These Terms and Conditions ("Terms") for the website http://www.valoso.com ("Website") constitute a legal agreement between the user ("you", "your", and "user") of the Website, company or individual (“customer”), and Valoso, Inc. Please read these Terms carefully before using the Website. Using the Website indicates that you accept these terms regardless of whether or not you choose to register with us. If you do not agree with these terms, please do not use the Website.
1.1 The Website. The Company provides various services through the Website ("Services"). The Services include, but are not limited to a matchmaking platform for media editing services between two or more interdependent groups.
2.1 All prices on the Website will be indicated in your local currency or US Dollar, if not applicable. The prices do not include any taxes. You will be solely responsible for paying the exchange fees and other fees associated with the currency conversion. The Company cannot accept liability for a payment not reaching the correct account due to you quoting incorrect personal information or an incorrect account number.
3.1 The Website and the Services are provided on "as is" and "as available" basis. The Company does not warrant the Services will be error free or function without interruption.
3.2 Unless otherwise stated in these Terms, the company makes no warranty to the maximum extent permitted by law. The company expressly disclaims any warranties of any kind, expressed or implied, including, but not limited to, warranties for a particular purpose or non-infringement. The aforementioned provisions do not apply to states which do not allow limitations on implied warranties.
4.1 You represent and warrant that: (1) you have the authority to bind yourself to these Terms; (2) you will use the Website only for purposes that are permitted by these Terms; (3) your use of the Website will comply with all applicable laws; (4) you are at least 16 years of age.
4.2 Depending on your local laws, a person over 15 but under 18 is entitled to use an adult's account after receiving a permission of the account holder. In this case, the account holder is responsible for any activities in relation to that account.
5.1 The Website offers users the opportunity to post information on the Website, including, but not limited to, media editing and production, projects, photos, images, feedback, ratings, and text ("User-Generated Content").
5.2 You agree not to submit any User-Generated Content or other material that:
(1) contains malware, including, but not limited to, Trojan horses, viruses, worms or other software that can alter, interrupt, impede, limit or destroy the performance and/or functioning of any software, hardware, or other equipment;
(2) violates the applicable privacy laws;
(3) is submitted by using fake email addresses;
(4) constitutes an unfair or deceptive trade practice;
(5) infringes the intellectual property rights of others;
(6) is false or misleading;
(7) is racially, ethnically or otherwise objectionable in any manner;
(8) is abusive, defamatory, harassing, hateful, libelous, obscene, profane, sexually explicit, threatening, and vulgar;
(9) promotes the use of alcohol and tobacco;
(10) promotes the use of illegal drugs or any other illegal substance;
(11) constitutes spam or other abusive messaging.
5.3 The Company further reserves the right, in its sole discretion, to remove any User-Generated Content from the Website that it deems to be in violation of the foregoing requirements.
5.4 You will be solely responsible and liable for, and will indemnify the Company and its officers, directors, employees and agents from and against any losses, expenses, liabilities, claims, costs, and damages arising from your User-Generated Content.
5.5. You grant to the Company unrestricted, royalty-free, perpetual, and irrevocable rights to use, copy, store, transfer, and display your User-Generated Content for the purpose of the Website.
6.1 You retain all your intellectual property rights in your Media Content. The Company is not entitled to modify or use your Media Content.
6.2 By uploading Media Content, you warrant that the content is your original creation and it is not copied from any third person. In case your Media Content violates the intellectual property rights of others, you will defend the company against any third party claims. Moreover, if your Media Content violates the intellectual property of others, you will be liable for all damages incurred by the Company in relation with such claims.
6.3 By uploading Media Content to the Website, you grant the Company a non-exclusive, royalty free, worldwide, transferable license on your design to display it on the Website if you provide us with permission to do so. You are entitled to withdraw the rights provided to us under this Section 6.3 at any time.
6.4 If you remove your Media Content from the Website, you terminate all licenses in relation to your Media Content which you have granted to the company. The Company reserves the right to use your Media Content for promotional purposes for 6 months after you remove your Media Content from the Website. The Company can use your Media Content for promotional purposes only after receiving your explicit written consent.
7.1 You are not allowed to publish on the Website any advertisement concerning an external website, product, or a service. Any links that you post on the Website must relate to a particular project performed on the Website.
7.2 By using the Website, you acknowledge and agree that the Company may display advertisements and promotions on the Website. The Company explicitly excludes any liability in relation to such advertisements and promotion. Please note that the content of the advertisements and the promotions published on the Website may be protected by New Zealand and International intellectual property law. You are not authorized to modify, sell, or create derivative works on the basis of the advertisements and the promotions published on the Website.
7.3 By using the Website, you agree that the Company may display your public profile, business name, trademarks, logos, images, and public description of your projects as part of the Services and/or other promotion materials concerning the Website unless you request the Company in writing not to do so and the Company agrees in writing to your request.
8.1 You are not entitled to post your email address or other contact details on the Website unless you have been explicitly requested by the Company.
8.2 You are entitled to communicate with other users only by using the Website. You are not entitled to communicate with other users by using other communication tools, such as telephone, Skype, email, WhatsApp, and Messenger.
9.1 You acknowledge and agree that we may read and make copies of all your correspondence posted to the Website for the purpose of combating fraud and for risk management purposes.
10.1 You hereby authorize us to perform any actions in relation to the verification of your identity. We may use third parties in order to verify your identity.
11.1 In case we receive chargebacks in relation to payments received by you, we are entitled to recover such payments on funds paid to you by users of the Website.
12.1 The Company provides various services. Our services terms are available at http://www.valoso.com/fee-schedule. We may update the services terms from time to time.
13.1 You are solely responsible for paying any taxes applying to you in your jurisdiction. Since the Company is incorporated in New Zealand, New Zealand users will be subject to a 15% Goods and Services Tax (GST) on all fees paid by them to us. The applicable GST will be shown separately in the invoices issued by us to Australian users.
14.1 You hereby acknowledge and agree that the Company may, in its sole discretion, appoint related business entities or third parties as our agents with the aim to accept or make payments from or to you on our behalf ("Payment Administration Agents"). The Payment Administration Agents will have the same rights that the Company has under these Terms. The Payment Administration Agents will be entitled to enforce those rights in their own name or as our agents. In no event shall the Company be liable to you for any damage, liability, or loss arising out of Payment Administration Agents' negligence and/or acts beyond the powers provided to Payment Administration Agents by the Company.
15.1 In case you do not use your account for a time period of 12 months, we may close your account.
16.1 If you would like to subscribe to our newsletter, you need to use "Sign up for newsletter" functionality available on the Website.
17.1 Subject to the provisions in the Terms, the Company grants you a personal, nonexclusive, non-transferable, non-sublicensable, limited license to use the Website.
18.1 The Website contains materials that are owned by the Company ("Company's Content"). Such materials include, but are not limited to, text, images, and source code. Company's Content is the intellectual property of the Company. Company's Content is protected by the intellectual property law of the New Zealand and the applicable international intellectual property laws.
19.1 Unless explicitly allowed in the Terms, you may not: (i) copy Company's Content; (ii) distribute Company's Content; (iii) adapt, translate, reverse, make alterations, decompile, disassemble or make derivative works based on Company's Content; (iv) use, rent, loan, sub-license, lease, distribute or attempt to grant other rights to Company's Content to third parties.
20.1 All Company's Content featured or displayed in or through the Website and all trademarks, service marks and trade names of the Company included therein, are the intellectual property of the Company, its licensors, vendors, agents and/or other content providers.
20.2 All User-Generated Content is owned by their respective owners and the Company is not responsible in any manner for that content.
22.1. The Company will use reasonable efforts to make the Website available at all times. However, you acknowledge that the Website is provided over the Internet and so the quality and availability of the Website may be affected by factors outside our reasonable control.
22.2. The Company does not accept any responsibility for unavailability of the Website due to bandwidth problems, equipment failure, or acts of God.
23.1 The Website may contain links to other websites. The Company is not responsible for the content of those websites. You will need to check the privacy statement of these websites to understand their policies.
24.1 To the extent not prohibited by law, in no event shall the company be liable for any consequential, indirect, incidental, punitive, special or other related or similar damages whatsoever, including without limitation, damages for loss of business profits, business interruption, loss of business information, and the like connected with the use of or inability to use the website, and for any cause of action, including contract, tort (including negligence) or otherwise, even if the company has been advised of the possibility of such damages.
25.1 These Terms are effective until terminated.
25.2 The Company may terminate the Terms at any time at its sole discretion by sending you an email or a message on the Website. Additionally, your rights under these Terms will terminate automatically if you fail to comply with any of the provisions contained in the Terms.
25.3 Upon termination, all legal rights and licenses granted to you hereunder shall terminate immediately and you shall cease all use of the Website.
26.1 At its sole discretion, the Company is entitled to close, limit, or suspend your account on the Website without sending a notice to you.
26.2 Without prejudice to Section 26.1, the Company is entitled to close, limit, or suspend your account on the Website for the following reasons:
- You have breached these Terms;
- You (1) under-bid any of the projects published on the Website and, later, (2) renegotiate the actual price with the aim to avoid paying our fees;
- You have violated the intellectual property rights of others, including, but not limited to, privacy rights and intellectual property rights;
- You have conducted or you are currently conducting illegal activities;
- You do not respond to our requests to verify your account;
- You do not verify your account within a time period of 3 months commencing on the date of receiving our account verification request;
- You are subject of New Zealand, Australian, EU, United Nations, or USA sanctions regime
- Our relationship with payment service providers do not allow us to make business with you;
- We need to manage any risk or loss to our users, the Company, or other persons.
26.3 In case we close your account because of your breach of the Terms, you will be liable to pay fees as described in this Section.
26.4 Without prejudice to any other remedies, if you breach these Terms, you are responsible for paying to the Company: (1) all fees owed to the Company by you; (2) reimbursements for all losses and costs (including reimbursements for the time of our employees); (3) reasonable expenses (including legal fees) concerning the investigation of such breach; (4) the expenses necessary for collecting the fees mentioned in this Section 28.4.
26.5 You acknowledge and agree that: (1) any damages sustained by us due to your breach of these Terms will be substantial and may include, but are not limited to, fines and other expenses imposed on us by third parties; (2) any damages sustained by us due to your breach of these Terms will be difficult to ascertain; (3) in case you breach these Terms, the Company may impose you a fine of up to NZD $3,000 for each of the breaches and/or the Company may commence legal proceedings in order to recover losses that exceed the aforementioned fines; (4) the Company is entitled to release the entire amount of the fine from your user account on the Website.
26.6 In case we close your user account on the Website for a reason different than your breach of these Terms, you will receive any payment owed to you by us.
26.7 If we close your account on the Website for any reason, you will not be entitled to commence any legal proceedings against us in relation to the closing of your account.
27.1 The Terms shall be governed by the laws of New Zealand.
28.1 The Company reserves the right to modify or amend these Terms from time to time by sending you an email or a message on the Website. If you continue using the Website following the receipt of such an email or a message, you declare that you agree to be bound by the modified Terms.
29.1 These Terms have been last amended on 14th of June 2019.
30.1 If you have any questions about these Terms, please contact the Company by email at http://www.valoso.com/privacy-policy .