The NVidya Service is not available to persons under the age of 18 unless the content provided specifically allows for viewership for persons below age 18 or to any users previously suspended or removed from the NVidya Service by NVidya Service. YOU HEREBY REPRESENT THAT SATISFY THE ABOVE CRITERIA. You hereby represent and warrant that you are
I) an authorized representative of the company, entity, or organization identified in your account submission (the "Subscriber"), with the authority to bind such organization to these terms, and that you agree to these terms on behalf of such subscribing organization, orAccess to the NVidya Service. Subject to full compliance with these Terms, including without limitation payment of any applicable Service Fees (as defined below), and solely as enabled through the use of the intended features of the NVidya Service, NVidya Service hereby grants Subscriber permission during the Term to use the NVidya Service to
(i) upload and distribute Your authorized content, including without limitation, videos, images, presentation materials, documents and other text, and any other files or materials you submit, provide, or post through the NVidya Service ("Subscriber Submissions"),
(ii) communicate with other users, including Authorized Users (as defined below),
(iii) to access and configure your account settings and parameters, and list of Authorized Users, to
(iv) access and view and
(v) to access, view, and download or print a reasonable number of copies of content from the NVidya Service, including analytics provided to You by NVidya Service.
(i) for maintaining the confidentiality of account password(s)
(ii) for restricting access to Subscriber's account and
(iii) for all activities that occur under Subscriber's account or password(s). If Subscriber has reason to believe that Your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of Your account ID, password, or any applicable payment account), Subscriber shall immediately notify NVidya Service. Subscriber may be liable for the losses incurred by NVidya Service or others due to any unauthorized use of Subscriber's account on the NVidya Service.
NVidya Service may allow You to sign up for an initial promotional or trial account at a reduced fee or for no fee for a limited time period. In such a case, Your account on the NVidya Service (and Your access to the NVidya Service) will be discontinued upon the termination of the stated trial or promotional period, unless You have signed up for a full paid subscription prior to the end of the trial or promotional period.
You acknowledge that use of the NVidya Service is additionally subject to NVidya Service's Privacy Policy, and any other posted policies, guidelines or rules applicable to specific services and features which may be posted from time to time (collectively, the "Policies"), which Policies are hereby incorporated into these Terms by reference
Server storage space, subject to applicable posted limits, where Subscriber can upload and store its proprietary content and bandwidth to enable display of your materials to Authorized Users (as defined below)
Online tools to enable authoring and configuration of Your content, including arranging materials you submit through the NVidya Service into discrete presentations, called Presentations (as defined below)
Authentication systems to enable Subscriber to make Subscriber Submissions available to all users of the NVidya Services, or to restrict access to Subscriber Submissions to certain authorized users, as specified by Subscriber and modified from time to time, including without limitation, any users that you may enable to access the Subscriber Submissions by use of embeddable Widgets (as defined below) (any such user the Subscriber grants access to its Subscriber Submissions, an "Authorized User")
Online tools to configure subscription levels
Access to Subscriber Submissions and Presentations, both directly through the NVidya Service as well as through an embeddable player and other widgets, as described below
Online help tools and materials, as well as certain additional technical support services, by email and telephone, depending upon the subscription level, as described in more detail in the NVidya Service Support Policy and
Web analytics tools to track users, and user viewing hours.
NVidya Service charges subscription fees based on the amount of user hours of viewing time Subscriber wishes to enable, subject to posted minimums (the "Subscription Fees"). All fees charged are exclusive of any federal, state, municipal, or other taxes of any kind that may be levied on your use of the NVidya Services, except for taxes charged on NVidya Service's net income.
You may change Your subscription level at any time by configuring the change through the NVidya Service, and the change (including the application of the new Subscription Fees for the modified service level) will apply effective as of the first day of the following month. If You increase Your subscription level, You will have the benefit of the increased level during the month in which the change is made. Notwithstanding, if NVidya Service determines or suspects misuse or abuse of these features to minimize or eliminate accrual of Service Fees, NVidya Service may, in addition to any other remedies it may have at law or at equity, terminate or suspend Your account on the NVidya Service.
NVidya Service reserves the right to modify fees on a going-forward basis, including adding new fees and offering certain features to some or all users at discounted rates or free of charge, without liability to you. Fees will be charged based on NVidya Service's then-current prices, which will be posted on the NVidya Service 30 days in advance of the effective date. NVidya Service will use reasonable efforts to notify Subscriber of material changes to Service Fees, and Subscriber may discontinue use of the Service in the event such fees are not acceptable. A current listing of NVidya Service's fees is located at the NVidya Service Pricing Page.
Subscription Fees are charged on the first day of the month according to the subscription levels configured by Subscriber in effect at that time. Subscription Fees for the first month of the subscription period are charged on a prorated basis, on the first of the following month, along with that month's payment.
No Refunds. YOU AGREE TO SUBMIT ANY DISPUTES REGARDING ANY CHARGE TO YOUR ACCOUNT IN WRITING TO NVidya SERVICE WITHIN THIRTY (30) DAYS OF SUCH CHARGE, OTHERWISE SUCH DISPUTE WILL BE WAIVED. EXCEPT AS PROVIDED IN SECTION , ALL SERVICE FEES ARE NONREFUNDABLE.
Term. The term of these Terms shall commence on the Effective Date and continues until terminated in accordance with the terms hereof (collectively, the "Term").
Either party may terminate the NVidya Service for convenience at any time for any reason, provided however, that as to Subscriber, such termination will not be effective until the end of the then-current calendar month. Without limiting the generality of the foregoing, NVidya Service may suspend and or terminate You account at any time for any actual or suspected misuse or abuse of the NVidya Service, or Your breach of any of Your representations, warranties, covenants, or other obligations under these Terms.
NVidya Service reserves the right, in its sole discretion, to suspend Your right to access the NVidya Service at any time and for any length of time. In the event and for the duration of any such suspension, You may be able to log in to Your account and access certain administrative functions, but You (and/or Your Authorized Users) may be restricted from any or all access to Your Subscriber Submissions and/or Presentations.
As provided in these Terms, NVidya Service does not permit copyright infringing activities on the NVidya Service, and will terminate access to the NVidya Service, and remove all Subscriber Submissions or other content submitted by any Subscriber or Authorized User who is found to be a repeat infringer.
Immediately upon termination, Your rights to access the NVidya Service cease, and NVidya Service may immediately cease making Your Subscriber Submissions and Presentations available to You and any other Authorized Users or other users, including through any Widget. In the event of a termination of this Agreement by NVidya Service pursuant to Section , any Service Fees paid by Subscriber in respect of viewer hours subscribed to but not yet utilized shall be refunded to Subscriber within thirty (30) days of the cessation of the NVidya Service. Any amounts then outstanding shall be due and payable upon the effective date of termination, and NVidya Service reserves the right to charge Your payment instrument directly upon termination for any such outstanding Service Fees. In addition, NVidya Service may offer, on a fee for service basis, engineering support services to Subscriber to facilitate the return to Subscriber of the Subscriber Submissions in unsynchronized form, but in no event will NVidya Service release the synchronized Presentations to You.
NVidya Service may supply certain "embeddable widgets", consisting of HTML code that enables You to expose certain features of the NVidya Service through other web sites ("Widgets"), such as Your personal web site or social networks You subscribe to, including without limitation an embeddable player widget which allows You to enable access to Your Subscriber Submissions through Your own web site or third party web sites that allow inclusion of such widgets. Widgets are expressly a part of the NVidya Service, and their use is governed by these Terms and any applicable associated guidelines. You may only embed Widgets on other web sites as originally provided to You by NVidya Service without modification. You must ensure that any logos, branding and other visual interface elements are visible and unmodified. You may not use NVidya Service Widgets in a way that might confuse third parties as to the source or origin of the Widget itself, or the source of the service or content that the Widget connects to and exposes. Further, Your rights with respect to what materials You may incorporate into third party services are governed by separate terms, which may prohibit the use of NVidya Service Widgets. It is solely Your responsibility to determine whether such use is permitted by a particular third party provider, and You agree to indemnify and hold NVidya Service harmless from any harms or liabilities arising in connection with Your use of Widgets on third party web sites.