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Terms & Conditions - Finish
Terms of Service ________________________________________________________________________ Last modified: April 24, 2020 1. Acceptance of Terms Solvacom Inc ("the Company," "We," "Us" or "Our") welcomes you to our website located at www.onlycast.tv (hereinafter collectively referred to as the "Website"). The Company provides a subscription-based cloud solution that enables Hotels/Businesses to deploy Chromecast in guest rooms (the "Cloud Solution") using either the free downloadable virtual appliance available on the Website (the "Virtual Appliance") or by purchasing the hardware (the "Product") available for sale at odoo.solvacom.us (the "Online Store"). These Terms of Service (hereinafter the "Terms" or the "Agreement") sets forth the obligations and conditions between you (the "Client," "User," "You" or "Your") and the Company relating to your use of the Cloud Solution and/or the Website. PLEASE READ THIS AGREEMENT CAREFULLY BEFORE SUBSCRIBING TO THE CLOUD SOLUTION (THE "SERVICE"). YOUR USE OF THE SERVICE IS EXPRESSLY CONDITIONED ON YOUR ACCEPTANCE OF THIS AGREEMENT. BY SUBSCRIBING TO THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS IN THIS AGREEMENT PLEASE DO NOT USE THE SERVICE. 2. Eligibility By proceeding to use the Service, you represent that you are at least 18 years of age or minimum legal age in your country of residence (if older than 18 years), and you have the legal capacity to enter into a binding contract with the Company. If you enter into this Agreement on behalf of an entity, you represent and warrant that you have the authority to act on behalf of that entity and to bind the former to this Agreement. You further represent and warrant that you are not prohibited from receiving products of U.S. origin, including but not limited to services or software. If you are unable to make the representations mentioned above, you are prohibited from accessing our Services. 3. Use of the Service a. User Account Registration Clients can sign up for a user account ("User Account") on the Website to make use of the Service. At the time of your User Account registration, you will be required to provide us with correct and current information including but not limited to your full name, email address, business name, business address and business phone number. Any personal information collected by us during the course of delivering our Service is processed in accordance with our Privacy Policy. Please carefully read our Privacy Policy before signing up for a User Account. The Company provides all User Accounts at its sole discretion. We may refuse to offer a User Account without providing any reason for our decision. We reserve the right to terminate any User Account if we have any reason to believe that a User has violated any provision of this Agreement. By signing up for a User Account, you represent and warrant that all information provided by you is true, complete, and current. In the event of any material change in your User Account details, please immediately amend your details by logging into your User Account alternatively by contacting us at contact@solvacom.us with the words "Account details" in the subject line. Any act of providing us with incorrect, incomplete, or inaccurate information shall constitute a material breach of these Terms. You agree to keep your User Account login credentials confidential, and you shall be solely responsible for any activity that occurs under your User Account. You agree to follow all security measures currently or hereinafter maintained by the Company to ensure the Service is used as intended. In the event of any security breach or suspicious activity, you must immediately notify us at contact@solvacom.us. You hereby release the Company, and its officers from any liability, costs, damages, claim or action arising out of or associated with any unauthorized access to your User Account. Your decision to use the Service is entirely at your own risk. b. Ancillary Costs To make use of the Service, you will require access to the internet, and either download the free Virtual Appliance offered on the Website or purchase the Hardware from our Online Store. If you make use of the free Virtual Appliance, you will be solely responsible for providing a suitable hardware and software environment in which to install and run the Virtual Appliance. If you decide to purchase the Hardware, you will be governed by the terms of sale of our Online Store, in addition to these Terms of Service. Please refer to our administration guide for more information. You acknowledge and agree that any costs associated with deploying our Service, including but not limited to access to the internet and other requirements stated in our administration guide, are solely for your account. The Company shall not be liable to cover such costs incurred in your access to the Service. c. Dependencies and Disclaimer Our Service is built on code that is developed according to the current version of Google Cast API (the "API"). The API is provided by Google LLC, with offices at 1600 Amphitheatre Parkway, Mountain View, California 94043, United States (hereinafter "Google"). You understand and accept that Google may introduce breaking changes in new API versions and/or make changes to their protocol, which may hinder your ability to use our Service. In the event of any such changes, to the extent practical and financially viable, the Company will take all reasonable steps to adapt to the changes to restore your use of the Service. However, we are unable to offer you any guarantees as to the time it may take to restore your use of the Service or whether we will be able to successfully adapt to any future versions of the API and/or restore your use of the Service. THE COMPANY EXPRESSLY DISCLAIMS ALL LIABILITY FOR LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF INVESTMENT OR ANY COST OF ACQUIRING SUBSTITUTE PRODUCTS/OR SERVICES INCURRED BY YOU AS A RESULT OF ANY TEMPORARY OR PERMANENT SERVICE FAILURE, INTERRUPTION OR CESSATION. You understand and accept that changes in Google’s business practices, national and international laws and/or regulations may restrict the availability of our Service in certain jurisdictions. If you are based in a jurisdiction where we are not authorized to offer our Services, you will not be able to access our Services. Your sole remedy in such situations is to find other substitute services. If you do not agree with any part of the aforementioned disclaimer of the Company’s liabilities, you are strictly prohibited from using our Service. 4. Subscription Plans, Payments, and Cancellations The Company currently offers two main subscription plans: Lite Plan and Pro Plan with monthly or annual billing option ("Plans" or "Subscription Plans"). ● Lite Plan is suitable for Users who have five or fewer Chromecast devices. Lite Plan Users can make use of our Cloud Solution for free; ● Pro Plan is suitable for Users who wish to subscribe for more than five Chromecast devices. The Pro Plan is a paid subscription plan. The subscription fee is calculated based on the number of Chromecast devices for which the User subscribes. For the avoidance of doubt, if a User has ten Chromecast devices, but only subscribes for eight Chromecasts, such User will only be able to connect eight Chromecast devices using our Service. Our current Subscription Plans and applicable fees are listed on our Website and our Online Store. ○ Annual Billing - If you opt for an annual billing option for your Pro Plan subscription, you will be billed the full amount at the time you subscribe to the Service. You can cancel your annual subscription at any time within the first 30 days, starting from the date of your subscription ("free cancellation period") and we will refund the full fee paid by you. However, if you do not cancel your subscription within the free cancellation period, your subscription will remain active for one year and will automatically expire at the end of one year. Please note, we will notify you 30 days before the expiration date, to renew your subscription. If you do not renew your subscription, your User Account will be suspended at the end of your annual subscription term. ○ Monthly Billing - If you opt for a monthly billing option for your Pro Plan subscription, you will be billed for the first month’s subscription at the time of signing up. You can cancel your subscription at any time within the free cancellation period and we will refund the first month’s subscription. However, if you do not cancel your subscription within the free cancellation period, you will be billed each month on an automatically recurring basis until you choose to cancel your subscription. You are advised to cancel your subscription at least 24 hours before it is due for renewal to avoid being billed for the next billing cycle. No refunds will be processed after the free cancellation period has elapsed. Please note that the free cancellation period is only available to Users once. If you cancel your subscription within the free cancellation period and receive a full refund, you will not be eligible for another free cancellation period if you decide to resubscribe to the Service. You may cancel your subscription by notifying us at contact@solvacom.us. We do not process any credit/debit card details from our Users, and Stripe Inc processes all sensitive payment card information in accordance with their legal agreements. In the event we are unable to process your payment to renew your plan for the new billing cycle, we will attempt to contact you. If you fail to make the payment within seven days from the time we contact you, we reserve the right to suspend or terminate your access to the Service. Please note that we will not be held responsible for any claims relating to the loss of revenue, loss of reputation, lost opportunity, or any costs of acquiring substitute services as a result of the suspension or cancellation of your access to the Service resulting from any non-payment of your subscription fee. Please note that you will be required to pay the full outstanding subscription fee to reactivate your access to the Service after any cancellations arising as a result of the non-payment of subscription fees. ● Cancellation by Company We reserve the right to cancel or suspend your access to our Services if we find that: ● You have violated any provisions of this Agreement; ● Your conduct is harmful to the Company, its Users or any other third party; or ● If we cease our business operations for any reason. ● Refunds Policy Where you are eligible for a full or partial refund, we will process such a refund via the original payment mechanism, and the refund will be made to the account from where the original payment was received. The Company reserves the right to modify its subscription fees, payments, and cancellation policy at any time at our sole discretion. Any changes in our subscription fees will only become effective after 30 days from the date of the notice. Such subscription fee notice will be deemed to have been given on the date we send the notification email to you. 5. Intellectual Property You agree that all copyrights, trademarks, trade secrets, know-how, and other intellectual property rights in or related to the Website and the Service, including but not limited to software code, scripts, interfaces, graphics, displays, text, documentation, updates, modifications, bug fixes, images, audio, or video files, are either owned by the Company or by its third-party licensors (the "Content"). All the Content is protected by copyrights, trademarks, service marks, patents, and other applicable proprietary rights. Unless expressly provided in this Agreement or otherwise allowed by the normal use of the Service, you may not copy, download, reproduce, duplicate, upload, modify, publish, broadcast, transmit, distribute, perform, sell, display, or otherwise use any of the Content. The Company hereby grants you a revocable, non-exclusive, non-transferrable, limited license to access the Website and use the Service in accordance with the terms and conditions of this Agreement, and any other additional applicable licenses. You acknowledge and accept that the Service is licensed, not sold, to you for your use in accordance with the terms and conditions of this Agreement. Unless expressly stated otherwise in this Agreement, you do not possess, and the Company does not grant you any express or implied rights in or to any intellectual property. All such rights are retained by the Company and/or third-party owner of such rights. The Company does not represent or warrant that the Service will be compatible with any other hardware, software, or device other than those specified on our administration guide at the time you subscribe to our Service. You shall be solely responsible for addressing any third party claims resulting from your use of the Services. You hereby agree to immediately notify the Company of any third party claims relating to your use of the Services of which you become aware. Our name "Onlycast" and our logos, icons, domain names (collectively, "Marks") are our property. Nothing contained on the Website or Service should be construed as granting, by implication or otherwise, any license or right to use our Marks, for any products or Services that are not owned or operated by us. Any unauthorized use of our Marks, third party’s trademarks, service marks, logos, icons, or trade names is strictly prohibited. 6. Copyright Infringement Notice If you believe that your copyrighted content has been used in the Service in a way that violates your copyright or intellectual property right, please send a written notice with the following information: ○ Description of the copyrighted work that is claimed to be infringing your copyright or intellectual property right; ○ A clear description of the location where such copyrighted work is used or located on our Service; ○ Your contact information including your name, phone number, and email address; ○ A signed statement by you confirming that you have a good faith belief that the use of the content is unauthorized and a violation of copyright law; ○ A statement by you, made under penalty of perjury, confirming that all the information provided in your notice to the Company is accurate and you are either the owner of the copyrighted work or have been authorized by the owner to communicate with us regarding the copyright infringement. The notice with all the information must be sent to us at: Solvacom Inc 55 South High St, Ste 205, 43017 Dublin Ohio Please note that the Company is authorized to disregard your notice if you fail to provide all the listed information in your written notice. 7. Acceptable Use Policy By subscribing to use the Service, you expressly agree that: ● You will not violate any applicable laws, rules or regulations by accessing or using the Services; ● You will not use the Service offered by the Company for conducting any unlawful, illegal or prohibited activity; ● You will not copy, store, republish, distribute any Content or part of the Service made available to you by the Company without our express consent; ● You will not remove, obscure or alter any proprietary notices of the Company or its licensors as displayed anywhere in the Content or on the Service; ● You will immediately notify the Company of any issues that you encounter during your use of our Service; ● You will not decompile, disassemble, or reverse engineer any portion of the Service; ● You will not modify, adapt, translate, improve, enhance or create derivative work from the Service; ● You will not use any robot, spider, site scraping/retrieval application or any other automated routines in order to scrape any data/information from any part of the Website/Service; ● You will not reformat or frame any portion of the Website without the express written consent of the Company, which may be declined in our sole discretion; ● You will not post or submit any content or material on any website, that falsely expresses or implies that such content or material is sponsored or endorsed by the Company; ● You will not take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on our IT infrastructure; ● You will not post, share or promote any content on our Website that is demeaning to a group whether based on race, disability, age, sexual orientation, gender identity, violent, pornographic, sexually explicit, defamatory, suggestive, illegal or unethical. Some parts of our Service may utilize or include third party software that is subject to such third party’s license terms ("Third Party Software"). By proceeding to use our Service, you acknowledge and agree that your right to use such Third Party Software is subject to such third party’s terms and conditions. In the event of any conflict between any provision of this Agreement and the license terms of a third party software, the latter shall prevail. Any violation of this Acceptable Use Policy by you will result in termination of your access to the Service without notice. 8. Maintenance and Support a. Temporary deactivation or Suspension The Company reserves the right in its sole discretion to deactivate or/and suspend your access to the Service with or without giving any prior notice to you to carry out: system maintenance or/and upgrading or/and testing or/and repairs or/and other related work. The Company disclaims all liability for any loss, damage, costs, or expense that a User may suffer or incur, as a result of such deactivation or/and suspension. b. Online Support Online support is included free of charge for all Pro Plans. Unless expressly agreed otherwise, all support requests must be sent to contact@solvacom.us. Please note that in order for our technical support team to assist you with any Service-related issues, we would require your cooperation. You will be required to provide us with a detailed description of the issue, and if required, we may ask for additional information including but not limited to screenshots or screencasts demonstrating the issue that you are facing. Although we do not have any legal obligation to offer online support to Lite Plan Users, whenever possible, we will support our Lite Plan Users on a best effort basis. Please note that our online support service is only available to Users who comply with this Agreement. We are unable to assist Users who breach any provision of this Agreement or Users who refuse to cooperate with our technical support team to resolve the issue. The Company will not be held liable for any loss or damage suffered by User as a result of User’s breach of this Agreement or failure to cooperate with our technical support team. 9. Account Termination Either the User or the Company may terminate this Agreement at any time in accordance with the provisions of this Agreement. A User may terminate their User Account at any time by accessing their account settings or by contacting us at contact@solvacom.us with the words ‘account termination’ in the subject line. Once a User Account is terminated, it cannot be reactivated at a later stage after you have deleted it. The Company reserves the right to terminate this Agreement or your access to the Service at any time without giving prior notice to you if we find that: ● You have violated the terms of this Agreement; ● You have violated any applicable laws; ● Your conduct is harmful to the Company or any of its Users; or ● We cease our business operations for any reason. If you have been previously banned from using the Service or your account has been restricted or terminated by the Company, you understand that you are strictly forbidden from: ● Creating a new User Account with different sign-up information; or ● Try to gain access to the Service through any other unauthorized mechanism. 10. Export Control You acknowledge that the software made available through the Service may be subject to U.S. export control laws and import/export regulations in other countries. You agree to comply with such applicable laws and regulations and you agree that you will not transfer or export such software from the United States or re-export such software outside the United States in violation of U.S. export laws and regulations. The Company does not authorize the downloading or exportation of any software or data from the Cloud Solution to any jurisdiction prohibited by the U.S. export control laws and regulations. 11. Electronic Communication All communication between you and the Company is through electronic means, including when you visit our Website, send us emails, and when we send notices to you either through emails or by posting them on our Website. For the purposes of this Agreement you: ● Consent to receive communications from the Company in an electronic form; and ● Agree that all the Terms, notices, disclosures, and other communications that the Company provides you electronically satisfy any legal requirement that such communication should be in writing. 12. Dispute Resolution In the event of any dispute, the User and the Company (the "Parties") agree to take all reasonable steps for an amicable resolution of such dispute. The User agrees to provide a written summary of the dispute to the Company as soon as the dispute arises along with their proposed resolution. The Company agrees to respond to the User dispute within twenty-five (25) days from the date of receipt of dispute summary and either agree to the proposed resolution or propose an alternative resolution in writing to the User. If the User is satisfied with the Company’s proposed resolution, the agreement must be communicated to the Company within seven (7) calendar days from the date of receipt of the Company’s response. The Company’s written response shall be deemed in the nature of settlement discussion and shall not be admissible in any further proceeding. 13. Disclaimer of Warranties THE WEBSITE/SERVICE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ANY WARRANTIES REGARDING THE RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE SERVICE. THE COMPANY DOES NOT WARRANT THAT THE DELIVERY OF THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE; THAT ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED; THE SERVICE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THE COMPANY WILL BE ABLE TO DETECT, LIMIT OR PREVENT ANY PROHIBITED ACTIVITIES. NO INFORMATION OR ADVICE OBTAINED BY YOU FROM THE WEBSITE OR THROUGH THE COMPANY SHALL CREATE ANY WARRANTY THAT IS NOT EXPRESSLY STATED IN THESE TERMS. THE COMPANY MAKES NO REPRESENTATION REGARDING THE SUITABILITY OR AVAILABILITY OF THE SERVICE IN LOCATIONS OTHER THAN THOSE SPECIFIED ON THE WEBSITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU ACKNOWLEDGE THAT YOU HAVE NOT RELIED ON ANY WARRANTIES OTHER THAN THOSE EXPRESSLY SPECIFIED IN THIS AGREEMENT. YOUR DECISION TO USE THE SERVICE IS SOLELY AT YOUR OWN RISK. 14. Limitation of Liability TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, THE COMPANY, ITS OFFICERS, AFFILIATES OR EMPLOYEES WILL NOT BE HELD LIABLE TO YOU, OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES INCLUDING BUT NOT LIMITED TO DAMAGES FOR ANY BUSINESS INTERRUPTION, LOSS OF REVENUE, PROFITS, SAVINGS, GOODWILL, ANTICIPATED BUSINESS, ANY COST OF PROCURING SUBSTITUTE SERVICES OR ANY INTANGIBLE LOSSES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY, EVEN IF THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS, ARISING OUT OF OR CONNECTED WITH (I) THE USE OR INABILITY TO USE THE SERVICES, (II) ERRORS, MISTAKES OR INACCURACIES IN ANY CONTENT/SERVICE (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATION OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU, IN SUCH JURISDICTIONS THE COMPANY’S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. IF THE COMPANY, ITS OFFICERS, AFFILIATES OR EMPLOYEES’ ARE FOUND TO BE LIABLE TO YOU, THE COMPANY’S AGGREGATE LIABILITY TO YOU (WHETHER UNDER CONTRACT, TORT, STATUTE OR OTHERWISE) SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO THE COMPANY IN THREE MONTHS PRECEDING THE EVENT THAT GAVE RISE TO YOUR CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER. 15. Indemnification You agree to release, defend, indemnify, and hold harmless the Company, its founders, affiliates, subsidiaries, members and employees against any claims, liabilities, charges, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with: (i) Your violation of any law, or third party rights; or (ii) Your violation of these Terms. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree not to settle any matter subject to this indemnification obligations without the express consent and approval of the Company. This provision is intended to survive the termination of this Agreement. 16. Governing Law and Jurisdiction This Agreement shall be construed in accordance with the laws of the State of Ohio without regard to any conflict of laws provisions. Any action or claims between the Parties arising out of this Agreement or the use of the Service shall be brought in the state or federal courts located in the city of Dublin, Ohio. 17. WAIVER OF JURY TRIAL THE COMPANY AND THE USER BOTH KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHT TO A TRIAL BY JURY FOR ALL CLAIMS OR CAUSES OF ACTIONS BETWEEN THE PARTIES. 18. No Class Action All claims between you and the Company related to these Terms will be litigated individually, and you will not consolidate or seek class treatment for any claim with respect to the Service offered by the Company. YOU UNDERSTAND AND AGREE THAT BY ACCEPTING THIS AGREEMENT YOU ARE WAIVING YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM AGAINST THE COMPANY. 19. Severability If any provision of this Agreement is found to be invalid or for any reason unenforceable, that provision will only be limited to the minimum extent necessary and the remaining provisions will remain fully enforceable. 20. Assignment The Company reserves the right to assign any of its rights and obligations to any person in its sole discretion without giving any notice to the User. User shall not assign, or in any manner transfer any of User’s rights or obligations under these Terms to any third party without the express written consent of the Company. 21. Force Majeure Neither the Company nor the User will be held liable for any failure to perform any of its obligations towards the other if such failure is as a result of Acts of God (including fire, flood, earthquake, storm, hurricane or other natural disasters), war, invasion, an act of foreign enemies, hostilities (regardless of whether war is declared), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or any interruption or any failure of electricity or server, system, computer, internet or telephone service.
I agree with the Terms and Conditions.