Terms of Service

Last updated: May 17, 2018

Thank you for using the AVP Website. By using the AVP Website, you agree to our Terms of Service, which is a legal agreement. If you are using the AVP Website for an organization, you are agreeing on behalf of that organization. Our Terms of Service apply to your use of our Websites and Services.

Definitions

When we say, “we,” “our,” or “us,” we’re referring to Audio Visual Preservation Solutions, Inc., doing business as AVP, a New York S-Corporation, our employees, directors, officers, affiliates, and subsidiaries.

When we say “you” or “your,” we are referring to the person or entity that’s registered with us to use the AVP Services.

When we say “Terms,” we mean our Terms of Service, which includes our Privacy Policy.

When we say “Websites,” we mean our websites located at weareavp.com, avcc.weareavp.com, coi.weareavp.com, catalyst.weareavp.com, aviaryplatform.com including all subdomains and sites associated with those domains, and other websites that we operate now and in the future.

When we say “Services,” we mean our Websites, Application Programming Interfaces (APIs), web applications, desktop applications, products, content, resources, and various third-party services that make up AVP.

When we say “AVP,” we mean our Websites, Products, Resources, and Services collectively.

When we say “information,” we mean all of the different forms of data that you provide us and that we collect from you from your use of the Services, your software, and your devices.

General Rules

To use AVP, you must (a) be at least eighteen (18) years of age; (b) complete the registration process; (c) provide current and accurate information; (d) agree to these Terms; and (e) promise to follow these rules:

  • You are responsible for all content you provide and your activities on AVP;
  • You will use AVP in compliance with all applicable laws, rules, and regulations;
  • You will not use AVP to solicit the performance of any activity which infringes our rights or the rights of others; and
  • You will not use AVP to upload, transmit, or otherwise distribute any objectionable content, as solely determined by us.

If you break any of your promises above or any of the rules in these Terms, we may terminate your account. Your actions may also subject you to legal consequences.

As long as you comply with our Terms of Service, we grant you a non-exclusive, non-transferable, limited privilege to use AVP. Your use of AVP is at your own risk.

Intellectual Property

You own your content. We do not represent any ownership or claim any intellectual property rights over the information that you provide or that is provided to us.

We own AVP and our Services. You may not copy, reproduce, alter, modify, resell, mirror, or create derivative works of AVP, our Services, or our content on AVP without our written permission by way of explicit licenses associated with works or a specific approval in response to a written request.

You shall grant to us a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into AVP or otherwise use any suggestions, enhancement requests, recommendations or other feedback that we receive from you or your agents.

Passwords and Accounts

You’re responsible for keeping your account name and password confidential. You’re also responsible for any account that you have access to. You agree to notify us immediately of any unauthorized use of your account(s). We’re not responsible for any losses due to stolen or hacked passwords.

You will not represent that you are any other individual or entity unless such individual or entity has given you written permission to act on their behalf.

Subscriptions

Some parts of the Service are billed on a subscription basis (“Subscription(s)”). You will be billed in advance on a recurring and periodic basis (“Billing Cycle”). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription.

Monthly Plan: A valid credit card is required for you to continue using the Services on a month-to-month basis after the thirty (30) day free trial period ends. The Services are billed in advance on a monthly basis and is non-refundable. There will be no refunds or credits for partial months, for account upgrades or downgrades, or for months unused with an open account.

Annual Plan: Payment in advance is required to continue using the Services on an annual basis after the thirty (30) day trial period ends. The Services are billed in advance on a yearly basis. If you decide to terminate your Annual Plan, we will refund you a prorated amount for the period from the date of your termination to the end of your current Annual Plan. All other refund requests must be made in writing and we reserve the right to deny such request for any reason.

You shall provide Audio Visual Preservation Solutions, Inc. with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, you automatically authorize Audio Visual Preservation Solutions, Inc. to charge all Subscription fees incurred through your account to any such payment instruments.

Should automatic billing fail to occur for any reason, Audio Visual Preservation Solutions, Inc. will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

We reserve the right to change service fees upon thirty (30) days notice. Such notice may be provided at any time by posting the changes to AVP or by email.

At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or Audio Visual Preservation Solutions, Inc. cancels it. You may cancel your Subscription renewal either through your online account management page or by contacting Audio Visual Preservation Solutions, Inc. customer support team.

Free Trial

Audio Visual Preservation Solutions, Inc. may, at its sole discretion, offer a Subscription with a free trial based on a limited period of time, number of users, number of records, or some other measure (“Free Trial”).

You may be required to enter your billing information in order to sign up for the Free Trial.

If you do enter your billing information when signing up for the Free Trial, you will not be charged by Audio Visual Preservation Solutions, Inc. until the Free Trial has expired. On the last day of the Free Trial period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected.

At any time and without notice, Audio Visual Preservation Solutions, Inc. reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.

Cancellation and Termination

You are solely responsible for the proper cancellation of your account. You may cancel your account at any time by going to Company Settings and closing your account. An email or phone request to cancel your account is not considered cancellation. You will not be charged after cancellation. There is no cancellation fee.

In the event of cancellation or termination your account will be immediately disabled, and your account and information cannot be recovered once the account is closed. All account information will be deleted upon cancellation or termination.

We also reserve the right, but do not have any obligation, to refuse service to anyone and close your account(s) without notice for any or no reason at all.

API Terms

Where applicable, you may access account data via AVP provided APIs (Application Programming Interface). Any use of an API, including use of an API through a third-party product that accesses an AVP provided API, is bound by these Terms.

You expressly understand and agree that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses (even if we have been advised of the possibility of such damages) resulting from your use of an API or third-party products that access your data via an API.

Abuse or excessively frequent requests to AVP via API may result in the temporary or permanent suspension of your access to an API. We may, at our sole discretion, determine abuse or excessive usage of an API. We reserve the right at any time to modify or discontinue, temporarily or permanently, your access to an API (or any part thereof) with or without notice.

Indemnification

You agree to indemnify and hold us harmless from any and all demands, loss, liability, claims or expenses (including attorneys’ fees) made against us by any third party due to or arising out of or in connection with your use of AVP.

Representations and Warranties

To the maximum extent permitted by law, we provide AVP on an “as is” and “as available” basis, which means we don’t provide warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability and fitness for a particular purpose and to any warranties that (i) AVP will meet your specific requirements, (ii) AVP will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of AVP will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through AVP will meet your expectations, and (v) any errors in AVP will be corrected.

Limitation of Liability

To the fullest extent permitted by law, you assume full responsibility for and we disclaim liability to you for any indirect, consequential, exemplary, incidental, or punitive damages, including lost profits, even if we had been advised of the possibility of such damages.

We disclaim any and all liability for the acts, omissions, and conduct of any third parties related to your use of AVP and any linked sites and services. Your sole remedy against us for dissatisfaction with AVP is to stop using AVP. This limitation of relief is a part of the bargain between you and us. The preceding disclaimer applies to any damages, liability, or injuries whether for breach of contract, tort, negligence or any other cause of action.

If, notwithstanding the other provisions of the Terms, we are found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Website or any of our Services, our liability shall not exceed what you paid us for the Services in the previous month. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.

Governing Law; Dispute Resolution

You agree that all matters relating to your access to or use of AVP, including all disputes, will be governed by the laws of the United States and by the laws of the State of New York without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in New York County, New York, and waive any objection to such jurisdiction or venue. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred.

No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between us and you arising out of or in connection with your use of the Websites or Services, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.

Force Majeure

You agree that we are not liable for any delays or failure in performance of any part of the Services, from any cause beyond our control.

Severability

If one or more sections of the Terms are held unenforceable, then those sections will be removed or edited as little as necessary, and the rest of the Terms will still be valid and enforceable.

Assignments

You may not assign any of your rights under this agreement to anyone else. We may assign our rights to any other individual or entity at our discretion.

No Waiver

Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

Entire Agreement

These Terms and all documents incorporated into these Terms by reference constitute the entire agreement between you and us and govern your use of AVP, superseding any prior agreements between you and us (including, but not limited to, any prior versions of the Terms of Service).

Amendments and Changes to AVP

We reserve the right, at our sole discretion, to change, modify, add, or remove portions of the Terms, at any time. Amendments or changes to these Terms won’t be effective until we post revised Terms on the Website. Unless explicitly stated otherwise, any new features that augment or enhance AVP shall be subject to the Terms.

It is your responsibility to check the Terms periodically for changes. Your continued use of AVP following the posting of changes will mean that you accept and agree to the changes.

We reserve the right to do any of the following, at any time, without notice to you: (1) to modify, suspend or terminate operation of or access to AVP, or any portion of AVP for any reason; (2) to modify or change AVP, or any portion of AVP, and any applicable policies or terms; and (3) to interrupt the operation of AVP, or any portion of AVP, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright’s interest;
  • a description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work;
  • identification of the URL or other specific location on the Service where the material that you claim is infringing is located;
  • your address, telephone number, and email address;
  • a 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;
  • 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.

You can contact our Copyright Agent via email at [email protected]

Our Service may contain links to third party web sites or services that are not owned or controlled by Audio Visual Preservation Solutions, Inc.

Audio Visual Preservation Solutions, Inc. has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.

You acknowledge and agree that Audio Visual Preservation Solutions, Inc. shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.

Questions

If you have any questions or concerns about the Terms, please email us at [email protected].