General Terms and Conditions – Viewsion Virtual Environments Ltd.
These General Terms and Conditions (the “Agreement”) governs the obligations and rights of the Site Service Users and Viewsion Virtual Environments Ltd. (Company Registration Number Reg. No. IE 463795). By accepting these terms and conditions upon a sign up procedure, or in any other way, you hereby confirm that you are authorized to bind the User through such execution.
1 Services – Right to use
1.1 Subject to the terms and conditions of this Agreement, Viewsion Virtual Environments hereby grants to the Site User a non-transferable, non-exclusive, non-sublicensable limited term world-wide right and licence for the User to access and use the Services. The “Services” means the at all times current version of the web services, associated materials and tools, and other services related thereto provided to the User by Viewsion Virtual Environments Ltd. in accordance with this Agreement. The Services consist of an online education platform with videos, assignments, quizzes and tasks available on pauljameslee.com. The User may not transfer, sub-licence or in any other way provide, permit or utilise the Services or its material for use by a third party, e.g. through time-sharing, as a service or otherwise.
1.2 Viewsion Virtual Environments Ltd. reserves the right to implement new versions and upgrades of the Services including, but not limited to, changes that effect modifications to the material, design, operational method, technical specifications, systems, and other functions, etc. of the Services, at any time without prior notice.
1.3 Viewsion Virtual Environments Ltd. undertakes, in its sole discretion, to adopt reasonable measures so that the Services are available over the Internet around the clock, seven (7) days a week. Viewsion Virtual Environments Ltd. shall be entitled to take measures that affect the aforementioned accessibility whereViewsion Virtual Environments Ltd. deems such to be necessary for technical, maintenance, operational, or security reasons. The User does not have the right to compensation in the event of lack of access as a result of any such measures taken. Nor is Viewsion Virtual Environments Ltd. liable for lack of access as a result of interruptions or communication problems on the Internet or other private and public networks, for other accessibility deficiencies outside of Viewsion Virtual Environments Ltd. control, or problems with the User’s own equipment which is used to obtain access to the Services.
1.4 Viewsion Virtual Environments Ltd. has the right to amend these General Terms and Conditions. The User shall be informed of any such amendments through a notification via e-mail or via the pauljameslee.com web site. The User shall be regarded as having received the notification at the latest one (1) week from the date on which the notification was sent by e-mail or announced on the web site. If the change has an appreciable adverse effect on the User, the User has the right to terminate the Agreement within thirty (30) days of the date on which the notification was regarded as having been received in accordance with the above. If the User does not terminate the Agreement within the period stipulated above, the User shall be regarded as having accepted the new General Terms and Conditions.
1.5 Viewsion Virtual Environments Ltd. shall be entitled to retain subcontractors, including third party software suppliers, for the performance of obligations in accordance with this Agreement. Viewsion Virtual Environments Ltd. shall be liable for the subcontractors’ work and services in the same manner as for its own work and services.
2 User Obligations
2.1 The User shall always comply with any security and administrative regulations as notified in conjunction with registration, by e-mail, as made available on the pauljameslee.com web site, or in any other manner.
2.2 The User shall ensure that all details provided regarding the User’s contact information, billing information and credit card information, where applicable, are correct and undertakes to update such information as soon as possible when changes to such information occurs.
2.3 The User shall be responsible for the activities conducted by the User and shall use the Services in compliance with national laws in conjunction therewith. All applications and other results and the use of such applications and result created by the User using the Services shall be the sole responsibility of the User.
2.4 The User undertakes not to use the Services in any manner which may result in the infringement of any third party’s copyright, or which constitutes a dissemination of business secret, or may incite a third party to commit or participate in a crime, or may be understood as constituting a threat, or to use the Services in any other manner incompatible with the purpose intended.
2.5 The User is obligated to notify Viewsion Virtual Environments Ltd. regarding any suspected breach of these article 2 provisions.
3 Fees and Payment Terms
3.1 The User shall pay compensation for the Services in accordance with the fees set out upon sign up procedure or otherwise agreed.
3.2 All Viewsion Virtual Environments Ltd. subscriptions automatically renew at the end of the billing period, unless the User cancels the subscription prior to the end of the billing period.
3.3 The User can cancel the pauljameslee.com subscription at any time through their Viewsion Virtual Environments Ltd. account settings or by contacting customer support (firstname.lastname@example.org). Cancellations only apply to future payments.
3.4 All Services provided by Viewsion Virtual Environments Ltd. shall be debited to the User in advance.
3.5 Payment shall be made by the User against through use of a credit card or through a selected Viewsion Virtual Environments Ltd. third party payment provider.
3.6 In the event of early termination of the Services or the Agreement, due to the User’s breach the User shall not be entitled to a refund of any prepaid fees.
4.1 Viewsion Virtual Environments Ltd. shall hold title to any and all intellectual property rights and technical solutions to the Services or, in the alternative, shall possess a sole right to use the same. Such intellectual property rights and technical solutions may only be used by the User in the manner stated in this Agreement. Under no circumstances shall the User or a third party acquire any intellectual property rights to the Services or to the software or technical solutions used in Services, or to any trademark or any other business mark belonging to or used by Viewsion Virtual Environments Ltd. Access to the Services are licensed, not sold.
4.2 All content and data uploaded to, transferred through, posted, processed or entered into the Services by the User shall remain the sole property of the User or its respective legal owner. Viewsion Virtual Environments Ltd. shall have no liability for such content and data.
4.3 The User may not in any way modify, decompile, disassemble or reverse engineer the Services except as permitted by law.
5 User Support
5.1 Viewsion Virtual Environments Ltd. provides the User with support by e-mail (email@example.com) regarding User’s enquiries in connection with use of the Services. Such support is provided on weekdays (excluding Irish public holidays) during Viewsion Virtual Environments Ltd. ordinary office hours and to the reasonable extent decided upon from time to time in detail by Viewsion Virtual Environments Ltd.
5.2 Enquiries and/or error notices must be submitted to Viewsion Virtual Environments Ltd. by e-mail in accordance with the contact information available on the pauljameslee.com web site.
6 Personal Data, Privacy, Disclosure
6.2 In addition, in order for the User to be able to use the Services, the User must also allow Viewsion Virtual Environments Ltd. to store and retrieve session information on the User’s representatives’ end terminal equipment, through the use of “cookies”. The purpose of such storage and retrieval of information is to enable the necessary login/logout procedures used in the Services and to ensure that unauthorised persons do not gain access to the Services and to improve the use of the Services. The User further approves that Viewsion Virtual Environments Ltd. is entitled to produce aggregated statistics on and analyzing data related to the User’s application and the User’s use of the same application.
7.1 The User shall ensure that usernames, passwords, and equivalent obtained by the User in conjunction with registration are stored and used in a secure manner and cannot be accessed and thereby used by third parties. The User shall be liable for any unauthorised use of the Services. Viewsion Virtual Environments Ltd. shall have no liability for any loss or damage arising from the User’s failure to comply with these requirements.
8 Limited Warranty
8.1 Viewsion Virtual Environments Ltd. warrants to the User that the Services will perform substantially and materially in accordance with how it is presented on its web site, under normal use and circumstances, and for the purpose intended.
8.2 Except for the express warranties set forth above and to the extent permitted by law, Viewsion Virtual Environments Ltd. expressly disclaims all other warranties with respect to the Services, whether express or implied, including without limitation, fitness for a particular purpose, accuracy or reliability of results from use of the Services, that the Services will meet specific requirements, that the Services will be uninterrupted, completely secure, free of software errors, or that defects and deficiencies in the Services will be corrected.
9 Limitation of Liability
9.1 Subject to the limitations set forth in this Agreement Viewsion Virtual Environments Ltd. shall only be liable for direct damages.
9.2 In the event of major defects that seriously impede the User’s use of the Services and that are attributable to Viewsion Virtual Environments Ltd. , Viewsion VE undertakes to act to rectify such defect without unreasonable delay. In the absence of intent or gross negligence by Viewsion Virtual Environments Ltd., Viewsion VE assumes no responsibility for defects or deficiencies in the Services. Error notification must be given by the User in accordance with the instructions announced by Viewsion Virtual Environments Ltd. and within a reasonable time of the discovery of the defect.
9.3 The User shall not be entitled to a reduction in payment, or to damages or other sanctions in the event of operational disruption or errors that impede data traffic that are not due to negligence by Viewsion Virtual Environments Ltd.
9.4 Viewsion Virtual Environments Ltd. shall defend and indemnify User from and against any damage, cost and expense (including reasonable attorneys’ fees) finally awarded or agreed in a settlement by Viewsion Virtual Environments Ltd. as a result of any claim, suit or proceeding brought against the User based on a claim that the authorized use of the Services furnished by Viewsion Virtual Environments Ltd. under this Agreement constitutes an infringement of any third party intellectual property right; provided that Viewsion Virtual Environments Ltd. has been notified promptly in writing of such claim, and given authority, information, and assistance to handle the claim or the defence of any suit, proceeding or settlement and that User has not compromised or settled the claim, suit or proceeding without Viewsion Virtual Environments Ltd. prior written consent, and provided further that Viewsion Virtual Environments Ltd. shall have no obligations under this section to the extent any claim is based on the combination or use of the Services with other software, hardware or services not furnished by Viewsion Virtual Environments Ltd. or use of the Services in a manner prohibited under this Agreement, in a manner for which it was not designed where the Services would not otherwise itself be infringing.
9.5 In the event that the Services in such suit or proceeding are held to constitute an infringement, or if in Viewsion Virtual Environments Ltd. reasonable opinion the Services may constitute such infringement, and/or its further use is enjoined, Viewsion Virtual Environments Ltd. shall, at its own expense and at its option, either
(i) procure for User the right to continue the use of the Services, or
(ii) replace the Services with non-infringing services of materially equivalent function and performance, or
(iii) modify the Services so that it becomes non-infringing without materially detracting from function or performance.
Should none of these measures be technically, commercially or economically reasonable to Viewsion Virtual Environments Ltd., then either party may terminate this Agreement. Upon such termination, Viewsion Virtual Environments Ltd. shall refund the amount of fees paid in advance in respect of not yet used Services.
9.6 Viewsion Virtual Environments Ltd. liability under this Agreement shall, under all circumstances be limited to direct losses in an amount corresponding to the agreed fees paid by the User for the Services during the period of six (6) months immediately prior to the breach of contract that entitles the User to damages.
10 Force Majeure
10.1 A party is exempt from sanctions for failure to fulfil certain obligations under the Agreement if the failure is due to any circumstance which is outside the party’s control and which the party could not reasonably have foreseen or avoided, such as war, actions by the authorities, new or amended legislation, industrial action, restrictions on trade or currencies, blockade, fire, flood or similar circumstance, as well as defects or delays in deliveries from subcontractors.
10.2 It is incumbent upon the party who wishes to cite grounds for exemption under this section to inform the other Party without delay that such a circumstance has arisen, and when it ceases.
10.3 Irrespective of the provisions on exemption from sanctions in this section, a party has the right, without sanction, to terminate this Agreement with immediate effect in writing to the other party if the fulfilment of a significant obligation under this Agreement is delayed by more than three (3) months.
11.1 Viewsion Virtual Environments Ltd. undertakes not to disclose to any third party, or otherwise make available, information received by Viewsion Virtual Environments Ltd. from the User within the scope of the Agreement. Furthermore, any other information received by a party that in any way relates to the other party, including but not limited to any business, financial, scientific, intellectual property, customer or potential customer related, technical or operational information shall be considered confidential and shall not be disclosed to any third party. The above confidentiality obligations shall not apply to such information as a party can demonstrate became known to that party other than pursuant to this Agreement or which is in the public domain. Nor shall the duty of confidentiality apply where a party is obligated to provide information pursuant to legal provisions, public authority regulations or court orders.
12 Term of Agreement and Termination
12.1 The Agreement comes into force on the earliest of (i) when the User logs-on to the Services for the first time, (ii) when the User pays the fee for the Services. The Agreement runs thereafter until further notice and is terminated in accordance with 12.2.
12.2 Each Party has the right to give written notice of termination of the Agreement. Such notice of termination must be given no later than ninety (90) days before the party wants the Agreement to expiry.
12.3 Either party has the right to terminate the Agreement with immediate effect if:
(i) the other party is guilty of material breach of the Agreement and the breach of the Agreement is not fully rectified within thirty (30) days from the date on which the party in breach receives written notice from the other party with a request that corrective action is taken;
(ii) the other party suspends payments, resolves on voluntary or involuntary liquidation, applies for a company reorganisation or bankruptcy or if the party can otherwise be regarded as insolvent.
12.4 On the termination of the Agreement, all parts of the User’s right to utilise the Services terminates.
12.5 Upon termination of this Agreement for any reason, Viewsion Virtual Environments Ltd. shall be entitled to permanently delete and destroy all of the User’s data and content related thereto.
12.6 Sections 9 and 15 shall survive any termination of this Agreement.
13 Access Restrictions and Early Termination
13.1 Viewsion Virtual Environments Ltd. shall be entitled, with immediate effect, to disable the User’s access to the Services or to terminate the Agreement at any time in writing where: (a) the User uses the Services in a manner that entails the perpetration of a crime; (b) the User uses the Services in a manner that occasions losses or the risk of loss for Viewsion Virtual Environments Ltd. or any third party; (c) the User uses the Services in a manner that violates Viewsion Virtual Environments Ltd. security or administrative regulations; (d) it may be reasonably assumed that User’s use of the Services violates governing law; (e) the User otherwise fails to comply with the Agreement and such breach of contract is material.
14.1 Viewsion Virtual Environments Ltd. shall be entitled, in whole or in part, to assign its rights and obligations under the Agreement to a company within the same de jure or de facto group of companies as Viewsion Virtual Environments Ltd. or to a purchaser of all or substantially all of its stock or assets without the User’s prior consent.
15 General Provisions
15.1 If any provision of this Agreement is declared unenforceable for any reason, the remainder of this Agreement will continue in full force and effect, and the unenforceable provision shall be amended to the extent possible and permitted by law to achieve as nearly as possible the same intent and economic effect as the original provision.
15.2 This Agreement and the ensuing relationship between Viewsion Virtual Environments Ltd. and the User shall be construed in accordance with, and governed by, the laws of the Irish Republic. The United Nations Convention on the International Sale of Goods shall have no application to this Agreement
15.3 Disputes arising from the Agreement shall be finally settled through arbitration administered by Arbitration Ireland.