Policy & User Agreement
This Agreement between the user who is registering for Video Suspects, Inc.,.com service ("User") and Video Suspects, Inc., LLC ("Video Suspects, Inc.,") sets forth the terms and conditions governing the delivery of services by Video Suspects, Inc., and the payment for and use of such services by User.
During the term of this Agreement, User shall pay Video Suspects, Inc., the charges described on the Video Suspects, Inc.,.com services selected by User.
The Video Suspects, Inc.,.com Terms and Conditions listed below are a part of this Agreement.
This Agreement has been reviewed by and is acknowledged by an authorized representative of User and becomes effective on the date when received by Video Suspects, Inc.
Video Suspects, Inc., TERMS AND CONDITIONS
During the term of this Agreement, User may access Video Suspects, Inc's., computer-assisted, online data retrieval service known as Video Suspects, Inc., (the "Network") and the information included therein, on the following terms and conditions:
1. ACCESS TO NETWORK.
(a) Video Suspects, Inc., grants to User a nontransferable, nonexclusive license to access the database and the information included therein during its normal hours of operation solely for the purpose of performing research and related work in the regular course of User's business. Except as otherwise provided herein, such license includes the right to transfer in substance the portions of information made available to User through the Network ("Information") in machine-readable form to a storage device under User's exclusive control and to temporarily store such Information in order to quote the same in memoranda, briefs and similar work product created by User. User shall not store or use Information in a searchable database.
(b) Video Suspects, Inc., reserves the right at any time and without prior notice to User to change the Network's hours of operation, items, images and videos or to limit User's access to the database in order to perform repairs, make modifications or as a result of circumstances beyond Video Suspects, Inc.,'s reasonable control. Video Suspects, Inc., may add or withdraw products or services to or from the Network from time to time or change prices for transactions and will notify User of such changes.
2. WARRANTY OF USER.
Video Suspects, Inc., represents that it is not in the business of licensing, selling, or creating for its customers, a computer-assisted, online data retrieval service.
3. BILLING AND PAYMENT.
Unless other payment terms are agreed to by Video Suspects, Inc.,, all charges for the Video Suspects, Inc.,.com services purchased by the User will be immediately charged to the credit card authorized by User. All charges are exclusive of local sales, use, personal property and similar taxes, which will be paid by User.
Video Suspects, Inc., may modify the terms of this Display Agreement upon fifteen (10) days prior notice or sooner, solely the decision of Video Suspects, Inc.
5. USER NAMES AND PASSWORDS.
User's personnel shall access the Network using a user name and password selected by User. User shall notify Video Suspects, Inc., when any user names need to be canceled for any reason.
6. UNAUTHORIZED USE.
User is responsible and will be billed for all use of Video Suspects, Inc., services made by user names assigned to User. If User learns or suspects that unauthorized use of its account is taking place, User shall notify Video Suspects, Inc., immediately and, in such event, Video Suspects, Inc., will promptly replace User's password.
7. AVAILABILITY OF ADDITIONAL PRODUCTS OR SERVICES.
Video Suspects, Inc., will from time to time make available to User other products and services made generally available by Video Suspects, Inc., to its endusers of the Network, on such terms and conditions as Video Suspects, Inc., deems appropriate. This Agreement alone does not grant User access to or use of other Video Suspects, Inc.,'s products and services. User acknowledges that User may be required, as a condition precedent to the use of additional products, to enter into additional agreements with Video Suspects, Inc., or third parties with respect to those products.
User acknowledges that it obtains only license rights under this Agreement and acquires no ownership rights, title or interest, including without limitation copyrights, to the Network, its contents or programming or to the Additional Products.
9. THIRD PARTY CONDITIONS.
User acknowledges that access to and use of the Network may be subject to restrictions imposed by third parties, including without limitation information suppliers, and that Video Suspects, Inc.,'s agreements with such third parties may require Video Suspects, Inc., to deny or otherwise restrict User's access to certain information available through the Network. User agrees to comply with all such restrictions of which User receives notice, whether such notice is provided in writing or given online, and such restrictions are incorporated herein by reference. IN THE EVENT OF ANY CONFLICT BETWEEN THIS AGREEMENT AND THE TERMS AND CONDITIONS IMPOSED BY THIRD PARTIES, THEN THE THIRD PARTY TERMS AND CONDITIONS WILL APPLY. Further, User agrees to respect and comply with all copyright notices applicable to the databases and other services and products relating to the Video Suspects, Inc., Network.
10. RIGHTS OF DATABASE SUPPLIER.
User agrees that any Video Suspects, Inc., database supplier shall have the right to assert or to enforce any of the provisions of this Agreement directly on its own behalf.
11. DISCLAIMER OF WARRANTIES.
(a) NEITHER VIDEO SUSPECTS, INC., NOR ANY DATABASE SUPPLIER MAKES ANY PREPRESENTATION OR WARRANTIES REGARDING THE PERFORMANCE OF THE NETWORK OR THE ACCURACY OF ANY INDEXING, DATA ENTRY OR ANY INFORMATION INCLUDED IN THE NETWORK.
(b) VIDEO SUSPECTS, INC., OR ANY DATABASE SUPPLIER PERSONNEL RENDERING ADVICE TO USER REGARDING THE DEVELOPMENT (INCLUDING, WITHOUT LIMITATION, WORDING, SPACING, FORM AND COMPLETENESS) OF ANY LOCATE REQUESTS OR RENDERING STATEMENTS TO THE USER ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICE, ARE NOT AUTHORIZED TO MAKE ANY REPRESENTATIONS OR WARRANTIES TO USER REGARDING THE ACCURACY OR ADEQUACY OF SUCH REQUESTS, AND USER HEREBY ASSUMES FULL RESPONSIBILITY FOR THE FORMATION AND RESULTS OF ALL LOCATE REQUESTS.
(c) USER ACKNOWLEDGES THAT NEITHER VIDEO SUSPECTS, INC., NOR ANY DATABASE SUPPLIER WARRANTS OR GUARANTEES THE TIMELINESS, CURRENTNESS, ACCURACY, COMPLETENESS, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE INFORMATION OR SERVICES PROVIDED, AND VIDEO SUSPECTS, INC., AND ANY DATABASE SUPPLIER SPECIFICALLY DISCLAIM ALL SUCH WARRANTIES.
(d) USER ACKNOWLEDGES THAT EVERY BUSINESS DECISION INVOLVES THE ASSUMPTION OF A RISK AND THAT NEITHER VIDEO SUSPECTS, INC., NOR ANY DATABASE SUPPLIER, IN FURNISHING THE INFORMATION TO THE USER, DOES OR WILL UNDERWRITE THAT RISK IN ANY MANNER WHATSOEVER. THE USER THEREFORE AGREES THAT NEITHER VIDEO SUSPECTS, INC., NOR ANY DATABASE SUPPLIER WILL BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY CAUSED IN WHOLE OR IN PART BY VIDEO SUSPECTS, INC.,'S OR THE DATABASE SUPPLIER'S NEGLIGENCE IN PROCURING, COMPILING, COLLECTING, INTERPRETING, REPORTING, COMMUNICATING OR DELIVERING THE INFORMATION.
12. USER'S REMEDIES AND VIDEO SUSPECTS, INC.,'S LIABILITY.
IN NO EVENT SHALL VIDEO SUSPECTS, INC., OR ANY DATABASE SUPPLIER BE LIABLE FOR ANY SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES TO OTHER GOODS OR EQUIPMENT, LOST PROFITS, DOWNTIME COSTS, LABOR COST, OVERHEAD COSTS OR CLAIMS OF CUSTOMERS OR CLIENTS OF USER FOR SUCH COSTS.
13. TERM OF AGREEMENT; EFFECTS OF TERMINATION.
(a) The term of this Agreement shall extend from the Effective Date and shall continue unless terminated Video Suspects, Inc., without any prior notice, or as otherwise provided herein.
(b) In the event of any other default by either party, and a failure to cure such default within ten days.
14. COMPLIANCE WITH LAWS.
User shall not use the Network in a manner contrary to or in violation of any applicable federal, state, or local law, rule, or regulation, including without limitation the Fair Credit Reporting Act (15 U.S.C.A. § 1681 et seq.). User certifies that it will not use any information obtained by it through the Network as a factor in establishing a consumer's eligibility for credit or insurance, for employment purposes or for governmental licenses.
(a) User will indemnify and hold harmless Video Suspects, Inc.,, its officers, directors, employees and agents, and the elected and appointed officials and employees, officers, directors and agents of the governmental and other entities that have contributed information to or provided services for the Network, against any and all direct or indirect losses, claims, demands, expenses (including attorneys’ fees) or liabilities of whatever nature or kind arising out of User's access to the Network, its use or distribution of any Information or the Additional Products, except for claims expressly covered by the warranty provided in Section 12 hereof.
(b) Video Suspects, Inc., will indemnify and hold User, its officers, directors, employees and agents, harmless against any claim that the Network infringes upon a United States copyright, patent or trade secret; provided User immediately notifies Video Suspects, Inc., in writing of the existence of such claim, permits Video Suspects, Inc., to assume the defense of such claim, and cooperates with any reasonable requests of Video Suspects, Inc., in connection with such defense; and provided, further that the indemnity given herein shall not apply if User resells or distributes Information to third parties.
(a) This Agreement shall be governed by state or federal law and may not be assigned by User in whole or in part without the prior written consent of Video Suspects, Inc.,.
(b) All notices required or permitted under this Agreement will be posted on the Video Suspects, Inc., site. Subscribers to Video Suspects, Inc., will be notified of any changes to the price or content via the email address provided by the User.
(c) Failure by either party to insist in any one or more cases upon the strict performance of any of the terms and conditions of this Agreement shall not be considered a waiver or relinquishment for the future of any such term or condition or of any other term or condition.
(d) The terms and conditions set forth in this Agreement constitute the entire agreement of the parties on the subject matter hereof, and any additional or different terms or conditions set forth in any other document, including without limitation any User purchase order, shall be of no effect.
(e) User will not name Video Suspects, Inc., or refer to the use of Video Suspects, Inc., Services in any advertisements, promotional or marketing material.