Terms of Service

Effective: May 27, 2016

Agreement

Thank you for using MediaZilla. Our terms of service ("Terms") apply to your use and access to the services and websites ("Services") provided by MediaZilla, Inc. By using our Services you agree to be bound by these Terms as well as our Privacy Policy, located at https://mediazilla.com/privacy. If you are using the Services on behalf of a business or an organization, you are agreeing to these Terms on behalf of that business or organization. If you do not agree to any of the following Terms please refrain from using our services.

Service

These Terms of Service apply to all users of the Service, including users who are also contributors of Content to the Service. "Content" includes the text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features and other materials you may view on, access through, or contribute to the Service. The Service includes all aspects of MediaZilla, including but not limited to all products, software and services offered via the MediaZilla website, such as the MediaZilla "Embeddable Media," social media integration features, and other applications.

The Service may contain links to third party websites that are not owned or controlled by MediaZilla. MediaZilla has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, MediaZilla will not and cannot censor or edit the content of any third-party site. By using the Service, you expressly relieve MediaZilla from any and all liability arising from your use of any third-party website.

MediaZilla Accounts

In order to access some features of the Service, you will need to create an Account. You may never use another's account without his/her permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify us immediately of any breach of security or unauthorized use of your account. You may be liable for the losses suffered by MediaZilla or others due to such unauthorized use.

Business uses of our Services

If you are using our Services on behalf of a business, that business accepts these terms. It will hold harmless and indemnify MediaZilla and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys' fees.

Your Content on MediaZilla

Our Services allow you to upload, submit, store, send or receive content. You retain ownership of any intellectual property rights that you hold in that content.

We require your permission to host the content you provide, back it up, and share it at your request. Our Services also provide you with features like photo thumbnails, editing and sharing. These and other features may require our systems to access, store and scan your content. You grant us permission to do those tasks. This permission also extends to trusted third parties with whom we work.

Your Responsibilities

You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on our Service. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to upload Content; and you license to MediaZilla all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for sharing on the Service pursuant to these Terms of Service.

You further agree that Content you submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant MediaZilla all of the license rights granted herein.

You shall not download any Content unless you see a "download" or similar link displayed by MediaZilla for that specific Content. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of the Content owner or the respective licensors of the Content.

You agree not to circumvent, disable or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Service or the Content therein.

Prohibited Conduct and Use

MediaZilla has established different rules for content that is kept Private vs. Public (i.e. shared with others). Content that has been password protected is still considered Public within the context of this section. User uploaded content will be kept private by default until the user explicitly chooses to make such content Public.

Private Content Rules

MediaZilla does not allow any illegal content to be uploaded, including but not limited to Child Pornography, bomb making, promotion of terrorism, content in violation of local or national laws, and content that you do not have the necessary licenses, rights, consents, and permissions to upload. Be advised that we work closely with law enforcement, and we report child exploitation.

Public Content Rules

All Public Content is subject to the same rules as Private Content in addition to the rules specified hereafter. The following content shall not be made Public.

  • Pornography or sexually explicit content, even if it is of yourself.
  • Content containing animal abuse, drug abuse, under-age drinking or smoking.
  • Graphic or gratuitous violence, including content showing someone being physically hurt, attacked, or humiliated.
  • Gross-out content of accidents, dead bodies or similar things intended to shock or disgust.
  • Hate speech (speech which attacks or demeans a group based on race or ethnic origin, religion, disability, gender, age, veteran status, and sexual orientation/gender identity).
  • Predatory behavior, stalking, threats, harassment, intimidation, invading privacy, revealing other people's personal information, and inciting others to commit violent acts or to violate the Terms of Service.

Anyone caught committing these actions may be permanently banned from MediaZilla.

Exception: Content that is considered a documentary film at our sole discretion may be exempt from the list above, excluding the Private Content requirements. A documentary film is a nonfictional motion picture intended to document some aspect of reality, primarily for the purposes of instruction or maintaining a historical record. If you have any questions or concerns regarding the appropriateness of your content that you wish to make Public, please send an email to support@mediazilla.com.

MediaZilla staff review content reported to us that violate the Terms to determine whether they violate our Prohibited Conduct and Use guidelines. If they do, we remove them. Accounts are penalized for violations and serious or repeated violations and can lead to account termination. If your account is terminated, you will be restricted from creating any new accounts.

If you feel specific content has violated our Prohibited Conduct and Use guidelines, please send an email to support@mediazilla.com with a detailed description of the violation and a link to the content.

Our Content

Our Services are protected by copyright, trademark, and other US and foreign laws. These Terms do not grant you any right, title or interest in the Services, others' content in the Services, MediaZilla trademarks, logos and other brand features. You may not reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions or you have our written permission. Open source software is important to us. Some software used in our Services may be offered under an open source license that we will make available to you. There may be provisions in the open source license that expressly override some of these terms.

Digital Millennium Copyright Act (DMCA)

If you are a copyright owner or an agent thereof and believe that any Content infringes upon your copyrights, 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):
  • 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 the service provider to locate the material;
  • Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
  • A statement that you have 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 you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Please send all DMCA notifications to support@mediazilla.com. You acknowledge that if you fail to comply with all of the DMCA requirements, your notice may not be valid.

Paid Accounts

Account Access: Once you activate your account you will have immediate access to begin using the full functionality of our Services.

Billing: We will automatically bill you on each periodic renewal until cancellation. You are responsible for all applicable taxes, and we will charge tax when required to do so. If your account is not paid by the periodic renewal date, it will be suspended until such required payment is made. Suspended accounts may be terminated after 30 days after which a user's content may be deleted at our discretion.

Changes: We may change the fees in effect but will give you advance notice of these changes via email to the address associated with your account.

Video Upload Quota

Monthly Members: You will have a monthly video upload quota equal to 1/12 of the annual quota.

Annual Members (paid annual): You will receive your full annual video upload quota upfront and will not have a monthly quota. Your annual quota will refresh on your annual renewal date.

Annual Members (paid monthly): You will receive your full annual video upload quota upfront and will not have a monthly quota. Your annual quota will refresh on your annual renewal date.

All accounts: All successfully uploaded videos, including original and replaced, will count against your upload quota. Deleting videos in your account will not decrease your used quota.

Termination

You are free to discontinue using our Services at any time. Accounts that are voluntarily terminated will have a 30 day grace period to access their content, assuming the account is not suspended for non-payment. We also reserve the right to suspend or terminate the Services at any time at our discretion and without notice for violating the Terms of Service. As an example, we may suspend or terminate your use of MediaZilla if you fail to comply with these Terms, or use the Services in a manner that would cause us legal liability, disrupt the Services or disrupt others' use of the Services. We will provide you notice via the email address associated with your account before we do so.

Services "As Is"

You understand that when using the Service, you will be exposed to Content from a variety of sources, and that MediaZilla is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such content. We provide services "as is." You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against MediaZilla with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless MediaZilla, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your use of the Service.

Limitation of Liability

In no event shall MediaZilla, its officers, directors, employees, or agents, be liable to you for any direct, indirect, incidental, special, punitive, or consequential damages whatsoever resulting from any (i) errors, mistakes, or inaccuracies of content, (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of our services, (iii) any unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (iv) any interruption or cessation of transmission to or from our services, (iv) any bugs, viruses, trojan horses, or the like, which may be transmitted to or through our services by any third party, and/or (v) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of your use of any content posted, emailed, transmitted, or otherwise made available via the services, whether based on warranty, contract, tort, or any other legal theory, and whether or not the company is advised of the possibility of such damages. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

You specifically acknowledge that MediaZilla shall not be liable for content or the defamatory, offensive, or illegal conduct of any third party and that the risk of harm or damage from the foregoing rests entirely with you.

The Service is controlled and offered by MediaZilla from its facilities in the United States of America. MediaZilla makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own choice and are responsible for compliance with local law.

Indemnity

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless MediaZilla, MediaZilla, Inc., officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Service.

Resolving Disputes

We prefer to address your concerns without formal legal proceedings. Prior to filing a claim against MediaZilla, you agree to make a good faith attempt to resolve the dispute informally by contacting MediaZilla. If a dispute cannot be resolved in a timely manner, you or MediaZilla may bring a formal proceeding.

You agree that any claims relating to these Terms of Service will be resolved by binding arbitration, rather than in court. The Federal Arbitration Act and federal arbitration law apply to this agreement.

There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these Terms of Service as a court would.

To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our offices located at 12792 Valley View St, Ste 210, Garden Grove, CA 92845. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA's Supplementary Procedures for Consumer-Related Disputes. The AAA's rules are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. We will reimburse those fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, MediaZilla will not seek attorneys' fees and costs in arbitration unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location.

Exceptions to Agreement to Arbitrate: Either you or MediaZilla may assert claims, if they qualify, in small claims court in Orange County (CA). Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.

We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial. We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

Controlling Law

These Terms will be governed by California law except for its conflicts of laws principles. The laws of California, U.S.A., excluding California's conflict of laws rules, will apply to any disputes arising out of or relating to these terms or the Services. All claims arising out of or relating to these terms or the Services will be litigated exclusively in the federal or state courts of Orange County, California, USA, and you and MediaZilla consent to personal jurisdiction in those courts.

Modifications

Our Terms of Service may be revised from time to time to comply with regulatory changes as well as new product features. If the changes are significant, we will provide a more prominent notice (e.g. email notification of changes or on this page). We post the most current version on our website. By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.

Electronic Communications

You agree to receive all communications from MediaZilla via electronic means (e.g. email, website, etc.). MediaZilla will not mail any notifications to users, unless required to do so by law.

Waiver & Severability

If MediaZilla fails to enforce a provision it will not be deemed a waiver of its right to do so later.

If a provision of these Terms of Service is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible.

You and MediaZilla agree that any cause of action arising out of or related to the services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

Assignment

These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by MediaZilla without restriction.

Ability to Accept Terms of Service

You affirm that you are either at least 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are at least 13 years of age, as the Service is not intended for children under 13. If you are under 13 years of age, then please do not use the Service. There are lots of other great web sites for you. Talk to your parents about what sites are appropriate for you.

Entire Agreement

These Terms constitute the entire agreement between you and MediaZilla with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.