Eyelet’s Initial Terms and Conditions
These terms and conditions, along with all the policies mentioned herein,
constitute a contract (hereinafter, jointly referred to as the “Agreement”)
between you and/or your company (hereinafter, the “User” and/or “You”) and
Eyelet Media Pty Ltd., with offices at level 2 23-25 O'Connell Street,
Sydney, Australia, 2000 (hereinafter, “Eyelet”). If representing a company,
the individual who has registered and signed up for Eyelet’s services
represents and warrants that he or she has the legal power and authority to
enter into this Agreement and to legally bind such company. AFTER CAREFULLY
READING THIS AGREEMENT, TO CONFIRM YOUR UNDERSTANDING AND ACCEPTANCE, CLICK
“ACCEPT TERMS”. IF YOU DO NOT AGREE TO ANY OF THESE TERMS OR POLICIES,
PLEASE DO NOT REGISTER IN THE WEBSITE AND DO NOT CLICK “ACCEPT TERMS”
A. INTRODUCTION
1. This Agreement governs your use of Eyelet’s website www.eyelet.org (hereinafter the
“Website”) and any of the services provided to You by Eyelet on, from or
through the Website (“Services”). IT IS HEREBY AGREED BY YOU THAT, DURING
THE TERM OF THIS AGREEMENT, THE WEBSITE IS AVAILABLE SOLELY FOR
NON-COMMERCIAL PURPOSES. It is hereby agreed by You that Eyelet reserves
the right to make changes, modifications, reduction in functionality and/or
enhancements to the Website at any time, including those with commercial
purposes. Upon implementation of such changes, You will be duly notified
via e-mail and/or push notifications and therefore You will be able to
accept and agree with new terms and conditions or delete your account and
any and all data You uploaded into Eyelet’s Website. Although Eyelet may
attempt to notify You when minor changes are made to this Agreement, You
should periodically review the most up-to-date version by visiting
www.eyelet.org/initial-terms-and-conditions-supplier
2. In order to use such Website and/or Services, You need compatible
hardware, software and Internet access (third party fees may apply). The
Website and/or Services’ performance may be affected by these factors.
B. SERVICES
1. This Agreement applies to all Users of the Website which are audiovisual
content sales agents or distributors, or audiovisual content producers that
act as distributors or sales agents. For all purposes, audiovisual content
(such as films, audiovisual series, audiovisual shows, concerts, clips or
the like) or any related information therewith shall be jointly referred to
as “Content”.
2. In order to access the Website and/or the Services, You shall register
and create an Eyelet’s user account, entering your e-mail address, a secure
password, and providing further information, including but not limited to
your name, phone number and full address. You hereby declare that all Data
provided to Eyelet (as defined below) is true and authentic, including your
personal Data. You will be solely responsible for providing false,
inaccurate, incomplete, or obsolete Data. You may never use third parties
accounts without permission. You are and will be solely responsible for the
activity that occurs on your account and shall take all necessary security
measures to protect your password and its confidentiality. Eyelet is not
responsible for any losses You may suffer arising from the unauthorized use
of your user account. You must notify Eyelet immediately in case You
suspect a breach of security or unauthorized use of your account, Data,
username or password. Although Eyelet will not be liable for your losses
caused by any unauthorized use of your account, You may be liable for the
losses of Eyelet or others due as a consequence of such unauthorized use.
3. Upon successful conclusion of the registration process, You shall be
able to access the “Publisher Portal” within the Website
(http://www.eyelet.org).
4. DURING THE TERM OF THIS AGREEMENT, PROVIDED SUCH AGREEMENT IS NOT
MODIFIED BY EYELET, YOU WILL ONLY BE ABLE TO USE THE WEBSITE FOR
NON-COMMERCIAL PURPOSES. THIS MEANS THE WEBSITE WILL ONLY BE AVAILABLE FOR
YOU AS A SIMULATOR OF SERVICES EYELET MAY OR MAY NOT PROVIDE IN THE FUTURE.
NO COMMERCIAL TRANSACTIONS OF ANY KIND CAN TAKE PLACE WITHIN THE WEBSITE
DURING THE TERM OF THIS AGREEMENT. You will be requested to accept and
agree with secondary terms and conditions to be reviewed and signed in the
Publisher Portal. If accepted and agreed by You, only then third parties
(You) will be able to allocate the Assets and sell them in your platforms
to end users, in accordance to the prices set for each title, the
territories enabled and the available time frames selected.
5. Your Website may contain links to third-party websites that are not
controlled or owned by Eyelet. Consequently, Eyelet will not assume any
responsibility for such third-party websites, including their content,
privacy policies, data policies, or the like. Eyelet will not control such
third party websites. You hereby release Eyelet from any and all liability
that may arise from your use of any third-party website.
6. Eyelet is not responsible or liable for third party materials included
within or linked from the Website or Services.
C. WEBSITE AND SERVICES USAGE RULES
1. Your use of the Services, the Website and content therein must follow
the rules set forth in this section (hereinafter, “Usage Rules”). Any other
use of the Services, the Website and contents therein shall constitute a
material breach of this Agreement. To ensure that You are following these
Usage Rules and all other use guidelines set forth in this Agreement,
Eyelet may monitor your use of the Services, the Website and its content.
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You may use the Services, the Website and the contents therein only
for non-commercial purposes.
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By using the Services, the Website and the contents therein, Eyelet
will not grant or transfer any rights to You.
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You may not sell access to the Website and/or Services.
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You may not sell advertising, sponsorship or promotions on or
within the Website and/or the Services and/or on the Content and/or
on the Assets.
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You may not to alter or modify any part of the Website and/or
Services and/or contents therein.
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Your use of the Services, the Website and Content as uploaded will
not constitute a waiver of any rights of the Content’s copyright
owners.
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You may not disable, tamper with or circumvent any measures or
security technology included in the Website or the Services.
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You may not use the Services or the Website to post, submit,
upload, publish or import any Content, Assets or other materials
that You do not have permission, right or license to use.
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You may not use the Services or the Website to post objectionable,
offensive, unlawful, deceptive or harmful Content;
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You may not use the Services or the Website to post personal,
private or confidential information belonging to others;
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You may not use the Services or the Website to request personal
information from a minor;
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You may not use the Services or the Website to impersonate or
misrepresent your affiliation with another company, person or
entity;
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You may not use the Services or the Website to post or transmit
spam, including but not limited to unsolicited or unauthorized
advertising, promotional materials, or informational announcements;
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You may not use the Services or the Website to plan or engage in
any illegal, fraudulent, or manipulative activity.
D. YOUR USE OF OUR WEBSITE. YOUR CONTENT AND ASSETS. LICENSES OF USE.
1. You are and will be responsible for all activity occurring under your
user account and shall comply with all applicable laws and regulations in
connection with your use of the Website and/or Services, including but not
limited to those related to Data privacy, international communications,
transmission of technical and/or or personal Data.
2. The content owners may allow You to post, submit, upload, publish or
import Content as well as other materials such as Assets, comments,
pictures, links or the like (including but not limited to associated
metadata and artwork) (hereinafter, the “Materials”). Your use of such
features must comply with the Usage Rules mentioned above.
3. Eyelet does not permit copyright infringing activities and infringement
of intellectual property rights on the Website and/or as a result of your
use of the Website and/or Services, therefore it will remove all infringing
Materials if properly notified that such Materials infringe another's
intellectual property rights. Eyelet reserves the right to remove Materials
without prior notice.
4. Eyelet does not endorse any Materials posted, submitted, uploaded,
published or imported on or in the Website or the Services by any user, or
any opinion, recommendation, or advice expressed therein. Eyelet expressly
disclaims any and all liability in connection with the Materials.
5. Eyelet grants to You a non-transferable, non-exclusive license to use
the Website as permitted by the Usage Rules and this Agreement while this
Agreement is in force. The terms of this Agreement will govern any Content,
Materials, or services accessible at the Website (unless Eyelet replaces or
supplements the Agreement, case in which the document that replaces or
supplements the Agreement shall prevail). Except as provided in the Usage
Rules or any other section of this Agreement, You may not distribute or
make the Website and/or Services and/or any parts or content thereof
available to third parties. You may not transfer, redistribute or
sublicense this license to use the Website and/or Services. You may not
copy, reverse-engineer, disassemble, attempt to derive the source code of,
modify, or create derivative works of the Website and/or the Services
and/or any parts or contents thereof or any updates.
E. DATA AND PRIVACY POLICY
1. You hereby agree and consent that by voluntarily submitting or uploading
information and/or Materials onto the Website (including but not limited to
personal data, technical data, Materials uploaded, location, usage data and
the like, hereinafter, the “Data”), You authorize Eyelet to collect,
process and use such Data for different legitimate purposes related to
Eyelet’s business activity, Website or Services, including but not limited
to customer support, elaboration and provision of statistics,
communications, improvement of Eyelet’s products or services, provision of
services or technologies, automatic profiling, elaboration of metrics and
statistics to be shared with other users or third parties, to keep business
contacts, for marketing purposes, for ensuring Data security and any other
services provided by the Website or Eyelet within the terms of this
Agreement. YOU HEREBY CONSENT AND AGREE THAT BY USING THE WEBSITE AND/OR
THE SERVICES, YOUR DATA WILL BE AVAILABLE OR DISCLOSED TO OTHER USERS WHO
CLAIM TO HAVE RIGHTS OVER THE SAME CONTENT AND/OR ASSETS, WHICH YOU DEEM
APPROPRIATE, PERTINENT, AND NON-EXCESSIVE CONSIDERING THE LEGITIMATE
PURPOSES FOR WHICH THIS DATA WAS COLLECTED AND PROCESSED. In connection
with the conducted business activity, in some cases Eyelet will also
disclose Data to different third parties, in particular, legal and
accounting service providers, couriers and transport companies, providers
of IT systems and equipment, marketing agencies, banks and payment
institutions or public entities. Data is also disclosed to entities related
to Eyelet, including companies being part of the Eyelet’s capital group. IF
YOU DO NOT WISH TO SHARE SOME OR ALL OF YOUR DATA, INCLUDING YOUR PERSONAL
DATA, PLEASE, ABSTAIN FROM ACCEPTING THIS AGREEMENT AND USING THE WEBSITE
AND/OR SERVICES.
2. Eyelet shall use reasonable efforts to secure and protect Data submitted
by You in the Website from uses other than those specified herein, but You
agree that your submission of such Data is voluntary and at your sole risk,
and You hereby release Eyelet from any and all liability to You for any
loss or liability relating to such Data in any way.
3. Cookies: it is hereby informed and agreed by You that the Website uses
technology to collect information about its use, to help us provide You
with a good experience and to allow us to improve the Website and the
Services. This means that when You visit the Website, cookies or similar
technologies will be placed on your device. Cookies might collect Data or
personal Data.
4. Personal data: Eyelet hereby informs You that as the Owner of the
Website, it will act as the controller for the processing of personal Data
collected through the Website. Eyelet shall process Data (including
personal Data) in accordance to and with legal basis on the governing law
to this Agreement. Eyelet respects all current legislation regarding the
protection of personal Data, the privacy of users, and the confidentiality
and security of personal Data, adopting all the technical and
organizational measures necessary to prevent the loss, misuse, alteration,
unauthorized access, and theft of the personal Data provided, taking into
account the technological state, the nature of the personal Data, the
purposes for which the Data was collected and processed, and the risks to
which it is exposed. Personal Data collected as a result of this Agreement
will be stored from the moment of collecting. In the case of personal Data
processing for those legitimate purposes mentioned above, the personal Data
shall be kept for no longer than five (5) years from the date of
termination of this Agreement or until a reasonable objection is raised. In
the case of personal Data collection on the basis of consent, such personal
Data will be stored until the consent is revoked. The period of personal
Data processing and storage may be extended when the processing is
necessary to establish, assert or defend Eyelet against a possible claim,
and after that period only if required by law and to the extent required by
law. You shall always have the right to contact Eyelet in order to access
You personal Data, request a rectification of your personal Data, erase
your personal Data, limit your personal Data processing, object to your
personal Data processing, prevent the transfer of your personal Data, or
withdraw your consent at any time (if the processing is carried out on that
basis, without prejudice to the lawfulness of processing carried out on the
basis of the consent before its withdrawal),
5. For any reasons concerning Data or personal Data protection, You may
contact Eyelet at support@eyelet.org. You may also contact or file
complaints before the applicable Data Protection Officer in accordance to
the governing law of this agreement, namely, the Office of the Australian
Information Commissioner, phone no. (+61)1300 363 992, E-mail enquiries@oaic.gov.au.
F. INTELLECTUAL PROPERTY.
1. You agree that the Website, any Eyelet’s content therein and the
Services, including but not limited to Eyelet’s graphics, user interface,
audio clips, video clips, editorial content, and the scripts and software
used or implement in the Website and/or Services, are owned by or licensed
to Eyelet and/or its licensors, and are protected by applicable
intellectual property regulations and other laws, including but not limited
to copyright and patent laws. You agree that You will not use such
proprietary information or materials in any way whatsoever except for use
of the Website for non-commercial purposes in compliance with this
Agreement. No portion of the Website and/or Services may be reproduced by
You in any form or by any means, except as expressly permitted by this
Agreement. You agree not to modify, rent, loan, sell, or distribute the
Website and/or Services and/or the license of use granted herein in any
manner, and You shall not exploit the Website and/or Services and/or the
license of use granted in any manner not expressly authorized.
2. The Eyelet name, logo and other trademarks, service marks, graphics and
logos used in connection with the Website and/or Services are trademarks or
registered trademarks of Eyelet throughout the world. You are granted no
right or license with respect to any of the aforesaid trademarks.
3. If You believe that any content available through the Website and/or
Services infringes a copyright claimed by You, please contact Eyelet at
support@eyelet.org.
G. DISCLAIMER OF WARRANTIES. LIMITED LIABILITY.
1. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF OR INABILITY TO USE THE
WEBSITE AND/OR THE SERVICES AND/OR THE LICENSE OF USE PROVIDED HEREIN, IS
AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE
WEBSITE AND ANY SERVICES PERFORMED OR PROVIDED BY EYELET ARE PROVIDED "AS
IS" AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND,
AND YOU HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE
WEBSITE, THE LICENSE OF USE AND ANY SERVICES, EITHER EXPRESS, IMPLIED, OR
STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND/OR
CONDITIONS OF SATISFACTORY QUALITY, OF MERCHANTABILITY, OF ACCURACY, OF
QUIET ENJOYMENT, OF FITNESS FOR A PARTICULAR PURPOSE, AND OF
NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. NO ORAL OR WRITTEN INFORMATION OR
ADVICE GIVEN BY EYELET OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A
WARRANTY. SHOULD THE WEBSITE, THE LICENSE OF USE OR SERVICES PROVE
DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR,
OR CORRECTION IN YOUR DEVICES OR PROPERTY.
2. EYELET DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE
WEBSITE AND/OR SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED AND YOU AGREE
THAT FROM TIME TO TIME EYELET MAY REMOVE OR SUSPEND THE WEBSITE AND/OR
SERVICES FOR INDEFINITE PERIODS OF TIME, CANCEL THE WEBSITE AND/OR SERVICES
AND/OR LICENSES OF USE AT ANY TIME, OR OTHERWISE LIMIT OR DISABLE YOUR
ACCESS TO THE WEBSITE AND/OR SERVICES WITHOUT NOTICE TO YOU.
3. IN NO CASE SHALL EYELET, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES,
AGENTS, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT,
INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR
USE OF ANY OF THE WEBSITE, THE SERVICES AND/OR FOR ANY OTHER CLAIM RELATED
IN ANY WAY TO YOUR USE OF THE WEBSITE AND/OR SERVICES AND/OR THE CONTENT
THEREIN, INCLUDING BUT NOT LIMITED TO ANY ERRORS OR OMISSIONS, OR ANY LOSS
OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE WEBSITE, THE
SERVICES OR ANY CONTENT UPLOADED, POSTED, TRANSMITTED, OR OTHERWISE MADE
AVAILABLE VIA THE WEBSITE AND/OR SERVICES.
4. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL EYELET BE LIABLE
FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, INCIDENTAL OR
CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES
FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER
COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR
INABILITY TO USE THE WEBSITE AND/OR THE SERVICES, HOWEVER CAUSED,
REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND
EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
5. EYELET DOES NOT REPRESENT OR GUARANTEE THAT THE WEBSITE AND/OR SERVICES
WILL BE FREE FROM CORRUPTION, LOSS, VIRUSES, ATTACK, INTERFERENCE, HACKING,
OR OTHER SECURITY INTRUSION, AND YOU HEREBY RELEASE EYELET FROM ANY
LIABILITY RELATING THERETO. YOU SHALL BE RESPONSIBLE FOR BACKING UP YOUR
OWN SYSTEM, INCLUDING ANY CONTENT OR MATERIALS UPLOADED ON THE WEBSITE.
6. EYELET IS NOT RESPONSIBLE IN CONNECTION WITH YOUR USE OF THE WEBSITE
AND/OR SERVICES.
H. WAIVER AND INDEMNITY
1.BY USING THE SERVICES, YOU AGREE, TO THE MAXIMUM EXTENT PERMITTED BY LAW,
TO INDEMNIFY AND HOLD EYELET, ITS DIRECTORS, OFFICERS, EMPLOYEES,
AFFILIATES, AGENTS, CONTRACTORS, AND LICENSORS HARMLESS WITH RESPECT TO ANY
CLAIMS, OBLIGATIONS, LOSSES, LIABILITIES, COSTS OR DEBT, AND EXPENSES
(INCLUDING BUT NOT LIMITED TO ATTORNEY'S FEES) ARISING OUT OF YOUR BREACH
OF THIS AGREEMENT, YOUR USE OF OR INABILITY TO USE THE WEBSITE AND/OR
SERVICES, OR ANY ACTION TAKEN BY EYELET AS PART OF ITS INVESTIGATION OF A
SUSPECTED VIOLATION OF THIS AGREEMENT OR AS A RESULT OF ITS FINDING OR
DECISION THAT A VIOLATION OF THIS AGREEMENT HAS OCCURRED. YOU AGREE THAT
YOU SHALL NOT SUE OR RECOVER ANY DAMAGES FROM EYELET, ITS DIRECTORS,
OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, AND LICENSORS AS A
RESULT OF ITS DECISION TO REMOVE OR REFUSE TO PROCESS ANY INFORMATION,
MATERIAL OR CONTENT, TO WARN YOU, TO SUSPEND OR TERMINATE YOUR ACCESS TO
THE WEBSITE AND/OR SERVICES, OR TO TAKE ANY OTHER ACTION DURING THE
INVESTIGATION OF A SUSPECTED VIOLATION OR AS A RESULT OF EYELET'S
CONCLUSION THAT A VIOLATION OF THIS AGREEMENT HAS OCCURRED. THIS WAIVER AND
INDEMNITY PROVISION APPLIES TO ALL VIOLATIONS DESCRIBED IN OR CONTEMPLATED
BY THIS AGREEMENT.
I. CONFIDENTIALITY
1. AS A CONSEQUENCE OF THIS AGREEMENT AND AS A RESULT OF YOUR USE OF THE
WEBSITE AND/OR THE SERVICES, YOU WILL HAVE ACCESS TO AND ACQUIRE KNOWLEDGE
OF MATERIAL, DOCUMENTS, INFORMATION, DATA SYSTEMS, BUSINESS MODELS,
BUSINESS STRATEGIES, STATISTICS, METRICS, METADATA, DESIGNS, WORKS,
SOFTWARE, INVENTIONS, INTERFACES AND OTHER DOCUMENTS, RIGHTS AND
INFORMATION THAT BELONGS TO EYELET, ARE OF A VALUABLE AND CONFIDENTIAL
NATURE, AND THAT ARE NOT AVAILABLE TO OR KNOWN BY THE GENERAL PUBLIC
(HEREINAFTER, THE “CONFIDENTIAL INFORMATION”). YOU SHALL NEVER, UNDER ANY
CIRCUMSTANCE, USE, PUBLISH, COMMERCIALIZE, DISCLOSE, REVEAL OR DIVULGE ANY
AND ALL THE CONFIDENTIAL INFORMATION. ANY KNOWLEDGE ACQUIRED BY YOU FROM OR
OF SUCH CONFIDENTIAL INFORMATION, OR OTHERWISE THROUGH THIS AGREEMENT, OR
THROUGH THE USE OF THE WEBSITE OR SERVICES, SHALL NOT BE USED, PUBLISHED,
COMMERCIALIZED, DISCLOSED, REVEALED OR DIVULGED BY YOU TO ANY OTHER PERSON,
FIRM OR CORPORATION IN ANY MANNER WHATSOEVER, UNLESS AUTHORIZED BY EYELET
IN WRITTEN FORM. AT ANY TIME UPON EYELET’S WRITTEN REQUEST FOR ANY REASON,
YOU WILL PROMPTLY DESTROY OR DELIVER TO EYELET ANY AND ALL CONFIDENTIAL
INFORMATION IN YOUR POWER. IN THE EVENT THAT YOU ARE REQUESTED BY A
GOVERNMENTAL AGENCY OR SELF-REGULATORY AUTHORITY, OR REQUIRED BY APPLICABLE
LAW, REGULATION OR LEGAL PROCESS TO DISCLOSE ANY CONFIDENTIAL INFORMATION,
YOU SHALL, TO THE EXTENT PERMITTED BY LAW, REGULATION, AND APPLICABLE
AUTHORITY, PROVIDE EYELET WITH PROMPT WRITTEN NOTICE OF SUCH REQUEST OR
REQUIREMENT. YOU UNDERSTAND AND AGREE THAT MONEY DAMAGES MAY NOT BE A
SUFFICIENT REMEDY FOR YOUR BREACH OR THREATENED BREACH OF THIS SECTION OF
THE AGREEMENT AND THAT IN SUCH EVENT, IN ADDITION TO ALL OTHER REMEDIES
AVAILABLE TO EYELET AT LAW OR EQUITY, EYELET SHALL BE ENTITLED TO SEEK
EQUITABLE RELIEF, INCLUDING INJUNCTION AND SPECIFIC PERFORMANCE WITHOUT
NECESSITY OF POSTING ANY BOND. THE FOREGOING COMMITMENTS AND OBLIGATIONS
SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT AND REMAIN IN FORCE IN
PERPETUITY.
J. CHANGES IN THE AGREEMENT
1. Eyelet reserves the right at any time to modify this Agreement and to
add new or additional terms or conditions on your use of the Website and/or
Services. Such modifications and the additional terms and conditions
thereof will be duly notified to You and You will be able to either accept
and agree with new terms and conditions or delete your account and any and
all Materials uploaded into Eyelet’s Website.
K. TERMINATION AND SUSPENSION OF SERVICES
1. This Agreement is effective until terminated by You or Eyelet. Your
rights under this Agreement will terminate automatically if You fail to
comply with any of its terms.
2. If You fail, or Eyelet suspects that You have failed, to comply with any
of the provisions of this Agreement, Eyelet may, without notice to You: (i)
terminate this Agreement and/or user account, and You will remain liable
for all amounts due up to and including the date of termination; and/or
(ii) terminate your license; and/or (iii) preclude your access to the
Website and/or the Services.
3. Eyelet further reserves the right to modify, suspend, or discontinue the
Website and/or its functions and features and/or Services and/or licenses
(or any part or content thereof) at any time with or without notice to You,
and Eyelet will not be liable to You or to any third party should it
exercise such rights.
L. GOVERNING LAW AND JURISDICTION.
1. This Agreement and the relationship between You and Eyelet shall be
governed by the laws of New South Wales, Australia, excluding its conflicts
of law provisions. You and Eyelet agree to submit to the personal and
exclusive jurisdiction of the courts located within Sydney, New South
Wales, Australia, to resolve any dispute or claim arising from this
Agreement.
M. OTHER PROVISIONS
1. YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS
AGREEMENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION
ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
2. This Agreement constitutes the entire agreement between You and Eyelet
and governs your use of the Website and/or Services, superseding any prior
agreements with respect to the same subject matter between You and Eyelet.
You also may be subject to additional terms and conditions that may apply
when You use affiliate services, third-party content, third-party software,
or additional services. If any part of this Agreement is held invalid or
unenforceable, that portion shall be construed in a manner consistent with
applicable law to reflect, as nearly as possible, the original intentions
of the parties, and the remaining portions shall remain in full force and
effect. Eyelet's failure to enforce any right or provisions in this
Agreement will not constitute a waiver of such or any other provision.
Eyelet will not be responsible for failures to fulfill any obligations due
to causes beyond its control.
3. You agree to comply with all local, state, federal, and national laws,
statutes, ordinances, and regulations that apply to your use of the Website
and/or Services. Your use of the Website and/or Services may also be
subject to other laws.
4. You hereby grant Eyelet the right to take steps Eyelet believes are
reasonably necessary or appropriate to enforce and/or verify compliance
with any part of this Agreement. You agree that Eyelet has the right,
without liability to You, to disclose any Data and/or information to law
enforcement authorities, government officials, and/or a third party, as
Eyelet believes is reasonably necessary or appropriate to enforce and/or
verify compliance with any part of this Agreement (including but not
limited to Eyelet's right to cooperate with any legal process relating to
your use of the Website and/or Services and/or content therein, and/or a
third-party claim that your use of the Website and/or Services and/or
content therein is unlawful and/or infringes such third party's rights).
5. For the purposes of this Agreement, You and Eyelet are independent
contracting parties, and nothing herein will be construed as creating an
agency relationship, a fiduciary relationship, an employer-employee
relationship, a partnership, a joint venture, or an obligation to form any
such relationship or entity between You and Eyelet.
6. This Agreement and the rights herein granted to Eyelet may be sold,
licensed, assigned or transferred by Eyelet to its successors, licensees or
assignees, including companies being part of the Eyelet’s capital group.
You cannot assign this Agreement and all its rights as herein provided,
without the prior written consent of Eyelet.
Last Updated: June 18th, 2019