Terms and Conditions
Last Updated: November 14, 2019
AVID INTERNATIONAL, LTD. d/b/a AViD ("AViD" or “we”) provides personalized services with interactive features (the "Services"), which enables end-users (each, a “User”, “you” or “your”) to stream pre-recorded educational audio content (the “Courses”) as well as access and use other content, information, services, text, photographs, video, audio, graphics and software ordered (together with the Courses, “Content”) or provided on or through https://avid.fm/ and subdomains, mobile applications, and other media managed by AViD (collectively, the “Site”).
YOU MUST BE AT LEAST 18 YEARS OLD TO USE THE SITE, OR, IF YOU ARE BETWEEN THE AGES OF 13 AND 18, YOU MUST HAVE YOUR PARENT OR GUARDIAN’S PERMISSION TO USE THE SITE AND YOU REPRESENT AND WARRANT THAT YOU HAVE OBTAINED SUCH PERMISSION. CHILDREN UNDER THE AGE OF 13 MAY NOT USE THE SITE OR REGISTER FOR AN ACCOUNT.
Violation of this License may result in infringement of intellectual property and contractual rights of AViD, other Users of the Site, or other third parties, which is prohibited by law and could result in substantial civil and criminal penalties.
THIRD-PARTY SERVICES AND AFFILIATES
The Site may include embedded third-party content or links (such as hyperlinks) to third party websites, resources, content or services (including external websites that are framed by the Site as well as any advertisements displayed in connection therewith, and affiliate marketing links through which we may earn a commission if/when you click on or make purchases via affiliate links) that are not owned or controlled by AViD (collectively, “Third-Party Services”). When you access Third-Party Services, you do so at your own risk. Third-Party Services are not under our control, and you acknowledge that AViD is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of Third-Party Services. If you believe any Third-Party Services violates applicable law or may be inappropriate, please notify AViD. The inclusion of any Third-Party Services does not imply any association between AViD and their operators. By using the Site, you expressly relieve and hold AViD harmless from any and all liability arising from your use of any Third-Party Services, including any loss or damage incurred as a result of any dealings between you and any third parties, or as the result of the presence of such Third-Party Services on the Site or the failure of such Third-Party Services to function as intended. It is your responsibility to evaluate the content and usefulness of the information obtained from third parties.
INTERACTIVE AREAS AND USER CONTENT
The Site may contain interactive areas where Users can upload their own User Content (the “Interactive Areas”). You acknowledge and agree that submissions made to Interactive Areas may be publicly available to all other Users, or in certain cases, specific other Users, and that you may be publicly identified when communicating in Interactive Areas, and AViD will not be responsible for the action of any Users with respect to any information or materials posted in Interactive Areas. Your User Content will be accompanied by your real name and may not be posted anonymously. Notwithstanding the previous sentence, if the applicable registration page for your participation in any of the Interactive Areas allows you to create a screen name, you may also select and use an appropriate screen name that is not your real name, provided that you use your real name when registering for participation in the Interactive Area. Participants in Interactive Areas must not misrepresent their identity or their affiliation with any person or entity. Any User Content will be considered non-confidential and non-proprietary. You must not post any User Content on or through the Site or transmit to us any User Content that you consider to be confidential or proprietary.
You hereby acknowledge and agree that AViD does not actively monitor or police the Interactive Areas or specific interactions between Users of the Site (and has no obligation to do so) and you hereby disclaim and hold AViD harmless from and against any and all liability resulting from a User’s interaction with, or conduct towards, any other User. Notwithstanding the foregoing, AViD reserves the right to determine, at its sole discretion, what constitutes harassment or mischief, and where that has occurred, and may, also at its sole discretion, partially or completely deny, suspend, or terminate access to the Site to any infringing party.
Unless otherwise provided in a separate written agreement between you and AViD, you retain all right, title and interest in and to any User Content that you upload onto the Site; provided, that you hereby grant to AViD a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferrable, assignable, sublicensable (through multiple tiers) license to exercise all copyright, publicity rights, and any other rights you have in such User Content in any media now known or not currently known in order to operate, perform, promote, advertise, market, and improve upon the Site (the “User Content License”). This license is without any payment, permission or notification due from AViD to you or any third party. The User Content License includes the right to make, use, sell, reproduce, publish, modify, adapt, prepare derivative works from, combine with other works, translate, distribute, display, perform, and sublicense User Content in any form, medium, or technology now known or hereafter developed. By submitting User Content to the Site, you acknowledge and agree that AViD may create on its own ideas that may be, or may obtain submissions that may be, similar or identical to your User Content. You agree that you will have no recourse against AViD for any alleged or actual infringement or misappropriation of any proprietary or other right in or related to the User Content you provide to AViD. You acknowledge and agree that your submission of User Content to the Site does not create any new or alter any existing relationship between you and AViD.
You certify and warrant that your User Content is your original work or that the owner of such works has expressly granted to AViD a perpetual, worldwide, royalty-free, irrevocable, non-exclusive license for said works with all of the rights granted by you to AViD, and do not violate and will not violate applicable law or the rights of any third party including any right of publicity, right of privacy, copyright, patent, trademark or other intellectual property right or any proprietary right.
You may remove your User Content at any time. If you remove any posting, AViD will cease using that particular posting in promotional materials and derivative User Content; provided that (i) AViD may not be able to control uses of your User Content made by other users and will not be liable for any use by a third party and (ii) AViD may maintain a copy of removed User Content for archival and legal purposes.
You acknowledge and agree that AViD may establish general practices and limits concerning your use of the Site or Content. You agree that AViD has no responsibility or liability for the blocking, deletion, or failure to store any User Content maintained or transmitted by the Site. You further acknowledge that AViD reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice to you.
DIGITAL MILLENNIUM COPYRIGHT ACT
AViD reserves the right to remove any Site Content or User Content that allegedly infringes another party’s copyright. AViD will terminate, in appropriate circumstances, Users who are repeat infringers of another party’s copyright. Notices to AViD regarding any alleged copyright infringement should be directed to AViD via email at firstname.lastname@example.org.
Notification of Alleged Copyright Infringement: If you believe in good faith that your work has been copied in a way that constitutes copyright infringement under applicable law, you may provide us with a written notice containing the following:
Your name, address, telephone number, and email address;
A description of the copyrighted work that you claim has been infringed;
A description of where on the Site the material you claim is infringing may be found, sufficient for AViD to locate the material (e.g., the URL);
A statement that you have a good faith belief that the use of the copyrighted work is not authorized by the copyright owner, its agent, or applicable law;
A statement by you under penalty of perjury under applicable law that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and
Your electronic or physical signature.
U.K. law imposes substantial penalties for falsely submitting a notice of copyright infringement.
Counternotice to Restore User Content Removed for Alleged Copyright Infringement: If you believe that your User Content has been removed by mistake or misidentification, you may provide us with a written counter-notification containing the following information:
Your name, address, telephone number, and email address;
A description of the material that was removed;
A description of where on the Site the material that was removed previously appeared (e.g., URL);
A statement that you have a good faith believe that the material was removed or disabled as a result of a mistake or misidentification;
A statement by you under penalty of perjury under applicable law that the information in your counter-notice is accurate;
A statement that you consent to the jurisdiction for the judicial district in which your address is located, and that you will accept service of process from the person who filed the original DMCA notice or an agent of that person; and
Your electronic or physical signature.
LIMITATIONS ON SITE USE
You are solely responsible for all your interactions with the Site and other Users on or through the Site, including, without limitation, your participation in Interactive Areas. In your interactions with other Users, you agree to conduct yourself professionally, civilly, and respectfully at all times.
The Site and Site Content, and any User Content belonging to another User, may not be used, modified, reproduced, duplicated, copied, published, distributed, downloaded, sold, resold, transformed, redesigned, reconfigured, retransmitted, or otherwise exploited by you for any purpose except as facilitated by the Site’s functionalities or without express prior written consent of AViD, or in the case of another User’s User Content, the applicable User.
With limiting the foregoing, while using the Site, you may not:
Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of AViD or other Users, or use information learned from the Site or Content to otherwise defame, abuse, harass, stalk, threaten, intimidate, or mislead, or otherwise violate the legal rights of AViD or any other User outside of the Site.
Upload User Content to the Site, or otherwise utilize Interactive Areas to communicate or distribute information, that is defamatory, profane, infringing, obscene, unlawful, offensive, and/or harmful, including, but not limited to, content that advocates, endorses, condones, or promotes racism, bigotry, hatred, or physical harm of any kind against any individual or group of individuals.
Use the Site or Content for any purpose in violation of applicable local, state, federal, or international law.
Use or otherwise export or re-export the Site or any portion thereof, or the Site Content or User Content in violation of the export control laws and regulations of the United Kingdom.
Upload User Content or files that contain software or other material that violate the intellectual property rights (or rights of privacy or publicity) of any third party or for which you have not obtained the necessary rights or permissions to use accordingly.
Upload User Content or files that contain viruses, Trojan horses, corrupted files, malware, spyware, bugs, or any other similar software that may damage or infiltrate the operation of any other User’s computer.
Advertise or offer to sell any goods or services for any commercial purpose through the Site, or otherwise post commercial advertisements, affiliate links, and other forms of solicitation, which may be removed from the Site without notice to you at any time, unless otherwise agreed by you and AViD in a separate written agreement.
Conduct or forward surveys, contests, pyramid schemes, or chain letters.
Impersonate another person or User or knowingly allow any other person or entity to use your identification or Account (as defined below) to post or view comments on, or otherwise utilize, the Site.
Download any file posted by another User that a User knows, or reasonably should know, cannot be legally distributed through the Site.
Restrict or inhibit any other User from using and enjoying the Interactive Areas.
Imply or state that any statements you make are endorsed by AViD or any other User without the prior written consent of AViD or such User.
Use a robot, spider, manual, and/or automatic processes, or devices to data-mine, data-crawl, scrape, or index the Site in any manner.
Hack or interfere with the Site, its servers, or any connected networks.
Adapt, alter, license, sublicense, or translate the Site or Content for your own personal or commercial use.
Remove or alter, visually or otherwise, any copyrights, trademarks, or proprietary marks and rights owned by AViD.
Upload User Content that provides materials or access to materials that exploit people under the age of eighteen (18) in an abusive, violent, or sexual manner.
Use the Site to collect Registration Data (as defined below) of Users by electronic or other means.
Use the Site in a manner which is false or misleading (directly or by omission or failure to update information) or for the purpose of accessing or otherwise obtaining AViD’s trade secret information for public disclosure or other purposes.
Use, transfer, distribute, or dispose of Site, Site Content or User Content in any manner that could compete with the business of AViD.
Cause or induce any third party to engage in the restricted activities above.
The License granted to you terminates automatically upon any unauthorized use of the Site or Content and AViD will take appropriate investigative and legal action for any illegal or unauthorized use of the Site or Content.
UNLAWFUL ACTIVITY; TERMINATION OF SITE ACCESS
In order to utilize certain full functionalities of the Site, each User may need to register and create an account (each, an “Account”). You agree to create only one (1) unique Account and that you will be the sole authorized user of your Account. As part of the registration process, Users will be asked to submit certain information such as their name, email address, phone number, profile name, etc., and to create an Account login password (collectively, “Registration Data”). You agree that all Registration Data you provide to AViD will be and remain at all times true, accurate, current, and complete. AViD may from time to time modify or add to the Registration Data information fields required to create an Account, and you agree to promptly complete any such additional or modified information fields when and as requested by AViD.
AViD will have the right to use your Registration Data in connection with servicing and operating the Site. You agree (i) to restrict access by any other person or entity to your password or other login information, (ii) to not knowingly use the name or email of any other person without authorization, (iii) to not use an email or profile name that is profane, offensive, or otherwise inappropriate, (iv) to not allow any third party to use your login information, Registration Data, or Account, and (v) to notify AViD of any breach of security by promptly sending AViD an e-mail to email@example.com. You agree that you will be liable for all activities that occur under your Account, even if such activities were not committed by you. AViD is not responsible for any loss or damage as a result of someone else using your Account, Registration Data, or password, with or without your knowledge.
COURSES; FEES AND PAYMENTS
Any questions or concerns relating to the Courses generally, or the content or quality of a particular Course, may be directed to firstname.lastname@example.org.
REPRESENTATIONS AND WARRANTIES
ADVERTISERS ON SITE
The Site may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on the Site is accurate and complies with applicable laws. AViD will not be responsible for the illegality of or any error or inaccuracy in advertisers’ or sponsors’ materials or for the acts or omissions of advertisers and sponsors.
AViD disclaims all liability for any communications directed to you from any third party directly or indirectly in connection with the Site (“Third-Party Communications”) that you may receive and any actions you may take or refrain from taking as a result of any Third-Party Communications. You are solely responsible for assessing and verifying the identity and trustworthiness of the source and content of any Third-Party Communications. AViD assumes no responsibility for verifying, and makes no representations or warranties regarding, the identity or trustworthiness of the source or content of any Third-Party Communications.
By using the Site, you expressly relieve and hold AViD harmless from any and all liability arising from Third-Party Communications, including any loss or damage incurred as a result of any dealings between you and any third parties. It is your responsibility to evaluate the content and usefulness of the information obtained from third parties.
YOUR USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK. THE SITE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AVID MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT PROVIDED THROUGH THE SITE OR THIRD-PARTY CONTENT LINKED TO THE SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN. AVID DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY HYPERLINKED SITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING AND AVID WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES, OTHER THAN AS PROVIDED HEREIN. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
WITHOUT LIMITING THE FOREGOING, NEITHER AVID NOR ITS AFFILIATES OR LICENSORS WARRANT THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR THAT THE SITE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS, OR CONTENT OF ANY CONTENT, INFORMATION, OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE SITE. NEITHER AVID NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER. NEITHER AVID NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE SITE IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. AVID AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED, OR USED BY OTHERS.
LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT AVID IS ONLY WILLING TO PROVIDE THE SITE IF YOU AGREE TO CERTAIN LIMITATIONS OF OUR LIABILITY TO YOU AND THIRD PARTIES. THEREFORE, YOU AGREE NOT TO HOLD AVID OR ITS PARENTS, SUBSIDIARIES, OR AFFILIATES OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, CONTENT PARTNERS, VENDORS, THIRD PARTY LICENSORS, DISTRIBUTORS, ADVERTISERS, OR OTHER CONTRACTING PARTIES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORS, ASSIGNS, CONSULTANTS, OR OTHER AGENTS LIABLE FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR OR ANY OTHER PARTY’S USE OF OR INABILITY TO USE THE SITE, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT, OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY), ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY AVID OR ITS AFFILIATES OR LICENSORS AND ANY DESTRUCTION OF YOUR INFORMATION.
UNDER NO CIRCUMSTANCES WILL AVID OR ITS PARENTS, SUBSIDIARIES, OR AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, CONTENT PARTNERS, VENDORS, THIRD PARTY LICENSORS, DISTRIBUTORS, ADVERTISERS, OR OTHER CONTRACTING PARTIES, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SUCCESSORS, ASSIGNS, CONSULTANTS, OR OTHER AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SITE, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT AVID AND ITS PARENTS, SUBSIDIARIES, AND AFFILIATES AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, CONTENT PARTNERS, VENDORS, THIRD PARTY LICENSORS, DISTRIBUTORS, ADVERTISERS, AND OTHER CONTRACTING PARTIES, TOGETHER WITH THEIR RESPECTIVE DIRECTOR, OFFICERS, EMPLOYEES, SUCCESSORS, ASSIGNS, CONSULTANTS, AND OTHER AGENTS IS LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED ONE HUNDRED U.K. POUNDS (£100.00).
YOU AND AVID AGREE THAT ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS, AND THAT NEITHER YOU NOR AVID WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, A REPRESENTATIVE ACTION, A COLLECTIVE ACTION, A PRIVATE ATTORNEY-GENERAL ACTION, OR IN ANY PROCEEDING IN WHICH YOU OR AVID ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. YOU AND AVID FURTHER AGREE THAT NO PROCEEDING WILL BE JOINED, CONSOLIDATED, OR COMBINED WITH ANOTHER PROCEEDING WITHOUT THE PRIOR WRITTEN CONSENT OF YOU, AVID, AND ALL PARTIES TO ANY SUCH PROCEEDING.
ERRORS AND CORRECTIONS; UPDATES
AViD does not represent or warrant that the Site, Site Content, or User Content will be error-free, free of viruses or other harmful components, or that defects will be corrected or that it will always be accessible. AViD does not warrant or represent that the Content available on or through the Site will be correct, accurate, timely, or otherwise reliable. Your access to the Site may be interfered with by numerous factors outside of AViD’s control including, without limitation, telecommunications and/or wireless network service disruptions, computer or mobile device viruses and bugs, tampering, unauthorized intervention, fraud, technical failures, and server, equipment, or software defects. AViD is not responsible for and will have no liability for any failures of the Internet or any data or telecommunications equipment, system, or network used in connection with the Site. In addition, perfect security does not exist on the Internet; AViD cannot and does not guarantee that any Registration Data or other personally identifiable information relating to you submitted to the Site will not become public under any circumstances.
AViD may in the future update the Site to change the Site Content and/or features thereof at any time (an “Update”). AViD will not be liable to any User in any way as a result of any temporary suspension of the Site or Content arising from or in connection with an Update. Furthermore, AViD is under no obligation to undergo an Update of the Site to the extent any Site Content, User Content, and/or other features or material contained therein or related thereto is out of date. The terms of the License granted to you herein will apply in full to any Update.
GOVERNING LAW AND JURISDICTION; DISPUTES
WAIVER AND SEVERABILITY OF TERMS; ENTIRE AGREEMENT