Terms of Service
Welcome to the VPSproductions.com Site, which is located at www.VPSproductions.com (the "Site"). The following Terms of Service ("TOS") contain the terms and conditions that govern your use of the Site and VPS Productions Service (as defined below). Purchase of any product or service on the Site constitutes your agreement to and acceptance of all the TOS.
VPS Productions (along with our licensees and assignees referred in this Agreement as “us” and “we” and “VPS Productions”) reserves the right to add to, delete or change these TOS because of frequent changes in Internet technology and applicable law. As such, you should check these TOS from time to time for such changes.
1. The VPS Productions Service. VPS Productions provides a number of Internet-based services and products through the Site (all such services, collectively, the "VPS Productions Service" and “Products”). VPS Productions users may create and purchase individual Products for their own use through the Site.
2. Use of the Site and VPS Productions Service.
(a) Eligibility. VPS Productions will only knowingly provide the VPS Productions Service to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of 18, but at least 13 years of age, you may use the VPS Productions Service only under the supervision of a parent or legal guardian who agrees to be bound by these TOS. The VPS Productions Service is not intended for children under the age of 13.
(b) Compliance With TOS and Applicable Law. You must comply with all of the terms and conditions of these TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the VPS Productions Service and the Site.
(c) Your License to Use the Site and the VPS Productions Service.
(1) VPS Productions and its licensors solely and exclusively owns all intellectual property and other right, title and interest in and to the VPS Productions Service and Site, except as expressly provided for in these TOS. You will not acquire any right, title or interest therein under these TOS or otherwise.
(2) VPS Productions grants you a limited revocable license to access and use the Site and the VPS Productions Service for its intended purposes, subject to your compliance with these TOS. This license does not include the right to collect or use information contained on the Site for purposes prohibited by VPS Productions; create derivative works based on the Products or any third party content available via the Site; or download or copy the Site (other than page caching). If you use the Site in a manner that exceeds the scope of this license or breach this TOS, VPS Productions may revoke the license granted to you.
3. Rules For Use Of the Site.
(a) Prohibited Use. Except as may be expressly permitted by VPS Productions, you may not: (i) interfere with the VPS Productions Service by using viruses or any other programs or technology designed to disrupt or damage any software or hardware; (ii) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the VPS Productions Service; (iii) use a robot, spider or other device or process to monitor the activity on or copy pages from the Site, except in the operation or use of an internet "search engine", hit counters or similar technology; (iv) collect electronic mail addresses or other information from third parties by using the VPS Productions Service; (v) impersonate another person or entity; (vii) use any meta tags, search terms, key terms, or the like that contain VPS Productions’ name or trademarks; (viii) engage in any activity that interferes with another user's ability to use or enjoy the VPS Productions Service; or (ix) assist or encourage any third party in engaging in any activity prohibited by these TOS.
(c) Ordering Products. If you purchase Products, you agree to do so in accordance with VPS Productions's Customer Bill of Rights below. Title to Products that you buy will pass to you upon delivery of the Products to the common carrier.
* Once you have downloaded the product there is no way to cancel your order or receive a refund.
*you can only order this product through MP3 downloads or via CD at CD Baby (http://www.cdbaby.com/)
* Your MP3 download is only good for your personal use on your electronic devices and for you to burn CDs and store other copies so as to ensure that you always have your own personal copy of available. You are not permitted to make copies for others, or to sell this audio production to others in any format; to do so would be in direct violation of federal and state copyright laws and will be prosecuted to the fullest extent of the law.
(d) Monitoring. VPS Productions reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Site. If VPS Productions determines, in its sole and absolute discretion, that you or your payment source (i.e. credit card service) will or are in breach of a term or condition of these TOS or that such transaction or communication is inappropriate, VPS Productions may cancel such transaction or take any other action to restrict access to our service as wee deem fit, with your liability and the liability of any third party belonging to each of you respectfully and as is appropriate according to local, state, and federal law.
(e) Modification of the Service. VPS Productions may modify the VPS Productions Service at any time with or without notice to you, and will incur no liability for doing so.
4. Submissions. When you submit questions, comments, suggestions, ideas, message board postings, material submitted via web forms, contest entries, communications or any other information ("Submissions"), you grant VPS Productions permission to use such submissions for marketing and other promotional purposes. You agree that VPS Productions will have no obligation to keep any Submissions confidential, but we will keep your name as the source confidential, and you will not bring a claim against VPS Productions based on "moral rights" or the like arising from VPS Productions’ use of a Submission. If you ever let us use your name for marketing or promotional purposes that will be done according to a separate written and/or electronically generated agreement.
5. Representations and Warranties.
(a) Mutual Representations and Warranties. You represent and warrant to VPS Productions and VPS Productions represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under these TOS, (ii) the execution and performance of your or its obligations under these TOS do not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) these TOS are a legal, valid and binding obligation of the party entering into these TOS, enforceable in accordance with their terms and conditions.
(b) By You. You represent and warrant to VPS Productions that, in your use of the VPS Productions Service, you: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or other legal right of VPS Productions and (ii) will comply with all applicable laws, rules, and regulations. That you accept that the download (s) you receive from this site have in good faith been maintained virus free and are standard audio files; thus, you do not hold VPS Productions liable for any problems that occur during or after any download to or with any of your equipment that you have chosen to expose to this website.
6. Disclaimers, Exclusions, and Limitations.
(a) DISCLAIMER OF WARRANTIES. VPS PRODUCTIONS PROVIDES THE SITE AND VPS PRODUCTIONS SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. VPS PRODUCTIONS DOES NOT REPRESENT OR WARRANT THAT THE SITE, VPS PRODUCTIONS SERVICE OR ITS USE: (i) WILL BE UNINTERRUPTED, (ii) WILL BE FREE OF INACCURACIES OR ERRORS, (iii) WILL MEET YOUR REQUIREMENTS, OR (iv) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. VPS PRODUCTIONS MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.
(b) EXCLUSION OF DAMAGES. VPS PRODUCTIONS WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE VPS PRODUCTIONS SERVICE, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(c) LIMITATION OF LIABILITY. EXCEPT FOR A BREACH OF A PARTY'S REPRESENTATIONS AND WARRANTIES UNDER THESE TOS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TOS, IN NO EVENT WILL THE LIABILITY OF EITHER PARTY IN CONNECTION WITH THESE TOS EXCEED THE GREATER OF (i) THE AMOUNT PAID VPS PRODUCTIONS OR (ii) $100, which ever is least.
7. Indemnification. You will indemnify and hold VPS Productions and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the "Parties") harmless from any damage, loss, or expense (including without limitation, attorneys' fees and costs) incurred in connection with any third-party claim, demand or action ("Claim") brought against any of the Parties alleging that you have breached any of these TOS. If you have to indemnify VPS Productions under this Section, VPS Productions will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without VPS Productions's express written permission.
(a) Termination. VPS Productions may suspend or terminate your use of the Site or VPS Productions Service if it believes, in its sole and absolute discretion, that you have breached a term of these TOS.
(b) Survival. These TOS will survive indefinitely unless and until VPS Productions chooses to terminate them.
(c) Effect of Termination. If you or VPS Productions terminates your use of the Site or the VPS Productions Service, VPS Productions may delete any Submissions or other materials relating to your use of the VPS Productions Service on VPS Productions's servers or otherwise in its possession and VPS Productions will have no liability to you or any third party for doing so.
9. Notice. All notices required or permitted to be given under these TOS will be in writing and delivered to the other party by any of the following methods: (i) U.S. mail, (ii) overnight courier, or (iii) electronic mail. If you give notice to VPS Productions, you must use the following addresses: VPS Productions info@VPSproductions.com. If VPS Productions provides notice to you, VPS Productions will use the contact information provided by you to VPS Productions. All notices will be deemed received as follows: (i) if by delivery by U.S. mail, seven (7) business days after dispatch, (ii) if by overnight courier, on the date receipt is confirmed by such courier service, or (iii) if by electronic mail, 24 hours after the message was sent, if no "system error" or other notice of non- delivery is generated. If applicable law requires that a given communication be "in writing," you agree that email communication will satisfy this requirement.
10. Dispute Resolution. All disputes arising out of, relating to or connected with these TOS or your use of any part of the VPS Productions Service will be exclusively resolved under confidential binding arbitration held in Hidalgo County, Texas before and in accordance with the Rules of the American Arbitration Association, by a sole arbitrator applying California law (without regard for conflicts of law principles). The arbitrator's award will be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these TOS will be joined to an arbitration involving any other party subject to these TOS, whether through class arbitration proceedings or otherwise. Any action to enforce an arbitrator's award will be brought in a federal or state court located in Hidalgo County, TX, and each party hereby irrevocably submits to the personal jurisdiction of such court. By entering into these TOS, you hereby irrevocably waive any right you may have to join claims with those of others in the form of a class action or similar procedural device. Any claim arising out of, relating to or connected with these TOS or your use of any part of the VPS Productions Service must be asserted individually.
11. Miscellaneous. These TOS will be binding upon each party hereto and its successors and permitted assigns, and governed by and construed in accordance with the laws of the State of Texas without reference to conflict of law principles. These TOS will not be assignable or transferable by you without the prior written consent of VPS Productions. These TOS (including all of the policies and other Agreements described in this TOS, which are hereby incorporated herein by this reference) contain the entire understanding of the parties regarding its subject matter, and supersedes all prior and contemporaneous agreements and understandings between the parties regarding its subject matter. No failure or delay by a party in exercising any right, power or privilege under these TOS will operate as a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other such right, power, or privilege. You and VPS Productions are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by these TOS. The invalidity or unenforceability of any provision of these TOS will not affect the validity or enforceability of any other provision of these TOS, all of which will remain in full force and effect.