the content of any websites linked to Vylo and we will assume no liability or responsibility for any
In no event will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of Vylo, even if we have been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us. Certain US state laws and international laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply to you, and you may have additional rights.
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of:
We will maintain certain data that you transmit to Vylo for the purpose of managing the performance of Vylo, as well as data relating to your use of Vylo. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using Vylo. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
Accessing Vylo, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on Vylo, satisfy any legal requirement that such communication be in writing. You hereby agree to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed by us or via Vylo. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
These Terms and any policies or operating rules posted by us on Vylo or in respect to Vylo constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. These Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms or use of Vylo. You agree that these Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.
In order to resolve a complaint regarding Vylo, receive further information regarding Vylo, or bring anything else to our attention, please contact us via email, at firstname.lastname@example.org.
If you do not want to agree to these or any updated Terms, you can delete your account, here.