Terms and Conditions of Use
Terms and Conditions of Use
Effective November 1, 2021
Welcome to SunVia,™ where we are building the technology that allows you to own and manage your identity in the many digital worlds in which you live and work.
1. INTRODUCTION TO AND LIMITATIONS ON THE SUNVIA SERVICES
SunVia’s infrastructure tools help you navigate the Metaverse—the digital world we live and work in everyday—by bringing together the technology standards, innovative companies, and frameworks to deliver a new vision for our digital experience. The SunVia infrastructure allows you to manage how you take control of and manage your own identity and your own content in the many digital worlds in which you already exist.
When you participate in the SunVia Services to manage your digital experiences you are responsible for yourself and any account associated with you. You will be required to follow any other applicable requirements, such as licensing requirements associates with managing your own content, when acting with or through your account to obtain the SunVia Services.
SunVia Services may rely on and include use of third-party software or platforms (“Third-Party Services”) that may be accessible from the Website. When the Services include directing you to Third-Party Services, your interaction with them may require review and acceptance of other terms of service and policies that govern Third-Party Services.
To the extent that our Services are enabled or delivered with or through any third parties, such as your ISP or our Website-hosting partners such as WPEngine (https://wpengine.com/legal/privacy/), data we have hosted by an independent data storage provider, or multimedia services, the terms of that relationship will be governed by documents furnished by that third party. Whether or not we furnish a link to the terms of those independent third parties, you are responsible for your choice to agree to those terms. You are strongly encouraged to review any policies that apply to you. Any links provided here are for convenience only; you are otherwise bound by the terms set forth by those third parties. If you do not agree to the terms of any Third-Party Service(s), your access to and use of our Services may be hindered or limited, and in such case, we are under no related obligation to provide alternative or supplementary services or service options to access or use our Website or Services.
2. YOUR RIGHT TO USE THE WEBSITE
We grant you a non-exclusive, personal, and revocable right to access the Website and our Services and to use them for only lawful purposes. You are responsible for protecting the confidentiality of your password(s) and other confidential or sensitive information related to your use of the Website and Services. You are responsible for the acts and omissions of any third party that accesses the Website or Services through use of your password as if such acts and omissions were your own. We shall have the right at any time to change or discontinue any aspect or feature of the Website or Services, including, but not limited to, content on the Website and any information needed for access or use or to register and/or have access to any of the Services.
3. CONDUCT IN USING THE WEBSITE
3.1 Intellectual Property
The Website contains copyrighted material, trademarks and other proprietary information, which may include, but is not limited to, text, software, photos, video, graphics, music and sound. We own a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original, granted or assigned to us. You may not modify, publish, transmit, participate in the transfer or sale of, create derivative works, publicly distribute, publicly display, reproduce, publicly perform, or in any way exploit in any format whatsoever (including, without limitation, print, digital, and electronic formats) any of the Website or Service content, without our prior written authorization. This material includes, but is not limited to, the design, layout, look, appearance and graphics. You acknowledge that you do not acquire any ownership rights by downloading, viewing, or accessing copyrighted material. Without limiting the foregoing, all marks and content found or displayed on the Website are owned by their respective owners.
3.2 Works and Material You Submit to the Website
You shall not upload, post or otherwise make available on the Website any works or material protected by copyright, trademark or other proprietary right without the express written permission of the owner of the copyright, trademark, or other proprietary right, and the burden of determining that any works or material are not so protected and available for your use and/or distribution rests entirely with you. You are liable for any damage resulting from any infringement of copyrights, trademarks, or other proprietary rights, or any other harm resulting from such a submission. For all works, information, content, and material submitted by you to the Website, you automatically grant, or warrant that the owner of such material has expressly granted us a royalty-free, perpetual, irrevocable, worldwide, fully paid-up license to use, reproduce, create derivative works, publicly distribute, publicly perform, publicly display, create advertisements or marketing materials, assume any sound recording rights or moral rights of attribution or integrity, transmit, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works or the Services in any form, media or technology now known or hereafter developed (including, without limitation, print and electronic form, media and technology) for the full term of any copyright or other protection that may exist in such works or materials, for our legitimate business purposes. Except as limited under applicable law, and subject to any functionality on the Website or within the Services allowing you to restrict access, you also permit any other Website user to access, view, store or reproduce the works or materials consistent with the provision entitled “Your Right to Use the Website.”
- In response to legal process, such as a search warrant, court order, or subpoena, or when we have a good faith belief that the law requires us to do so;
- To detect, prevent, investigate, or address fraud, illegal activity, or violations of our terms and agreements;
- With our current and future subsidiaries or corporate affiliates or actual or potential investors;
- In connection with a potential or actual sale, merger, transfer, exchange, reorganization or other disposition (whether of assets, stock, or otherwise) of all or a portion of the business conducted by or related to our Services. If such a transaction occurs, the acquiring company’s use of your information will remain subject to these terms and any related policy, as may be subsequently amended;
- When we otherwise have your permission.
3.3 No Unauthorized Access and Unauthorized Activities on the Website or Services
The Website or Services are only available for the authorized uses described in this Agreement. Unauthorized activities, include, but are not limited to: any access and use of the Website or Services for automated access, screen or data scraping, data acquisition and consolidation, or automated offers; using the Website or Services in an attempt to break security, or so as to actually break security of any computer network (including, without limitation, the Website itself); using the Website or Services for unauthorized relays through any third party systems; attempting, in any way, to interfere with or deny service to any user or any host on the Internet; attempting, in any way, to interfere with the activity of any avatar or form of governance within the metaverse or elsewhere with or within the Services; using the Website or Services to engage in unsolicited commercial email, or to add or attempt to add addresses to any mailing list (yours or a third party’s); using the Website or Services to engage in flood attacks, which are defined as overburdening a recipient computer system by sending a high volume of spurious data that effectively impedes or totally disables functionality of the recipient system(s), or any other denial of service attacks; furnishing false data on your sign-up form, contract, or online application, including, without limitation, providing fraudulent payment information; actively engaging in or authorizing making the Website or Services or any portion available as part of a “co-branded” or “private label” website, web service, or Internet access service, or as part of a “channel” through a software or Internet service, or similar arrangements or relationships that offer or provide access to the Website from or through other websites, web services, or Internet access services.
3.4 Data and Content Submissions and Collections
You are under no obligation to submit anything to us. However, in order for us to provide our Website and the Services, we need your permission to process, display, reproduce, and otherwise use content you make available to us. We may also create or use de-identified content to create, administer, maintain, improve, support, deliver and analyze our Services. Therefore, if you choose to submit any content to us, or otherwise make available any content through the Services, you hereby grant to us your permission to use the content and data we collect from you through a perpetual, irrevocable, transferrable, sub-licensable, non-exclusive, worldwide, royalty-free, fully paid license to reproduce, use, modify, display, perform, transmit, distribute, translate, and create derivative works from any such content, including without limitation distributing part or all of the content in any media format through any media channels, to comply with applicable law or court order, or as necessary to provide the Services or for our own purposes. We likewise reserve the right to withhold, remove, and/or discard any such content at any time.
You understand and acknowledge that you are fully aware and responsible for the impact of sharing content with us, and you agree that we shall not be held responsible, and we shall be released and held harmless by you from any liability or damages arising out of such content sharing.
3.5 De-Identified Information
We may de-identify any data or information collected or shared with us in any way, including Personal Information (“De-Identified Information”), and subsequently use and disclose De-Identified Information for any legitimate business purpose whatsoever. In consideration of our provision of the Website and Services, you hereby transfer and assign to us all rights, title and interest in and to all De-Identified Information that we make from your Personal Information. You agree that we may use or disclose such De-Identified Information for any legitimate business purpose without restriction, and that you have no interest in such information, or in the proceeds of any sale, license, or other commercialization thereof. You acknowledge that the rights conferred by this Section constitute principal consideration for the provision of the Website and Services, without which we would not enter into this Agreement.
We have the right, but not the obligation, to monitor all content of the Website and Services to determine compliance with this Agreement, any other agreement between you and us, and any operating rules established by us, as well as to satisfy any law, regulation, compliance need, authorized government request, or trade association guideline. We have the right to edit, refuse to post or remove any material submitted to or posted on the Website or Service. You acknowledge and agree that any communication or material you post or transmit to us is, and will be treated as, non-confidential and non-proprietary. Without limiting the foregoing, we shall have the right to remove any material that we find violates this Agreement, may cause liability for us, or is otherwise objectionable.
EXCEPT FOR THE WARRANTIES EXPRESSLY STATED IN THIS AGREEMENT, YOU ACKNOWLEDGE AND AGREE THAT THE WEBSITE AND ITS CONTENTS AND THE SERVICES THAT MAY BE OBTAINED THEREFROM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT MAKE ANY, AND SPECIFICALLY DISCLAIM ANY, REPRESENTATIONS, ENDORSEMENTS, GUARANTEES, OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITE OR ITS CONTENTS OR THE SERVICES OFFERED THROUGH CREATING A PROFILE, REGISTERING ON THE WEBSITE, OR REQUESTING, OBTAINING OR RECEIVING SERVICES INCLUDING, WITHOUT LIMITATION, ANY LIABILITY REGARDING OR ARISING FROM: (A) MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS; (B) COURSE OF DEALING, COURSE OF USAGE, OR COURSE OF PERFORMANCE; OR (C) TIMELINESS, ACCURACY, RELIABILITY, ACCESSIBILITY, OR CONTENT OF THE WEBSITE OR SERVICES.
AS TO ANY INFORMATION PROVIDED THROUGH THE WEBSITE OR SERVICES UNDER THIS AGREEMENT, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DISCLAIM ANY WARRANTY REGARDING THE PROFITABILITY OF TRANSACTIONS EXECUTED ON OR ARISING FROM ANY USE OF THE WEBSITE OR SERVICES OBTAINED THEREFROM OR THE RESULTS TO BE OBTAINED FROM THE USE OF THE INFORMATION ON THE WEBSITE OR SERVICES.
INFORMATION ON THE WEBSITE OR DELIVERED VIA THE SERVICES IS NOT INTENDED TO PROVIDE LEGAL, FINANCIAL, ACCOUNTING, TAX OR OTHER ADVICE, AND SHOULD NOT BE RELIED UPON AS PROFESSIONAL ADVICE.
6. LIMITATION OF LIABILITY
WE ARE NOT LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, EXEMPLARY, OR ANY OTHER DAMAGES (COLLECTIVELY, THE “DAMAGES”), ARISING OUT OF YOUR USE OR INABILITY TO USE THE WEBSITE OR THE SERVICES. THIS PROVISION ENTITLED “LIMITATION OF LIABILITY” APPLIES REGARDLESS OF: (A) OUR NEGLIGENCE; (B) OUR GROSS NEGLIGENCE; (C) ANY FAILURE OF AN ESSENTIAL PURPOSE; AND (D) WHETHER SUCH LIABILITY ARISES IN NEGLIGENCE, CONTRACT, TORT, OR ANY OTHER THEORY OF LEGAL LIABILITY. THIS PROVISION APPLIES EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN THE DAMAGES. IN THOSE STATES THAT DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR THE DAMAGES, OUR LIABILITY IS LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY LAW. WE ARE NOT RESPONSIBLE AND NOT LIABLE FOR ANY INFORMATION, PRODUCTS, OR SERVICES PROVIDED BY OTHER WEBSITES THAT LINK TO OR FROM THE WEBSITE.
8. SUNVIA™ TRADEMARKS
SunVia has pending trademarks for SunVia™ for the goods and services that SunVia™ offers. All other trademarks appearing on the Website are the property of their respective owners. You gain no rights in our trademarks, service marks or trade names through your use of the Website or the Services.
9. NO ENDORSEMENT OF WEBSITE CONTENT and NO ENDORSEMENTS OR REPRESENTATIONS
We neither endorse nor are responsible for the accuracy or reliability of any opinion, advice or statement made on or off the Website or Services. It is your responsibility to evaluate the accuracy, completeness, or usefulness of any information, opinion, advice, or other content available through the Website or Services. Advice of your own independent professional, legal, accounting, tax or other professional service may be necessary for you regarding the evaluation of any specific information, opinion, advice, Services, or other content obtained by or through the Website or the Services.
1. Entire Agreement and Amendments
This Agreement is the entire agreement between you and us and supersedes all earlier and simultaneous agreements or communications regarding the subject matter. This provision does not negate or nullify any signed confidentiality or non-disclosure agreement that may exist between you and SunVia.
2. Governing Law and Forum
All claims regarding this Agreement are governed by and construed in accordance with the Laws of Texas and the United States, applicable to contracts wholly made and performed in such jurisdiction, except for any choice or conflict of law principles, and must be litigated in Austin, Texas regardless of the inconvenience of the forum, except that we may seek temporary injunctive relief in any venue of our choosing. You agree to the exclusive jurisdiction of the federal and state courts in Austin, Texas and agree to waive any challenge to lack of personal jurisdiction or improper venue. You acknowledge and agree that the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Agreement.
3. No Waivers, Cumulative Remedies
Our failure to insist upon strict performance of any provision of this Agreement is not a waiver of any of our rights under this Agreement. All of our remedies under this Agreement, at law or in equity, are cumulative and nonexclusive.
If any portion of this Agreement is held to be unenforceable, the unenforceable portion must be construed as nearly as possible to reflect our original intent, the remaining portions remain in full force and effect, and the unenforceable portion remains enforceable in all other contexts and jurisdictions.
You may not assign or transfer this Agreement, in whole or in part, without our prior written consent, which may be withheld at our sole discretion. We may freely assign this Agreement in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise.
6. Captions and Plural Terms
All captions are for purposes of convenience only and are not to be used in the interpretation or enforcement of this Agreement. Terms defined in the singular have the same meaning in the plural and vice versa.
NOTICES: If you need to send us any notice required under this Agreement, please send it to firstname.lastname@example.org.