ViaSecure Terms of Use
Last revised: December 12, 2012
The following terms and conditions (the "Terms of Use") govern your use of Via
Licensing Alliance LLC's ("Via Licensing") ViaSecure website ("ViaSecure"), and any information, text,
reports, articles, data, images, documents or other materials (collectively hereinafter referred to
as the "Materials") or services contained within or accessible through ViaSecure. To the extent that
these Terms of Use conflict or are otherwise inconsistent with the terms of use applicable to Via
Licensing's public websites (www.vialicensing.com) ("ViaLicensing.com Terms of Use"), these Terms of
Use supplement and shall take precedence over the ViaLicensing.com Terms of Use with respect to your
access to ViaSecure and all Materials contained therein. Via Licensing's online Privacy Policy
("Website Privacy Statement") forms a part of these Terms of Use. These Terms of Use govern only your
use of and access to ViaSecure and do not govern your participation in any of Via Licensing's joint
licensing programs as a licensor or licensee, or any other services Via Licensing may provide to you in
connection with its joint licensing programs, the terms and conditions of which are set forth in the
separate written agreement(s) between your entity and Via Licensing (collectively, your "Via Agreement(s)").
However, to the extent of any conflict or inconsistency with these Terms of Use, the terms of your Via
Agreement(s) shall govern and take precedence over these Terms of Use with respect to your access to
ViaSecure and all Materials contained therein.
Your access or use of any part of ViaSecure constitutes your agreement to abide by these Terms of Use
in full. If you do not accept these Terms of Use, please leave ViaSecure immediately. You agree to use
ViaSecure and the Materials and services on ViaSecure or accessible via ViaSecure only for lawful
purposes and in compliance with your Via Agreement(s).
Limited Access to ViaSecure
ViaSecure is password protected and available only to licensors or licensees of Via Licensing's joint licensing programs. You agree that you will not attempt to access any portion of ViaSecure unless Via Licensing has provided you with access privileges and necessary credentials and that you will not attempt to access any limited access area or any materials and information therein that are outside of scope of the access privileges that Via Licensing has granted you.
Use of Copyrighted Materials
Unless otherwise noted, and with the exception of any Materials uploaded by you or your company, ViaSecure and all Materials contained on any page within ViaSecure are copyrighted by Via Licensing. Except as expressly permitted on ViaSecure, or otherwise authorized in advance by Via Licensing in writing, no Materials from ViaSecure may be downloaded, copied, reproduced, edited, modified, republished, uploaded, posted, transmitted, or distributed in any way. Any product, process or technology described in ViaSecure may be the subject of other intellectual property rights reserved by Via Licensing, its partners, licensors or other third parties and is not licensed to you hereunder. You may not use any content contained in the Materials in violation of your Via Agreement(s) or in any manner that may give a false or misleading impression or statement as to Via Licensing or any third party referenced in the Materials. Nothing on ViaSecure shall be construed as conferring any license under Via Licensing's intellectual property rights, whether by estoppel, implication or otherwise.
Confidentiality
ViaSecure contains confidential information of Via Licensing and its licensors and licensees. By applying for an ID and password to view it, you agree to refrain from divulging any information contained herein, be it through print, electronic means, or orally, except as permitted under your Via Agreement(s). Any communication, document or information with regard to ViaSecure and any of the Materials or services accessible on ViaSecure transmitted by a user of ViaSecure via electronic mail or otherwise shall be deemed to be confidential information of the submitting or disclosing party and shall be kept confidential and used only in accordance with your Via Agreement(s).
User Input
Notwithstanding the Confidentiality section above, Via Licensing shall be free to use any ideas, concepts, know-how or techniques contained in any communication or feedback transmitted by a user of ViaSecure with regard to the functionality or operation of ViaSecure or any of the Via Licensing Materials or services accessible on ViaSecure for any purpose whatsoever including, without limitation, publication on ViaSecure, and developing, manufacturing, marketing, or delivering products or services using such information. Via Licensing shall have no obligation to compensate the submitting user or any other party for Via Licensing's use of such information in any manner.
Trademarks
Via Licensing®, ViaSecure® and the Via logo are registered service marks, and any other Via Licensing names, titles or logos are trademarks or service marks, in each case, of Via Licensing Alliance LLC, and are protected by law. All other trademarks, service marks, trade names, product names or other marks appearing on ViaSecure are the trademarks of their respective owners. Nothing contained in ViaSecure should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed on ViaSecure without prior written permission of Via Licensing or the other respective trademark owners.
Copyright Notice
Copyright 2012 Via Licensing Alliance LLC. All rights reserved.
No Representations or Warranties; Disclaimers; Limitations on Liability
Any of the material on ViaSecure may be out of date at any given time. Changes
are periodically made to the information contained herein. Your access to
ViaSecure and use of any Materials contained therein is subject to the limited
warranties, disclaimers and limitations of remedies and liability contained
in your Via Agreement(s). EXCEPT AS OTHERWISE PROVIDED IN YOUR VIA AGREEMENT(S),
VIA LICENSING MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY
INFORMATION, MATERIALS OR CONTENT ON VIASECURE, AND HEREBY EXPRESSLY DISCLAIMS
ALL WARRANTIES WITH REGARD TO ANY INFORMATION, MATERIALS OR CONTENT ON VIASECURE,
INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON-INFRINGEMENT.
Indemnification
You agree to defend, indemnify, and hold harmless Via Licensing and its affiliates, and its and their officers, directors, employees, members, and agents from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your breach of these Terms of Use. Via Licensing shall provide notice to you promptly of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit or proceeding.
No Legal Advice or Attorney-Client Relationship
The information contained in ViaSecure is provided for use only in connection with your Via Agreement(s), and is not intended to constitute, and should not be construed as, legal advice on any subject matter. Therefore, you should not rely on the information provided herein as legal advice on any subject matter for any purpose, nor should you consider this information or any communication to or through ViaSecure to constitute an attorney-client relationship, or as a solicitation or advertisement for legal services. You should always seek the legal advice of competent counsel in your jurisdiction.
Termination
Via Licensing may terminate these Terms of Use, as they apply to you, at any time. Upon termination, or upon termination of your Via Agreement(s), you agree to cease all use of ViaSecure. Without limiting the foregoing, Via Licensing shall have the right to immediately terminate your access and use of ViaSecure, or any portion of ViaSecure, upon expiration or termination of your Via Agreement(s), in the event of any conduct by you or through your account which Via Licensing, in its sole discretion, considers to be unacceptable, or in the event of any breach by you of these Terms of Use. The provisions of the sections entitled "No Representations or Warranties; Disclaimers; Limitations on Liability," "Indemnification" and this Termination section shall survive any termination of these Terms of Use.
Complete Agreement; Changes to these Terms of Use
These Terms of Use represent the entire understanding relating to the use of ViaSecure and, except as expressly provided above, prevail over any prior or contemporaneous, conflicting or additional, communications. Via Licensing has the right in its sole discretion to revise, alter or modify these Terms of Use at any time by posting the revised Terms of Use on ViaSecure. Any use of ViaSecure after such posting shall be deemed to constitute acceptance of the revised Terms of Use by the user. Via Licensing reserves the right to suspend, modify or discontinue ViaSecure, temporarily or permanently, at any time without notice. In the event that any provision of these Terms of Use shall be found to be unenforceable or invalid under any applicable law by any court or government agency having jurisdiction over the subject matter of these Terms of Use, such unenforceability or invalidity shall not render these Terms of Use unenforceable or invalid as a whole, and the unenforceable or invalid provision shall be amended to achieve as closely as possible the economic effect of the original provision. Where Via Licensing has provided you with a translation of the English language version of the Terms of Use, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms of Use will govern your relationship with Via Licensing. If there is any contradiction or conflict between the English language version of the Terms of Use and a translated version, then the English language version shall take precedence.
Questions
If you have any questions concerning these Terms of Use or the Materials contained on ViaSecure, please contact Via Licensing at: info@via-la.com Public information about Via Licensing is available at: www.vialicensing.com