Deploy Reality Ltd. Commercial Terms of Service

• Our respective websites, including but not limited to synthesisvr.com, deployreality.com, springboardvr.com, and all corresponding domains, subdomains, web pages, and websites associated therewith (the “Sites”);
• The virtual reality platform and management systems provided by Us (collectively, the “Platform”), which includes but is not limited to various APIs, cloud-based portals, administrative tools, and interfaces that enable Operators to manage virtual reality experiences, access Provider Content (as defined below), and utilize operational functionalities;
• The software stack provided by Us, which includes but is not limited to Windows UI applications, VR applications, background services, Android applications, Android TV applications, and other software developed for various operating systems to support the operation and management of virtual reality environments (the “Software Stack”);
• Any other content (other than Provider Content), learning materials, tools, games, applications, features, functionality, information, and services offered by Us through the Sites, Platform, or Software Stack ((a) through (d) collectively, the “Services”). Services are available subject to Our sole discretion, and certain Services may be limited based on region.

• You are at least eighteen (18) years old and have the legal capacity to enter into this Agreement;
• If You are accessing the Services on behalf of a business, organization, or other legal entity, You have the necessary authority to bind that entity to this Agreement;
• You have read, understand, and agree to be bound by this Agreement;
• Your use of the Services does not violate any applicable law, regulation, or terms of any Third Party Services (as defined below).

We reserve the right to request proof of Your authority to act on behalf of a business entity at any time and may suspend or terminate access if such proof is not provided upon request.

To access and utilize certain features, tools, and functionalities of the Services, including but not limited to managing virtual reality operations, accessing Provider Content, or integrating with Our APIs, You may be required to register for a user account (“User Account”).

As part of the registration process, You must provide accurate and complete information, including but not limited to business details, billing information, and, where applicable, tax documentation (e.g., W-9, W-8 forms). Additional verification steps may be required before access is granted.

You are solely responsible for maintaining the confidentiality of Your login credentials (“User Credentials”) and for all activities that occur under Your User Account. Unauthorized access or use of Your User Credentials is strictly prohibited, and You must notify Us immediately of any suspected breach or misuse.

We reserve the right to deny, suspend, or terminate access to any User Account at Our sole discretion, including but not limited to cases where inaccurate or misleading information has been provided, there is a security concern, or there is a question regarding the identity or authority of the account holder. We shall not be liable for any loss or damage resulting from failure to comply with these security obligations.

• Provider Content Ownership
  Except for the rights You grant to Us, users of the Services under this Agreement and provide in any applicable Content License, You retain all right, title and interest in Your Provider Content and Your Provider Content Information and any intellectual property rights therein. For purposes of this Agreement:
  • “Provider Content” shall mean any and all games, applications, educational materials, tests, quizzes, movies, interactive tools, graphics, images, audio-visual and audio-only content and tools You provide to Us or make available to Operators in connection with a Content License and We make available on or through the Services, whether by means of download, stream or otherwise and
  • “Provider Content Information” shall mean the descriptions, format data, descriptive images and other information related to Provider Content, which You provide to Us or make available to Operators in connection with a Content License and We make available on or through the Services, in conjunction with promoting, describing or otherwise providing information about Your Provider Content.
  If a separate written agreement between You and Us governs the handling, distribution, or marketing of Provider Content Information, the terms of that agreement shall take precedence over this section.
• Ownership of the Services
  All rights, title, and interest in the Services, including the Platform, Software Stack, and all related content (excluding Provider Content and Provider Content Information), belong exclusively to Us and Our licensors (“Our IP”), which includes but is not limited to intellectual property owned by SynthesisVR, DeployReality, and SpringboardVR. You receive no ownership rights in any of Our IP and may only use it as permitted under this Agreement.
• User Postings
  The Services may provide You with an opportunity to submit, post, email or otherwise make available comments, reviews and feedback via the Services (collectively, “User Postings”). We do not acquire any ownership rights in the User Postings, but do obtain a license from You as detailed herein. You also represent that You own the User Postings posted by You or You otherwise have the right to grant the rights, licenses and privileges described in this Agreement. You hereby grant to Us a non-exclusive, royalty free, irrevocable, perpetual license to use Your User Postings throughout the world for any purpose, in any form or format, on or through any media now known or hereafter developed, including the right to modify, edit, create derivative works and translate such User Postings. All User Postings are and will be considered non-confidential and non-proprietary. User Postings do not reflect Our views, and You understand that by using the Services, You may be exposed to other people’s User Postings that could be offensive, indecent or objectionable and, as such, We does not guarantee the accuracy, integrity, quality or content of any User Postings. We have the right, but not the obligation, to review any User Posting and to delete, remove, move, edit or reject, without notice to You, for any reason or for no reason. Under no circumstances shall We be liable in any way for User Postings, including, without limitation, errors or omissions in any User Postings, or any loss or damage of any kind incurred as a result of any User Postings made available.
• Data Ownership
  As between You and Us, We owns any and all data, statistics, content, and information, and any derivatives or aggregations thereof, in any form or medium, that is collected, downloaded, uploaded or otherwise received, directly or indirectly, from You or by or through the Services, including any data, content, and information derived, processed or generated by the Services based on an Operator’s, Operator User’s, or Content Provider’s use of and access to the Services (collectively “Data”). No rights or licenses are granted to You to use the Data under this Agreement, except as expressly set forth herein, and We reserves all rights, title, and interest therein.
• Trademarks
  All trademarks, service marks, trade names, and branding associated with the Services (“Trademarks”) are owned by Us. We grant Content Providers and Operators a limited, non-exclusive, revocable license to use Our Trademarks solely for the purpose of promoting their use of the Services, including displaying Our brand name and logo in connection with their participation. However, this license does not permit the use of Our Trademarks in any way that implies endorsement, partnership, or an official relationship beyond the intended use, nor may they be used to make false or misleading statements (e.g., claiming to have a content license from Us when that is not the case). Any unauthorized or misleading use of Our Trademarks may result in termination of this license and legal action. We reserve the right to review and approve any use of Our Trademarks and to revoke usage rights at Our sole discretion.
• Restrictions
  Except as We expressly permit (or with respect to certain Provider Content, unless You are the Content Provider of such Provider Content), You may not download, display, copy, distribute, modify, perform, transfer, create derivative works from, sell, or otherwise exploit the Services, any Provider Content, Provider Content Information or Our IP. The framing or scraping of or in-line linking to the Services or any Provider Content (unless You are the Content Provider of such Provider Content) or Our IP, and/or the use of webcrawler, spidering or other automated means to access, copy, index, process and/or store any Our IP or Content, other than as expressly authorized by Us, is prohibited. You further agree to abide by any exclusionary protocols (e.g., Robot.txt, Automated Content Access Protocol (ACAP), etc.) used in connection with the Services. Additionally, You are not permitted to alter, delete or conceal in any manner any copyright, Trademarks, or other notices contained on the Services, including, without limitation, notices on any Provider Content (unless You are the Content Provider of such Provider Content) or Our IP You transmit, display, print, stream or reproduce from the Services. Any unauthorized or prohibited use of any Our IP, Provider Content, or Provider Content Information may violate or infringe copyright and other laws of the United States and other countries, as well as applicable local and state laws, and may subject You to liability for such unauthorized use.

• Violate any applicable law, regulation, judicial or governmental order, or infringe upon any intellectual property, proprietary, privacy, moral, publicity, or other rights of Us or any third party.
• Submit, post, display, or transmit any content that is unlawful, harmful, threatening, abusive, defamatory, deceptive, fraudulent, invasive of privacy, harassing, obscene, or otherwise objectionable.
• Provide or distribute content, including Provider Content, that You do not have the legal right to share or that creates a security or privacy risk for others.
• Engage in any conduct that negatively affects or harms Our brand, reputation, Services, business, or goodwill.
• Distribute software viruses, malware, or any code intended to disrupt or impair the Services or any related system.
• Modify, disrupt, or interfere with the functionality, security, or operation of the Services.
• Falsely claim affiliation with any person or entity, including misrepresenting Your relationship with Us or falsely claiming licensing rights.
• Use any automated means, such as bots, scrapers, or data mining tools, to access, extract, or manipulate content from the Services.
• Reverse-engineer, decompile, or attempt to access the source code of any part of the Services.
• Engage in phishing, spamming, data harvesting, or any other unauthorized collection of user information.
• Provide false, incorrect, misleading, or deceptive information through the Services.

• Platform Fees
  Operators may be required to pay fees (“Platform Fees”) to access and use the Services. Platform Fees, including any applicable discounts or free trial periods, are displayed in Your User Account and are payable according to the billing schedule specified therein. We reserve the right to modify Platform Fees at Our discretion. If You do not agree to any fee adjustments, You may opt out of using the Services before the new fees take effect.
• Content Fees
  Content Providers may set pricing for their Provider Content (“Content Fees”) within the Platform, subject to any guidelines and restrictions We establish. Operators will be charged Content Fees for accessing Provider Content. Content Providers may modify Content Fees within the limits set forth in the Agreement. Fee changes take effect following reasonable notice to Operators. Subscription-based Content Fee changes will only take effect at the end of the current subscription term.
• Service Fees and Net Royalties
  We track Provider Content usage and calculate the fees collected. From these fees, We deduct applicable taxes, withholdings, and service charges (“Service Fees”) before remitting net amounts (“Net Royalties”) to Content Providers. Reports detailing these calculations will be made available in User Accounts. We may set a minimum Net Royalty payout threshold, and any balance below that amount will roll over to the next payout period.
• Additional Fees
  Certain features, integrations, and third-party services (“Additional Services”) may be available for an extra charge. Fees for Additional Services will be communicated before purchase. We reserve the right to adjust these fees, and You may opt out of using Additional Services if You do not agree to fee changes.
• Pre-Paid Balances and Refunds
  
  • Non-Refundable Pre-Paid Balances: Any pre-paid balance manually added by Users is final and non-refundable. We recommend testing Our free modules and games before committing funds.
  • Scope of Refunds: Charges automatically processed by Us, such as subscription fees or usage-based fees, are generally non-refundable. However, in cases of billing errors caused by Us, refunds may be reviewed and issued as appropriate.
• Taxes and Tax Reporting
  We may be required to collect and remit taxes on Content Fees and other payments based on applicable laws. If mandatory tax withholding applies, We may deduct such amounts from payments to You and remit them to the relevant tax authority. Documentation related to tax payments will be provided when applicable.
• Subscription Terms
  Subscriptions for which subscription fees are prepaid, shall terminate at the end of the subscription term (except as otherwise provided herein). There shall be no refunds of subscription fees (except where required by law).

• For Operators, We shall generate and provide to You, at least monthly, through the Services or by email, an invoice for applicable fees, including Content Fees and Platform Fees.
• For Content Providers, We shall determine the Content Fees generated by Your Provider Content (based on amounts actually collected by Us) and a calculation of the Net Royalties due to You for the month based on amounts actually collected by Us. We shall generate and distribute to Content Providers a report, at least monthly, through its system or by email, showing the Content Fees actually collected based on Your Provider Content and other information used for calculating Your Net Royalties.
• You hereby grant Us the right to track, monitor and collect information and Data generated via the Services, including that related to Operators’ and Operator Users’ interaction with and use of the Provider Content, which shall be determined by Us in its sole discretion from time to time. We shall share certain Data with You that You may access via Your Account dashboard (or otherwise to the extent We elects to make Data available in other formats). You may use such Data solely for Your internal business purposes and may not share such Data with third parties, except as otherwise agreed to in writing.

• License Grants
  Subject to compliance with this Agreement and any Additional Terms, We grant Content Providers a non-exclusive, non-transferable, and limited right to use the Services for uploading, managing, and distributing Provider Content.
• Content License
  By submitting Provider Content, You grant Us a non-exclusive, worldwide license to use, copy, transmit, perform, display, modify (for formatting purposes), distribute, and promote Your Provider Content and Provider Content Information, unless You have entered into a separate written agreement specifying exclusive rights, in which case the terms of that agreement shall prevail. Operators and Operator Users receive a non-exclusive license to access and use Provider Content under the terms established by You (“Content License”). We are not a party to any Content License and hold no obligations or liabilities related to it.
• Compliance and Responsibility
  You represent and warrant that You have all necessary rights and permissions to make Your Provider Content available. You must comply with all applicable laws, including content classification and export regulations. Your Provider Content must not contain viruses, malicious code, or unauthorized access mechanisms. If You disable the DRM security features available through Our Services, You assume full responsibility for protecting Your content.
• Content Removal and Rejection
  We reserve the right to reject, remove, or disable access to any Provider Content at Our sole discretion, unless otherwise agreed in a separate written agreement between You and Us, in which case the terms of that agreement shall prevail. If no separate agreement is in place, the default processing period for removal requests is two (2) months. You must submit a request to Us for the removal of Provider Content, and We will process the request within this default timeframe unless otherwise specified in a separate written agreement, in which case the terms of that agreement shall prevail. During this time, We will continue tracking usage and collecting fees. Any removal does not affect Operators who have already downloaded or accessed Your content. Newly released Provider Content cannot be removed before a minimum period of three (3) years from the date it was first made available through the Services, unless otherwise specified in a separate written agreement between You and Us. Any such agreement shall take precedence over this default rule.
• Placement and Promotion
  Unless otherwise agreed in writing, We retain full discretion over how and when Provider Content is displayed within the Services. We may prioritize or reorder content as deemed appropriate.
• Provider Content Support
  We serve as the first line of support for all Users regarding the Services and Provider Content. If an issue arises that cannot be resolved through Our standard troubleshooting procedures—such as content-related bugs or issues beyond Our scope—Content Providers are obligated to provide support. Content Providers must respond to support requests in a timely manner and ensure that their Provider Content remains functional and compatible with the Services. We reserve the right to suspend or remove Provider Content if a Content Provider fails to provide adequate support.
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• License Grants
  Subject to compliance with this Agreement, any applicable End User License Agreement, and any Additional Terms, We grant Operators a non-transferable and limited right to use the Services within the scope of their specific business operations for managing virtual reality activities and making Provider Content available to their Operator Users. The default license is non-exclusive unless otherwise specified in a separate agreement offering exclusive rights, in which case the terms of that agreement shall prevail.
• Accessing Provider Content
  Before displaying or making any Provider Content available, You must enter into a Content License with the applicable Content Provider. Unless otherwise specified in Your User Account, Provider Content shall be accessed through the Services with DRM security enabled. By making Provider Content available to Your Operator Users, You warrant that:
  • You have entered into all required Content Licenses;
  • You have not altered any restrictions set by the Content Provider;
  • You have obtained all necessary rights and permissions to distribute the Provider Content;
  • Your provision of Provider Content complies with all applicable laws and regulations.
  
  Your access to Provider Content may be terminated if:
  • The Content Provider revokes Your Content License or removes their content from the Services;
  • You violate the terms of Your Content License;
  • The Provider Content is made available exclusively to specific Operators.
  We reserve the right to access the Services and Your User Account for any reason, including to provide support and audit Your use of the Services and Provider Content.
• Operator Users
  Operators are solely responsible for the actions of individuals who access Provider Content at their locations or via their platforms (“Operator Users”). We are not a party to any Content License and hold no liability for Operator Users. Operators agree to indemnify Us against any third-party claims arising from Operator Users' use of the Services or Provider Content.

The appearance, availability, or use of any third-party websites, services, platforms, data, virtual goods, or materials (“Third Party Services”) in connection with the Services does not constitute an endorsement, nor does it impose any obligation, responsibility, or liability on Us. Your use of Third Party Services is subject to the terms and conditions established by the respective third-party providers. We reserve the right to restrict or disable access to any Third Party Services available through the Services at Our sole discretion. If any Third Party Service collects or processes Your personal information, We bear no responsibility or liability for such activities. We strongly encourage You to review the applicable terms and privacy policies before engaging with any Third Party Service.

By accessing or interacting with the Services, You acknowledge that certain third-party materials, software, components, accounts, licenses, advertisements, documents, data, content, specifications, products, games, equipment, or other elements (“Third Party Materials”) may be displayed, accessed, or integrated. These Third Party Materials may be required for the functionality of certain Provider Content or elements of the Services. We do not own, control, or assume any obligation, responsibility, or liability related to such Third Party Materials, including but not limited to software such as SteamVR® by Valve Corporation. Your interactions with Third Party Materials are solely at Your own risk.

• General Terms
  We offer hardware for sale to complement the Services. By purchasing hardware from Us, You agree to the terms outlined in this section in addition to any specific terms provided at the time of purchase. All hardware sales are final unless otherwise specified in Our return and warranty policy.
• Pricing and Payment
  All prices for hardware are listed in U.S. dollars (USD) or euros (EUR), as specified at the time of purchase. Prices are exclusive of VAT, customs duties, and any applicable import fees. You are responsible for paying any applicable taxes, duties, or fees imposed by Your jurisdiction. Prices are subject to change at Our discretion. Payment must be made in full before hardware is shipped. We reserve the right to cancel any order due to pricing errors, stock limitations, or other unforeseen circumstances.
• Shipping and Delivery
  We aim to process and ship hardware orders promptly. However, shipping times may vary based on availability, location, and third-party shipping carriers. We are not responsible for delays caused by shipping carriers, customs processing, or other factors beyond Our control. Title and risk of loss for hardware pass to You upon delivery by the carrier.
• Returns and Warranty
  

  Since We only sell hardware to business customers, orders are final and non-returnable. If You wish to request a return under exceptional circumstances, You must send an email to info@synthesisvr.com. We will review Your request and respond as soon as possible. Approval of returns is at Our sole discretion.

  For warranty claims, send an email to info@synthesisvr.com with Your order number and a detailed description of the defect. You will receive further instructions via email as soon as possible. We may contact You by phone during this process to discuss the issue further. Warranty coverage is subject to the terms and conditions specified by the hardware manufacturer.

• Liability
  We shall not be liable for any damages arising from the use or inability to use the hardware, including but not limited to incidental, consequential, or indirect damages. Our liability for defective hardware shall be limited to repair, replacement, or refund, as determined by Our return and warranty policy.
• Compliance with Laws
  You are responsible for ensuring that any hardware purchased complies with all applicable laws and regulations in Your jurisdiction, including but not limited to import restrictions, licensing requirements, and safety regulations.

(a) Notice. If You are a copyright owner or an agent thereof and believe that any content infringes upon Your copyrights, You may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by emailing Our Copyright Agent at dmca@deployreality.com with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of 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;
• Identification of 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 permit the service provider to locate the material;
• Information reasonably sufficient to permit the service provider to contact You, such as an address, telephone number, and, if available, an electronic mail;
• A statement that You have 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; and
• A statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You may direct copyright infringement notifications to Our DMCA Agent at: dmca@deployreality.com. For clarity, only DMCA notices should go to the Copyright Agent and not any other feedback, comments, requests for technical support, or other communications. You acknowledge that if You fail to comply with all of these requirements, Your DMCA notice may not be valid.

(b) Counter-Notice. If You believe that Your content that was removed (or to which access was disabled) is not infringing, or that You have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in Your content, You may send a counter-notice containing the following information to the Copyright Agent:

• Your physical or electronic signature;
• Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
• A statement that You have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
• Your name, address, telephone number, and e-mail address, a statement that You consent to the jurisdiction of the courts in The Netherlands, and a statement that You will accept service of process from the person who provided notification of the alleged infringement.

• Term
  This Agreement begins on the date You first use the Services and remains in effect until terminated in accordance with the terms herein.
• Termination by Either Party
  Either party may terminate this Agreement immediately upon written notice if the other party:
  • Makes a general assignment for the benefit of creditors;
  • Becomes the subject of an involuntary petition in bankruptcy that is not dismissed within 45 days;
  • Files any voluntary petition in bankruptcy;
  • Has a receiver, trustee, or custodian appointed for its business.
• Termination by Us
  We may terminate this Agreement at any time upon written notice to You. Upon termination, We may disable Your access to Your User Account and Services.
• Termination by Operator
  An Operator may request termination of this Agreement at any time. If the Operator has an active paid subscription, termination before the end of the subscription period may be subject to an early termination fee equivalent to one month of subscription fees unless otherwise agreed.
• Termination by Content Provider
  

  A Content Provider may request termination of this Agreement by following the process outlined in Section 8(d) Content Removal and Rejection. The default processing period for such requests is two (2) months, unless otherwise specified in a separate written agreement between You and Us, in which case the terms of that agreement shall prevail. Newly released Provider Content cannot be removed before a minimum period of three (3) years from the date it was first made available through the Services, unless otherwise agreed in a separate written agreement.

  During the termination processing period, We will continue tracking usage, collecting fees, and paying any Net Royalties due before termination. Operators will be notified of content removal timelines. At the end of the processing period, We will cease tracking usage, disable access to the Content Provider's account, and remove Provider Content from the Platform unless otherwise required under existing Content Licenses or other contractual obligations.

• Effects of Termination
  
  • Upon termination, all licenses granted under this Agreement shall immediately cease.
  • Any outstanding fees due prior to termination shall remain payable.
  • If You voluntarily terminate Your Account and were not in breach of this Agreement, We may allow You to reactivate Your Account at Our sole discretion.
  • We may retain data related to Your use of the Services for record-keeping and compliance purposes.
  • Termination does not affect an Operator's ability to use Provider Content outside of the Services, provided they hold a valid license from the Content Provider.

You agree to indemnify, defend, and hold harmless SynthesisVR, DeployReality, and SpringboardVR, including their affiliates, successors, assigns, present and former directors, officers, employees, representatives, agents, licensors, partners, suppliers, and service providers from any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your, or any Operator User’s, use of the Services;
• Your, or any Operator User’s, breach or violation of this Agreement;
• Your User Postings, Provider Content, or any Operator User’s User Postings or Provider Content Information.

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by You. You agree to fully cooperate with Us in the defense or settlement of any claim as requested by Us. Failure to comply with this obligation may result in legal liability.

• DISCLAIMERS. THE SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT WITH THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS, PROVIDER CONTENT AND THIRD-PARTY MATERIALS AND THIRD-PARTIES UTILIZED BY OPERATORS AND Us IS NOT RESPONSIBLE FOR ANY LIMITATIONS, DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. YOUR OR ANY OPERATOR USER’S USE OF THE SERVICES OR ANY ITEMS OBTAINED THROUGH THE SERVICES IS AT YOUR OR ANY OPERATOR USER’S OWN RISK. EXCEPT FOR ANY WARRANTIES BY Us EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICES, PROVIDER CONTENT, PROVIDER CONTENT INFORMATION AND Our IP ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OR STATEMENTS OF ANY KIND, EXPRESS OR IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER We NOR ANY PERSON ASSOCIATED WITH Us MAKES ANY STATEMENT, WARRANTY, OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SERVICES, PROVIDER CONTENT, PROVIDER CONTENT INFORMATION OR Our IP. WITHOUT LIMITING THE FOREGOING, NEITHER We OR ANY PERSON ASSOCIATED WITH Us MAKES ANY STATEMENT, WARRANTY, OR REPRESENTATION THAT THE FEATURES AND FUNCTIONS CONTAINED IN THE SERVICES, PROVIDER CONTENT OR Our IP WILL MEET YOUR OR AN OPERATOR USER’S SPECIFIC REQUIREMENTS OR EXPECTATIONS OR THAT THE OPERATION OF THE SERVICES, PROVIDER CONTENT OR USE OF THE Our IP WILL BE UNINTERRUPTED OR ERROR FREE OR INTEROPERABLE OR COMPATIBLE WITH OTHER SOFTWARE OR SERVICES, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES, PROVIDER CONTENT OR Our IP WILL BE UPDATED, UPGRADED OR IMPROVED, THAT THE SERVICES, PROVIDER CONTENT, PROVIDER CONTENT INFORMATION, Our IP, OR Our SYSTEMS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. We HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE, TITLE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. NO VERBAL OR WRITTEN REPRESENTATIONS, INFORMATION OR ADVICE GIVEN BY Us OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY EXPRESS WARRANTIES MADE BY Us IN THIS AGREEMENT.
• LIMITATION OF LIABILITY. IN NO EVENT SHALL We, OR ANY OF ITS LICENSORS, SERVICE PROVIDERS, OR SUPPLIERS, OR EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY DAMAGES WHATSOEVER, INCLUDING: (I) LOSS OF PRODUCTION, USE, BUSINESS, INCOME, REVENUE, PROFIT, OR DIMINUTION IN VALUE; (II) IMPAIRMENT, INABILITY TO USE, LOSS, INTERRUPTION, OR DELAY OF THE SERVICES; (III) LOSS, DAMAGE, CORRUPTION, OR RECOVERY OF DATA, OR BREACH OF DATA OR SYSTEM SECURITY; (IV) ANY LOSS, DAMAGE OR IMPAIRMENT DUE TO ANY CLAIMS OR ACTIONS FOR PERSONAL INJURY OR PROPERTY DAMAGE ARISING OUT YOUR USE OR ACCESS TO THE SERVICES (INCLUDING ANY INJURY OR PROPERTY DAMAGE THAT OCCURS AT AN OPERATOR’S LOCATION); OR (V) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES (INCLUDING SUCH LOSSES IDENTIFIED IN (I) – (IV) OF THIS PROVISION TO THE EXTENT THOSE LOSSES OR PORTIONS THEREOF ARE NOT DIRECT LOSSES), REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT WILL THE COLLECTIVE AGGREGATE LIABILITY OF Us AND Our LICENSORS, SERVICE PROVIDERS, AND SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY AND OTHERWISE, EXCEED EITHER $200.00 OR THE AMOUNT OF FEES PAID TO Us DURING THE TWO (2) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM OR ACTION AROSE, WHICHEVER IS LESS. THE FOREGOING LIMITATION APPLIES NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. OPERATORS SHALL BE RESPONSIBLE FOR ALL CLAIMS AND DAMAGES RESULTING FROM THE MISUSE OF THE SERVICES BY OPERATOR, ITS AUTHORIZED USERS, OR OPERATOR’S USERS.

• Governing Law:
  This Agreement shall be governed and interpreted by the laws of the State of California, without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of California
• Interpretation:
  For purposes of this Agreement:
  • The words "include," "includes," and "including" are deemed to be followed by the words "without limitation."
  • The word "or" is not exclusive.
  • The words "herein," "hereof," "hereby," "hereto," and "hereunder" refer to this Agreement as a whole.
  • The headings in this Agreement are for reference only and do not affect its interpretation.
• Severability
  To the extent permitted by applicable law, the parties waive any provision of law that would render any clause of this Agreement invalid or unenforceable in any respect. If a provision of this Agreement is held to be invalid or unenforceable, such provision shall be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions shall continue in full force and effect.
• Export Regulations
  The Services are subject to regulation by agencies of the U.S. Government, including the U.S. Departments of Commerce and State, which prohibit export or diversion of certain technological products to specific countries. You shall comply with all applicable export and re-export restrictions and not permit anyone to use or access the Services in a U.S.-embargoed country or in violation of any U.S. export law or regulation. You agree to indemnify, defend, and hold Us harmless from any loss, damages, liability, or expenses incurred as a result of Your failure to comply with any export regulations or restrictions.
• Force Majeure
  We shall not be liable or responsible for any failure or delay in fulfilling or performing any term of this Agreement when such failure or delay is caused by circumstances beyond Our reasonable control (a "Force Majeure Event"), including but not limited to service interruptions by third-party providers, denial of service attacks, acts of God, war, riot, fires, floods, epidemics, or failure of public utilities or public transportation systems, or national or regional shortages of adequate power or telecommunications systems. Either party may terminate this Agreement if a Force Majeure Event continues substantially uninterrupted for a period of thirty (30) days or more.
• Entire Agreement
  Unless otherwise expressly agreed in writing, this Agreement contains the entire understanding and agreement between You and Us concerning the Services and supersedes any and all prior or inconsistent understandings relating to the Services and Your use thereof. This Agreement cannot be changed orally.
• Survival; Claims; Waiver
  Any provision necessary to allow Us to enforce its meaning shall survive the termination of this Agreement. No action arising out of this Agreement or Your use of the Services, regardless of form or 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 case arose). The failure of Us to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision.