The following describes the terms under which HeyWatch ("HeyWatch") offers you access to the content and services at http://www.heywatchencoding.com and other services it may make available from time to time (collectively the "Services").
This is a legal agreement, so please read it carefully before using the services. By downloading or uploading any content from or to our servers, or otherwise using the services in any manner, you are agreeing to be bound by the terms of this agreement. You must accept and abide by these terms as presented to you; changes, additions, or deletions are not acceptable, and HeyWatch may refuse access to the services for noncompliance with any part of this agreement.
Privacy And Data Policy
All your data and materials are encrypted and private. This means that data and materials will never be accessible to the public. Video asset information is only available to HeyWatch staff to help solve customers' technical problems.
All your personal information is encrypted and private. This means that access to your personal data is restricted to authorized HeyWatch staff to help solve account issues. In addition, your personal information will never be transferred or resold to any third party organization.
Your media (including without limitation text, video, photographs, graphics, images, music and sound that you have created) are yours. We claim no intellectual property rights over the material you have created and provided to HeyWatch. You can delete your media and modify and/or remove associated content at your discretion. In case of technical problems (server crashes, hosting crash), HeyWatch won't be held responsible for the loss of users' files.
The HeyWatch Service
HeyWatch does not control the content provided by other parties, whether by its customers or other users, which is made available through the Services. You must use caution and common sense when using the Services. You understand that by using the Services, you may encounter content that may be deemed offensive, indecent, or objectionable, which may or may not be identified as having explicit language, or that may be inaccurate, or deceptive. You agree to use the Services at your sole risk and that HeyWatch shall have no liability to you regarding any kind for content, whether that of HeyWatch or third parties, that may be found to be offensive, indecent, objectionable, inaccurate, or deceptive in any manner.
- be false, inaccurate, misleading or fraudulent;
- infringe anyone's copyright, trademark, trade secret, patent or other proprietary rights or rights of publicity or privacy;
- violate any law, statute, ordinance or regulation;
- be obscene, defamatory, libelous, threatening, abusive or harassing, or encourage any of the foregoing;
- contain any viruses, Trojan horses, worms, time bombs, cancelbots, Easter eggs or other computer programming routines that may damage, detrimentally interfere with, intercept or use any system, data or personal information in an unauthorized way;
- create liability for HeyWatch or cause it to lose (in whole or in part) the services of its ISPs or other suppliers.
You grant HeyWatch a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right to exercise the copyright, publicity, and database rights associated with Your Information, in any media now existing or later invented within the confidentiality and privacy terms in this Agreement.
Upon registration for the Services, you will choose a login and a password. Only one login per account is permitted. You may not create multiple accounts. With regards to your password, you understand that you are solely responsible for maintaining its confidentiality, and HeyWatch recommends that you choose one that is at least 8 characters in length and a mix of numbers and letters. You shall be solely and fully responsible for all activities that occur under your account. HeyWatch shall not be responsible for any loss, claim, or other liability that may arise from the unauthorized use of any password. If a password is lost or stolen, it is your responsibility to notify HeyWatch so that the missing password can be deactivated and a new one assigned.
The Service is billed at the beginning of each month according to the number of GB used during the previous month. The Service is billed on a monthly basis and is non-refundable. There will be no refunds or credits for partial months of service. As we offer a 100% free sandbox environment to run as many tests as you want, we assume you know if The Service fits your needs or not. In order to treat everyone equally, no exceptions will be made.
You agree that you will not: (a) impersonate any other individual, including without limitation another user or an HeyWatch staff member; (b) engage in harassment of any form, including without limitation through improper language or excessive frequency or size of messages; (c) send messages of any kind to any individual who has stated or in any other way demonstrated that he or she does not wish to receive messages; (d) copy or post any personal messages sent to you via the Services; (e) engage in advertising to, or solicitation of, any other users of the Services to buy or sell any products or services through the Services (f) use the Services for any unlawful purpose; or (g) otherwise use the Services in a deceptive, abusive or otherwise disruptive manner. You are solely responsible for your interactions with other users of the Services. HeyWatch reserves the right, but has no obligation, to monitor disputes between you and other users.
You agree that you will not use the Services to infringe upon or misappropriate the intellectual property rights, including without limitation the copyrights of HeyWatch, its end users, or any other any party. WITHOUT LIMITING THE PRECEDING SENTENCE, YOU AGREE THAT YOU WILL NOT USE THE SERVICES TO CREATE DERIVATIVE WORKS OF ANY KIND BASED ON OTHER PARTIES' MATERIALS OR UPLOAD OR DOWNLOAD ANY SUCH MATERIALS, EXCEPT AS EXPRESSLY PERMITTED HEREUNDER, OR UNLESS YOU HAVE OBTAINED ALL NECESSARY RIGHTS AND LICENSES FROM THE OWNERS OF SUCH MATERIALS. YOU ACKNOWLEDGE THAT IT IS YOUR RESPONSIBILITY TO DETERMINE WHICH RIGHTS ARE NECESSARY AND WHO HAS PROPER AUTHORITY TO PROVIDE SUCH RIGHTS. You agree to indemnify, defend and hold guiltless HeyWatch, its affiliates, suppliers, and each of its and their employees, officers, directors, successors, licensees, assigns, and advisors (collectively the "HeyWatch Parties") from and against any and all claims, damages, demands, or liabilities, including but not limited to attorneys' fees and costs arising out of any claim that Your Information, and any content of any kind that you create using the Services or upload in any way, infringes upon or misappropriates, violates, or infringes any party's personal or proprietary rights of any kind.
Interference and Unauthorized Access
You agree that you will not: (a) attempt to circumvent user authentication or the security of any HeyWatch account; (b) use any robot, spider, other automatic device, or manual process to monitor or copy HeyWatch's web pages or the content contained in them; (c) use any device, software or routine to interfere or attempt to interfere with the proper working of the Services; or (d) take any action that imposes an unreasonable or disproportionately large load on HeyWatch's infrastructure, including without limitation "denial of service attacks." If you in any way violate any system or interfere with network security you may incur criminal or civil liability. HeyWatch will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in the investigation of suspected criminal violations.
The Services contain copyrighted material, trademarks, service marks and other proprietary information, which may include without limitation text, video, API, software, photographs, graphics, images, music and sound (collectively "Proprietary Material"). You agree not to copy, reproduce, modify, publish, transmit, participate in the transfer or sale of, create derivative works of, or in any way exploit, in whole or in part, any Proprietary Material, except as expressly permitted herein, and/or solely for your personal, non-commercial use. Specifically, you may use the Proprietary Material for your personal, non-commercial use. Except as expressly set forth in this Agreement (or as otherwise specifically authorized in writing by HeyWatch), you may not authorize, encourage or allow the Proprietary Material obtained by you to be reproduced, modified, derivated, displayed, performed, transferred, distributed or otherwise used by anyone else. You agree to advise HeyWatch promptly if you become aware of any such unauthorized use. Any and all goodwill accruing from the use of trade names, trademarks and service marks (collectively "Marks") hereunder, shall accrue solely to the respective owners of such Marks. ALL RIGHTS NOT EXPRESSLY GRANTED TO YOU IN THIS AGREEMENT ARE RESERVED BY HeyWatch AND ITS LICENSORS.
You agree that any information submitted by you through any forum provided by HeyWatch is considered non-confidential and non-proprietary, unless specifically stated otherwise in this Agreement. You represent that you have the lawful right to submit such information and agree that you will not submit any information unless you are legally entitled to do so. While HeyWatch is pleased to hear from users of the Services, company policy prohibits HeyWatch from accepting or considering creative ideas, suggestions or materials other than those it has specifically requested. With this policy HeyWatch seeks to avoid any potential future misunderstandings that may occur when projects developed by employees, licensors, or contractors of HeyWatch, by and for the sole use of HeyWatch, might seem to others to be similar or identical in nature to their own creative work and/or submission(s). If, despite this request, you submit to HeyWatch any creative material, including, but not limited to, ideas, suggestions or other information, you acknowledge and agree that such submission(s) are considered, and shall remain, the property of HeyWatch. You further agree and acknowledge that HeyWatch shall not be liable for the use or disclosure of such submission(s), that HeyWatch shall be subject to no obligations (including, but not limited to, any obligation of compensation whatsoever to you) with respect to the use or disclosure of such submission(s), and that HeyWatch shall own exclusively all rights to the submission(s), including, but not limited to rights now known or hereafter existing and rights of every kind and nature throughout the universe. Because of the open nature of the Internet, common sense would dictate, and HeyWatch would recommend, that you not submit any information you consider confidential.
HeyWatch is not affiliated with sites that may be linked to the Services through hypertext ("Linked Sites"). HeyWatch has no control over, and is not responsible for, the content on/from any Linked Site. The Linked Sites are for user convenience only and you access them at your own risk.
Disclaimer Of Warranties
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND HeyWatch EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. HeyWatch DOES NOT WARRANT OR GUARANTEE THAT (1) THE SERVICES ARE COMPATIBLE WITH ANY SOFTWARE, INCLUDING WITHOUT LIMITATION INTERNET BROWSER SOFTWARE; (2) THE SERVICES WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR ANYTHING ELSE MANIFESTING CONTAMINATING OR DESTRUCTIVE PROPERTIES; (3) ALL CONTENT WILL BE ACCURATE, COMPLETE OR UP TO DATE; (4) ANY INFORMATION OR OTHER CONTENT CONTAINED WITHIN THE SERVICES WILL NOT CONTAIN DEFAMATORY OR ADULT-ORIENTED MATERIAL, OR MATERIAL WHICH SOME INDIVIDUALS MAY DEEM OBJECTIONABLE; OR (5) THE FUNCTIONS OR SERVICES HeyWatch PERFORMS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE OR THAT DEFECTS IN THE SERVICES WILL BE CORRECTED. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT HeyWatch IS NOT RESPONSIBLE FOR THE CONTENT DISTRIBUTED ON OR THROUGH THE SERVICES, AND IT ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF INFORMATION DISTRIBUTED THROUGH THESE SERVICES.
Limitation Of Liability
Regardless of the form of action (whether in contract, tort, breach of warranty or otherwise), and except as otherwise expressly provided herein, IN NO EVENT WILL THE HeyWatch PARTIES (AS DEFINED IN THE COPYRIGHT INFRINGEMENT SECTION ABOVE) BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER WITH RESPECT TO YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR SPECIAL DAMAGES EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS PROHIBITED BY APPLICABLE LAW, THEN, INSTEAD OF THE PROVISIONS HEREOF IN SUCH PARTICULAR CIRCUMSTANCE, THE HeyWatch PARTIES WILL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE, AND IN NO EVENT WILL THE DAMAGES OR LIABILITY EXCEED $500.
General Terms And Conditions
Without limiting other remedies, HeyWatch may without liability and at its sole discretion, immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your access to the Services if: (a) you breach this Agreement or any of the documents it incorporates by reference; (b) HeyWatch is unable to verify or authenticate any information you provide to it; or© HeyWatch believes that your actions may cause legal liability to any person or entity.
You agree to indemnify and hold each HeyWatch Party harmless from any claim or demand, and any damages, costs, or expenses arising in connection with such claim or demand, including reasonable attorneys' fees and costs, made by any other party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of another party.
You agree to comply with all applicable domestic and international laws, statutes, ordinances, and regulations regarding your use of the Services.
This Agreement and its validity, construction, and performance will be governed in all respects by international laws.
Changes and Cancellation
HeyWatch may at any time, without notice or liability, change or eliminate the Services or the content contained therein, or restrict use of any portion of the Services, including limiting the time of its availability, the amount of use permitted, or the persons who are permitted to use it. HeyWatch may at any time, in its sole discretion, cancel or suspend the Services for any reason, including without limitation the existence of viruses, bugs, or other causes beyond its control that corrupt the administration, security or proper function of the Services.
Reservation of Rights
HeyWatch reserves the right to refuse access to the Services for any reason.
HeyWatch may modify and/or amend this Agreement at any time by posting the modified and/or amended terms on the Services, which will become effective immediately when posted. By continuing to use the Services after HeyWatch posts any amendment, you agree to be bound by the amendment. This agreement may not be amended other than by an authorized officer of HeyWatch.
This Agreement contains the entire understanding of the parties relating its subject matter and supersedes any prior written or oral agreement or understandings between the parties with respect to its subject matter. The provisions of this Agreement are to be interpreted in a reasonable manner to effect the purpose of the parties, and this agreement is not to be interpreted or construed against HeyWatch because it participated in the drafting of this Agreement. The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision. HeyWatch may assign or transfer this Agreement, in whole or in part, to any party without notice. All terms and conditions of this Agreement which by their nature are meant to survive the termination of this Agreement will survive termination, including but not limited to the DISCLAIMER OF WARRANTIES and LIMITATION OF LIABILITY sections. BY UPLOADING OR OTHERWISE PROVIDING YOUR CONTENT TO HeyWatch'S SERVICE, YOU ARE ACKNOWLEDGING THAT YOU HAVE READ THIS AGREEMENT CAREFULLY, THAT YOU HAD THE OPPORTUNITY TO HAVE THIS AGREEMENT REVIEWED BY LEGAL COUNSEL AND THAT YOU ARE AT LEAST 18 YEARS OLD, AND YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT, OR THAT YOU ARE THE PARENT OR LEGAL GUARDIAN OF A MINOR AT LEAST 13 YEARS OF AGE, AND APPROVE OF AND HAVE THE LEGAL AUTHORITY TO EXECUTE THIS AGREEMENT.
Updated: October 25, 2012