Velocity Services Agreement

Last updated: January 2009

1. Acceptance of Terms

This is a contract between you and Velocity Services Corporation ("Velocity").  This contract applies to any Velocity sites, services (including pre-release services) and software, including all updates, support, and content (collectively the "Service").  By registering to this site you are agreeing to the Terms of Service ("TOS") set forth in this agreement; and also that you are at least 18 years of age or have attained the age of majority where you live, and that all information you supply is true and correct.  These TOS may be updated by us from time to time, any updates will be noted on this page.

By using the Service you agree to any changes to the TOS.  If you do not agree, do not use the Service.

2. Privacy Policy

Registration data and other data collected as part of your account are subject to our Privacy Policy.  For more information, please see our full privacy policy at: http://webshots.velocitysc.com/privacy.aspx

3. Password and Account Security

As part of the Service, you will receive a password and account designation upon completing the Service's registration process.  You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account.  You agree to (a) immediately notify Velocity of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session.  Velocity cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 4.

4. General Use of Service

In consideration of your use of the Service, you agree to use the them as intended by Velocity, and to refrain from any misuse.  Misuse of the Service includes but is not limited to any action described in below, or that compromises the Service and/or any information contained therein.  Misuse of the Service will be prosecuted to the fullest extent of the law.  You agree to not use the Service to:

a.  upload, post, email or otherwise transmit any content, including but not limited to e-mail communication, information, data, text, software, music, sound, photographs, graphics, video, messages or other material ("Content"), that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;

b.  harm minors in any way;

c.  impersonate any person or entity, including, but not limited to, a Velocity employee, or falsely state or otherwise misrepresent your affiliation with a person or entity;

d.  forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content, including but not limited to e-mail commentary, transmitted through the Service;

e.  upload, post, email or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

f.  upload, post, email or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;

g.  upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;

h.  upload, post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

i.  interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;

j.  access, collect or store personal data about other users.  You acknowledge that Velocity and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the Service.  Without limiting the foregoing, Velocity and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable.  You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.  In this regard, you acknowledge that you may not rely on any Content created or linked to by Velocity or submitted to Velocity.

You acknowledge and agree that Velocity may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of Velocity, its users and the public.

You understand that the technical processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

5. No Resale of the Service

The Service is provided for the use and enjoyment of visitors and registrants.  You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

6. Velocity Webshots Use of Service

The Service should not be used outside of the methods specified within your account or this TOS.  Any misuse of the service will result in termination of your account.  You may use Velocity Webshots ("Webshots") to enhance or add-value to any of your sites, documents, or other content, and any products, services, etc.  You may not resell, distribute, or attempt to distribute any Webshots or any enhanced versions of Webshots without written consent of Velocity.  These attempts will be prosecuted to the fullest extent of the law.

7. Velocity Webshots Charges and Billing

This section applies in all situations in which you pay Velocity directly for the Service. If you pay a company other than Velocity for a service, then the charges and billing terms are as stated by that company.

  • Payment Method. When you sign up for the service, you will provide a payment method. You confirm that you are authorized to use the payment method. You authorize us to charge you for the any usage of the service using your payment method for this service while this contract is in force.
  • Usage. When you use the Service, every unique url per webshot service counts towards your usage for that billing cycle. Usage is check daily by our systems, any system issues or scheduled maintenance may cause some delays.
  • Billing Tiers.  Your account is charged based on your usage.  This usage is broken into multiple levels called billing tiers.  Each billing tier has an associated cost that your account will be charged when your usage exceeds a billing tier.
  • Billing Cycle.  Every 1st of the month starts a new billing cycle.  Every new billing cycle resets your usage count.
  • Charges. You will always incur charges for the lowest billing tier ("tier-1") every billing cycle.  Additional charges will be applied based on your accumulated usage during that billing cycle.  Multiple charges may appear on your billing statement during a billing cycle.  These charges will reflect when your account exceeded the billing tier and the additional charges applied, along with your balance for that billing cycle.
  • New Accounts.  When you register your account, you will be billed for the initial tier-1 charge for the current billing cycle.  If you do not exceed the tier-1 usage during the initial billing cycle, your next billing cycle will reflect a pro-rated credit for the initial billing cycle.  It will be equal to the number of days before your account registration date for that initial billing period.  If you exceed the tier-1 usage during the billing cycle, you will not receive a pro-rated credit because your usage exceeded the initial billing tier.
  • Payments.  Account balances are checked daily by our systems, any open balances will be charged to your payment method for that billing cycle.  Multiple payments may appear on your billing statement during a billing cycle depending on the charges from your usage.  System issues or scheduled maintenance may cause some delays.
  • Payment Errors.  We will attempt to notify you using your account email for any payment errors.  It is your responsiblity to keep all payment information in your account accurate and current, including your billing address and any expiration date for your payment method.  You may change your payment method at any time.  In the event of a payment error the Service will be suspended until your payment method is updated and your account balance can be paid.  If you tell us to stop using your payment method and do not provide an alternative payment method, we will cancel your service. Your notice to us will not affect charges we submit to your account before we reasonably could act on your request.
  • Trial Period Offers.  You may receive a limited time of free service or some other trial period offer.  Unless we tell you otherwise, if you are participating in any trial period offer, you must cancel the service by the end of the trial period to avoid incurring charges.  If you do not cancel your service and we have told you that the service will automatically be converted into a paid subscription at the end of the trial period, then you authorize us to charge your payment method for the service.
  • Prices and Price Increases.  If there is a specific time length and price for your service offer, then that price will remain in force for that time.  When the offer period ends, we will charge you a new price for that service.  We may change the price of the service from time to time, but we will give you at least 30 days notice before a new price takes effect.  If you do not agree to the new price, then you must cancel and stop using the service before the new price takes effect.  If your service is on a period basis (for example, monthly or annually), then the new price will start on the date that we indicate.
  • Refunds.  All charges are non-refundable unless expressly stated otherwise.  The costs of any returns will be at your expense, unless otherwise provided by law.
  • Online Statement; Billing Errors. We will only provide you with an online billing statement.  This online statement can be accessed under your account at any time.  If we make an error on your bill, we will correct it promptly after you tell us and we investigate the charge. You must tell us within 30 days after an error first appears on your bill.  If you do not tell us within this time, we will not be required to correct the error.  You release us from all liability and claims of loss resulting from any error that you do not report to us within 30 days after the error first appears on your online statement.
  • Late Payments.  Except to the extent prohibited by law, we may assess a late charge if you do not pay on time regardless of any disputes you may have raised about your bill.  You must pay these late charges when we bill you for them.  The late charge will be the lesser of 1% of the unpaid amount each month or the maximum rate that is permitted by law.  We may use a third party to collect past due amounts.  You must pay for all reasonable costs we incur to collect any past due amounts.  These costs may include reasonable attorneys’ fees and other legal fees and costs.  We may suspend or cancel your service if you do not pay in full and on time.

8. Service Disclaimer

We are constantly seeking to improve and enhance the Service.  Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to the TOS.  You also understand and agree that the Service is provided on an AS IS and AS AVAILABLE basis.  Velocity disclaims all responsibility and liability for the availability, timeliness, security or reliability of the Service.  Velocity also reserves the right to modify, suspend or discontinue any of the Service with or without notice at any time and without any liability to you.

9. Indemnity

You agree to indemnify and hold Velocity, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, representatives and employees, harmless from any claim or demand, including attorneys' fees, made by any third party due to or arising out of Content you submit, post to or transmit through the Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another.

10. Termination

You agree that Velocity, in its sole discretion, may terminate your password or use of the Service, if Velocity believes that you have violated or acted inconsistently with the letter or spirit of the TOS.  Velocity may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice.  You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice.  Further, you agree that Velocity shall not be liable to you or any third party for any termination of your access to the Service.

11. Dealings with Advertisers and Merchants

Your correspondence or business dealings with, or participation in promotions of, advertisers and/or merchants found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser and/or merchant.  You agree that Velocity shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers and/or merchants found at the Service.

12. Links

The Service may provide, or third parties may provide, references and/or links to other World Wide Web sites or resources.  Because Velocity has no control over such sites and resources, you acknowledge and agree that Velocity is not responsible for the availability of such external sites or resources, and does not endorse or sponsor and is not responsible or liable for any TOS, Content, advertising, products, or other materials on or available from such sites or resources.  You further acknowledge and agree that Velocity shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.

13. Velocity Proprietary Rights

All proprietary rights in the Service and any necessary software used in connection with the Service are owned or licensed for use by Velocity.  This Web site is owned and operated by Velocity and except as otherwise specified, Velocity owns all materials appearing on this Web site, including the text, site design, logos, graphics, and images, as well as the selection, assembly and arrangement thereof.  You acknowledge and agree that the Service and Software contain proprietary and confidential information that is protected by applicable intellectual property and other laws.  You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws.  Except as expressly authorized by Velocity or advertisers, you agree not to copy, modify, rent, lease, loan, sell, distribute, display, perform or create derivative works based on the Service or the Software, in whole or in part.

14. GENERAL DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

a.  YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.  THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.  Velocity EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

b.  Velocity MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.

c.  ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

d.  ANY INFORMATION, IDEA, AND/OR EXPRESSIONS PRESENTED IN ANY MEDIUM BECOMES PROPERTY OF Velocity AND MAY BE USED AT ANY POINT IN TIME AS DEEMED FIT BY Velocity WITHOUT NOTIFICATION TO YOU AND WITOUT LIABILITY.

e.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Velocity OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.

15. LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT Velocity SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Velocity HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.

16. EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.  ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 12 AND 13 MAY NOT APPLY TO YOU.

17. Trademark Information

All logos associated with Velocity and its services, products, web sites, and service names are trademarks of Velocity (“Velocity Property”).  Without Velocity prior permission, you agree not to display or use in any manner, any of the Velocity Property.  Velocity respects the intellectual property of others, and we ask our users to do the same.  If you believe that your work has been copied in a way that constitutes copyright infringement, please contact us.

18. General Information

The TOS, along with terms and conditions provided to registrants and clients of Velocity, constitute the entire agreement between you and Velocity and govern your use of the Service, superseding any prior agreements between you and Velocity.  You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software.  The TOS and the relationship between you and Velocity shall be governed by the laws of the State of Virginia without regard to its conflict of law provisions.  You understand and agree that, except for the right of either party to apply to a court of competent jurisdiction for a temporary restraining order or preliminary injunction to preserve the status quo or prevent irreparable harm pending the selection and confirmation of an arbitrator, any dispute arising under or relating to these Terms and Conditions shall be resolved through mediation and arbitration.  You agree to first try to resolve the dispute informally with the help of a mutually agreed upon mediator.  If the parties cannot agree on a mediator or fail to arrive at a mutually satisfactory solution through mediation within 10 days following the commencement of such mediation, the parties agree to submit their dispute to binding arbitration of a single arbitrator in Stafford, VA according to the rules of the American Arbitration Association.  You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.

The section titles in the TOS are for convenience only and have no legal or contractual effect.