Switcher, Inc.
Website Terms, Conditions and Notices

Last updated April 18, 2017

 

IMPORTANT—READ CAREFULLY: THESE TERMS CONDITIONS AND NOTES (THESE “TERMS”) ARE A LEGAL CONTRACT BETWEEN YOU AND SWITCHER STUDIO.  BY CLICKING THE “ACCEPTED ICON” ASSOCIATED WITH THIS PAGE, OR REGISTERING FOR USE OF THIS SITE, WHICH WILL SERVE AS YOUR SIGNATURE, YOU AGREE TO CONDUCT TRANSACTIONS ELECTRONICALLY AND TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU SHOULD EXIT THIS PAGE WITHOUT ACCEPTING AND REFRAIN FROM ALL FURTHER USE OF THIS SITE.

 

Agreement Between User and Switcher, Inc. (“Switcher Studio”)

Welcome to the Switcher Studio website.  This website is provided to users of Switcher Studio and this website to:  provide information relating to Switcher Studio; use the Switcher Studio platform to create mobile videos and use the Switcher Studio iOS app (the “Service”); open an account; provide a place to interact with others; and at times provide employment information.  The terms “We,” “Us,” “Our” and “Switcher Studio” refer to Switcher, Inc., a Delaware corporation.  The term “you” or “User” refers to the person visiting Our website, becoming a member, participating in the chatroom or blog, purchasing products, reserving salon time at a particular location, or reviewing franchise or employment opportunities.

This website is offered to you, and its use and the use of any Switcher Studio platform or services by you is, conditioned upon your acceptance without modification of all of the terms, conditions and notices set forth below (collectively, the “Terms”).  By accessing or using this website in any manner, you agree to be bound by these Terms.  Please read these Terms carefully.  If you do not accept all of these Terms, please do not use this website or purchase products or services through this website.

We may revise these Terms at any time by updating this website without prior notice to you.  You will need to return to this page periodically to review the most current version of the Terms.  You can determine when these Terms were last revised by referring to the “Last Updated” line at the top.  Your continued use of this website will be deemed to be acceptance of the updated or amended terms.  In the event that We offer any awards, promotions or contests, you agree that you are subject to any additional posted terms, rules or guidelines applicable to such activity, which are hereby incorporated by reference into these Terms.  We reserve the right to modify or discontinue this website at any time without notice to you, and We will have no liability to you if We do so.

 

Conditions Relating to Use of the Website

These Terms, as well as the Switcher Studio Privacy Policy form legally binding agreements between you and Switcher Studio.  As a condition of your use of this website, you affirm:  (a) that you are at least 18 years of age (or if 18 is not the age of majority where you live, have reached the age of majority there) or (b) that you are at least 16 years of age and you have reviewed these Terms and the Privacy Policy with your parent or guardian and he or she assents to these Terms and the Privacy Policy on your behalf and takes full responsibility for your compliance with them.  You agree that you and/or your parent or guardian are fully able and competent to enter into the terms, conditions, obligations and representations set forth in these Terms and to abide by and comply with these Terms.  You agree that: (i) you will use this website in accordance with these Terms; (ii) you will only use this website to make legitimate videos for you or for another person for whom you are legally authorized to act and who meets any age requirements as described above or with respect to the purchase of any services or products; (iii) you will inform such other persons about the terms and conditions that apply to the reservations you have made on their behalf, including all rules and restrictions applicable thereto; (iv) all information supplied by you on this website is true, accurate, current and complete; and (v) if you have a Switcher Studio account, you will safeguard your account information and will supervise and be completely responsible for any use of your account by you and anyone other than you.  We retain the right at Our sole discretion to deny access to anyone to this website and the services We offer, at any time and for any reason, including, but not limited to, for violation of these Terms.

Your Account.  Your account may only be used for a single multi-camera setup and is to be used by a single individual, or organization; you agree that you will not share your account.  Except with respect to US federal and state taxes, fees for the Service do not include taxes and you are responsible for paying any duties or taxes imposed by your local or any other jurisdiction.  Technical support is available only to account holders in good standing and is provided via the Contact Support page of the Switcher Studio website: http://support.switcherstudio.com.

If you choose to upgrade or downgrade the plan you have purchased, a prorated credit will be applied for the current plan’s unused term.  A charge for the full amount of the new plan will be applied, offset by any credits.  Service fees are billed in advance based on the term selected (annual or monthly) and are non-refundable.

Downgrading your plan may cause the loss of features, and Switcher Studio has no liability for any such losses.  Prices charged for the Service are subject to change as provided in any notice from Switcher Studio.  Such notice may be provided at any time by posting the updated pricing to the Switcher Studio website pricing page at http://switcherstudio.com/en/choose-a-plan.  You can close your account at any time right from your My Account page.  If you close your account, you won't be billed again.  Refunds cannot be issued for payments already made.

Switcher Studio reserves the right to change, suspend, remove or disable access to the Service or parts of the Service at any time without notice.  In no event will Switcher Studio be liable for the removal of or disabling of access to the Service.  Switcher Studio may also impose limits on the use of or access to the Service without notice or liability.  Such termination of the Service will result in the deactivation or deletion of your account or your access to your account and data.  Switcher Studio reserves the right to refuse to provide the Service to anyone for any reason at any time.  Switcher Studio will make commercially reasonable efforts to notify you via your account email address in advance of a termination of Service.

Copyright Complaints.  Switcher Studio respects the intellectual property of others.  If you believe that your work has been copied in a way that constitutes copyright infringement, please follow our Notice and Procedure for Making Claims of Copyright Infringement described below.

Privacy Policy.  Switcher Studio’s Privacy Policy, which is incorporated herein by reference, also governs use of the website.  Your privacy is important to Us.  Switcher Studio’s Privacy Policy makes important disclosures about how We collect and use your information and content and how you can use the website to share such information with others.  We encourage you to read the Privacy Policy carefully and use it to make informed decisions.

Updates to the Terms and Privacy Policy.  We reserve the right to amend, remove or add to these Terms or the Privacy Policy at any time which amendments, removals or additions will be effective upon posting to this website.  It is your responsibility to check these Terms and the Privacy Policy periodically for changes.  You can determine when these Terms were last revised by referring to the “Last Updated” line at the top.  Your access, link to, or use of this website, or any service or other item on this website, after the effective date any of changes to these Terms or the Privacy Policy posted on the website, will constitute YOUR ACCEPTANCE OF THESE TERMS, INCLUDING THE PRIVACY POLICY, as modified.

If, at any time, you do not wish to accept these Terms, you may not access, link to, or use the website.  Any terms and conditions proposed by you which are in addition to, or which conflict with, these Terms are expressly rejected by Switcher Studio and will be of no force or effect.  We may also revise other policies, codes or rules at any time, and the new versions will be available at http://switcherstudio.com/privacy-policy.  No amendment to the Terms or Privacy Policy will apply to any dispute of which Switcher Studio had actual notice before the date of the amendment.

These Terms may not be otherwise amended except in a writing hand signed by you and an authorized representative of Switcher Studio.  For purposes of this provision, “writing” does not include an e-mail message and a signature does not include an electronic signature.

If at any point you do not agree to any portion of the then-current version of Our Terms, the Privacy Policy, or any other Switcher Studio policy, rules or codes of conduct relating to your use of the Service or the website, your ability to use the Service will immediately terminate and you must immediately stop using this website and the Service.

To the extent these Terms or the Privacy Policy conflict with any other Switcher Studio terms, policy, rules or codes of conduct, these Terms and the Privacy Policy will govern.

 

Use of the Website or the Service

Your Content.  You agree that you, and not Switcher Studio, are responsible for the content of audiovisuals and any other elements created by and with the Service.  You must own or have all rights, licenses, consents, releases and permissions necessary to create, stream and distribute User Content generated using the Service.  By transmitting or submitting any User Content while using the website, you affirm, represent and warrant that:

  1. such transmission or submission is accurate and not confidential;
  2. such transmission or submission is not in violation of any applicable laws, contractual restrictions or other third party rights, and that you have permission to transmit or submit from any third party whose personal information or intellectual property is part of the User Content;
  3. such transmission or submission is free of viruses, adware, spyware, worms or other malicious code; and
  4. you acknowledge and agree that any of your personal information within such content may be processed or used by Switcher Studio in accordance with its Privacy Policy.

You agree to indemnify Switcher Studio for any claims and damages arising out of your failure to have any necessary authorizations or your violation of the foregoing representations and warranties.

You will not, and will not assist or permit any third party to, pass information to Switcher Studio that Switcher Studio could use or recognize as personally identifiable information except in connection with the creation of your Account or payment for the Service.  You agree that you will not create, stream or distribute any User Content that is unlawful, defamatory, libelous, slanderous, obscene, violates another’s right to privacy or publicity, or infringes on any patent, trademark, copyright, or other property right.  While Switcher Studio prohibits such kinds of User Content being created and distributed using the Service, you understand and agree that Switcher Studio is not and will not be responsible for your User Content or the content of any other user or third parties distributed using the Service and you may be exposed to such materials.

We claim no intellectual property rights in or to the User Content you provide using the Service, other than the license described in the Profiles, Forums and Submissions section.  Switcher Studio does not have the obligation to and does not pre-screen any User Content.  However, Switcher Studio reserves the right at all time to disclose any information as necessary to satisfy any law, regulation or governmental request.  Switcher Studio has the right in its sole discretion to refuse or remove any Content that is available via the Service.

Additional Restrictions.  The following additional restrictions apply to the use of the website and the Service:

  1. You agree not to create an Account or access the services if you are under the age of 16.  If you are between 16 and 18 (or older if required in the state of your residence), your legal guardian has reviewed and agreed to these Terms and the Privacy Policy on your behalf.
  2. You agree to monitor your Account to restrict use by minors, and you will prevent access to children under the age of 16.  You accept full responsibility for any unauthorized use of the website or the services by minors in connection with your Account.  You are responsible for any use of your credit card or other payment instrument by minors or others.
  3. You agree not to use any incomplete, false or inaccurate biographical or other information for purposes of registering as a user, creating an Account or any promotion.
  4. You agree not to have more than one Account at any given time, and not to create an Account on behalf of someone other than yourself.
  5. You agree not to use your Account to make any false reservations.
  6. You agree not to use your Account to advertise, solicit or transmit any commercial advertisements, including chain letters, junk e-mail or repetitive messages (spim and spam) to anyone.
  7. You agree not to use your Account to engage in any illegal conduct.
  8. You agree not to sublicense, rent, lease, sell, trade, gift, bequeath or otherwise transfer your Account to anyone without Our prior written permission.

Electronic Orders.  In order to assure that all electronic transactions conducted using Our website are legally valid and enforceable as a result of the use of available electronic ordering technologies for the mutual benefit of the parties, you agree that:

  1. You and We each may electronically transmit to, or receive from, the other party orders, confirmations and transaction information (collectively “Documents”) through the website.
  2. You and We each will each use reasonably sufficient security procedures relating to all transmissions of Documents and to protect business records and data from improper access.
  3. You and We each adopt as our respective signatures your and Our Sender Identification which is to be affixed to or contained in each Document transmitted by such party (“Signature(s)”).  You and We each agree that the Signature affixed to or contained in any transmitted Document will be sufficient to verify such party originated such Document.
  4. You and We each will use the security procedures required pursuant to these Terms to protect the confidentiality of the parties’ Signatures.
  5. Documents will not be deemed to have been properly received, and no Document will give rise to any obligation, until accessible to the receiving party on the computer used by such party for receipt of Documents hereunder.
  6. If any properly transmitted Document is received in an unintelligible or garbled form, the receiving party will, if reasonably possible, promptly notify the originating party (if identifiable from the received Document) in a reasonable manner.
  7. Any Document properly transmitted pursuant to these Terms will be considered, in connection with any transaction, to be a “writing” or “in writing.”  Any such Document when containing, or to which there is affixed, a Signature (“Signed Document”) will be deemed for all purposes to have been “signed” and to constitute an “original” when printed from electronic files or records established and maintained in the normal course of business and the parties agree not to contest the validity or enforceability of Signed Documents under the provisions of any applicable law relating to whether certain agreements be in writing and signed by the party to be bound thereby.  Signed Documents, if introduced as evidence on paper in any judicial, arbitration, mediation or administrative proceedings, will be admissible as between the parties to the same extent and under the same conditions as other business records originated and maintained in documentary form.  Neither party may contest the admissibility of copies of Signed Documents under either the business records exception to the hearsay rule or the best evidence rule on the basis that the Signed Documents were not originated or maintained in documentary form.

Account Information.  When creating or updating an Account, you may be required to provide Switcher Studio with certain personal information, which may include your name, birth date, email address and, in some cases, payment information.  This information will be held and used in accordance with Switcher Studio’s Privacy Policy and relevant notices, if any, provided in connection with information collection or use.  You agree that you will supply accurate and complete information to Switcher Studio, and that you will update that information promptly if it changes.

Username and Password.  During the Account creation process, you may be required to select a password (“Login Information”).  The following rules govern the security of your Login Information:

  1. You agree not to share the Account or the Login Information, let anyone else access your Account, or do anything else that might jeopardize the security of your Account.
  2. In the event you become aware of or reasonably suspect any breach of security, including without limitation any loss, theft or unauthorized disclosure of the Login Information, you must immediately notify Us and modify your Login Information.
  3. You are solely responsible for maintaining the confidentiality of the Login Information, and you will be responsible for all uses of the Login Information, including purchases, whether or not authorized by you.
  4. You are responsible for anything that happens through your Account.

Switcher Studio reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to claims by a third party that a username violates such third party’s rights.

Limitations on Use.  Any use of the website or the Service in violation of these Limitations on Use is strictly prohibited, can result in the immediate revocation of your right to use Our website or the Service, and may subject you to liability for violations of law or of these Terms.  ANY ATTEMPT BY YOU TO DISRUPT OR INTERFERE WITH THE WEBSITE, INCLUDING UNDERMINING OR MANIPULATING THE OPERATION OF THE WEBSITE, IS A VIOLATION OF SWITCHER STUDIO POLICY AND MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS.

Prohibitions.  You agree that you will not, under any circumstances:

  1. Engage in any act that We deem to be in conflict with the spirit or intent of the website, including but not limited to circumventing or manipulating these Terms or any policies;
  2. Make improper use of the Service, Our products or the website, including by submitting false abuse reports or using profane and abusive language in your communications with Our personnel; or
  3. Use the website, services or products, intentionally or unintentionally, in connection with any violation of any law or regulation, or do anything that promotes the violation of any law or regulation.

Cheating and Hacking.  You agree that you will not, under any circumstances:

  1. Use, create or assist in creating cheats, exploits, automation software, bots, hacks, mods or any third party software designed to modify or interfere with the website;
  2. Without Our express written consent, modify or cause to be modified any files that are a part of the website;
  3. Disrupt, overburden or aid or assist in the disruption or overburdening of (1) any computer or server used to offer or support the website (each a “Server”); or (2) the use of the website by any other person;
  4. Institute, assist or become involved in any type of attack, including without limitation distribution of a virus, denial of service attack or other attempt to disrupt the website or any other person’s use or enjoyment of the website; or
  5. Attempt to gain unauthorized access to the website, Accounts registered to others or to the computers, Servers or networks connected to the website by any means other than the user interface provided by Switcher Studio, including but not limited to, by circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person to circumvent or modify, any security, technology, device or software that is part of the website.

Offensive or Infringing Content.  You agree that you will not, under any circumstances:

  1. Post or incorporate in the Service any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously or otherwise, objectionable or offensive;
  2. Post or incorporate in the Service any information that contains nudity, excessive violence or offensive subject matter or that contains a link to such content;
  3. Attempt to, or advocate or incite another to, defame, harass, abuse, stalk, threaten or harm, or otherwise violate the legal rights of, another person or group, including without limitation Our employees and contractors; or
  4. Make available through the website or the Service any material or information that infringes any copyright, trademark, patent, trade secret, right of privacy, right of publicity, or other right of any person or entity or impersonates any other person.

Collection and Publication of Personal Information.  You agree that you will not, under any circumstances:

  1. Solicit, or attempt to solicit, personal information from other users of the website;
  2. Collect, harvest or post anyone’s private information, including personally identifiable information (whether in text, image or video form), identification documents or financial information through the website; or
  3. Upload or transmit, or attempt to upload or transmit, without Our express written permission, any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats (“gifs”), 1x1 pixels, web bugs, cookies or other similar devices (sometimes referred to as “spyware,” “passive collection mechanisms” or “pcms”).

Commercial Activity.  You agree that you will not, under any circumstances:

  1. Without Our express prior written consent, use the website for any commercial purpose (although using the Service to create videos for a commercial purpose is allowed), including but not limited to communicating or facilitating any commercial advertisement or solicitation through the website; or
  2. Transmit unauthorized communications through the website, including junk mail, chain letters, spam or any materials that promote malware, spyware or downloadable items.

Unauthorized Use or Connection to the Website.  You agree that you will not, under any circumstances:

  1. Interfere or attempt to interfere with the proper functioning of the website or connect to or use the website in any way not expressly permitted by these Terms;
  2. Use any unauthorized third party software that accesses, intercepts, “mines” or otherwise collects information from or through the website or that is in transit from or to the website, including, without limitation, any software that reads areas of RAM or streams of network traffic used by the website to store information; We may, in Our sole and absolute discretion, allow the use of certain third party user interfaces;
  3. Intercept, examine or otherwise observe any proprietary communications protocol used by a user, a Server or the website, whether through the use of a network analyzer, packet sniffer or other device;
  4. Make any automated use of the system, or take any action that imposes or may impose (in Our sole discretion) an unreasonable or disproportionately large load on Our infrastructure;
  5. Bypass any robot exclusion headers or other measures We employ to restrict access to the website or use any software, technology or device to send content or messages, scrape, spider or crawl the website, or harvest or manipulate data;
  6. Use, facilitate, create or maintain any unauthorized connection to the website, including without limitation (1) any connection to any unauthorized server that emulates, or attempts to emulate, any part of the website; or (2) any connection using programs, tools or software not expressly approved by Us in writing;
  7. Except where permitted by law or relevant open source licenses, reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any software or other intellectual property used to provide the website, or to obtain any information from the website using any method not expressly permitted by Us; or
  8. Copy, modify or distribute rights or content from the website, or Our copyrights or trademarks or use any method to copy or distribute the content of the website, except as specifically allowed in these Terms.

Profiles, Forums and Submissions.  If We choose to make the option available, you may post certain information and materials in connection with the website or through Our social media pages or sites (your “Profile”).  Further We may offer features through the website that enable you to post information, photographs and other materials and images publicly (collectively referred to herein as “Forums”).  All of the rules of conduct above and elsewhere in these Terms apply to Profiles and Forums.  Additionally, without Our express prior written consent, you may not use Profiles or Forums for any commercial purposes, including the promotion or advertisement of any goods, services or opportunities, and you may not use Profiles or Forums to solicit other website visitors or users to visit or become members of, subscribe to, or register with any commercial online service or other organization.

Information contained in the Profiles and Forums may be provided by third party visitors to the website which may be inaccurate, misleading or deceptive.  Switcher Studio and its employees, officers, directors, owners, agents, representatives, licensors, suppliers and service providers neither endorse nor are responsible for any opinion, advice, information or statements made in the Profiles and Forums by third parties.  Under no circumstances will Switcher Studio or its respective employees, officers, directors, owners, affiliates, agents, representatives, licensors, suppliers or service providers be liable for any loss or damage caused by your reliance on such information or materials.  The opinions expressed in the Profiles and Forums reflect solely the opinions of the individuals who submitted such opinions, and may not reflect the opinions of Switcher Studio.

“User Content” means any communications, images, sounds, data and information that you upload or transmit through a chatroom, blog or the website, or that other users upload or transmit, including without limitation any chat text.   When you submit or make available any User Content through the Profiles, Forums or otherwise through the website or related social media, you acknowledge and agree that any User Content will be nonproprietary and nonconfidential, may be made available to the general public, and may be used by us without restriction.  You grant to Switcher Studio the worldwide, perpetual, royalty-free, irrevocable, nonexclusive right and license, sublicensable through multiple tiers, without compensation to you, to use, reproduce, distribute, adapt (including without limitation edit, modify, translate and reformat), create derivative works of, transmit, publicly display, publicly perform, digitally perform, make, have made, sell, offer for sale and import User Content, in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise.  You represent and warrant that you have all rights necessary for you to grant the licenses granted in this section with respect to any User Content and that your provision of User Content through the Profiles, Forums or otherwise through this website complies with all applicable laws, rules and regulations.  You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding any User Content that you may have under any applicable law or under any legal theory.  This section will survive termination of these Terms for any reason.

We reserve the right, at Our sole discretion, to edit any User Content and to choose to include or not include such User Content in a Profile, the Forums or otherwise in the Website.  The Profiles and Forums include the opinions, statements and other content of third parties.  We are not responsible for screening, monitoring or verifying such content, including such content's accuracy, reliability or compliance with copyright or other laws.  Any opinions, statements or other materials made available by third parties through videos created using the Service, the Profiles and Forums or otherwise through this website are those of such third parties and not of Switcher Studio, and Switcher Studio does not endorse any such opinions, statements or materials.  We may remove objectionable statements or other content from the website at any time.  Please understand that removal or editing of any User Content or other materials may not occur immediately.  You understand and accept that removed content may persist in back-up copies for a reasonable period of time.

You acknowledge and agree that We have no control over, and will have no liability for any damages resulting from, the use (including without limitation re-publication) or misuse by any third party of information voluntarily made public through the videos created, Profiles, Forums or any other part of the website.  IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE IN A PROFILE OR A FORUM OR OTHERWISE ON THE WEBSITE OR OTHER SOCIAL MEDIA, YOU DO SO AT YOUR OWN RISK.

Suspension and Termination of Account and Use.  WITHOUT LIMITING ANY OTHER REMEDIES, SWITCHER STUDIO MAY LIMIT, SUSPEND, TERMINATE, MODIFY OR DELETE ACCOUNTS OR THIS WEBSITE, ACCESS TO THE WEBSITE, OUR PREMISES OR SERVICES, OR PORTIONS THEREOF, WITH OR WITHOUT NOTICE TO YOU, IF SWITCHER STUDIO SUSPECTS THAT YOU ARE FAILING TO COMPLY WITH ANY OF THESE TERMS OR FOR ANY ACTUAL OR SUSPECTED ILLEGAL OR IMPROPER USE OF THE WEBSITE OR THE SERVICES.

WITHOUT LIMITING OUR OTHER REMEDIES, WE MAY TAKE TECHNICAL AND LEGAL STEPS TO PREVENT USERS FROM ACCESSING THE WEBSITE IF WE BELIEVE THAT THEY ARE CREATING RISK OR POSSIBLE LEGAL LIABILITIES, INFRINGING THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ACTING INCONSISTENTLY WITH THE LETTER OR SPIRIT OF OUR TERMS OR POLICIES.  ADDITIONALLY, WE MAY, IN APPROPRIATE CIRCUMSTANCES AND AT OUR SOLE DISCRETION, SUSPEND OR TERMINATE ACCOUNTS OF USERS WHO MAY BE REPEAT INFRINGERS OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.

Switcher Studio reserves the right to stop offering and/or supporting the website or portion of the website at any time either permanently or temporarily.  In such event, We will not be required to provide refunds, benefits or other compensation to users in connection with such discontinued elements of the website or the services.  Termination of your Account can include disabling your access to the chatroom or any part thereof including any content you submitted or others submitted.

You may cancel any Account registered to you at any time by following the instructions at switcherstuido.com/cancel-account.  

 

Ownership

The website, including without limitation any computer code, software, platform, themes, objects, photographs, stories, dialogue, catch phrases, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, documentation, chat transcripts, profile information and recordings are works owned or licensed by Switcher, Inc.  Switcher Studio reserves all rights, including without limitation, all intellectual property rights or other proprietary rights, in connection with the website and its content.  Accordingly, the material and content available on the website may not be copied, distributed, republished, uploaded, posted or transmitted in any way for any public or commercial purpose, except as specifically allowed under these Terms, without the prior express written consent of Switcher Studio.  You may not remove any copyright or other proprietary notice from Switcher Studio’s materials.  Modification or use of the material or content on the website, except as expressly provided in these Terms, violates Switcher Studio’s or third parties’ intellectual property rights.  Neither title nor intellectual property rights are transferred to you by access to the website.

Accounts.  NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN AN ACCOUNT, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL RIGHTS IN AND TO AN ACCOUNT ARE AND WILL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF SWITCHER STUDIO.  GENERALLY, ACCOUNTS CREATED WITH US WILL BE CONSIDERED ACTIVE UNTIL WE RECEIVE A USER REQUEST TO DEACTIVATE OR DELETE THEM; HOWEVER, WE RESERVE THE RIGHT TO TERMINATE ANY ACCOUNT THAT HAS BEEN INACTIVE FOR 180 DAYS OR AS OTHERWISE DESCRIBED HEREIN.

 

Information Use by Other Users of the Website

The website may include various forums, blogs and chat features where you can post User Content, including your observations and comments on designated topics.  We cannot guarantee that other users will not use the ideas and information that you share.  Therefore, if you have an idea or information that you would like to keep confidential and/or do not want others to use, do not post it.  Switcher Studio will have no responsibility to evaluate, use or compensate you for any ideas or information you may choose to submit.

If you submit suggestions, proposals, comments or other materials (collectively “Submissions”) within the website you understand and agree that Switcher Studio (1) will have no obligation to keep your Submissions confidential; (2) will have no obligation to return your Submissions or respond in any way; and (3) may use your Submissions for any purpose in any way without notice or compensation to you.

SWITCHER STUDIO IS NOT RESPONSIBLE FOR A USER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION POSTED IN ANY FORUMS, BLOGS OR CHAT ROOMS.

Responsible For Your Own Content.  You are solely responsible for the information that you post on, through or in connection with the website and that you provide to others.  Information, materials, products or services provided by other users (for instance, in the chatroom) may, in whole or in part, be unauthorized, impermissible or otherwise violate these Terms, and We assume no responsibility or liability for this material or for the conduct of any user submitting any User Content, and assume no responsibility for monitoring the website for inappropriate or illegal content or conduct.  We have no obligation to monitor User Content.  If We choose at any time, in Our sole discretion, to monitor the website, We have the right, in Our sole discretion, to edit, refuse to post, or remove any User Content and We may monitor and/or record your interaction with the website or communications (including without limitation chat text and voice communications) when you are using the website.  By entering into these Terms, you hereby provide your irrevocable consent to such monitoring and recording  If you become aware of misuse of the website by any person, please contact Us at support@switcherstudio.com.

We reserve the right to limit the storage capacity of User Content that you post on, through or in connection with the website.

Disclosure.  Your information, and the contents of all of your online communications (including without limitation chat text, voice communications, IP addresses and your personal information) may be accessed and monitored as necessary to provide the website and may be disclosed: (1) when We have a good faith belief that We are required to disclose the information in response to legal process (for example, a court order, search warrant or subpoena); (2) to satisfy any applicable laws or regulations; (3) if We believe that the website is being used in the commission of a crime, including to report such criminal activity or to exchange information with other companies and organizations for the purposes of fraud protection and credit risk reduction; (4) when We have a good faith belief that there is an emergency that poses a threat to the health and/or safety of you, another person or the public generally; and (5) in order to protect the rights or property of Switcher Studio, including to enforce these Terms.  By entering into these Terms, you hereby provide your irrevocable consent to such monitoring, access and disclosure.

 

User Interactions and Disputes

You are solely responsible for your interactions with other users of the website and any other parties with whom you interact through the website.  We reserve the right, but have no obligation, to become involved in any way with any disputes.

Release.  IF YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE US (AND OUR OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES AND EMPLOYEES) FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE OR DATA.  IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS:  “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

Fees and Purchase Terms

You agree to pay all fees and applicable taxes incurred by you or anyone using an Account registered to you.  Switcher Studio may revise the pricing for any goods and services it provides through the website or otherwise at any time.  YOU ACKNOWLEDGE THAT SWITCHER STUDIO IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT YOU WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR UNUSED RESERVATIONS WHEN AN ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.

 

Third Party Advertising

You understand that the website may feature advertisements from Switcher Studio or third parties.  Our Privacy Policy addresses disclosure of information for third party advertising.

Links to Third Party Sites and Dealings With Advertisers.  Switcher Studio may provide links to third party websites or vendors who may invite you to participate in a promotional offer in return for receiving something from you.  Any charges or obligations you incur in your dealings with these third parties are your responsibility.  Switcher Studio makes no representation or warranty regarding any content, goods and/or services provided by any third party even if linked to from Our website, and will not be liable for any claim relating to any third party content, goods and/or services.  The linked sites are not under the control of Switcher Studio and may collect data or solicit personal information from you.  Switcher Studio is not responsible for any actions or omissions by such sites, for their content, business practices or privacy policies, or for their collection, use or disclosure of any information.  Further, the inclusion of any link does not imply endorsement by Switcher Studio of any linked sites.  YOU AGREE THAT YOUR USE OF THIRD PARTY SITES AND RESOURCES AND ANY CONTENT, INFORMATION, DATA, ADVERTISING, PRODUCTS, SERVICES OR OTHER MATERIALS ON OR AVAILABLE THROUGH SUCH SITES AND RESOURCES IS AT YOUR OWN RISK AND IS SUBJECT TO THE TERMS AND CONDITIONS OF USE APPLICABLE TO SUCH SITES AND RESOURCES.

 

Disclaimers / Limitations / Waivers / Indemnification

DISCLAIMER OF WARRANTIES.  YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE, THE SERVICE AND OUR PRODUCTS (EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OR WITH THE SERVICE OR PRODUCTS) ARE AT YOUR SOLE RISK AND ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER APPLICABLE LAW WITH ANY LEGALLY REQUIRED WARRANTY PERIOD TO BE THE SHORTER OF 30 DAYS FROM FIRST USE OR THE MINIMUM PERIOD REQUIRED).

WITHOUT LIMITING THE FOREGOING, NEITHER SWITCHER STUDIO NOR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF THEIR DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS, DISTRIBUTORS, LICENSEES OR LICENSORS (COLLECTIVELY, “SWITCHER STUDIO PARTIES”) WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.  THE LOSS OF ANY CONTENT PROVIDED BY YOU OR USED IN CONNECTION WITH THE SERVICE IS YOUR SOLE RISK AND SWITCHER STUDIO SHALL HAVE NO LIABILITY WITH RESPECT TO ANY LOSS OF CONTENT.

LIMITATIONS; WAIVERS OF LIABILITY.  YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE WEBSITE, OUR PRODUCTS OR THE SERVICE UNDER ANY CAUSE OF ACTION WHATSOEVER IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT THE SWITCHER STUDIO PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING FOR LOSS OF PROFITS, GOODWILL OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE WEBSITE, OUR PRODUCTS OR OUR SERVICES.

THE LIMITATIONS IN THESE TERMS APPLY WHETHER THE ALLEGED LIABILITY IS BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT THE SWITCHER STUDIO PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE SWITCHER STUDIO PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE WEBSITE AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF THE WEBSITE AND EXTERNAL SITES AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES WILL THE SWITCHER STUDIO PARTIES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT YOU HAVE PAID SWITCHER STUDIO IN THE 180 DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM.  YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID SWITCHER STUDIO ANY AMOUNTS IN THE 180 DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH SWITCHER STUDIO IS TO STOP USING THE WEBSITE, PRODUCTS OR SERVICE AND TO CANCEL YOUR ACCOUNT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES.  THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THE SECTION MAY NOT APPLY TO YOU.  IN ADDITION, OUR LIABILITY IN SUCH JURISDICTIONS WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

Indemnification.  You indemnify and hold Switcher Studio and the Switcher Studio Parties harmless from any claims, losses, damages and liabilities, including legal fees and expenses, arising out of your use or misuse of the website, Our products or the Service, any violation by you of these Terms, or any breach of the representations, warranties and covenants made by you.  Switcher Studio reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Switcher Studio, and you agree to cooperate with Switcher Studio’s defense of these claims.  Switcher Studio will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

You agree that the provisions in this paragraph will survive any termination of your Account(s) or of the website.

 

Dispute Resolution

If a dispute arises between you and Switcher Studio, Our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Switcher Studio agree that We will resolve any claim or controversy, at law or equity, that arises out of these Terms, this website or Our business in accordance with one of the subsections below or as We and you otherwise agree in writing.  Before resorting to these alternatives, We strongly encourage you to first contact Us directly to seek a resolution.  We may consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.

Law and Forum for Legal Disputes.  These Terms and any dispute arising out of or related to them, this website or Our business will be governed in all respects by the laws of the Commonwealth of Kentucky as they apply to agreements entered into and to be performed entirely within Kentucky between Kentucky residents, without regard to conflict of law provisions.  You agree that any claim or dispute you may have against Switcher Studio must be resolved exclusively by a state or federal court located in Louisville, Kentucky, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below.  You agree to submit to the personal jurisdiction of the courts located within Louisville, Kentucky for the purpose of litigating all such claims or disputes.

The website is operated out of the United States of America.  We do not represent the content or materials present in the website are appropriate for use in other locations.  If you access the website from a jurisdiction outside of the United States, you agree that you do so on your own initiative, and are responsible for compliance with local laws where you reside or where you access the website, if and to the extent that such laws are applicable to your use of the website.

Arbitration Option.  For any claim or dispute (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration.  In the event a party elects arbitration, such person will initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties.  The ADR provider and the parties must comply with the following rules: (1) the arbitration will be conducted by telephone, online and/or be solely based on written submissions, and the specific manner will be chosen by the party initiating the arbitration; (2) the arbitration will not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (3) any judgment on the award rendered by the arbitrator will be final and may be entered in any court of competent jurisdiction.

Improperly Filed Claims.  All claims you bring against Switcher Studio must be resolved in accordance with this Dispute Resolution section.  All claims filed or brought contrary to these provisions will be considered improperly filed.  Should you file a claim contrary to these provisions, Switcher Studio will be entitled to recover attorneys’ fees and costs up to $1000, provided that Switcher Studio has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

 

Severability

You and Switcher Studio agree that if any portion of these Terms or of the Switcher Studio Privacy Policy is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision will, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of these Terms, which will continue in full force and effect.

 

General Provisions

Assignment.  Switcher Studio may assign or delegate these Terms and/or the Switcher Studio Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent.  You may not assign or delegate any rights or obligations under the Terms or Privacy Policy without Our prior written consent, and any unauthorized assignment and delegation by you is void and ineffective.

Entire Agreement.  These Terms, any supplemental policies and any documents expressly incorporated by reference herein (including Our Privacy Policy), contain the entire understanding between you and Switcher Studio, and supersede all prior understandings of the parties hereto relating to the subject matter hereof, whether electronic, oral or written, or whether established by custom, practice, policy or precedent, between you and Us with respect to this website or its use.

Language of the Terms.  If We provide you with a translation of the English language version of these Terms, the Privacy Policy or any other policy (collectively “Switcher Studio Policies”), then you agree that the translation is provided for informational purposes only and does not modify the English language version of the Switcher Studio Policies.  In the event of a conflict between a translation of the Switcher Studio Policies and the English version, the English version of the Switcher Studio Policies will control.

No Waiver.  The failure of Switcher Studio to require or enforce strict performance by you of any provision of these Terms or the Switcher Studio Privacy Policy or failure to exercise any right under them will not be construed as a waiver or relinquishment of Our right to assert or rely upon any such provision or right in that or any other instance.  The express waiver by Switcher Studio of any provision, condition or requirement of these Terms or the Privacy Policy will not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

Except as expressly and specifically set forth in this these Terms, no representations, statements, consents, waivers or other acts or omissions by Switcher Studio will be deemed a modification of these Terms nor be legally binding, unless documented in physical writing, hand signed by You and a duly appointed officer of Switcher Studio.

Notices.  We may notify you via postings on www.switcherstudio.com, or via e-mail or any other communications means to contact information you provide to Us.  If you are a user in the United States, all notices given by you or required from you under these Terms or the Switcher Studio Privacy Policy must be in writing and addressed to: Switcher, Inc., Attn: Switcher Support Team, 1302 Clear Springs Trace, Louisville, KY 40223.  You consent to receive communications from Us electronically.  You agree that all agreements, notices, disclosures and other communications that We provide to you electronically satisfy our legal requirements that such communications be in writing.

Any notices that you provide without compliance with this Section on Notices will have no legal effect.

Equitable Remedies.  You acknowledge that the rights granted and obligations made under these Terms to Switcher Studio are of a unique and irreplaceable nature, the loss of which will irreparably harm Switcher Studio and which cannot be replaced by monetary damages alone.  Accordingly, Switcher Studio will be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) in the event of any breach or anticipatory breach by you.

You irrevocably waive all rights to seek injunctive or other equitable relief, or to enjoin or restrain the operation of the website, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the website or any content or other material used or displayed through the website and agree to limit your claims to claims for monetary damages, limited by these Terms (if any).

Force Majeure.  Switcher Studio will not be liable for any delay or failure to perform resulting from causes outside the reasonable control of Switcher Studio, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond Our control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.

 

Notice and Procedure for Making Claims of Copyright Infringement

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law.  If you believe in good faith that materials available on this website infringe your copyright, you (or your agent) may send Switcher Studio a notice requesting that it remove the material or block access to it.  Submit your complaint by email or in writing and include in it the following information:

  • A physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  • A description of the copyrighted work that you claim has been infringed upon;
  • A description for where the material that you claim is infringing is located on the site;
  • Your address, telephone number and e-mail address;
  • A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
  • A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner, or authorized to act on the copyright owner’s behalf.

If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send a counter-notice.  Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA.  See copyright.gov for details.

Our Copyright Agent for notices and counter-notices relating to claims of copyright infringement on the Website can be reached as follows:

 

Copyright Agent:

Jarred Roby
Switcher, Inc.
Attn: Switcher Support Team,
1302 Clear Springs Trace,
Louisville, KY 40223

E-mail:  jarrad@switcherstudio.com

We endeavor to respond quickly to the concerns of rights owners about any alleged infringement.

We suggest that you consult your legal advisor before filing a notice or counter-notice.

Copyright © 2017 Switcher, Inc.  All rights reserved.