Benefits Light Bulb Video Rental, Terms and Conditions
1. License Rights. Upon receipt of all applicable rental fees, Futuro Sólido grants to Client a non-exclusive, non-transferable, fully-paid, limited license solely to access and display the licensed Videos to Client’s employees on any Client device capable of accessing the Futuro Sólido server, as many times as desired during the Term at the license location. Employees who work at this location may be provided with the link to Light Bulbs and supplementary materials so that they may access material at their homes during the rental period. Written materials may be printed one time per employee and distributed to such employee during the Term; otherwise, Client may not make any copies of the Videos or printed materials, whether electronic or otherwise. All other uses of the Videos not expressly allowed hereunder are strictly prohibited, including without limitation any sub-licensing, renting, leasing, time-sharing, re-selling or other commercialization thereof. After the Term, all rights to access, view or otherwise utilize the Videos terminate.
2. Video Support. Futuro Sólido will take reasonable precautions to maintain the accessibility of its server, and Client and/or its employees and/or customers will be solely responsible for accessing the Videos via their own devices (e.g., computer, phone, etc.).
3. Intellectual Property. The Videos are proprietary copyrighted material owned exclusively by Futuro Sólido. Futuro Sólido retains all right, title and interest in all Videos, and license rights not expressly granted to Client herein are reserved to Futuro Sólido.
4. Warranty. Futuro Sólido warrants that Videos’ server will conform to and remain accessible in accordance with generally accepted industry standards. Client's sole and exclusive remedy and Futuro Sólido's entire liability for breach of the above warranty will be an extension of the Term coextensive with the length of any server downtime that prevented Client from accessing the Videos. Except as specified in this SECTION, all express or implied conditions, representations and warranties, including any implied warranty or condition of merchantability, satisfactory quality, fitness for a particular purpose, OR NON-INFRINGEMENT, are hereby excluded to the maximum extent permitted by law.
5. Limitation of Liability. Futuro Sólido's maximum aggregate liability for all claims relating to this Agreement, whether for breach of contract, breach of warranty or in tort, including negligence, will be limited to an amount equal to the aggregate sum of all fees paid to Futuro Sólido in the week prior to the date the claim, and in no event will Futuro Sólido be liable for any indirect, special, incidental or consequential damages in connection with or arising out of this Agreement.
6. Term; Termination. This Agreement shall extend for the duration of the Term associated with the purchased license rights above, provided that Futuro Sólido may terminate Client access if Client has violated the terms of the purchased license or this Agreement. All fees are non-refundable.
7. Assignment. Client may not assign or otherwise transfer any of its rights or obligations under this Agreement.
8. Dispute Resolution and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, excluding its choice of law provisions. The parties hereby exclusively and irrevocably submit to, and waive any objection against, the personal jurisdiction and venue of the United States District Court for the District of Colorado, and the state courts of the State of Colorado located in the County of Denver, Colorado. In any successful action by Futuro Sólido to recover amounts properly owed or to enforce license restrictions, Futuro Sólido shall be entitled to immediate reimbursement of its costs of collection, including without limitation attorneys’ fees, filing and court costs.
9. Publicity. Futuro Sólido may use Client's name in promotional materials, including press releases, presentations and customer references regarding the use of Videos. These permissions are free of charge for worldwide use in any medium. Futuro Sólido will obtain Client's prior approval for publicity that contains claims, quotes, endorsements or attributions by Client, such approval not to be unreasonably withheld.
13.1 Force Majeure. A party is not liable under any Agreement for non-performance caused by events or conditions beyond that party's reasonable control, if the party makes reasonable efforts to perform. This provision does not relieve either party of its obligation to make payments then owing.
13.2 Notices. All written notices, including by electronic mail or facsimile, required by this Agreement must be delivered in person or by means evidenced by a delivery receipt or acknowledgment and will be effective upon receipt.
13.3 Severability & Survival. If any provision of this Agreement is held invalid, in whole or in part, by any law or regulation of any government or by any court or arbitrator, such invalidity will not affect the enforceability of other provisions or portions thereof. Rights and obligations under this Agreement which by their nature should survive, will remain in effect after termination or expiration of this Agreement.
13.4 Waiver & Modification. Any express waiver or failure to exercise promptly any right under this Agreement will not create a continuing waiver or any expectation of non-enforcement. No modification to this Agreement will be binding, unless in writing and manually signed by an authorized representative of each party.
13.5 Entire Agreement. This Agreement constitutes the parties' entire agreement relating to its subject matter. It cancels and supersedes all prior or contemporaneous oral or written communications, proposals, conditions, representations and warranties and prevails over any conflicting or additional terms contained in any quote, purchase order, acknowledgment, or other communication between the parties relating to its subject matter during its term.
There is no cost to use our non-fee based services. Our website may not be available at all times or in all areas. We reserve the right at any time in our sole discretion, without notice or liability to you, to deny service to you, to modify or discontinue our website or the services we offer or to charge fees for the use of our website.
2. Code of Conduct. While using our website and materials, you agree to comply with all applicable laws, rules and regulations. In addition, we expect users of our website to respect the rights and dignity of others. You agree not to:
Restrict or inhibit any other visitor or subscriber from using our website, including, without limitation, by means of “hacking” or defacing any portion of our website;
Transmit or otherwise make available in connection with our website:
any content or information that is fraudulent, threatening, intimidating, abusive, libelous, defamatory, obscene, indecent, pornographic or otherwise objectionable or would give rise to criminal or civil liability;
any material, non-public information about companies without the authorization to do so;
any content or information that encourages conduct that constitutes a criminal offense or that encourages or provides instructional information about illegal or potentially illegal activities;
any content or information that is or may be protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express consent of the owner of such right; or
any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or other unsolicited commercial communication (except with our prior written consent);
Engage in spamming or flooding;
Transmit any software or other materials that contain any viruses, worms, trojan horses, easter eggs, web bugs, cancelbot, “spyware,” defects, date bombs, time bombs or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment or any other actually or potentially harmful, disruptive or invasive code or component;
Interfere with or disrupt the operation of our website or the servers or networks that host our website or make our website available or disobey any requirements, procedures, policies or regulations of such servers or networks;
Impersonate any person or entity, including but not limited to any of our agents or representatives, falsely state or otherwise misrepresent your affiliation with any person or entity or express or imply that we endorse any statement you make, without our prior written consent;
“Frame” or “mirror” any part of our website without our prior written consent;
Use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way determine, archive, reproduce or circumvent the navigational structure or presentation of our website or its contents;
Create a database by systematically downloading and storing all or any of the materials from our website; or
Interfere with or violate any other website visitor’s or user’s right to privacy or other rights or harvest or collect information about website visitors or users without their express consent.
3. Our Information. Although we strive to provide materials that are both useful and accurate, laws, regulations, data and other information change frequently and are subject to varying interpretations. In addition, the facts and circumstances of every situation differ. Accordingly, although we endeavor to use reasonable care in assembling the materials, the materials may not be up-to-date, accurate or complete. If you wish to see whether you have the most recent version of the materials made generally available by us, please contact us by clicking on the “Contact Us” link on our website with your request. We note that even the most recent version available from us may not be up-to-date, accurate or complete.
Portions of the materials have been contributed to our website by various industry specialists and service providers. The inclusion of such information does not indicate any approval or endorsement of such providers, and we expressly disclaim any liability with respect to the foregoing.
7. Dealings with Third Party Providers. Your correspondence or business dealings with, or participation in promotions sponsored by, any third party providers of goods or services found on or through our website, and any terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party provider. You agree that we are not responsible or liable for any loss or damage of any sort incurred in connection with any such dealings or as the result of the presence of such third parties’ materials on our website.
8. Jurisdictional Issues. Our website is solely directed to individuals residing in the United States. We make no representation that materials available on or through our website are appropriate or available for use in other locations. If you choose to access our website from locations outside of the United States, you do so on your own initiative and at your own risk, and are responsible for compliance with applicable laws. We reserve the right to limit the availability of our website and the provision of any service, program or other product described on our website to any person, geographic area or jurisdiction, at any time and in our sole discretion. You agree not to transport, import, export, or re-export all or any part of the materials to (or to a national or resident of): (a) Cuba, Iraq, Libya, Liberia, North Korea, Iran, Syria, Serbia, Sudan or any other country to which the U.S. has embargoed goods or (b) any person or entity on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. You also represent, warrant and covenant to us that you are not located in or under the control of any such country or on any such list.
9. Termination. We may terminate your use of our website or any part of it and your account with us at any time and for any reason without any notice to you. Neither we nor any of our affiliates will be liable to you or any third party for any termination of your access to any part of our website or your account.
10. Disclaimers and Limitation of Liability. EXCEPT AS OTHERWISE SET FORTH ON OUR WEBSITE OR MATERIALS, OUR WEBSITE, THE MATERIALS ON OUR WEBSITE AND ANY PRODUCT OR SERVICE OBTAINED THROUGH OUR WEBSITE ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE AND OUR AFFILIATES, LICENSORS, SUPPLIERS, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. NEITHER WE NOR ANY OF OUR AFFILIATES, LICENSORS OR SUPPLIERS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO OUR WEBSITE OR MATERIALS CONTAINED ON OUR WEBSITE, ANY LINKED SITE OR ANY MATERIALS, PRODUCTS OR SERVICES OBTAINED THROUGH OUR WEBSITE, EVEN IF WE HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. WE AND OUR AFFILIATES, LICENSORS, SUPPLIERS, AND AGENTS DO NOT WARRANT THAT YOUR USE OF OUR WEBSITE OR MATERIALS WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED OR THAT OUR WEBSITE, THE SERVER(S) ON WHICH OUR WEBSITE IS HOSTED OR OUR MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR OBTAINING AND MAINTAINING ALL TELEPHONE, COMPUTER HARDWARE AND OTHER EQUIPMENT NEEDED TO ACCESS AND USE OUR WEBSITE, AND ALL CHARGES RELATED THERETO. NO OPINION, ADVICE OR STATEMENT OF US OR OUR AFFILIATES, LICENSORS, SUPPLIERS, AGENTS OR VISITORS, WHETHER MADE ON OUR WEBSITE OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR WEBSITE, MATERIALS OR ANY LINKED SITE IS TO STOP USING OUR WEBSITE, MATERIALS OR LINKED SITE, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO US FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO ACCESS OUR WEBSITE OR USE OUR MATERIALS. YOUR USE OF OUR WEBSITE AND ANY MATERIALS PROVIDED THROUGH OUR WEBSITE IS ENTIRELY AT YOUR OWN RISK.
12. Notice for California Users. Under California Civil Code Section 1789.3, California website users are entitled to the following specific consumer rights notice: California residents may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.
Adopted October 1, 2005.