TERMS OF SERVICE
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING OUR WEBSITE. These Terms of Service define the terms by which you may use the Spinlight360.com website (the “Website”), and are an agreement between you and HD Photovideo, Inc. (the “Company”)(the Company and Website are collectively referenced as “we” or “us”). By using or making a purchase from this Website, you expressly acknowledge that you have read, accept, and agree to be bound by these Terms of Service, as well as any applicable laws hereunder. You should not use this Website, if you do not agree to these Terms of Service.
1. OUR COMPANY
Our Company has developed and makes available for sale on this Website flash light control products for photographers, which is known as “SpinLight 360” (the “Product”).
You do not have to register in order to visit our Website. In order to access certain features of our Website, however, you will need to register and create an account. When you register, you will be asked to provide the following information: first and last name, email address, physical address, and telephone number. You will also be asked to create a login.
When you register, you will be required to select a password. You should not disclose your password to any third party. You are solely responsible for keeping your password confidential and for the activity that occurs on your account. We will never ask you to send your password or other sensitive information to us in an email. If you suspect any unauthorized use of your account or access to your password, please change your password immediately and contact us. You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security. You are solely liable for any loss or damage arising from your failure to comply with this Section.
All information provided by you in your registration must be truthful and complete. We may suspend or cancel your registration without notice if we have any reason to believe that this is not the case. In addition, we may suspend or cancel your registration with us at any time without prior warning if you fail to comply with these Terms of Service, without limiting any other remedies to which we may be entitled. In addition, if we determine that you have committed fraud or engaged in any other illegal activity, we may report you to the appropriate law enforcement authorities.
Only adults, who are at least eighteen (18) years of age, are eligible to register and use our Website. In addition, you must be fully competent to enter into and to comply with the terms, conditions, obligations, representations, and warranties set forth in these Terms of Service. By registering and using our Website, you represent and warrant that you have the right, authority, and capacity to enter into these Terms of Service and can abide by all of the terms and conditions set forth therein.
3. PRODUCT SALES TERMS
(a) Prices. When you place an order for our Product, you will be charged in accordance with our then-current prices listed on our Website. Prices, specifications, and images are subject to change without notice.
(b) Payments. We accept payments made by credit card, wire transfer, and PayPal.
(c) Shipping. We make every effort to ship all Product orders within two business days following the date on which you place your order. Shipments are made within the continental United States via UPS Ground and internationally via U.S. Postal Service. You will be responsible for all shipping and handling charges, and in the case of international shipments, any duties or taxes imposed. For other shipping requests please contact us for shipping charges.
(d) Return Policy. If you make a purchase from us and are not satisfied for any reason, we will provide a full refund of the purchase price on any Product that you return within thirty (30) days following the original purchase date. Returned shipments must be complete and contain all parts of the original shipment as well as a copy of your receipt. In addition, to be accepted, all returned shipments must be accompanied by a return materials authorization (“RMA”) number and must be shipped in accordance with our shipping instructions. To obtain an RMA number and our return shipping instructions, please email us at [email protected]. You acknowledge and agree that we will refuse all orders which are returned to us that do not comply with our Return Policy.
(e) Product Warranty; Disclaimer. We warrant that any Product that you purchase from us will be free of material and workmanship defects for a period of one year following your original date of purchase of the Product. Our Product warranty specifically excludes defects due to negligence, accidents, or misuse of the Product. In the event you notify us of a material or workmanship defect in your Product within the warranty period, we will either repair or replace the defective Product at our sole and absolute discretion. Any replacement Product will be warranted for the remainder of the original warranty period. To obtain warranty service, an original purchase receipt is required. In addition, we will require you to return the defective Product. To be accepted, your return shipment must be accompanied by an RMA number and must be shipped in accordance with our shipping instructions. To obtain an RMA number and our warranty service and shipping instructions, please email us at [email protected]. You acknowledge and agree that we will refuse all orders which are returned to us that do not comply with our warranty service and shipping instructions. TO THE EXTENT PERMITTED BY LAW, WIITH EXCEPTION OF THE PRODUCT WARRANTY SET FORTH ABOVE, WE EXPRESSLY DISCLAIM ALL OTHER WARRANTIES WITH RESPECT TO THE PRODUCTS, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRTIES OF QUIET ENJOYMENT AND NON-INFRINGEMENT AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
(f) Chargebacks. You agree and acknowledge that, in the event of any chargeback on a purchase that you make from us and fail to return in accordance with our Return Policy, we reserve the right to submit the charged back amount to our collection agency for credit reporting.
4. OPERATION OF OUR WEBSITE
We use commercially reasonable efforts to maintain our Website and to keep it operating on a twenty-four (24) hour, seven (7) day a week basis, free from bugs, errors, technical problems, or defects. If, at any time in the future, we identify any bugs, errors, technical problems, or defects, then we will immediately assign technicians to address and resolve the issue.
If you become aware of an error, bug, or other technical problem, then you should notify us immediately of the incident and provide us with the following information:
(a) Description of the Incident. The specific sequence of events which generated the incident, and a full description;
(b) Description of Error Message. The exact wording of any error messages, if applicable; and
(c) Description of Discovery of Incident. Any special circumstances surrounding the discovery of the incident for which you are seeking technical support.
We cannot guarantee that your access to the Website will be uninterrupted, or that the Website will be available at all times. We can assume no liability or responsibility for any delay, interruption, or downtime.
We use commercially reasonable efforts to ensure that our Website is protected from viruses and other destructive software, but we cannot guarantee that the Website will at all times be free from viruses. We urge you to use reasonable care in downloading information from the Website. We can assume no responsibility for any damage to computer equipment or other property that may result from the use of the Website or as a result of downloading from the Website.
We reserve the right to discontinue operation of the Website for any time for any reason at our sole discretion, and to make modifications to the operation of the Website at any time at our sole discretion.
5. ACCEPTABLE USE POLICY
Our Website and Product should only be used for lawful purposes. We specifically prohibit any other use of the Website and Product, including but not limited to the following:
(a) Impersonation; Misrepresentation: Posting or submitting to the Website any information in which you impersonate or claim to be any third party, or in which you misrepresent your affiliation with another person or entity;
(b) Providing Unauthorized Access to the Website: Disclosing or sharing your password with any third party or allowing such third party access to the password-protected features;
(c) Objectionable Communications through the Website: Posting content which is unlawful, libelous, abusive, obscene, discriminatory, or otherwise objectionable;
(e) Illegal Activity: Using the Website or Product for any illegal purpose;
(f) Disclosing Confidential Information without Permission: Sharing information you are under an obligation not to disclose;
(g) Uploading or Sending Infringing Content: Uploading or sending infringing content through the Website;
(h) Tampering with the Website: Taking any action that disrupts, tampers with, interferes, or imposes an unreasonable burden on the Website’s infrastructure, servers, data, or network;
(i) Using Unauthorized Search Tools: Using or attempting to use any engine, software tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars, or intelligent agents) to navigate or search the Website or platform other than generally available third party browsers (including but not limited to Internet Explorer, Firefox, and Safari);
(j) Uploading Viruses: Uploading any content that contains software viruses or any computer code, files, or programs designed to interrupt, destroy, or limit functionality of the Website, or of any computer software, hardware, or telecommunications equipment;
(k) Infringing Intellectual Property: Deciphering, decompiling, disassembling, copying, duplicating, aggregating, or reverse engineering any of the software, content, information, or other materials comprising or in any way making up part of the Website; or
(l) Mining Data: Using any means of automatically searching or mining data from the Website, or in any way attempting to interfere with the proper working of the Website.
We reserve the right (but do not have the obligation) to suspend or cancel the account of any user who does not appropriately use the Website. If you become aware of any inappropriate use, please notify us at our email address at [email protected]
6. INTELLECTUAL PROPERTY
We own all right, title, and interest in the Product, which is patent-pending, and in any marks, logos, code, databases, content, text, designs, instructional videos, photos, and other materials posted to our Website or on any blogs, landing pages, social media pages, or other feeds set up on behalf of our Company or Website (collectively the “Intellectual Property”). You may not resell, lease, or license our Product without a prior written agreement with us authorizing such resale, lease, or license. In addition, except as otherwise expressly stated herein, you may only display, view, listen to, or use the Intellectual Property and you may not reproduce, display, copy, republish, download, upload, post, transmit, publicly perform or display, distribute, create derivative works of, misappropriate, reverse engineer, or otherwise use for any purpose any portion of our Website, our videos, our blogs, our landing pages, our social media pages, or our feeds, without our express written consent. Using the Intellectual Property on any other Website or for any commercial purpose is expressly prohibited.
7. INTELLECTUAL PROPERTY INFRINGEMENT COMPLAINTS
We respect the intellectual property rights of others. If you ever suspect that your intellectual property has been copied in any manner that constitutes intellectual property infringement, then please notify us immediately, providing the following information:
(a) Identification of the Intellectual Property. The name of the owner of the intellectual property and a signature of the person authorized to act on behalf of the intellectual property interest, which is alleged to be infringed;
(b) Description of Infringed Right. A description of the intellectual property right that you claim has been infringed;
(c) Location of Infringing Item. A description of where the allegedly infringing item is located on the Website;
(d) Contact Information. Your address, telephone number, and email address; and
(e) Statement under Penalty of Perjury. A statement by you confirming that you are the intellectual property owner or are authorized to act on the intellectual property owner’s behalf, made under penalty of perjury.
8. REVIEWS AND COMMENTS
You may post reviews and comments on our Website and on any social media pages or feeds set up to distribute content on behalf of our Website. Except to the extent that the terms of any third party social media website apply and state otherwise, you assign us all right, title, and interest in any reviews or comments that you provide on our Website or any social media pages or feeds set up to distribute content on behalf of our Website. You expressly warrant that you own all right, title, and interest in your reviews and comments. You are solely responsible for ensuring that all comments that you upload are appropriate; legal and not in violation of any federal, state, or local law or ordinance; are not obscene or pornographic that includes links to sexually explicit sites like www.tubev.sex; do not defame any third party; are not threatening or harassing; do not invade anyone’s privacy; are not infringing; and are not otherwise objectionable. We reserve the right to remove any review or comment that we deem to be inappropriate or in violation of these Terms of Service.
9. THIRD PARTIES
(b) Doing Business with Third Parties Linked to Our Website. Your business dealings with any third party with whom you connect through this Website are solely between you and such third party. You are solely responsible for conducting your own due diligence prior to entering into a business relationship with any third party linked to our Website. You agree that we will not be responsible or liable for any loss, damage, or other liabilities incurred as a result of doing business with such third parties. You assume the sole risk of loss and liability in doing business with any third parties linked to this Website. In the event that you ever have a complaint against such third party, you should contact such third party directly regarding your issue.
(c) Affiliate Marketing Relationship. Third parties linked to our Website may have an affiliate marketing relationship with us, in which we may pay them a small commission for our referring visitors who are interested in our Product. An affiliate relationship shall not be construed as endorsement of our Website or Product. All affiliates are required to comply at all times with the Federal Trade Commission’s published Guidelines Concerning the Use of Endorsements and Testimonials in Advertising.
We have implemented commercially reasonable security measures such as 128 bit encryption to protect your personal information; however, we cannot provide any guarantees that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge and agree that any personal or business information that you upload to our Website is at your own risk.
11. GENERAL WARRANTY; DISCLAIMER
The use of this Website and the reliance on any information contained in our instructional videos or in other content posted to our Website shall be at your sole risk. We make no warranty that your access to the Website will be continuous, uninterrupted, bug-free, error-free, virus-free, free of defects, or free of technical problems, or that any instructional videos or other information will be accurate, complete, relevant, or reliable. We can make no warranties regarding the information or contents of any Third Party Sites linked to this Website, or with respect to any decision to enter into a business relationship with such third parties. We will, however, use reasonable care to provide uninterrupted, bug-free, error-free service.
TO THE EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF QUIET ENJOYMENT AND NON-INFRINGEMENT AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT ALL ERRORS, BUGS, OR DEFECTS CAN OR WILL BE CORRECTED OR THAT THIS WEBSITE WILL OPERATE BUG-FREE, ERROR-FREE, CONTINUOUSLY, OR UNINTERRUPTED.
12. LIMITATION OF LIABILITY; CONSEQUENTIAL DAMAGES
You agree that Company and Website will not be liable to you for any indirect, consequential, special, punitive, or exemplary damages, arising out of or in connection with the use of this Website or Product, 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).
Our liability to you shall in no event exceed the total aggregate amount of fees that you paid for our Products. Some jurisdictions do not allow any limitation of liability, so these limitations may not apply to you.
13. RELEASE OF CLAIMS
To the maximum extent permitted by applicable law, you hereby release and waive our directors, officers, employees, independent contractors, representatives, and agents from any and all liability for claims, damages (actual and or consequential), costs and expenses (including litigation costs and attorneys’ fees) of every kind and nature arising from or in any way related to Company, our Website, or our Product. If applicable, you waive your rights under California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” You understand that any fact relating to any matter covered by this release may be found to be other than now believed to be true, and accept and assume the risk of such possible differences in fact. In addition, you expressly waive and relinquish any and all rights which you may have had under any other state or federal statute or common law principle of similar effect, to the fullest extent permitted by law.
By using this Website or purchasing our Product, you agree to indemnify, defend, and hold harmless Company, this Website, and our directors, officers, employees, independent contractors, representatives, and agents against any third party claim, liability, expense, loss, damage, costs, suit, judgment litigation cost, or attorneys fees arising from or in any way related to your use of this Website or our Product.
15. FEEDBACK; IDEA SUBMISSIONS
We are pleased to hear from you and welcome your feedback about the Website and our Product. If you provide any feedback to us, you agree that all such feedback will not be subject to any obligation of confidence by us, and that we will not be liable for any use or disclosure of the feedback. Also, you agree that we may use any such feedback to make improvements to our Website and Product at our sole discretion without any obligation to you.
In the event that you submit any ideas to us about the Website or our Product, you assign to us all right, title, and interest in your ideas.
16. AFFILIATE PROGRAM
We strongly advise affiliates to stay compliant with the Federal Trade Commission (FTC) guidelines on testimonials and endorsements. All endorsements, reviews, testimonials on SpinLight360.com’s and HD PhotoVideo Inc.’s products and services, as well as relationships between other types of content websites (forums, blogs, microblogs and other Social Media channels) and SpinLight360.com and HD PhotoVideo Inc. must be clearly disclosed in a separate policy on the affiliate sites. FTC points out that “when there exists a connection between the endorser and the seller of the advertised product” it is imperative that such connection is “fully disclosed”. FTC deems the relationship in an endorser-sponsor light, and believes that the end user has the right to understand that one exists [full text here]. We share the undergirding idea of this approach, and strongly encourage our affiliates to adhere to the FTC’s rules. We also reserve the right to terminate relationship with any non-compliant affiliates.
17. AFFILIATE DISCLOSURE
We participate in several affiliate program’s including B&H, Adorama and Amazon.com. If you click on a link or photo at our site that takes you to these websites and you complete a purchase we get a small commission.
We always give our honest opinions and findings on any topic or products we discuss. Our membership in affiliate programs and the compensation we receive does not influence our opinions and findings. The views and opinions expressed in our blog are purely the blogger’s. Any product claim, statistic, quote or other representation about a product or service should be verified with the manufacturer, provider or party in question.
18. USE OF INFORMATION
We may use your information in order to serve you better and improve your overall shopping experience, and for marketing and promotional purposes.
Registrants may opt out of receiving materials from us at any time by contacting us with such request via e-mail at [email protected] and including the name and email address you wish to opt out.
We reserve the right to discontinue this Website and our Product at any time in our sole discretion. You agree that we may assign these Terms of Service without prior notice to a successor entity in the event of a merger, acquisition, or sale of all or part of our business. No waiver of any breach of the Terms of Service, no matter how long continuing or how often repeated will be deemed a waiver of any subsequent breach, nor shall any delay or omission to exercise any right, power, or privilege hereunder be deemed a waiver of such right, power, or privilege. If any section of these Terms of Service is held to be unenforceable or in conflict with the law of any jurisdiction, the validity of the remaining sections shall not be affected by such holding. The meaning of that section shall be construed to the extent feasible to render the section enforceable and to give effect to the Parties’ intentions as reflected in the section. If no feasible interpretation would save such section, it is to be severed from the remainder of these Terms of Service, which are to remain in full force and effect. The Terms of Service constitute the entire agreement with you and us with respect to the subject matter set forth herein. The section headings and subheadings contained in these Terms of Service are included for convenience only and shall not limit or otherwise affect these Terms of Service.
20. GOVERNING LAW; DISPUTE RESOLUTION
These Terms of Service shall be governed by and construed in accordance with the laws of New York, without regard to conflicts of law principles. All disputes arising under this Agreement shall be submitted to binding arbitration in New York, New York pursuant to the Rules of Arbitration for the American Arbitration Association by one arbitrator mutually agreed upon by you and us in accordance with the aforementioned Rules. The costs of arbitration, including administrative and arbitrators’ fees, shall be shared equally by each of us. The arbitration award shall be final and each of us shall comply in good faith to the entry of the arbitrator’s award in any court having jurisdiction. If judicial enforcement or review is sought, the prevailing party shall be entitled to costs and reasonable attorney’s fees. All claims you bring against us or the Website must be resolved in accordance with this Section. All claims filed or brought against us contrary to the terms of this Section shall be considered improperly filed. Should you file a claim contrary to this Section, you agree that we may recover attorneys’ fees and costs for the improperly filed claim, provided that we have notified you in writing of the issue and you have failed to properly withdraw the claim.
21. CONTACT US
In the event that you have any questions about these Terms of Service, or that you need further assistance with respect to the access or use of the Website, please notify us at [email protected].
22. EFFECTIVE DATE
These Terms of Service were last modified on 5/29/15.