Vennly, Inc. (“Vennly,” “we,” “us,” or “our”) owns or licenses all right, title, and interest in and to this website (the “Website”) and any related software, service and mobile application available thereon or related thereto (the “App,” and collectively with the Website, the “Service”). We have established the following terms and conditions (the “Agreement”) with which you must comply when you access or use the Service. All references to “you” or “your” refer to you and the entity on behalf of which you use the Service.
BY ACCESSING THE SERVICE), YOU AGREE TO THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, DO NOT USE OR ACCESS OR USE THE SERVICE.
From time to time, Vennly may without advance notice: (a) supplement or make changes to this Agreement and other rules or access and use procedures, documentation, security procedures and standards for equipment related to the Service, or (b) modify or withdraw any Service. All changes to the Agreement will be posted on this page and are effective as of the date they are posted. Accordingly, you should periodically visit this page to review the terms of this Agreement. Your use of the Service after a modification to this Agreement constitutes your acceptance of the modification.
Vennly and its licensors and suppliers own all information, text, reports, analyses, data, graphics, images, sound recordings, audio and visual clips, Third Party Elements (as defined below) photographs, programs, applications, software, and other content contained in the Service, as well as the collection, design, production, selection and arrangement thereof (collectively, the “Vennly Material”). We may incorporate third party software (including open source software) as part of the Service, and all such third party software is subject to additional terms (if any) provided by the third party licensor. The names, marks, and logos appearing in the Service (collectively, the “Trademarks”) are owned by or licensed to Vennly and are used with permission of the owner. The Vennly Materials are protected by trademark, copyright, and other intellectual property laws. Vennly requires you to respect the intellectual property rights that we have in the Vennly Material and in the Trademarks.
You acknowledge Vennly’s proprietary rights in the Service and associated documentation and shall protect the proprietary nature thereof. If you suggest any new features, functionality or performance for the Service that Vennly subsequently incorporates into the Service (or any other software or service), you hereby acknowledges that (i) Vennly shall own, and has all rights to use, such suggestions and the Service (or any other service) incorporating such new features, functionality, or performance shall be the sole and exclusive property of Vennly and (ii) all such suggestions shall be free from any confidentiality restrictions that might otherwise be imposed upon Vennly.
2. THIRD PARTY ELEMENTS
The Service contains video and/or audio recordings containing discussion of a variety of topics presented by clergy members and other authors, directors and producers who are independent from Vennly (but who have or may receive payment from Vennly for use of such submissions). In addition, Vennly may utilize independent actors to create video recordings for certain topics. Such clergy members, directors, producers and actions are referred to herein as “Independent Contractors.” All of the content created by Independent Contractors is referred to herein as “Third Party Elements.” THE THIRD PARTY ELEMENTS ARE PROVIDED “AS-IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND. VENNLY IS A PLATFORM THROUGH WHICH YOU CAN ACCESS THIRD PARTY ELEMENTS, BUT VENNLY IS NOT A AN AUTHOR, EDITOR OR PUBLISHER OF ANY THIRD PARTY ELEMENTS. ACCORDINGLY, VENNLY DISCLAIMS ALL LIABILITY WITH RESPECT TO THE CONTENT OF ANY THIRD PARTY ELEMENTS.
Vennly hereby grants you a limited, non-exclusive, revocable, non-sublicenseable, non-transferable license to view and use the Service in accordance with the terms of this Agreement. You may view the Vennly Material through the Service solely for your personal and non-commercial use. If you subscribe to any fee-based services provided by Vennly via the Service, then this license is contingent upon your payment of any applicable subscription fees and your compliance with any other terms and conditions applicable to you as a subscriber. You agree to retain all proprietary notices on any copy you make of the Vennly Material. This license does not give you any ownership or intellectual property interest in any Vennly Material or the Trademarks.
Other than as required to facilitate your permissible use, you may not reproduce, perform, publicly display, embed, create derivative works of, republish, upload, post, retransmit or redistribute in any way whatsoever any Vennly Material. Any reproduction, publication, distribution, assignment, sublicense, sale, or other uses of the Vennly Material for commercial purposes without written permission from Vennly is strictly prohibited.
All rights not expressly granted to you under this Agreement are reserved by Vennly.
4. USER IDS.
In order to create an account to use the Service, you may be required to create a unique identification name and password for access to and use of the Service (“User ID”). You shall be solely responsible for ensuring the security and confidentiality of your User ID. You acknowledge that you will be fully responsible for all liabilities incurred through use of your User ID and that any transactions under your User ID will be deemed to have been performed by you. Use of any User ID other than as provided in this Agreement shall be considered a breach of this Agreement by you.
5. PERSONAL INFORMATION
6. DIGITAL MILLENNIUM COPYRIGHT ACT (“DMCA”) NOTICE
Certain content on the Service is from third parties not within Vennly’s control. Vennly is under no obligation to, and does not, scan such third party content (including the Third Party Elements) used in connection with the Service for the inclusion of illegal or impermissible content. However, Vennly respects the copyright interests of others and, as a policy, does not knowingly permit content that infringes another party’s copyright. It is Vennly’s intention to fully comply with the DMCA, including the notice and “take down” provisions and to benefit from the safe harbors immunizing it from liability to the fullest extent provided by law.
If you believe any content on the Service infringe a copyright, you should provide Vennly with written notice that at a minimum contains:
• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Vennly to locate the material;
• Information reasonably sufficient to permit Vennly to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
• A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
All DMCA notices should be sent to Vennly’s designated agent as follows: Support@JoinVennly.com
Vennly may, in its sole discretion, terminate this Agreement by discontinuing operation of the Service. Vennly reserves the right to terminate your account and prevent you from accessing the Service at any time and for any or no reason, including, but not limited to, your violation of this Agreement or the law. The violation of any of the terms and conditions set forth in this Agreement may result in the immediate termination of your right and license to use the Vennly Material and obligates you to immediately destroy any copies of the Vennly Material in your possession.
7. DISCLAIMER OF WARRANTIES
EXCEPT AS OTHERWISE SET FORTH HEREIN, THE SERVICE AND THE VENNLY MATERIAL ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. VENNLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, WITH RESPECT TO THE SERVICE, VENNLY MATERIAL AND THIRD PARTY ELEMENTS, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, QUALITY OF INFORMATION, AND FITNESS FOR A PARTICULAR PURPOSE. IN THE EVENT OF ANY PROBLEM WITH THE SERVICE, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THE SERVICE.
FURTHER, VENNLY DOES NOT WARRANT THAT: (I) THE QUALITY OF ANY INFORMATION, PRODUCTS, SERVICES, OR OTHER MATERIAL THAT YOU OBTAIN FROM THE SERVICE WILL MEET YOUR EXPECTATIONS; (II) THE SERVICE WILL OPERATE UNINTERRUPTED OR ERROR-FREE; (III) THE SERVICE WILL BE FREE OF VIRUSES, WORMS OR OTHER HARMFUL MATERIAL; OR (IV) THE SERVICE WILL OPERATE IN PERPETUITY.
Vennly Material and Third Party Elements may contain inaccurate or out-of-date information or typographical or spelling errors. Vennly does not make any representations or warranties regarding: (i) the truth, accuracy, completeness, timeliness, legality, or reliability of any Vennly Material and Third Party Elements(ii) any opinion, information, advice or statement expressed by Vennly or Independent Contractors in or through the Service or (iii) any results to be obtained from using the Service or relying on the Vennly Material and/or the Third Party Elements.
Vennly shall not be in default or otherwise liable for any delay in or failure of its performance under this Agreement where such delay or failure arises by reason of any Act of God, or any government or any governmental body, war, insurrection, acts of terrorism, the elements, strikes or labor disputes, or other similar or dissimilar causes beyond Vennly’s control. User acknowledges that the performance of certain of Vennly’s obligations may require the cooperation of third parties designated by User and outside the control of Vennly In the event such third parties fail to cooperate with Vennly in a manner that reasonably permits Vennly to perform its obligations, such failures shall be consider as causes beyond the control of the Vennly for the purposes of this Section and shall not be the basis for a determination that Vennly is in breach of any of its obligations under this Agreement or is otherwise liable.
8. LIMITATION OF LIABILITY
YOU USE THE SERVICE AND THE VENNLY MATERIAL IS AT YOUR OWN RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, VENNLY SHALL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) ARISING OUT OF THE SERVICE, VENNLY MATERIAL AND THIRD-PARTY ELEMENTS EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. IN ANY EVENT, THE MAXIMUM LIABILITY OF VENNLY FOR ALL CLAIMS (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) OF EVERY KIND ARISING OUT OF THE SERVICE WILL IN NO EVENT EXCEED THE AMOUNTS PAID BY YOU FOR THE SERVICE IN THE MONTH PRIOR TO A CLAIM ARISING HEREUNDER OR, IF YOU ARE NOT A PAID USER OF THE SERVICE, THEN TEN DOLLARS ($10).
VENNLY ASSUMES NO RESPONSIBILITY OR LIABILITY FOR ANY LOST DATA, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY USER COMMUNICATION. VENNLY IS NOT RESPONSIBLE OR LIABLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, MOBILE DEVICES, SOFTWARE, OR FAILURE OF EMAIL DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET, INCLUDING INJURY OR DAMAGE TO ANY COMPUTER OR MOBILE DEVICE RELATED TO OR RESULTING FROM USE OF THE SERVICE.
9. COMPLIANCE WITH LAWS
You agree to comply with all applicable local, state, national and international laws, rules and regulations, including without limitation, laws governing online conduct and the unlawful export of software or technical data to restricted individuals or countries.
10. ADDITIONAL TERMS
Occasionally, Vennly may notify you of additional terms and conditions that you are required to accept in order to receive certain services offered on or through the Service (the “Additional Terms”), which will be posted in specific areas and require reading and acceptance. The Additional Terms are incorporated herein by reference and made a part of this Agreement.
You agree to defend, indemnify, and hold harmless Vennly and its parent, subsidiaries, affiliates, officers, managers, members, employees, contractors, agents, and Independent Contractors from and against any action, claim, demand, damages, costs or expenses (including attorneys’ fees and court costs) arising out of: (i) your use of the Service or the Vennly Material; (ii) any conduct by you that violates the terms of this Agreement; or (iii) your infringement of the intellectual property rights of third parties.
12. GENERAL PROVISIONS
This Agreement is governed by the laws of State of New York without regard to its conflict of laws principles. You agree to submit to the jurisdiction of the courts in New York, U.S.A., with respect to any dispute, disagreement, or cause of action related to the Service.
Vennly’s failure to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it or any other provision at a later time.
Vennly may, at any time, in its sole discretion, and without notice to you, assign some or all of its rights and obligations under this Agreement. You may not assign your rights or delegate your duties under this Agreement without the prior written consent of Vennly.
If any provision of this Agreement is held invalid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability shall be deleted and shall not affect any other provision of this Agreement.
Except as expressly provided elsewhere on the Service, this Agreement constitutes the entire agreement between you and Vennly with respect to your use of the Service.
Vennly does not provide you with the equipment to use the App. You are responsible for all fees charged by third parties to access and use the App (e.g., charges by mobile carriers). Without limiting the foregoing, you are solely responsible for the payment of all applicable fees associated with any carrier service plan you use in connection with your use of the Service (such as voice, data, SMS, MMS, roaming, other applicable fees charged by the carrier), as we may send communications to you on your mobile device. Accordingly, you should use care in selecting a service plan offered by your carrier.
Last updated: 5/03/19