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ZOOM Terms and Conditions

Terms and Conditions for the ZOOM program are divided into 2 sections:

ZOOM Synchronization License Agreement (Videotaped Events)

download ZOOM Synchronization License Agreement

Dated: January 22, 2007 Effective as of: January 22, 2007

THIS LICENSE AGREEMENT ("Agreement") is made by and between Isolation Network, Inc. d/b/a/ "INgrooves" ("INgrooves") and each ZOOM User (in each instance "User"), utilizing the ZOOM License website interface licensing platform. By registering the use of master recordings and compositions (collectively, "Content") in your respective account, User becomes bound by these terms and conditions. If User does not want to be bound by these terms and conditions then User can immediately cancel your account. User may keep this license and each project's individual licenses as proof of a legally binding synchronization license.

WHEREAS, the subject matter of this license agreement contemplates User subscribing or purchasing synchronization licenses to facilitate their legal use of cleared compositions and master recordings in private event videotapes created for home, personal or internal corporate use (collectively, "User's Services");

WHEREAS, User desires to obtain and INgrooves and the Publishers and Labels it has sub-licensed from desire to grant certain specified rights for the use of certain specified Content in certain specified Production(s), as indicated below,

NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:


PRODUCTION(S): means a User's edited master copy of audio-visual footage taken of a private event or function (e.g., wedding) that User was commissioned to tape by a private client, which master constitutes the User's rendering of the event, as such will be provided to User's client.
CONTENT(S): Various, as set forth on the List, attached hereto as Schedule A which shall list each project and license used by a User.
TERRITORY: United States and Canada
TERM: The "Term" of this Agreement shall be for the commercial life of the project to which music is synchronized.
COPIES: Up to 25 copies per license
USE: Terms: Personal use by end consumer who has hired USER to create a specific video production
MEDIA: Personal video on a DVD, VHS or equivalent digital movie file
TIMING: Up to full length of song/master recording
BROADCAST: NOT PERMITTED. Ability to broadcast up to 30 seconds via the internet of the production will be added to the Service after launch and will require an additional fee of $500 per use.
OTHER TERMS:

User shall not be permitted to use the Content in whole or in part in any device or manner which does not embody the Production (or Promo, if applicable) substantially in its entirety or which is programmed in such a manner as to permit the viewer to manipulate, modify or otherwise alter the images and/or audio program material in a non-linear (i.e., nonsequential) progression. For the purposes hereof, the ability of a viewer to stop/start/pause/rewind/fast forward the Production, or the inclusion of chapter stops or other addressable locator codes on the applicable transmission device or the ability of the viewer to access expository material, interviews, or other similar material contained on separate audio or audio-visual tracks embodied in the Production shall not be deemed to constitute non-linear manipulation. In no event shall the Content be featured separately from the Production (or Promo, if applicable), or in any manner other than as originally embodied in the Production (or Promo, if applicable), or be offered or provided in or as a non-linear, separate, downloadable, or alterable file, unless otherwise specifically agreed in writing.

User represents and warrants that there are no actions, suits, proceedings, agreements or other impediments, actual or threatened, which would prevent or impair it from performing its duties and obligations hereunder; that it is fully empowered to enter into this agreement and to perform its duties and obligations hereunder, that it is and shall at all times remain possessed of all rights necessary for it to completely fulfill all of its material obligations hereunder, and that its entering into this agreement and fulfilling such obligations does not and shall not infringe upon the rights of any person whatsoever. User agrees to indemnify and hold INgrooves and its respective officers, directors, and employees (hereinafter, the "User Indemnitees") harmless from and against any and all liabilities, damages, costs, charges, recoveries, judgments, penalties, expenses or losses of whatsoever kind or nature, actually incurred by User Indemnitees (including reasonable attorneys' fees and disbursements) which may be obtained against, imposed upon or suffered by INgrooves, by reason of any breach by User of any of its warranties or representations. User's representations, warranties and indemnifications shall apply throughout the Term.

This Agreement shall be governed by and construed in accordance with the laws of the State of California without giving effect to any choice of law principles.

This Agreement does not authorize or permit any use of the Content not expressly set forth herein and specifically the terms of this Agreement are limited to the use of the Content only as originally fixed in the Production (i.e. manner, placement, use) and does not include the following rights unless otherwise expressly set forth herein: to alter the fundamental character of the music or the lyrics of the Content; to parody the music or the lyrics of the Content and/or to make foreign adaptations and/or translations of the music and/or lyrics of the Content unless and until such parody lyrics and/or translation shall have been approved in writing by INgrooves prior to use in the Production; to use the story of the Content or dramatically depict the Composition; to use the title or the subtitle of the Content as the title of the Production; to use a particular master recording or soundalike recording and/or any audiovisual master of the Content not owned or separately licensed by User, such rights to be licensed separately from the applicable copyright owner thereof, it being specifically understood and agreed that Use of the Content on any service, program, platform, medium, or storage device not specifically enumerated herein, shall require INgrooves' prior written consent. INgrooves reserves all rights not expressly granted to User/Users hereunder. All rights granted hereunder, except as shall be expressly specified to the contrary, are granted on a non-exclusive basis. No right whatsoever is being granted hereunder to use or authorize other persons to use the name (including any professional names, previously, now or hereafter used), facsimile signatures, voices, likenesses or biographical material of, concerning, or regarding (any of) the writer(s) of the Content for any purpose whatsoever, including, without limitation, for purposes of exploitation of the Production or its subject.

Miscellaneous. This Agreement sets forth the entire understanding between the parties to this Agreement relating to the subject matter of this Agreement and cannot be modified or terminated except by an instrument signed by an officer of INgrooves and User. User shall comply with all applicable laws and limitations regarding the subject matter hereof, including but not limited to copyright laws, throughout the Territory. The rights granted herein shall be subject to any applicable rules and regulations of any local rights, collection or other society to whom INgrooves has granted or may grant rights in or with respect to the Composition(s) affected by this Agreement anywhere in the Territory.

ZOOM Subscription & License Agreement

THIS ZOOM AGREEMENT ("AGREEMENT") IS A LEGAL AND BINDING AGREEMENT BETWEEN YOU ("YOU," "YOUR" OR "YOURSELF"), AS THE END USER, AND ZOOM ("OUR," "US," "WE" OR "ZOOM"), WHICH GOVERNS YOUR USE OF OUR INTERNET-BASED MUSIC LICENSING SERVICE TOGETHER WITH ALL INFORMATION, CONTENT, PRODUCTS, MATERIALS AND SERVICES MADE AVAILABLE TO YOU THROUGH THE SAME BY US AND/OR THIRD PARTIES (COLLECTIVELY, "THE SERVICE"). PLEASE READ THIS AGREEMENT CAREFULLY PRIOR TO USING THE SERVICE. BY REGISTERING FOR, USING OR OTHERWISE ACCESSING THE SERVICE, OR ANY COMPONENT THEREOF, IN ANY MANNER WHATSOEVER, YOU ARE CONSENTING TO BECOME A PARTY TO THIS AGREEMENT AND AGREEING TO BE BOUND BY AND COMPLY WITH THE TERMS AND CONDITIONS HEREIN. THE SERVICE IS OFFERED AND MADE AVAILABLE ONLY TO USERS 18 YEARS OF AGE OR OLDER. IF YOU ARE NOT YET 18 YEARS OLD, PLEASE DISCONTINUE USING THE SERVICE IMMEDIATELY, OR IF, FOR ANY REASON, YOU DO NOT ACCEPT AND AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, PLEASE DISCONTINUE THE REGISTRATION PROCESS AND DO NOT ACCESS OR USE THE SERVICE IN ANY MANNER.

When we refer to the "use" of the Services in this Agreement, we mean any actual or attempted access or use of the Service, including, without limitation, any transmission, exchange of information or communication associated with the Services. These terms and conditions, together with the other terms of use applicable to other ZOOM owned or controlled web sites and any other policies, rules and provisions which are described, linked or otherwise referred to and form a part of this Agreement, including, without limitation our Privacy Policy constitute the entire agreement between you and us, superseding any and all prior or inconsistent understandings, representations or agreements regarding the Service.

ENROLLMENT IN THE SERVICE

ZOOM currently provides the Service for the registering of music used in video productions for the purposes of obtaining the necessary synchronization license from the respective record labels and music publishers. The Service consists of multiple subscription plans and, potentially, an a la carte plan, whereby, for a fee, and subject to certain limitations as described herein, you are granted specified synchronization rights to a selection of pre-cleared songs. In order to use the Service, you must obtain access to the Internet and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the Internet to register the uses. You must be at least 18 years of age to enroll. To begin the enrollment process, you must complete the Service registration process located on our web site at http://www.zoomlicense.com ("ZOOM Site") or such other registration process as we may provide from time to time.

MODIFICATION

We may add, delete or modify any of the aspects of our Service and/or any of the terms and conditions contained in this Agreement at any time in our sole discretion. We will notify you of any such changes via email or by posting a change notice on our site at http://www.zoomlicense.com. If any modification is unacceptable to you, you must stop using the Service. Unless otherwise specifically set forth in our notice, all changes shall be effective upon the date we notify you of the same ("effective date"). Your continued use of the Service following the effective date will constitute your binding acceptance of and agreement to be bound by the changes specified therein. You should check back frequently and review the terms and conditions of this Agreement regularly so you are aware of the most current rights and obligations that apply to you and the terms and conditions of your agreement with us. If any new products or services become available, they will be considered a part of the Service and your use of them will be governed by the terms and conditions of this Agreement unless we notify you that different terms and conditions apply. You must also comply with any additional terms which apply to third-party content, material, information, software or other services.

YOUR REGISTRATION OBLIGATIONS

You agree to provide true, accurate, current and complete information about yourself as prompted by the Service registration process (such information being the "Registration Data"). You further agree that, in providing such Registration Data, you will not knowingly omit or misrepresent any material facts or information and that you will promptly enter corrected or updated Registration Data via the Service, or otherwise advise us promptly in writing of any such changes or updates. You further consent and authorize us to verify your Registration Data as required for your use of and access to the Service, as applicable. Once you subscribe to the Service, you shall receive a unique user ID and password in connection with your account (collectively referred to herein as "IDs"). You agree that you will not allow another non-affiliated person to use your IDs to access and use the Service under any circumstances. You are solely and entirely responsible for maintaining the confidentiality of your IDs and for any charges, damages, liabilities or losses incurred or suffered as a result of you failure to do so. We are not liable for any harm caused by or related to the theft of your IDs, your disclosure of your IDs, or your authorization to allow another person to access and use the Service using your IDs. Furthermore, you are solely and entirely responsible for any and all activities that occur under your account including any charges incurred relating to the Service. You agree to immediately notify us of any unauthorized use of your account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Service cannot be guaranteed.

ZOOM PRIVACY POLICY

ZOOM takes your privacy seriously and operates under the policies and principles outlined in its Privacy Policy, which contains important information and disclosures relating to the collection and use of your personally identifiable information in connection with your use of the Service.

TECHNOLOGICAL AND USE LIMITATIONS

  1. ZOOM will make reasonable efforts to keep the ZOOM Site operational. However, certain technical difficulties, routine site maintenance/upgrades and any other events outside the control of ZOOM may, from time to time, result in temporary service interruptions. ZOOM also reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, functions of the Service with or without notice. You agree that ZOOM shall not be liable to you or to any third party for any of the direct or indirect consequences of any modification, suspension, discontinuance of or interruption to the Service.
  2. Because the Service is designed for personal use, ZOOM reserves the right to immediately and permanently terminate your access to the Service if ZOOM believes that you are violating such limitation.
  3. You may not use or allow others to use, your IDs and/or the Service, directly or indirectly, nor upload, distribute, transmit, communicate, link to, publish or access any data, information or material through, using or otherwise in connection with the Service, that: (a) is libelous, defamatory, vulgar or obscene, pornographic, sexually offensive or explicit, harmful or harassing, threatening, hateful, racially, culturally, ethnically or otherwise objectionable or offensive, discriminatory or abusive; (b) violates any law or regulation or the rights of others; (c) causes duress, distress or discomfort to another or is likely to deter or discourage others from using the Service; and/or (d) infringes any intellectual property, proprietary rights or confidentiality obligations of others. You are solely responsible and liable for any such activity, behavior, use and conduct. We have no liability and you bear the sole and exclusive risk associated with use of or reliance on the accuracy, quality, completeness, reliability or usefulness of any data, information or material in connection with your IDs.
    You also may not use, nor allow others to use, your IDs, the Service, directly or indirectly, to: (a) attempt to or actually disrupt, impair or interfere with, alter or modify the Service or any information, data or materials posted and/or displayed by us or anyone else; (b) act in a way that affects or reflects negatively on us, the Service, or anyone else; (c) collect or attempt to collect any information from others including, without limitation, personally identifiable information, without such party's prior consent. You agree to comply with all local, state, federal laws, statutes, rules and regulations, as well as any international treaties, which are applicable to your use of the Service.
  4. You are prohibited from violating or attempting to violate the security of the Service, including, without limitation: (a) accessing data not intended for you or logging onto a processor, communications or access device or account which you are not authorized to access; (b) attempting to probe, scan or test the vulnerability of the Service or to breach security or authentication measures, regardless of your motives or intent; (c) attempting to interfere with or disrupt the Service or service to any user, processor, host or network, including, without limitation, by submitting a virus, worm or Trojan horse; or (d) sending unsolicited e-mail or other information, including promotions or advertising. Violations of system or network security or this Agreement may result in civil or criminal liability. We have the right to investigate occurrences, which may involve such violations and we may involve, provide information to and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
  5. ZOOM derives its rights to use the songs offered on the Service from record labels and music publishers for fixed periods of time and fees. As well, ZOOM is sometimes required to pull certain tracks off the Service for legal reasons.

TERM, FEES, PAYMENTS; TRIAL PERIOD PROVISIONS

  1. By registering for the Service, you agree to pay the fees designated for the Service level you select in accordance with our Pricing and Payment Terms, which can be found at http://www.zoomlicense/plans.html. Subject to your right to terminate the Service prior to the expiration of the term, if any, as described in the following section, you agree to pay the applicable amounts for the minimum period specified therein.
  2. Subject to the terms below, your subscription will continue you have used all your credits. If an a la carte option is included in the Service then there is no relevant term of use as each purchase will be handled separately and at the time of purchase.
  3. The fees for use of the Service will be billed immediately and automatically to the credit card you designated during the Service registration process or subsequently provided to ZOOM. You agree to pay or have paid all fees and charges incurred in connection with your IDs for the Service (including any applicable taxes) at the rates in effect when the charges were incurred. All fees and charges are nonrefundable. If you want to designate a different credit card or there is a change in credit card validity or expiration date, or if you believe someone has accessed the Service using your IDs without your authorization, you must contact ZOOM immediately at contact@zoomlicense.com.
  4. Payment must be made by a major credit card accepted by ZOOM (currently, VISA, MasterCard and American Express), or any other methods of payment as ZOOM may accept from time to time. Your credit card will be billed in advance immediately when completing the signing process or immediately for the total amount if an a la carte purchase option is instituted and selected. If ZOOM does not receive payment from the credit card issuer or its agent, you agree to pay all amounts due upon demand by ZOOM. Your card issuer agreement governs your use of your designated card in connection with the Service, and you must refer to that agreement and not this Agreement to determine your rights and liabilities as a cardholder. YOU, AND NOT ZOOM, ARE RESPONSIBLE FOR PAYING ANY AMOUNTS BILLED TO YOUR CREDIT CARD BY A THIRD PARTY, WHICH WERE NOT AUTHORIZED BY YOU.
  5. If ZOOM does not receive the full amount of your Service account balance within thirty (30) days of the Billing Date, a late payment charge of one and one-half percent (1.5%) per month (or the highest amount allowed by law, whichever is lower) may be added to your bill and immediately become due and payable. Unless you notify ZOOM of any discrepancies within sixty (60) days after they first appear on your account statement, they will be deemed accepted by you for all purposes, including resolution of inquiries made by your card issuer. You release ZOOM from all liabilities and claim of loss resulting from any error or discrepancy that is not reported to ZOOM within sixty (60) days of its first appearance on an invoice or credit card statement.
  6. You agree to pay ZOOM all reasonable attorney's fees and costs incurred by ZOOM to collect any past due amounts. Your account may be deactivated without further notice if payment is past due, regardless of the dollar amount. You agree to pay any outstanding balance in full within thirty (30) days of cancellation or termination of your Service account.
  7. The fees, charges and payments hereunder do not include and you are solely responsible for paying any taxes, duties, government levies or other charges imposed by a taxing or other regulatory authority relating to your use of the Service. You are solely responsible for arranging payment for any and all additional or premium charges for your use of any third party services via the Service.
  8. ZOOM RESERVES THE RIGHT, AT ANY TIME, TO CHANGE ITS FEES AND BILLING METHODS, INCLUDING THE ADDITION OF SUPPLEMENTAL FEES OR SEPARATE CHARGES FOR CONTENT, OR SERVICES PROVIDED BY ZOOM, EFFECTIVE THIRTY (30) DAYS AFTER AN ONLINE POSTING AT http://www.zoomlicense.com. ZOOM MAY ADDITIONALLY PROVIDE NOTICE OF BILLING CHANGES VIA EMAIL. If any such change is unacceptable to you, you may cancel your subscription to the Service, as provided in Section 7 below. YOUR CONTINUED USE OF THE SERVICE FOLLOWING THE EFFECTIVE DATE OF A CHANGE TO SUCH FEES AND BILLING METHODS SHALL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGE.

TERMINATION

  1. We may terminate this Agreement, restrict, suspend or terminate your use of the Service immediately and without notice or liability, if you violate, breach or fail to comply with this Agreement in any way, and it will not limit any other rights or remedies which are available to us. You may terminate this Agreement by providing us with written notice of your termination and ceasing to use Service. Termination is your sole right and exclusive remedy if you are not satisfied with the Service. Upon the effective date of any such termination, your right to use the Service shall immediately cease.
  2. Termination of this Agreement shall not relieve you of any obligations to pay accrued charges, including any prorated charges accrued for the billing cycle in which this Agreement is terminated.
  3. Without limitation of any other provisions hereof regarding termination, we reserve the right to terminate your use of the Service, without cause, upon reasonable notice. If such termination occurs in the middle of your subscription period and you have not exhausted the registrations permitted to you under the applicable payment plan, we shall refund to you a share of your prepaid subscription fee for the period prorated for the number of remaining unused registrations.

INTELLECTUAL PROPERTY RIGHTS

  1. Only you or affiliated persons may access the Service using your IDs, unless otherwise agreed to in writing by ZOOM. The content available through the Service is the property of ZOOM or its licensors and is protected by copyright and other intellectual property laws. Content received through the Service may be used subject to the terms of the license received upon payment (the “ZOOM License”). You agree not to reproduce, retransmit, distribute, disseminate, sell, broadcast, perform, make available to third parties or circulate the content received through the Service to anyone or to exploit any such content for commercial or noncommercial purposes in a manner other than that permitted by the ZOOM License. For sake of clarification the license permits use according:
    • Territory: North America (United States and Canada)
    • Term: Life of production
    • Copies: 25 copies per license
    • Use Terms: Personal use by end consumer who has hired you to create a specific video production
    • Media: Personal video on a DVD, VHS or equivalent digital movie file
    • Timing: Up to full length of song/master recording
    • Broadcast: NOT PERMITTED. Ability to broadcast up to 30 seconds via the internet of the production will be added to the Service after launch and will require an additional fee of $500 per use.
    • All terms are subject to change and notification will be provided.
  2. You acknowledge that ZOOM retains exclusive ownership of the Service and all intellectual property rights associated therewith. Except as expressly provided herein, you are not granted any rights or license to patents, copyrights, trade secrets or trademarks with respect to the Service or its contents, and ZOOM reserves all rights not expressly granted hereunder. You shall promptly notify ZOOM in writing upon your discovery of any unauthorized use or infringement of the Service (or its contents) or ZOOM's patent, copyright, trade secret, trademarks or other intellectual property rights. The Service contains proprietary and confidential information that is protected by copyright laws and international treaty provisions.
  3. By posting messages, inputting data, suggesting songs, suggesting ideas or engaging in any other form of communication through the Service, you irrevocably agree that any such content, and all intellectual property rights associated therewith, shall become our sole property. We may copy, sublicense, adapt, publicly perform, display or otherwise exploit any such content and rights in any manner whatsoever, throughout the world, in perpetuity, without any obligation to make any payment to you or others or to give you credit.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY AGREE THAT USE OF AND ACCESS TO THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND AN "AS AVAILABLE" BASIS. WE DO NOT MAKE, AND HEREBY DISCLAIM, ANY REPRESENTATIONS OR WARRANTIES REGARDING THE SERVICE, THE ZOOM SITE AND THE PRODUCTS AND SERVICES OFFERED THROUGH THE ZOOM SITE OR ANY PORTION THEREOF, EXPRESS, IMPLIED OR STATUTORY, INCLUDING (WITHOUT LIMITATION) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT OF THIRD PARTY RIGHTS. OR ANY WARRANTIES ARISING BY COURSE OF DEALING OR CUSTOM OF TRADE. WE MAKE NO REPRESENTATION OR WARRANTY THAT ANY MATERIAL, CONTENT, PRODUCTS OR SERVICES DISPLAYED ON OR OFFERED THROUGH THE SERVICE ARE ACCURATE, COMPLETE, APPROPRIATE, RELIABLE, OR TIMELY. WE ALSO MAKE NO REPRESENTATIONS OR WARRANTIES THAT THE SERVICE WILL MEET YOUR REQUIREMENTS AND/OR YOUR ACCESS TO AND USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, FREE OF VIRUSES, MALICIOUS CODE, OR OTHER HARMFUL COMPONENTS, OR OTHERWISE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER ZOOM, ITS LICENSORS, SUPPLIERS, PARTNERS, AFFILIATES OR THIRD-PARTY SERVICE PROVIDERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER FORM OF DAMAGES IN ANY MANNER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SERVICE, REGARDLESS OF THE FORM OF ACTION OR THE BASIS OF THE CLAIM OR WHETHER OR NOT ZOOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

INDEMNITY

You agree to defend, indemnify and hold us harmless against any losses, expenses, costs or damages (including our reasonable attorneys' fees, expert fees' and other reasonable costs of litigation or proceedings) arising from, incurred as a result of, or in any manner related to any claim or action based upon (a) your breach of, or failure to comply with, the terms and conditions of this Agreement, (b) your use of the Service, and/or (c) the use of the Service by any other person using your IDs. We may, in our discretion, participate in the defense of any such claim or action and any negotiations for its settlement or compromise. No settlement which may adversely affect our rights or obligations shall be made without our prior written approval. We reserve the right, at our own expense and on notice to you, to assume exclusive defense and control of any such claim or action and then your corresponding indemnification obligation will end.

CHOICE OF LAW AND CONSENT TO JURISDICTION

This Agreement is governed by the laws of the State of California, U.S.A., without regard to its conflicts of law provisions; and you hereby consent to the exclusive jurisdiction of and venue in the federal and state courts located in San Francisco County, San Francisco, U.S.A. with respect to all disputes arising out of or relating to the Service. In addition, you hereby consent to the exclusive jurisdiction of and venue in such courts for any action commenced by you against us (or our affiliates).

OTHER IMPORTANT PROVISIONS

  1. Use of the Service is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions.
  2. You shall not use the Service in any manner contrary to local, state or federal law. ZOOM expressly disclaims any and all responsibility or liability for any action by you that is contrary to such law(s) by you and reserves the right to terminate your Service immediately upon notice of your failure to comply with any such local, state or federal law.
  3. Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Service or information provided to or gathered by us with respect to such use.
  4. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect.
  5. No failure or delay in enforcing any provision, exercising any option or requiring performance, shall be construed to be a waiver of that or any other right in connection with this Agreement.
  6. You may not assign your rights under this Agreement without our prior written permission and any attempt by you to do so shall be void from inception.
  7. This Agreement, together with our Privacy Policy and any other rules, regulations, procedures and policies which we refer to and which are hereby incorporated herein by this reference, constitutes the entire agreement between you and us with respect to the Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to the Service.
  8. Any provision which must survive in order to allow us to enforce its meaning shall survive the termination of this Agreement; provided, however, no action arising out of this Agreement or your use of the Service, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose) (subject to any shorter limitation applicable pursuant to Section 6.6 above) and you hereby waive any longer statute of limitations that may be permitted by law.
  9. To the extent it may be applicable, you agree with us to opt out from and expressly exclude any applicability of the Uniform Computer Information Transactions Act.
  10. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

ZOOM Privacy Policy

Effective as of August 15, 2006

ZOOM License is administrated by Isolation Network, Inc. (d/b/a "INgrooves") and the Wedding & Event Videographer Association ("WEVA") and is designed as an online registry of music synchronized to images by professional videographers.

We are committed to protecting your privacy and respect your privacy concerns. Ensuring your understanding of how we collect, use and maintain your information is important to ZOOM. In short, this privacy policy is intended to explain our privacy practices and inform you as to:

  • the types of information we collect from you and how that information is collected;
  • how we use such information;
  • the circumstances under which we disclose such information to others;
  • the choices you have regarding our use of, and your ability to modify, such information; and
  • the mechanisms we have implemented designed to protect your personally identifiable information.

Information We Collect

We collect information about you when you visit and use our site and services (collectively, the "Site"), and particularly when you enter or input information, whether during the course of entering, initiating, fulfilling and transmitting information or otherwise in connection with your general activities and/or use of the Site. You can visit the Site and learn about ZOOM, our related products and services, and find out how to contact us without giving us any personally identifiable information.

We collect personally identifiable information from you in a variety of contexts. For example, you may be required to provide such information to us if you: (1) complete an online registration form (e.g., various sign-up forms for receiving email newsletters, registering for special offers, promotions or programs, registering for an account, entering a contest/sweepstakes or responding to a survey); (2) fill out an order form to request information; (3) register to participate in message boards and chat rooms (if any) and other community features; or (4) purchase any products or services from us or any other Dimensional businesses. Such information may include your name, email address, mailing address and zip code, phone number, and, where appropriate, a valid credit card number with expiration date. Of course, you never have to answer any of the questions we ask you (nor choose to view or listen to any multimedia content or otherwise interact with our Site), but refusal to do so may limit the products or services we can offer or provide to you.

We automatically track certain information based upon your use of the Site. We use this information on an aggregated basis to conduct internal research on our users' demographics, interests, and preferences, and to improve the Site and user experience. This information may include the URL that you just came from (whether this URL is on the Site or not), which URL you next go to (whether this URL is on the Site or not), your computer browser information, and your IP address.

We use data collection devices such as "cookies" (small text files that are placed on your computer's hard drive for record-keeping purposes) to assist us in providing our services. Cookies make using the Site easier by, among other things, saving your passwords and preferences for you, helping identify you whenever you return to our Site, and reducing the number of times you are required to enter your password during a session. Cookies can also help us provide information that is targeted toward your interests and preferences. Most Internet browsers are initially set up to accept cookies. However, you can reset your browser to refuse all cookies or to alert you when a cookie is being sent (note: you may need to consult your browser's "Help" area for instructions on how to do that). If you choose to disable your cookies setting or refuse to accept a cookie, you may not be able to use certain features on the Site and you may be required to reenter your password more frequently during a session.

If you choose to post messages to our message boards, chat rooms or other message areas or leave feedback for other users, we will collect that information you provide to us. We retain this information as necessary to resolve disputes, provide customer support and troubleshoot problems, and as otherwise permitted by law.

If you send us personal correspondence, such as emails or letters, or if other users or third parties send us correspondence about your activities or postings on the Site, we may collect such information into a file specific to you.

Our Use of Your Information

We use your information to facilitate the provision of services you request. When you purchase products or services from ZOOM, we will use your personally identifiable information to process and fulfill your order and for customer service purposes. Many online customers are particularly concerned about their credit card information, which we will share only as required by companies involved in your transaction (e.g., fulfillment, billing, mailing, storage or delivery services). We will not share your credit card information with any other company or third party unless that company needs the number for the fulfillment or delivery of your order. We do not rent, sell or share credit card information with promotional partners or other third parties.

Privacy Policy

We may also use the information we collect about you to analyze Site usage, improve our content and product offerings, customize the Site's content, layout, and services, update you about our products or services, or to contact you about exciting offers of new products or services that we believe may be of interest to you. You always have the option to receive fewer or no communications in the future from us by opting out. You may opt out by following the instructions included in the specific communication you no longer wish to receive or by sending an email at any time to contact@zoomlicense.com and explaining how you would like to modify your preferences.

Our Disclosure of Your Information

We may make your information available to others:

  • Who provide information, products, goods or services that you have requested via the Site;
  • • When we have retained companies to work with or on behalf of ZOOM to facilitate our operations and the products and services we provide to you (such companies are contractually obligated to maintain the confidentiality of your information and are restricted from using the same in any way not expressly authorized by ZOOM);
  • • When you use co-branded services - in which case you are giving us permission to pass any information you provide in the context of our co-branding and marketing relationship, back to our co-branding partner. Their use of your information is subject to their own privacy policies;
  • • When we are legally compelled to do so by a governmental agency, court or other entity (e.g., to respond to subpoenas, court orders or legal process);
  • • If we believe such disclosure is necessary to comply with any applicable laws or regulations, to enforce or apply the terms of our Agreement or any of our terms and conditions and policies relating to promotions, programs, product offerings or any other features or functions of the Site, or to protect and/or defend the rights, property or safety of ZOOM, its suppliers, advertisers, other customers or users, or any other party;
  • • Who are WEVA or INgrooves affiliates, subsidiaries or joint ventures;
  • Who are trusted third parties (e.g., promotional partners and advertisers) so that they can promote their products and services and those of their affiliates and partners based on your preferences and interests. You may "opt out" of such disclosure(s) to the extent they include your personally identifiable information by sending an email at any time to contact@zoomlicense.com indicating your intent to do so. If you do not so opt out and we share your personally identifiable information (but not emails) with such trusted third parties, their use of such information is subject to their own privacy policies. We do not rent or sell subscriber email addresses to third parties; and/or
  • In the event of a bankruptcy, or a merger, acquisition, joint venture or other business combination involving us.

Reviewing and Changing Your Personally Identifiable Information

You can access, review, update and correct personally identifiable information you have provided us by clicking on the My Account section of the Site. If you prefer, you can also contact us by sending an email to contact@zoomlicense.com and explaining how you would like to modify your preferences. You must promptly update the information contained in the My Account section of the Site if it changes or is inaccurate. Once posted, you may not be able to change or remove any public postings made by you on the Site, including our chat rooms or other message areas.

Safeguarding Your Personally Identifiable Information

ZOOM cares about the security of your personally identifiable information. We follow generally accepted industry security standards designed to safeguard and help prevent unauthorized access to and disclosure and use of such information. When you provide credit card information, we use secure socket layer (SSL) encryption for that data. While no data transmission over the Internet is 100% secure from intrusion, we have used and will continue to use commercially reasonable efforts to ensure the protection of your personally identifiable information.

For Parents Concerning the Privacy of Information on Their Children

We are a general audience site that does not knowingly collect data or accept registrations from children under 13 years of age. Currently, we do not collect any age-specific data on our site. Furthermore, our site is primarily targeted to adults as evidenced by our requirement that all registered subscribers provide a valid credit card number. If, in the future, we decide to collect any age-specific data on our site, we will, at a minimum, take reasonable steps to ensure that any users who may be under 13 years of age (and who attempt to complete the registration process on our site) are directed to another site which specifically complies with the requirements of the Children's Online Privacy Protection Act, or COPPA.

Message Boards, Chat Rooms and Instant Messaging

We may choose to offer programs or products like message boards, chat rooms and instant messaging services that enhance the overall ZOOM community experience. However, you are solely responsible for the content you post there. You should be aware that when you voluntarily disclose personally identifiable information (for example, your name, street address, email address, or telephone number) to your profile or on any message boards, chat rooms or instant messaging services, that information can be read, collected and used by other users of these services and may result in unsolicited messages, both commercial and otherwise. You agree that you will not use such features for any purpose that is unlawful or prohibited by your Agreement or any other ZOOM terms and conditions, policies or guidelines that may be in effect from time to time in connection with the same. We reserve the right to terminate your access to the Site or to take other protective steps if you violate those terms.

Links to Other Sites

Our Site may contain links to web sites and services owned or maintained by third parties. We are not responsible for and have no control over the privacy and data collection policies and practices implemented by such third parties, some of which may be substantially different from our corresponding policies and practices. We encourage you to carefully review their respective privacy policies and ask questions directly of them in this regard.

How to Contact Us

If you have any questions or complaints about our Privacy Policy, you can contact our customer service department at contact@zoomlicense.com. When we receive such inquiries about our Privacy Policy, we will use your personally identifiable information to the extent necessary to respond to your question or comment. However, if your question raises one or more issues that affect our promotional partners, we may also share your question with them in order to provide a response.

Changes in This Privacy Policy

We reserve the right to modify, alter or otherwise update this Privacy Policy at any time, so we encourage you to review this Privacy Policy from time to time. When we make changes, we will notify you in this space. We may also attempt to notify you of any such changes to our privacy practices via email or by placing a notice on our home page.

Acceptance of This Privacy Policy

By using this Site, you consent to the collection, use and disclosure of your information by ZOOM in accordance with this Privacy Policy.

Last updated January 10, 2007