By your use of JOGG, you acknowledge that you have read, understood and agree to be fully bound by this Agreement. If you do not agree to this Agreement, select the “Cancel” button and do not access, download, install or use JOGG in any way, form or method.
Jogg, Inc. reserves the right in its sole discretion and with or without notice to you, to modify and alter JOGG, including but not limited to its features, specifications, capabilities, functions, programming, availability and all other services and software constituting JOGG (“Changes.”). By continuing to use JOGG after any such Changes, you agree that you are bound by such Changes, and that Jogg, Inc. has no liability to you whatsoever as a result of any such Changes.
Grant of Licenses.
a) License To You. Provided that you agree and comply with the terms of this Agreement, Jogg, Inc. hereby grants to you a non-exclusive, non-transferable, limited license, to access, download and use JOGG to reproduce, transmit, display and access Content, which shall mean any and all audio and video materials including, without limitation, film, sound, and other forms of intellectual property, whether in still, live or animated form, contained in materials uploaded, or provided by you to Jogg, Inc. and/or through the use of JOGG, in any method or form.
b) License From You. You hereby grant Jogg, Inc. and its users a world-wide, royalty-free, non-exclusive license to: (i) deliver Content in accordance with the preferences you set using your Account, which means your individual user account, including the settings, preferences, profile information selected by you; (ii) upload, download, secure, encode, reproduce, host, stream, transmit, syndicate, cache, route, reformat, analyze and create algorithms and reports based on any of these actions, access to and use of the Content; (iii) exhibit, broadcast, publicly display, publicly perform, distribute, copy, store, add metadata and associations, and/or reproduce the Content on or through JOGG; (iv) combine the content with any other content and (v) utilize Content to test the internal technologies or processes of Jogg, Inc. and its partner firms.
No Liability. You assume the risks of all Content which you provide or access through JOGG and understand and agree that JOGG is a passive conduit of online Content. You acknowledge Jogg, Inc. is not responsible for preventing or identifying infringement of intellectual property rights and assumes no responsibility for monitoring for possible infringement or enforcing intellectual property rights. For any infringement or suspected infringement of intellectual property rights, you will notify Jogg, Inc. in accordance with Jogg, Inc.'s Notification Policy, which is set forth in Section 23 below. Jogg, Inc. makes no representations or warranties as to any Content made available by any user of JOGG, made accessible through JOGG, including without limitation, whether or not such Content requires or has obtained all requisite clearances, licenses, or releases necessary for the legal use of such Content, whether or not such Content violates the rights of any third parties, including without limitation, privacy rights, intellectual property rights, and the rights to receive royalties, or any other compensation.
Privacy. Access to the Account and JOGG requires a secure, individual password. You must protect passwords from disclosure or unauthorized use. In the event of a suspected or actual breach of security related to JOGG, you must immediately notify Jogg, Inc.. While Jogg, Inc. will use commercially reasonable efforts to provide assistance, Jogg, Inc. is not liable for any loss or damage resulting from the breach of security of any Account or your failure to securely maintain the confidentiality of passwords.
Third Party Materials. JOGG may include third party components that may be subject to their own, separate license agreements. You assume all risks and liabilities associated with the use of any such third party offerings. Any third party products, Content, services or links displayed on JOGG are not referrals or endorsements of any product, service or provider.
Tracking. JOGG may contain software to track and capture activity, including individual user Account information, to assist Jogg, Inc. in optimizing delivery of Content and for the purposes of developing and facilitating algorithms and reports. Your use of JOGG constitutes acceptance of these features. If you engage in, or assist or enable, for syndication of Content on third party websites, you, and not Jogg, Inc., are solely responsible for notifying each such third party website that Jogg, Inc. may track and capture such information.
Restrictions. You are expressly prohibited from: (a) selling, renting, leasing, sublicensing, otherwise transferring or distributing any copies of JOGG to third parties; (b) modifying, translating, reverse engineering, decompiling, or disassembling JOGG or altering any accompanying documentation; (c) creating derivative works based upon JOGG; (d) altering, destroying or otherwise removing any proprietary notices, images or logos displayed, provided on or embedded within JOGG; (e) restricting or inhibiting others use or enjoyment of JOGG; (f) gaining unauthorized access to other Accounts; (g) impersonating or otherwise misrepresenting any person or entity, or making false or misleading indications of origin or fact; or (h) interfering with or disrupting JOGG or Jogg, Inc.'s servers or networks connected thereto, through any manner whatsoever, or disobeying any requirements, procedures, policies or regulations of networks connected to JOGG.
Warranty. You are solely responsible for all matters arising out of or in connection with the Content that your submit or acquire through JOGG, including without limitation, ensuring that the Content you submit does not include Prohibited Content, as defined below, and that the Content you submit and acquire through JOGG does not violate the rights of any third party. You represent and warrant that you are solely responsible and liable for: (a) obtaining all necessary consents, permissions, licenses, public performance rights, releases and waivers from all parties whose image or intellectual property appear in the Content, including without limitation, musical compositions and sound recordings, logos, brands, and products that are utilized in the Content; (b) complying with all laws, rules and applicable regulations; (c) not utilizing any Prohibited Content; and (d) abiding by all the terms of this Agreement. Jogg, Inc. is not responsible for the: (1) selection, acquisition, distribution or licensing of Content submitted through or obtained through JOGG; or (2) acquisition or payment of any third party licenses, rights clearances or other permissions needed from unions, guilds or other entities to use Content in the manner authorized by a JOGG user. Jogg, Inc. has no obligation (and undertakes no responsibility or liability for any obligation) to review, monitor or oversee any Content submitted, uploaded, distributed or retrieved in connection with the use of JOGG. Furthermore, Jogg, Inc. assumes no responsibility for protecting or enforcing third party rights with respect to Content, including, without limitation, monitoring the Content, determining whether Content is lawful, appropriate or permitted by third parties, for libel, falsehoods, errors or omissions contained in Content or compliant with FCC or other governmental regulations, or for taking legal action against actual or suspected infringers of Content. You are solely responsible for maintaining copies of the Content and shall take precautionary measures to backup and protect it. Jogg, Inc. has no obligation to provide you (or any third party) with backup or archival copies of any Content uploaded or distributed via JOGG.
Prohibited Content. You shall not, and you warrant that you shall not, use JOGG to upload, download, post, e-mail, transmit, transfer, distribute, create materials in any manner whatsoever utilizing Content obtained through JOGG, display or link to Content that: (a) promotes illegal activity, or provides instructions for illegal activity; (b) exploits images or discloses personally identifiable information of children under eighteen (18) years of age or otherwise harms minors in any way; (c) it does not have the right to use for the purposes of JOGG; (d) is unlawful, harmful, threatening, abusive, violent, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of privacy or publicity rights, hateful or racially, sexually, ethnically or otherwise objectionable; (e) infringes the intellectual property or proprietary rights of any third party; (f) is in any way related to any raffle, sweepstakes, contest or game requiring a fee by participants; (g) directly or indirectly is used for "junk mail", "spam", "chain letters", "pyramid schemes", or any other like form of solicitation; and/or (h) contains any malicious or invasive software, or that could diminish the quality of, interfere with the performance of, or impair the functionality of JOGG (collectively, the “Prohibited Content”). JOGG WILL NOT TOLERATE OBJECTIONABLE MATERIAL OF ANY KIND. Content or Users that are reported for inappropriate content are reviewed for possible removal from JOGG. All reports are reviewed and action (removal of content or account, contacting of authorities, etc.) is taken within 24 hours if Jogg, Inc. deems necessary through our reporting system. Additionally, you are prohibited from advertising, offering for sale, or selling any item prohibited from advertising or selling by any applicable local, state, national, or international law, including regulations having the force of law, or advertise, offer for sale, or sell any of the following items:
- a) Any firearms, explosives, or weapons.
- b) Any food that is not packaged or does not comply with all laws governing the sale of food to consumers by commercial merchants.
- c) Any alcoholic beverages.
- d) Any tobacco products for human consumption, including, without limitation, cigarettes and cigars.
- e) Any items that are indecent or obscene, that are hateful or racially, sexually, ethnically or otherwise objectionable, that contain child pornography, that are otherwise pornographic in nature, or are harmful to minors.
- f) Any controlled substances or pharmaceuticals.
- g) Any items that are counterfeit or stolen.
- h) Any dangerous items.
- i) Any goods or services that do not, in fact, exist.
- j) Any registered or unregistered securities.
- k) Any items that violate or infringe the rights of other parties.
- l) Any items that you do not have the legal right to sell.
- m) Any items where doing so through JOGG would cause Jogg, Inc. to violate any law.
Indemnification. You shall defend, indemnify and hold Jogg, Inc. harmless against any and all claims, damages, costs and expenses (including reasonable attorneys’ fees and litigation expenses) arising out of or in connection with (i) your breach of this Agreement, including but not limited to any of the representations or warranties set forth in this Agreement, and without exception, the warranties you provided in Section 8 and 9 above; and (ii) any claims made by any third parties resulting from your use of JOGG, including your use of any Content which you upload to JOGG or download from JOGG.
Age Restriction. Use of JOGG is not intended for minors under the age of 18 ("Minors"). Minors are not authorized by Jogg, Inc. to use JOGG, even if Minors set up an Account or accept the terms of this Agreement. Parents or guardians may authorize Minors between the ages of 13 and 17 to use JOGG, but only on the condition that the Minor’s parents or legal guardians assume all responsibility and legal liability for the conduct of such Minor including, without limitation, monitoring the Minor's access and use of JOGG, as well as any Content that is accessed through JOGG. If Jogg, Inc. learns that anyone under the age of 13 is using JOGG, Jogg, Inc. will require verified parental or guardian consent, in accordance with the Children's Online Privacy Protection Act of 1998 ("COPPA").
Automatic Updates/Communication Features. JOGG may automatically communicate with Jogg, Inc.'s servers to check for updates such as bug fixes, patches, enhanced functions, notifications, alerts, updates, and new versions of JOGG. At no charge to you, Jogg, Inc. may require the installation of software updates deemed reasonably necessary to address errors, bugs or other performance issues in the Account (collectively, “Updates”). Updates shall be subject to all of the terms and conditions of this Agreement. Jogg, Inc. may, from time to time, post notices on JOGG, other Jogg, Inc. websites or blogs, or other public communications tools (such as through its Facebook, Twitter, and other third party services), to explain Updates and provide instructions to users associated with such Updates.
Compliance with U.S. Laws. You shall adhere to all applicable state, federal, local and international laws and treaties in all jurisdictions in which you use JOGG, including, without limitation, all end-user, end-use and destination restrictions issued by U.S. and other governments and the U.S. Export Administration Act and its associated regulations. For clarity, you, and not Jogg, Inc., shall be responsible for ensuring that your use of JOGG, does not constitute a criminal offense, give rise to civil liability or otherwise violates any applicable law, regulation or ordinance, including, without limitation, U.S. law, regarding the transmission of copyrighted, trademarked Content or personally-identifiable information or controlled technical data.
Termination. Jogg, Inc. may terminate or suspend your access to JOGG: (a) should you fail to comply with a term or condition this Agreement and/or any applicable services agreement between you and Jogg, Inc.; (b) for any conduct that Jogg, Inc. believes is or may be directly or indirectly harmful to other users, to Jogg, Inc. or its subsidiaries, affiliates, or business contractors, or to other third parties; (c) for any conduct that violates any local, state, federal, or foreign laws or regulations; (d) for user inactivity; or (e) if Jogg, Inc. reasonably determines that your access to JOGG may be detrimental to Jogg, Inc. or any third party. Jogg, Inc. also may suspend or terminate any user account because of user inactivity. For example, a Jogg, Inc. account may be terminated or suspended if a user fails to sign-in to JOGG for an extended period of time. If one of your accounts is suspended or terminated for inactivity, your right to use JOGG immediately ceases.
Intellectual Property. Jogg, Inc. owns all right, title and interest in and to JOGG including associated intellectual property rights under copyright, trade secret, patent, trademark and/or other applicable domestic and international laws. Any and all trademarks that Jogg, Inc. uses in connection with JOGG are owned by Jogg, Inc. and any goodwill associated with the use of such marks shall inure to the benefit of Jogg, Inc.. Jogg, Inc. is not required to accept unsolicited feedback. If you provide any feedback, whether solicited or not, about JOGG to Jogg, Inc., Jogg, Inc. shall own all rights in and to such feedback and any derivative technologies developed on such feedback. You shall take all necessary actions to affect Jogg, Inc.'s rights in and to such feedback.
Disclaimer of Warranties. YOU UNDERSTAND AND AGREE THAT JOGG SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES TO YOU WHATSOEVER ARISING AS A RESULT OF THE CONTENT THAT YOU SUBMIT OR ACQUIRE THROUGH JOGG AND THAT YOU ASSUME ALL RISKS ARISING FROM THE SUBMITTAL, ACQUISITION OR USE OF ANY CONTENT YOU PROVIDE OR OBTAIN THROUGH JOGG. JOGG, INC. MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE OF THE SUITABILITY OF JOGG FOR YOUR PURPOSES THAT THE USE OF JOGG SHALL BE SECURE, UNINTERRUPTED OR ERROR-FREE, OR THAT JOGG SHALL FUNCTION PROPERLY IN COMBINATION WITH ANY THIRD PARTY TECHNOLOGY, HARDWARE, SOFTWARE, SYSTEMS OR DATA. THE TECHNOLOGY IS PROVIDED “AS IS" AND ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. THE TECHNOLOGY MAY BE SUBJECT TO INTERRUPTION, LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF INTERNET APPLICATIONS AND ELECTRONIC COMMUNICATIONS AND JOGG, INC. IS NOT RESPONSIBLE FOR ANY SUCH DELAYS, DELIVERY FAILURES, OR ANY OTHER DAMAGE RESULTING FROM EVENTS BEYOND JOGG, INC.'S REASONABLE CONTROL.
Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL JOGG, INC. BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, INTELLECTUAL PROPERTY INFRINGEMENT OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE JOGG, EVEN IF JOGG, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR EXCLUSIVE REMEDY AND JOGG, INC.'S TOTAL AGGREGATE LIABILITY RELATING TO, ARISING OUT OF, IN CONNECTION WITH, OR INCIDENTAL TO THIS AGREEMENT FOR ANY REASON SHALL BE LIMITED TO THE ACTUAL DIRECT DAMAGES INCURRED BY YOU, BUT IN NO EVENT GREATER THAN ONE THOUSAND U.S. DOLLARS ($1,000.00). THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION OR CLAIMS IN THE AGGREGATE FOR ANY REASON. BECAUSE SOME STATES/ JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU. THE PROVISIONS OF THIS SECTION DO NOT WAIVE OR LIMIT JOGG, INC.'S ABILITY TO OBTAIN INJUNCTIVE OR OTHER EQUITABLE RELIEF FOR BREACH OF THIS AGREEMENT.
Governing Law; Dispute Resolution. This Agreement shall be governed by the laws of the State of California as such laws apply to contracts between California residents performed entirely within California, without regard to conflict of law provisions. Any action or proceeding arising from or relating to this Agreement may be brought in the State and Federal courts located in California and each party irrevocably submits to such exclusive jurisdiction and venue.
Entire Agreement. This Agreement constitutes the complete and exclusive agreement between you and Jogg, Inc. with respect to its subject matter. If any provision of this Agreement is held unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances.
Enforcement. The failure of you or Jogg, Inc. to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision.
Relationship. Nothing in this Agreement shall create a joint venture, partnership, employment, agency or exclusive relationship between you and Jogg, Inc. as a result of this Agreement or your use of JOGG as authorized hereunder.
Notification Policy. Jogg, Inc. respects the intellectual property rights of others and expects you to do the same. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office at http://www.copyright.gov/legislation/dmca.pdf, Jogg, Inc. will respond expeditiously to claims of potential copyright infringement committed using JOGG. Copyright owners or a party authorized to act on behalf of an owner, should report potential copyright infringement by completing the following DMCA notice and delivering it to the Jogg, Inc. Designated Copyright Agent. Upon receipt, Jogg, Inc. will take whatever action, in its sole discretion, it deems appropriate, including removal of the potentially infringing material and/or termination of the potential infringer's Account.
Please send either an email to [email protected] (Subject: DMCA Notification), or letter to the address provided below with all of the following information:
- a) Identify the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
- b) Identify the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to locate the material. Providing URLs in the body of an email is the best way to help Jogg, Inc. locate Content quickly.
- c) Provide Information reasonably sufficient to permit Jogg, Inc. to contact you, the complaining party, such as an address, telephone number, and, if available, an electronic mail address.
- d) A statement that you, as the complaining party, or as one who has authorization to act on behalf of the copyright owner, has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law. As an example, "I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner or its agent."
- e) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. As an example, "I hereby state that the information in this notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed."
- f) Provide your full legal name and your electronic or physical signature.
Such written notice should be sent to Jogg, Inc. as follows:
Jogg, Inc., 1800 S. Brand Blvd. Suite 120, Glendale California 91204
The process for counter-notifications is governed by Section 512(g) of the Digital Millennium Copyright Act: http://www.copyright.gov/legislation/dmca.pdf. To file a counter-notification with Jogg, Inc., a written communication that sets forth the items specified below must be provided.
Please note that under Section 512(f) of the Copyright Act, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability. Jogg, Inc. will terminate any User who is a repeat infringer. Accordingly, any User that is not sure whether certain material infringes the copyright of others, should contact an attorney.
Elements of Counter-Notification To file a Counter-Notification, please send either an email to [email protected] (Subject: DMCA Counter-Notification), a facsimile to: (650) 516-7325 (Attn: DMCA Counter-Notification), or letter to the address provided below with all of the following information, with the following format (including section numbers):
- a. Identify the specific URLs of material that Jogg, Inc. has removed or to which Jogg, Inc. has disabled access.
- b. Provide your full name, address, telephone number, and email address, and the username of the Account.
- c. Provide a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or the United States District Court, Central District of California if your address is outside of the United States), and that you will accept service of process from the person who provided notification under subsection (c)(1)(C) or an agent of such person.
- d. Include the following statement: "I swear, under penalty of perjury, that I have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled."
- e. Sign the notice. If you are providing notice by e-mail, a scanned physical signature or a valid electronic signature will be accepted.
Such written notice should be sent to Jogg, Inc.'s as follows:
Jogg, Inc., 1800 S. Brand Blvd. Suite 120, Glendale California 91204
After Jogg, Inc. receives a counter-notification, Jogg, Inc. will forward it to the party who submitted the original claim of copyright infringement. Please note that when Jogg, Inc. forwards the counter-notification, it will includes any personal information provided to Jogg, Inc. and submitting a counter-notification requires unencumbered consent to having such information revealed in this way. Jogg, Inc. will not forward the counter-notification to any party other than the original claimant.
After Jogg, Inc. sends out the counter-notification, the claimant must then notify Jogg, Inc. within ten (10) days that he or she has filed an action seeking a court order to restrain the infringer from engaging in infringing activity relating to the material distributed via JOGG. If Jogg, Inc. receives such notification, Jogg, Inc. will be unable to restore the Content to JOGG until resolution of any court action. If Jogg, Inc. does not receive such notification, Jogg, Inc. may, at its sole discretion, reinstate the Content.