ONEMINUTEU TERMS OF SERVICE
Welcome to OneMinuteU! OneMinuteU is a networking service that allows users to create and post online educational "how-to" multi-media for enjoyment, knowledge and entertainment. OneMinuteU (or "we") includes the OneMinuteU.com website and network (the "OneMinuteU Network"), and any other features, content, or applications offered from time to time by OneMinuteU in connection with the OneMinuteU Network.
The following are the OneMinuteU Terms of Service ("Agreement"). These Terms of Service constitute a legally binding agreement made by and between OneMinuteU and you, whether personally or on behalf of an entity ("you"), concerning your access to and use of the OneMinuteU Network (as further defined below).
OneMinuteU is owned by OneMinuteU, LLC, and, from time to time, its subsidiary and affiliate corporations, successors, and assigns (collectively included in the use of the term, "OneMinuteU"). The OneMinuteU Network currently consists of various web pages at or linked to the URL www.OneMinuteU.com
, as well as areas of numerous websites operated by other companies that have entered into an agreement with OneMinuteU to publish their content (defined below) through OneMinuteU on their site. OneMinuteU and the OneMinuteU Network may expand or change from time to time. OneMinuteU is hosted in the U.S.
means these OneMinuteU Terms of Service.
"OneMinuteU Forum Post" or "Forum Post" means a posting on the OneMinuteU discussion boards (forums) incorporating, without limitation, text, graphics, video, audio, flash animation and other content, and made available on the OneMinuteU Network.
"OneMinuteU Indemnified Parties"
means OneMinuteU's present and former directors, officers, employees, agents, representatives, affiliates, parents, subsidiaries, licensors, suppliers, services providers and other contractors.
means OneMinuteU, OneMinuteUser, www.OneMinuteU.com
, The Learning Annex, www.learningannex.com
and all other trademarks, service marks, graphics, logos and domain names used in connection with or belonging to OneMinuteU, LLC and Learning Annex, LLC.
means OneMinuteU's internet and electronic media network, including without limitation all: (i) OneMinuteU Web Logs, OneMinuteU Forum Posts and other Content (each as defined herein) owned by OneMinuteU or OneMinuteU's licensors and made available on the OneMinuteU Network; (ii) computer code, data and other materials owned by OneMinuteU or OneMinuteU's licensors and provided to or used by you for the purpose of permitting you to access and use the OneMinuteU Network; and (iii) all servers, networks and other data storage, processing and communications equipment owned by or operated for the sole benefit of OneMinuteU and used in connection with the OneMinuteU Network.
"OneMinuteU Partner Site"
or "Partner Site" means a website through which the OneMinuteU Network is accessible.
"OneMinuteU Web Log"
means a multi-media Web log incorporating, without limitation, text, graphics, video, audio, flash animation and other content, and made available on the OneMinuteU Network.
means a registered user of OneMinuteU. Only OneMinuteUsers may post content.
means any claim, action, demand, causes of action or other proceeding.
means any multimedia text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials on the OneMinuteU Network.
means a Claim as to which you are required to defend, indemnify or hold harmless the OneMinuteU Indemnified Parties.
means a website neither owned nor controlled by OneMinuteU, including without limitation any OneMinuteU Partner Site or any other website as to which a link is available on the OneMinuteU Network.
means an individual, including any OneMinuteUser, who accesses and uses the OneMinuteU Network for the purpose of searching and accessing the OneMinuteU Web Logs, OneMinuteU Forum Posts or other media.
YOU REPRESENT THAT YOU ARE AT LEAST 18 YEARS OLD AND THAT YOU ARE LEGALLY ABLE TO ENTER INTO THIS AGREEMENT. If you are registering on behalf of an individual age 13 through 17 you represent that you are the parent or legal guardian of such an individual and agree to be legally responsible for such individual's use of the Service in accordance with this Agreement. It is your responsibility to determine whether any aspect of the Service is appropriate for your child. Users must be at least 13 years of age to use the Service.
OneMinuteU does not discriminate on the basis of age, gender, race, ethnicity, nationality, religion, sexual orientation, or any other protected status.
Use or viewing of OneMinuteU and its content is void where prohibited. By using the OneMinuteU Network, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 13 years of age or older; and (d) your use of OneMinuteU does not violate any applicable law or regulation. Your use and profile may be terminated without warning if we believe that you are less than 13 years of age or we determine that you are otherwise in violation of our Terms of Service.
6. License to Use the OneMinuteU Network
Subject to your compliance with the terms and conditions of this Agreement, OneMinuteU grants you a revocable, non-exclusive, non-sublicensable, and non-transferable license, only insofar as is necessary, to use the OneMinuteU Network and any associated software.
Except as expressly set forth herein, this Agreement grants you no rights in or to the intellectual property of OneMinuteU or any other party.
Any and all software comprising the OneMinuteU Network is licensed to you and not sold. You shall not, and shall not permit or assist others to: (i) copy, modify, translate, reverse engineer, decompile or disassemble, or create derivative works based upon, that software; (ii) rent, lease, loan, sublicense or resell, or otherwise transfer or grant rights in or to, that software; (iii) remove or disable any proprietary rights notices in or reproduced by that software; (iv) decrypt, break, alter, interfere with or attempt to circumvent any device or measure intended to control access to or to protect the copyrighted works of OneMinuteU or any other party and integrated into that software; or (v) use the software in any manner that may violate any agreement between you and OneMinuteU or any applicable law or regulation. OneMinuteU may, in its sole discretion, require you to perform, or automatically perform, updates, modifications or reinstallations, or the downloading of patches, to any and all software comprising the OneMinuteU Network.
In the event that you breach any provision of this Agreement, your rights under this section immediately will terminate.
7. Term and Survival
This Agreement shall remain in full force and effect while you view or use the OneMinuteU Network.
Upon termination, all rights and obligations created by this Agreement will terminate, except provisions concerning your representations and warranties, and all rights and obligations created pursuant to those sections will survive any termination of this Agreement.
8. Changes to the OneMinuteU Network
Internet technology and the applicable laws, rules and regulations change frequently. Accordingly, OneMinuteU reserves the right to change, modify, suspend, make improvements to or discontinue any aspect of the OneMinuteU Network, at any time and without notice to you. Under no circumstance will OneMinuteU be liable for any such change.
Any changes or modification will be effective upon posting of the revisions and these Terms of Service will reflect the new effective date. Your continued use or viewing of this Site following the posting of the changes or modifications will constitute your acceptance of such changes or modifications. You should frequently review these Terms of Service (including its posting date) and applicable policies from time-to-time to understand the terms and conditions that apply to your access to and use of OneMinuteU's Internet based OneMinuteU Network.
If you do not agree with any changes made to the OneMinuteU Network, your sole remedy is to terminate your account, if any, and to stop accessing, viewing or using OneMinuteU and the OneMinuteU Network.
OneMinuteU reserves the right to charge for the use of the OneMinuteU Network and to change its fees from time to time in its discretion. OneMinuteU will not charge for usage time prior to fees being established. If OneMinuteU terminates your usage because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of any subscription fees.
To become "OneMinuteUser", you must register and create an account with OneMinuteU through our online registration process at www.OneMinuteU.com
. You must provide OneMinuteU with accurate and complete registration information, including your first and last name, email address, birth date, zip code, and your chosen OneMinuteU username.
Registration is limited to individuals who reside in the United States of America and who are 13 years of age or older. By registering to become a OneMinuteUser, you represent and warrant that the information you provide to OneMinuteU is accurate. You also agree to, and represent and warrant that you will, promptly update your contact information in the event any of that information changes. You may update your account information by logging in to your account at www.OneMinuteU.com
. OneMinuteU reserves the right to terminate your access to and use of the OneMinuteU Network if you fail to provide, or to timely update, that information.
When you register to become a OneMinuteUser, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password and your username. You agree not to use the account, username, or password of another OneMinuteUser at any time or to disclose your password to any third party. You agree to notify OneMinuteU immediately if you suspect any unauthorized use of your account or access to your password. Under no circumstances should you respond to a request for your password, particularly a request from an individual claiming to be an employee of OneMinuteU.
OUR EMPLOYEES WILL NEVER ASK YOU FOR YOUR PASSWORD!
You are solely responsible for any and all use of your account.
By registering with OneMinuteU, you are agreeing to accept emails from OneMinuteU regarding the status of your account and emails from the Learning Annex, LLC. You may "opt out" of receiving one or both of these emails at any time, including upon creating your account.
All other email communication from OneMinuteU requires your consent to "opt-in". You have the ability to change these preferences within your account at the time of creation or at anytime thereafter, however, please allow 7-10 days for any changes to take effect. Further, emailing OneMinuteU directly will implicitly authorize a responsive email, which may be generated automatically.
12. Usage by Minors
OneMinuteUsers must be age 13 or over, however, while the majority of the content found on or through OneMinuteU is for general audiences, there may be certain adult or mature Content. Where there is mature or adult Content, individuals who are less than 18 years of age, or are not permitted to access such Content under the laws of any applicable jurisdiction, may not access such content. If OneMinuteU learns that anyone under the age of 13 seeks to use or view the Network, OneMinuteU will terminate their use or require verified parental consent, in accordance with the Children's Online Privacy Protection Act of 1998 ("COPPA").
ONEMINUTEU DOES NOT MAINTAIN ANY INFORMATION FOR VIEWERS OR USERS WHO ARE UNDER 13.
In cases where you have authorized a minor to use OneMinuteU, you recognize that you are fully responsible for the online conduct of such minor; controlling the minor's access to and use OneMinuteU, and the consequences of any misuse by the minor. You acknowledge that some areas of the OneMinuteU Network may contain Content that is inappropriate for minors.
13. OneMinuteUser Representations and Warranties
OneMinuteUsers are entirely responsible for the content of, and any harm resulting from, their OneMinuteU Web Logs or Forum Posts or any content posted by them. When you create or make available a OneMinuteU Web Log or Forum Post, you thereby represent and warrant that:
the creation, distribution, transmission, public display and performance, accessing, downloading and copying of your OneMinuteU Web Log or Forum Post does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
14. Content Not Screened or Error Free
you have fully complied with any third-party licenses relating to your OneMinuteU Web Log or Forum Post, and have done all things necessary to successfully pass through to Viewers any required terms;
your OneMinuteU Web Log or Forum Post does not contain any viruses, worms, Trojan horses, malicious code or other harmful or destructive content;
your OneMinuteU Web Log or Forum Post is not obscene, lewd, lascivious, filthy, excessively violent, harassing or otherwise objectionable, libelous or slanderous, does not advocate the violent overthrow of the government of the United States, does not incite, encourage or threaten immediate physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
your OneMinuteU Web Log or Forum Post does not contain material that solicits personal information from anyone under 18 or exploits people under the age of 18 in a sexual or violent manner, and does not violate any federal or state law concerning child pornography or otherwise intended to protect the health or well being of minors.
your OneMinuteU Web Log or Forum Post does not violate any state or federal law designed to regulate unsolicited email or other electronic advertising;
your OneMinuteU Web Log or Forum Post does not spoof, or contain false, misleading or incomplete return address or header information;
your OneMinuteU Web Log or Forum Post does not amount to trolling, or the making of controversial statements for the sole purpose of generating responses by others;
your OneMinuteU Web Log or Forum Post does not constitute, contain, install or attempt to install or promote spyware, malware or other computer code, whether on OneMinuteU's or other's computers or equipment, designed to enable you or others to gather information about or monitor the online or other activities of another party;
your OneMinuteU Web Log or Forum Post does not inundate the OneMinuteU with communications or other traffic suggesting no serious intent to use the OneMinuteU Network for its stated purpose;
you will accurately categorize or describe the nature of all content made available on your OneMinuteU Web Log or Forum Post, including without limitation by indicating whether any portion thereof is suitable for adults only;
your OneMinuteU Web Log or Forum Post does not otherwise violate, or link to material that violates, any provision of this Agreement or any applicable law or regulation;
your OneMinuteU Web Log or Forum Post does not contain pictures, data, audio or visual files, or any other content that is excessive in size, as determined in OneMinuteU's sole discretion.
You acknowledge and agree that OneMinuteU does not screen or review published content on the OneMinuteU Network to determine whether it contains false or defamatory material, or material which is offensive, indecent, objectionable, or which contains errors or omissions. You acknowledge and agree that by using OneMinuteU, you may be exposed to content that is offensive, indecent or objectionable. You further acknowledge and agree that the content may contain errors or omissions or may even be false. Under no circumstances will OneMinuteU be liable in any way for any OneMinuteUser or other third party content, including, but not limited to, for any defamation, falsehoods, errors or omissions in any such content, or for any loss or damage of any kind incurred as a result of the use, reliance on, or publication of any such content posted, emailed or otherwise transmitted via the OneMinuteU Network. OneMinuteU does not guarantee that any content or media will be to your satisfaction.
15. Reporting Violations
Given the nature of the OneMinuteU Network and the Internet generally OneMinuteU must also rely on Viewers to report violations that they observe. If you suspect that a OneMinuteU or other Viewer has violated this Agreement, or has made available content that violates this Agreement or a OneMinuteU policy or that is otherwise illegal, you should report the suspected violation to OneMinuteU by clicking the "Flag as inappropriate" button at the bottom of the web page and then by providing all requested information, including without limitation a detailed explanation of the suspected violation. You hereby represent and warrant that any information you provide in connection with any report of a suspected violation will be true and correct, subject to penalty of perjury.
16. Content Not Suitable for General Viewing
OneMinuteU requires individual OneMinuteUsers to identify content that is suitable for adults only. Such Content can be due to many factors, including, but not limited to, the use or depiction of nudity, adult content, violence, profanity, etc.
OneMinuteU also relies on Viewers to flag content that is suitable for adults only. "Flagging" content simply requires a viewer to click on the "Flag as inappropriate" link located beside the Content. All flagged Content is then reviewed by OneMinuteU and either removed, placed on the OneMinuteU Network in a manner that prevents under-aged viewing, or determined to be suitable for general viewing and left as is. OneMinuteU may employ a variety of technological and other filters to prevent Viewers whose ages have not been verified from accessing content that is not suitable for general viewing. However, as stated OneMinuteU cannot simultaneously monitor the contents of all posted content, and must once again rely on Viewers to report OneMinuteU content that may be of concern.
17. Reporting of Violations and Unfiltered Adult-Oriented Content
You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of OneMinuteU to terminate all privileges of any OneMinuteUser or user who repeatedly infringes the copyright rights of others upon receipt of proper notification to OneMinuteU by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the OneMinuteU in a way that constitutes copyright infringement, please provide our us with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the OneMinuteU Network; (iv) your address, telephone number, and email address; (v) a written 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; (vi) 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. Send your report to:
c/o The Learning Annex
443 Park Avenue South, Suite 501
New York, NY 10016
With a copy to:
Learning Annex General Counsel
60 Walnut Street, 4th Floor
Wellesley, Massachusetts 02481
18. Child Pornography and Potentially Obscene Content
DO NOT MAKE AVAILABLE OR POST CONTENT THAT MAY BE CONSIDERED OBSCENE OR THAT MAY CONSITITUTE CHILD PORNOGRAPHY! OneMinuteU encourages Viewers immediately to report to OneMinuteU and the appropriate legal authorities any such material. OneMinuteU reserves the right to terminate the account and/or deny access to the OneMinuteU Network, without notice or liability, to any OneMinuteUser who makes available any material that OneMinuteU determines, in its sole discretion, may violate any state, federal or other obscenity or child pornography law.
19. OneMinuteU Etiquette
Certain activities, even if legal, may violate the common rules of etiquette governing OneMinuteU, OneMinuteU Web Logs and OneMinuteU Forum Posts. OneMinuteU may, in its discretion, terminate the accounts of, and deny access to and use of OneMinuteU to OneMinuteUsers who engage in or are the frequent targets or subjects of such activities and complaints.
20. OneMinuteU's Right to Remove OneMinuteU Web Logs and/or Forum Posts and Terminate Accounts
OneMinuteU may monitor the OneMinuteU Network for violations of this Agreement. OneMinuteU has the right, but no obligation, to refuse, restrict access to or availability of any OneMinuteU Web Log, Forum Post or any portion thereof, for any reason at its discretion, or that may violate this Agreement or any law or, without limitation, that is obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable, that may constitute child pornography, or that may otherwise solicit personal information from or exploits in a sexual or violent manner anyone under the age of 18.
21. OneMinuteU's Right to Manage the OneMinuteU Network
Notwithstanding any other provision of this Agreement, OneMinuteU reserves the right to, without notice or liability and in its sole discretion, remove from the OneMinuteU Network or otherwise disable all files and content that are excessive in size or are in any way burdensome to its systems, and to otherwise manage the OneMinuteU Network in a manner designed to protect the rights and property of OneMinuteU and others and to facilitate the proper functioning of the OneMinuteU Network.
Excess burdensome content may include, but is not limited to Content that: (i) has been stored for an excessive period of time; (ii) is out-of-date; or, (iii) relates to an inactive account (i.e. inactive for more than 60 days).
22. Right to Exclude
In addition to the other provisions herein for restricting viewing, use or access to the OneMinuteU Network, OneMinuteU reserves the right to exclude any Content for any reason, including, but not limited to, content determined to be contrary to the commercial and competitive interests of OneMinuteU and/or its partners, in its sole discretion.
23. Non-commercial Use by Members
OneMinuteU is for the personal use of users only and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by OneMinuteU under separate contract. Illegal and/or unauthorized use of the OneMinuteU, including collecting usernames and/or email addresses of Viewers or OneMinuteUsers by electronic or other means for any purpose or unauthorized framing of or linking to the OneMinuteU Network is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from user profiles without notice and may result in termination of all rights and privileges herein. Appropriate legal action will be taken for any illegal or unauthorized use of the OneMinuteU Network.
24. Proprietary Rights in Content on the OneMinuteU Network
OneMinuteU does not claim any ownership rights in the Content that you post on the OneMinuteU Network. After posting your Content to the OneMinuteU Network, you continue to retain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose. By posting any Content on or through the OneMinuteU Network, you hereby grant to OneMinuteU a limited license to use, modify (including but not limited to adding advertising with no compensation to you), publicly perform, publicly display, reproduce, and distribute such Content solely on and through the OneMinuteU Network.
The license you grant to OneMinuteU is non-exclusive (meaning you are free to license your Content to anyone else in addition to OneMinuteU), fully-paid and royalty-free (meaning that OneMinuteU is not required to pay you for the use of the Content that you post), sublicensable (so that OneMinuteU is able to use its affiliates and subcontractors such as Internet content delivery networks to provide the OneMinuteU Network), and worldwide. This license will terminate at the time you remove your Content from the OneMinuteU Network.
25. Viewer Responsibility
OneMinuteU may not have the ability to control the nature of the content available on the OneMinuteU Network. By operating the OneMinuteU Network, OneMinuteU does not represent or imply that we endorse all content available on or linked to by the OneMinuteU Network, including without limitation content hosted on Third-Party Websites, or that we believe such OneMinuteU Web Logs, Forum Posts or other content to be accurate, useful, or non-harmful.
ONEMINUTEU DISCLAIMS, AND YOU AGREE TO ASSUME, ALL RESPONSIBILITY AND LIABILITY FOR ANY DAMAGES OR OTHER HARM, WHETHER TO YOU OR TO THIRD PARTIES, RESULTING FROM YOUR ACCESS TO OR USE OF THE ONEMINUTEU NETWORK, INCLUDING WITHOUT LIMITATION YOUR OR OTHERS' ACCESSING OR DOWNLOADING OF THE CONTENT OR OTHER MATERIALS AVAILABLE ON OR LINKED TO BY THE ONEMINUTEU NETWORK, OR YOUR PURCHASING OF GOODS OR SERVICES FROM THIRD-PARTIES. IN ADDITION, YOU ARE RESPONSIBLE FOR TAKING PRECAUTIONS AS NECESSARY TO PROTECT YOURSELF AND YOUR COMPUTER SYSTEMS FROM VIRUSES, WORMS, TROJAN HORSES, MALICIOUS CODE, AND OTHER HARMFUL OR DESTRUCTIVE CONTENT.
26. Abuses of the OneMinuteU Network
You may not access or use the OneMinuteU Network for any purpose other than that for which OneMinuteU makes it available. For example, and without limitation, you may not, and may not encourage others to, as determined by OneMinuteU in its sole discretion:
generate a substantially higher volume of OneMinuteU Network traffic or otherwise use the OneMinuteU Network so as to impose an unnecessary burden on the OneMinuteU Network;
27. Third-Party Websites
run programs in the background on the OneMinuteU Network's servers;
gain or attempt to gain unauthorized access to any portion of the OneMinuteU Network;
exploit or attempt to exploit the OneMinuteU Network for the purpose of gathering information about any other person or entity;
access, copy or monitor the OneMinuteU Network or any portion thereof, or employing any program, device or method to circumvent the navigational structure or presentation the OneMinuteU Network or copy information and materials;
use the OneMinuteU Network for any commercial purpose, other than as authorized by OneMinuteU, including without limitation the solicitation of funds, the advertising or solicitation of goods or services, or the promotion of any other commercial website or service, without the express written permission of OneMinuteU;
do any other thing that might damage, disable or impair the OneMinuteU Network, or otherwise interfere with any other party's use or enjoyment of the OneMinuteU Network.
The OneMinuteU Network may be accessed through a wide variety of Network Partner Sites that, as independent contractors of OneMinuteU, are neither owned nor controlled by OneMinuteU. Furthermore, the OneMinuteU Network may contain links to additional Third-Party Websites that are neither owned nor controlled by OneMinuteU. OneMinuteU has not reviewed, and cannot review or control, all of the material, including computer software or other goods or services, made available on or through Network Partner Sites and other Third-Party Websites. OneMinuteU does not represent, warrant or endorse any Network Partner Site or other Third-Party Website, or any material, goods or services available thereon or thereby. You agree that, when linking to or otherwise accessing or using a Network Partner Site or other Third-Party Website, you are solely responsible for the consequences, whatever they may be.
ONEMINUTEU DISCLAIMS, AND YOU AGREE TO ASSUME, ALL RESPONSIBILITY AND LIABILITY FOR ANY DAMAGES OR OTHER HARM, WHETHER TO YOU OR TO THIRD PARTIES, RESULTING FROM YOUR ACCESS TO, USE OF OR DOWNLOADING OF CONTENT AVAILABLE ON OR THROUGH, OR PURCHASING OF SERVICES FROM NETWORK PARTNER SITES AND OTHER THIRD-PARTY WEBSITES.
The OneMinuteU and Learning Annex marks ("OneMinuteU Marks") are trademarks or registered trademarks of OneMinuteU, LLC and/or Learning Annex, LLC. Other trademarks, service marks, graphics, logos and domain names appearing on the OneMinuteU Network may be the trademarks of third parties. Neither your access to and use of the OneMinuteU Network nor this Agreement grant you any right or license to reproduce or otherwise use the OneMinuteU Marks or any third-party trademarks, service marks, graphics, logos or domain names. You agree that any goodwill in the OneMinuteU Marks generated as a result of your use of the OneMinuteU Network will inure to the benefit of OneMinuteU, and you agree to assign, and hereby do assign, all such goodwill to OneMinuteU. You shall not at any time, nor shall you assist others to, challenge OneMinuteU's right, title, or interest in or to, or the validity of, the OneMinuteU Marks.
29. Copyrighted Materials; Copyright Notice
All content and other materials available on the OneMinuteU Network, including without limitation the OneMinuteU logo, design, text, graphics, and other files, and the selection, arrangement and organization thereof, are either owned by OneMinuteU or are the property of OneMinuteU's licensors and suppliers. Except as explicitly provided, neither your access to and use of the OneMinuteU Network nor this Agreement grant you any right, title or interest in or to any such materials, and you may not use such materials without express written permission of the copyright owner.
31. Communications with OneMinuteU
All notices required or permitted to be given under this Agreement must be in writing and can be sent to:
c/o Learning Annex
888c 8th Avenue #139
New York, NY 10019
With a copy to:
Learning Annex General Counsel
60 Walnut Street, 4th Floor
Wellesley, Massachusetts 02481
OneMinuteU shall provide notices to OneMinuteUsers by email sent to the most recent email address provided by the intended recipient to OneMinuteU. You bear the sole responsibility of ensuring that your email address on file with OneMinuteU is accurate and current, and notice to you shall be deemed effective upon the sending by OneMinuteU of an email to that address. You agree that any notice received from OneMinuteU electronically satisfies any legal requirement that such notice be in writing.
For any notices pertaining to copyright infringement you must give notice to OneMinuteU by means of: (i) hand delivery; (ii) certified U.S. mail, return receipt requested, postage prepaid; or (iii) overnight courier, sent to the above listed address.
All notices to OneMinuteU will be deemed received as follows: (i) if by hand-delivery, on the date of delivery; (ii) if delivery by U.S. mail, on the date of receipt appearing on a return receipt card; (iii) if by overnight courier, on the date the receipt is confirmed by such courier service, or (iv) by electronic means when you receive a confirmation that the notice has been received.
B. Customer Service
All questions or comments concerning the use or functioning of the OneMinuteU Network should be directed to Customer Service at:
888c 8th Avenue #139
New York, NY 10019
All comments submitted to OneMinuteU and concerning the OneMinuteU Network or business will belong to OneMinuteU. By providing comments, you agree to assign, and hereby do assign, to OneMinuteU, to the fullest extent permitted by law, all right, title and interest, including all intellectual property rights, in and to such comments. OneMinuteU will be free to use all comments, and all ideas, concepts or techniques embodied in all comments, for any purpose whatsoever, including without limitation by developing, manufacturing and marketing products or services, whether related to the OneMinuteU Network or not, or incorporating such ideas, concepts, or techniques.
32. Disclaimer of Warranties
THE ONEMINUTEU NETWORK IS PROVIDED "AS IS" AND "AS AVAILABLE", AND ONEMINUTEU AND ITS CONTRACTORS AND LICENSORS, AS APPLICABLE, MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
WITHOUT LIMITING THE FOREGOING, ONEMINUTEU AND ITS CONTRACTORS AND LICENSORS, AS APPLICABLE, MAKE NO REPRESENTATION OR WARRANTY:
REGARDING ACCESS TO OR USE OF, OR THE RESULTS OF THE USE OF, THE ONEMINUTEU NETWORK WITH RESPECT TO PERFORMANCE, ACCURACY, TIMELINESS, RELIABILITY, SECURITY CAPABILITY, OR OTHERWISE, OR THAT THE ONEMINUTEU NETWORK WILL BE SUITABLE FOR ANY PURPOSE OR WILL OTHERWISE MEET YOUR REQUIREMENTS;
THAT ACCESS TO OR USE OF THE ONEMINUTEU NETWORK WILL NOT INFRINGE ANY THIRD-PARTY COPYRIGHTS, TRADEMARKS OR OTHER INTELLECTUAL PROPERTY RIGHTS;
THAT YOUR ACCESS TO AND USE OF THE ONEMINUTEU NETWORK WILL BE UNINTERRUPTED OR ERROR-FREE;
THAT CONTENT AVAILABLE ON THE ONEMINUTEU NETWORK IS FREE FROM ERROR OR SUITABLE FOR ANY PURPOSE;
THAT CONTENT AVAILABLE ON THE ONEMINUTEU NETWORK WILL NOT INFRINGE ANY THIRD PARTY COPYRIGHTS, TRADEMARKS OR OTHER INTELLECTUAL PROPERTY RIGHTS.
YOU AGREE THAT YOUR ACCESS TO AND USE OF, OR INABILITY TO ACCESS OR USE, THE ONEMINUTEU NETWORK IS AT YOUR SOLE RISK. YOU WILL NOT HOLD ONEMINUTEU OR ITS CONTRATORS OR LICENSORS, AS APPLICABLE, RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE ONEMINUTEU NETWORK, INCLUDING WITHOUT LIMITATION ANY DAMAGE TO ANY OF YOUR COMPUTERS OR DATA. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A WARRANTY OR GUARANTEE IN ANY WAY WHATSOEVER RELATING TO THE ONEMINUTEU NETWORK AS TO ONEMINUTEU OR ITS CONTRACTORS OR LICENSORS.
33. Conduct, Goods and Services of Third Parties
34. Exclusion of Damages
ONEMINUTEU AND ITS CONTRACTORS AND LICENSORS WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH YOUR ACCESS TO OR USE OF THE ONEMINUTEU NETWORK, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
35. Limitation of Liability
EXCEPT AS OTHERWISE EXPRESSLY STATED, IN NO EVENT WILL ONEMINUTEU OR ITS CONTRACTORS OR LICENSORS, AS APPLICABLE, BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, REGARDLESS OF THE BASIS OR NATURE OF THE CLAIM, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY ACCESS TO OR USE OF THE ONEMINUTEU NETWORK, INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA OR CONFIDENTIAL OR OTHER INFORMATION, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY INCLUDING WITHOUT LIMITATION OF GOOD FAITH OR OF REASONABLE CARE, NEGLIGENCE, OR OTHERWISE, EVEN IF ONEMINUTEU OR ITS CONTRACTORS OR LICENSORS, AS APPLICABLE, WERE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL THE AGGREGATE LIABILITY FOR ANY AND ALL OF YOUR CLAIMS AGAINST ONEMINUTEU AND ITS CONTRACTORS AND LICENSORS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR ACCESS TO OR USE OF THE ONEMINUTEU NETWORK EXCEED $35.00. THE PARTIES AGREE THAT THIS LIMITATION OF LIABILITY REPRESENTS A REASONABLE ALLOCATION OF RISK.
THE ABOVE DISCLAIMERS, WAIVERS AND LIMITATIONS DO NOT IN ANY WAY LIMIT ANY OTHER DISCLAIMER OF WARRANTIES OR ANY OTHER LIMITATION OF LIABILITY IN ANY OTHER AGREEMENT BETWEEN YOU AND ONEMINUTEU. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES OR THE LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE DISCLAIMERS, WAIVERS AND LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
UNLESS LIMITED OR MODIFIED BY APPLICABLE LAW, THE FOREGOING DISCLAIMERS, WAIVERS AND LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. ONEMINUTEU'S LICENSORS AND CONTRACTORS ARE INTENDED THIRD-PARTY BENEFICIARIES OF THESE DISCLAIMERS, WAIVERS AND LIMITATIONS.
37. Force Majeure
OneMinuteU will not be liable for failing to perform under this Agreement by the occurrence of any event beyond its reasonable control, including without limitation a labor disturbance, an Internet outage or interruption of service, a communications outage, failure by a contractor or licensor to OneMinuteU to perform, fire, terrorism, natural disaster, or war.
OneMinuteU does not provide any backups of information, content or otherwise. In the event OneMinuteU or its contractors make backups, it will be for server restoration purposes only. It is your responsibility to maintain local copies of anything you wish to keep and protect, including any and all posted Content.
39. Indemnity by You
You agree to defend, indemnify and hold harmless the OneMinuteU Indemnified Parties from and against any and all claims, actions, demands, causes of action and other proceedings, including but not limited to legal costs and fees, arising out of or relating to:
your access to or use of the OneMinuteU Network, including without limitation your or others' accessing and downloading of OneMinuteU Web Logs, Forum Posts, Content or other materials available on the OneMinuteU Network or Third-Party Websites, or your purchasing of goods or services from OneMinuteUsers or third parties;
your OneMinuteU Web Logs or Forum Posts, or your providing to OneMinuteU of information or other data and content.
The OneMinuteU Indemnified Parties will have the right, but not the obligation, to participate through counsel of their choice in any defense by you of any Claim as to which you are required to defend, indemnify or hold harmless the OneMinuteU Indemnified Parties. You may not settle any Indemnified Claim without the prior written consent of the concerned OneMinuteU Indemnified Parties.
40. General Representation and Warranty
A. By OneMinuteU
42. Effect of Termination
OneMinuteU reserves the right, in its sole discretion, for any reason or no reason at all, without notice or liability to you or any third party, to terminate your access to and use of the OneMinuteU Network. OneMinuteU also will have the right, in its sole discretion, without notice or liability to you or any third party, to terminate this Agreement for cause. Cause may include, without limitation: (i) your breach of any part of this Agreement; (ii) your violation of the rights of any third party; or (iii) your account becoming inactive for an extended period of time, each in the sole discretion of OneMinuteU.
B. By You
You may terminate this Agreement and your rights hereunder for any reason or no reason at all at any time by providing to OneMinuteU notice of your intention to do so.
Any termination of this agreement automatically terminates the license granted to you by OneMinuteU, including without limitation your rights to access and use the OneMinuteU Network, and to create, make available, search and access OneMinuteU Web Logs, Forum Posts or other content. Subsequent to termination, OneMinuteU reserves the right to exercise whatever means we deem necessary to prevent your unauthorized access to and use of the OneMinuteU Network, including without limitation technological barriers such as IP mapping and direct contact with your Internet Service Provider.
43. OneMinuteUser/Viewer Disputes
You are solely responsible for your interactions with other OneMinuteUsers, users and viewers. OneMinuteU reserves the right, but has no obligation, to monitor such disputes.
44. OneMinuteU Disputes
If there is any dispute about or involving the OneMinuteU, you agree that the dispute shall be governed by the laws of the State of New York, USA, without regard to conflict of law provisions and you agree to exclusive personal jurisdiction and venue in the state and federal courts of the United States located in the State of New York, County of New York. Either OneMinuteU or you may demand that any dispute between OneMinuteU and you about or involving the OneMinuteU must be settled by arbitration utilizing the dispute resolution procedures of the American Arbitration Association (AAA) in New York, New York, USA, provided that the foregoing shall not prevent OneMinuteU from seeking injunctive relief in a court of competent jurisdiction.
If any party files a judicial, administrative or arbitration action asserting a claim that is subsequently rejected, dismissed, lost or otherwise unsuccessful, the party filing that action must pay the other party's costs and expenses, including reasonable attorneys' fees.
45. Remedies in Aid of Arbitration
Notwithstanding anything herein to the contrary, this agreement to arbitrate will not preclude either you or OneMinuteU from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration or confirm an arbitral award.
46. Legal Action
If OneMinuteU files an arbitration claim or takes other legal action against you in connection with any actual or suspected breach of this Agreement, OneMinuteU will be entitled to recover from you as part of such legal action, and you agree to pay, OneMinuteU's reasonable costs, expenses and attorneys' fees incurred as a result of such legal action. OneMinuteU and its licensors and contractors will have no legal obligation or other liability to you or any third party arising out of or relating to OneMinuteU's termination of this Agreement.
47. Irreparable Injury
You acknowledge and agree that any actual or threatened breach of this Agreement or infringement of proprietary or other third-party rights by you would cause irreparable injury to OneMinuteU or its licensors, as the case may be, and would therefore entitle OneMinuteU to injunctive relief.
48. Entire Agreement; Amendment
This Agreement constitutes the entire agreement between OneMinuteU and you concerning your access to and use of the OneMinuteU Network, and may only be modified by a written amendment signed by an authorized executive of OneMinuteU or by the unilateral amendment of this Agreement by OneMinuteU and the posting by OneMinuteU of such amended version.
49. Severability; Waiver
If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties' original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
50. U.S. Export Controls
Software available in connection with the OneMinuteU is further subject to United States export controls. No software may be downloaded from the OneMinuteU or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the software is at your sole risk.
This Agreement and all of your rights and obligations hereunder will not be assignable or transferable by you without the prior written consent of OneMinuteU. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
You and OneMinuteU are independent of one another, and no agency, partnership, joint venture or employee-employer relationship is intended or created by this Agreement.
53. Third Party
Except for OneMinuteU's contractors, licensors and the OneMinuteU Indemnified Parties, to the extent set forth herein, there are no third-party beneficiaries to this Agreement.
Effective Date: Jan 31, 2012
Copyright © 2007 to the present, OneMinuteU, LLC and Learning Annex, LLC. ALL RIGHTS RESERVED.