Terms of Service Agreement 

Date: 08/29/2021

By using the Service, you agree to the terms and conditions of this Agreement.  The words “our” “we” “us” and “Indigo Mountain Media” as used in this Agreement refer to Indigo Mountain Media LLC.

What is the Service?

The term “Service” refers to any and all of the services available to you through our website located at www.indigomountainmedia.com (“our website”).

Who may use the Service?

Age Requirements

You must be at least 13 years old to use the Service.

If you are under the age of 18, you represent that you have your parent’s or legal guardian’s permission to use the Service. You should  have your parent’s read this Agreement with you.

If you are a parent or legal guardian of a user under the age of 18, by allowing your child to use the Service, you are subject to the terms of this Agreement and responsible for your child’s actions and activities on our website and related to the Service.

Your Use of the Service

Content

The content on our website may include videos, audio (for example music and other sounds), graphics, photos, text (such as comments and scripts), branding (including trade names, trademarks, service marks, or logos), interactive features, software, metrics, and other materials whether provided by you, us or a third-party (collectively, “Content”).

The person or entity who provides Content is responsible for such Content. We do not have any obligation to host, publish, display, or provide Content.  We may host, publish, display, provide or remove Content on our website or as part of the Service at our sole discretion. If you see any Content you believe does not comply with this Agreement, please report it to us.

Permissions and Restrictions

You may access and use the Service as made available to you, as long as you comply with this Agreement and applicable law. You may view or listen to Content for your personal, non-commercial use.

The following restrictions apply to your use of the Service and our website:

You are not allowed to:

1. access, reproduce, download, distribute, transmit, broadcast, display, sell, license, alter, modify or otherwise use any part of the Service, our website, or any Content except: (a) as expressly permitted; or (b) with prior written permission from us and, if applicable, the owner of such Content;
2. circumvent, disable, fraudulently use, or otherwise interfere (or attempt to do any of these things) with any part of the Service, our website, or Content, including, without limitation, security-related features or features that (a) prevent or restrict the copying or other use of Content or (b) limit the use of the Service, our website, or Content;
3. access the Service or our website using any automated means (such as robots, botnets or scrapers) except (a) in the case of public search engines, in accordance with our robots.txt file; or (b) with our prior written consent;
4. collect or harvest any information that might identify a person (for example, usernames or faces), unless permitted in writing by that person or under Section 3. above;
5. use the Service to distribute unsolicited promotional or commercial content, content in violation of this Agreement, or mass solicitations;
6. cause or encourage any inaccurate measurements of genuine user engagement with the Service (for example you may not pay people or provide them with incentives to increase a video’s views, likes, etc. nor may you manipulate metrics in any manner);
7. misuse any reporting, flagging, complaint, dispute, or appeals process, including by making ground lessor frivolous submissions;
8. use the Service to view or listen to Content other than for personal, non-commercial use (for example, you may not publicly screen videos or stream music from the Service);

Reservation

You retain ownership of your Content.  Nevertheless, using the Service or our website does not give you ownership of or rights to any part of the Service or our website including but not limited to usernames and  Content posted by us or others.

Your Content and Conduct

Uploading Content

If you have a Vimeo or Indigo Mountain Media account, you may be able to upload Content to the Service via our website by clicking on this link:  Send Us Your Video – IndigoMountainMedia. You may use your Content to promote your business or artistic work. You are legally responsible for all Content you submit to the Service.  Content is reviewed prior to uploading to our website which may take up to 24 hours for us to upload. Please contact us if you do not see your Content after a 24-hour period.

Rights you Grant

You retain ownership rights in your Content. However, we do require you to grant certain rights to us and other users of the Service, as described below.

License to Indigo Mountain Media

By providing Content to the Service, you grant to us a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use that Content (including to reproduce, distribute, or display it) in connection with the Service, our website, and our business.

License to Other Users

You also grant each other user of the Service a worldwide, non-exclusive, royalty-free license to access and view your Content through the Service, and to use that Content, including to reproduce, distribute, prepare derivative works, display, and perform it, only as enabled by a feature of the Service (such as video playback or embeds). For clarity, this license does not grant any rights or permissions for a user to make use of your Content independent of the Service.

Duration of License

The licenses granted by you continue for a commercially reasonable period of time after you remove or delete your Content from the Service. You understand and agree, however, that we may retain, but not display, distribute, or perform, server copies of your videos even after they  have been removed or deleted.

Right to Monetize

You grant us the right to monetize your Content on the Service (and such monetization may include displaying ads on or within Content or charging users a fee for access).

Removing Your Content

You may request removal of your content from the Service at any time. You must request removal of your Content if you no longer have the rights required by these terms.

Removal of Content By Us

If we reasonably believe that any Content is in breach of this Agreement or may cause harm to us, the Service, our website, our business, our users, or third parties, we may remove or take down that Content in our sole discretion. We will notify you with the reason for our action unless we reasonably believe that to do so: (a) would breach the law or the direction of a legal enforcement authority or would otherwise risk legal liability for us or our affiliates (; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to us, any user, third party, or our affiliates.

Copyright & User Warranties

Indigo Mountain Media uses ASCAP licensing in order for you to present non-original Content www.ascap.com.

You may not upload any pictures or videos that you do not own.  By uploading, posting, or distributing any Content onto our website or through the Service you represent and warrant that (i) you own and control such Content with the right to use, display, publish and distribute such Content or you otherwise have the lawful right to use, display, publish and distribute such Content, (ii) such Content is accurate and not misleading, (iii) the use, display, publishing, distribution of such Content does not violate this Agreement and will not violate any rights of or cause injury to any person or entity, (iv) such Content does not contain software viruses, spamming, manual or automated devices to “crawl” our website, or any other computer files that disrupt our website or the Service, and (v) such content does not impersonate any person or entity.

Our  policies provide for the termination, in appropriate circumstances, of repeat infringers’ access to the Service.

If you believe your copyright has been infringed on the Service, please contact us.

Account Suspension & Termination

Terminations by You

You may stop using the Service at any time.  Please contact us to terminate the Service in the manner set forth below.  Terminating the Service will remove your Content and delete your account.

Terminations and Suspensions by Us for Cause

We  may suspend or terminate your access to all or part of the Service and, if appropriate close your account if (a) you materially or repeatedly breach this Agreement; (b) we are required to do so to comply with a legal requirement or a court order; or (c) we believe there has been conduct that creates (or could create) liability or harm to us, any user,  third party, or  Affiliates.

Terminations by Us for Service Changes

We  may terminate your access to the Service if we believe, in our sole discretion, that providing  the Service to you is no longer commercially viable.

Notice for Termination or Suspension

We will notify you with the reason for termination or suspension unless we reasonably believe that to do so: (a) would violate the law or the direction of a legal enforcement authority, or would otherwise risk legal liability for us or our Affiliates; (b) would compromise an investigation or the integrity or operation of the Service; or (c) would cause harm to us, any user,  third party, or our Affiliates. If we terminate your access as a result of changes to the Service changes, where reasonably possible, we will provide you with a reasonable amount of time to export your Content from the Service.

Other Legal Terms

Warranty Disclaimer

OTHER THAN AS EXPRESSLY STATED IN THIS AGREEMENT OR AS REQUIRED BY LAW, THE SERVICE AND OUR WEBSITE ARE PROVIDED “AS IS” AND WITHOUT ANY SPECIFIC COMMITMENTS OR WARRANTIES OF ANY KIND INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AND WARRANTIES ABOUT: (A) THE CONTENTINCLUDING OWNERSHIP AND NON-INFRINGEMENT ; (B)  SPECIFIC FEATURES OF THE SERVICE, (C) THE ACCURACY, RELIABILITY, AVAILABILITY, COMPLETENESS OF THE SERVICE OR THE WEBSITE, OR THEIR ABILITY TO MEET YOUR NEEDS; OR (D) THAT ANY CONTENT YOU SUBMIT TO US WILL BE ACCESSIBLE, PUBLISHED OR DISPLAYED AS PART OF THE SERVICE OR ON OUR WEBSITE.

Limitation of Liability

EXCEPT AS REQUIRED BY APPLICABLE LAW, NEITHER WE NOR OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS WILL  BE RESPONSIBLE FOR ANY LOSS OF PROFITS, REVENUES, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS; LOSS OR CORRUPTION OF DATA; INDIRECT OR CONSEQUENTIAL LOSS; PUNITIVE DAMAGES CAUSED BY:

1. ERRORS, MISTAKES, OR INACCURACIES OF THE SERVICE;
2. PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR USE OF THE SERVICE OR OUR WEBSITE;
3. ANY UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR OUR WEBSITE;
4. ANY INTERRUPTION OR CESSATION OF THE SERVICE OR OUR WEBSITE;
5. ANY VIRUSES OR MALICIOUS CODE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY;
6. ANY CONTENT REGARDLESS OF WHO SUBMITTED SUCH CONTENT OR YOUR ACCESS OR USE OF ANY CONTENT; AND/OR
7. THE REMOVAL OR UNAVAILABILITY OF ANY CONTENT.

THIS PROVISION APPLIES TO ANY CLAIM, REGARDLESS OF WHETHER THE CLAIM ASSERTED IS BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.

INDIGO MOUNTAIN MEDIA AND OUR AFFILIATES’ TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATING TO THE SERVICE OR OUR WEBSITE IS LIMITED TO THE GREATER OF: (A) THE AMOUNT OF REVENUE THAT YOU  PAID US FOR THE SERVICE IN THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE EVENT THAT GAVE RISE TO THE CLAIM; AND (B) USD $500.

Indemnity

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Indigo Mountain Media, its Affiliates, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to attorney’s fees and costs) arising from: (i) your access and use of the Service and our website; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to another user and/or a third party. This defense and indemnification obligation will survive this Agreement and your use of the Service.

Third-Party Links

The Service may contain links to third-party websites and online services that are not owned or controlled by Us. We do not control , nor assume responsibility for, such third-party websites and online services. Take caution  when you click on any links or leave our website.  We suggest you read the terms and privacy policy of each third-party website and online service that you visit.

About this Agreement

Modifying this Agreement

We may modify this Agreement, for example, to reflect changes to our website or the Service or for legal, regulatory, or security reasons. We will provide reasonable advance notice of any material modifications to this Agreement and the opportunity to review them, except those modifications addressing newly available features of the Service or modifications made for legal reasons may be effective immediately without notice. Modifications to this Agreement will only apply going forward. If you do not agree to the modified terms, you should remove any Content you have uploaded and discontinue your use of the Service.

Continuation of this Agreement

If your use of the Service ends, the following terms of this Agreement will continue to apply to you: “Other Legal Terms”, “About This Agreement”, and the licenses granted by you will continue as described under “Duration of License”.

Severance

If it turns out that a particular term of this Agreement is not enforceable for any reason, this will not affect any other terms.

No Waiver

If you fail to comply with this Agreement and we do not take immediate action, this does not mean that we are waiving  any rights that we may have (such as the right to take action in the future).

Interpretation

In these terms, “include” or “including” means “including but not limited to,” and any examples we give are for illustrative purposes only.

Governing Law

All claims arising out of or relating to these terms or the Service and our website will be governed by Arizona law without giving effect to the conflict of laws principles thereof, and will be litigated exclusively in the federal or state courts of Maricopa County, Arizona, USA. You and Indigo Mountain Media consent to personal jurisdiction in those courts.

Limitation on Legal Action

YOU AND INDIGO MOUNTAIN MEDIA EXPRESSLY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES OR THE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.