Terms of Service

Terms of Service Last updated February 1, 2015 I. Overview Access to the OVBE ® network service ("Service") is available to assist entrepreneurial individuals with networking with other entrepreneurial individuals in a business context and setting. The Service includes the social networking web site at www.ovbe.club("Site"). You may access the Site or Service as a user ("User") with a free account. While access to certain components of the Site and selected features of the Service is free, OVBE reserves the right to charge fees for features and benefits associated with the Site or Service. A User who pays for the Site or Services shall be known as a "Member" and may be required to sign a separate agreement associated with Member rights and obligations. Your access to the Site and Service is expressly conditioned on your compliance with this Terms of Service, the OVBE Code of Conduct, the OVBE Privacy Policy and any applicable laws. OVBE reserves the right to cancel, suspend, or block access to the Site or Service at its sole discretion for violations of these terms, the Code of Conduct, or for any reason, without notice. For the purpose of this OVBE Terms of Service, Users and Members may be referred to as "you", and the Terms of Service may be referred to as the "Agreement" or "Service Agreement." II. Conditions Governing All Users - The Service is available only to users who are 18 years of age or older. - The Service is available only to Users who submit truthful and accurate information about themselves and maintain the accuracy of such information. - The Service is available only to Users who do not impersonate any person or entity or otherwise misrepresent their identity in a profile or elsewhere on the Site. - The Service is available only to those with a valid email address. - The Service is available only to those who agree not to authorize others to use their account, profile, or messages. - Users have an obligation to inform OVBE immediately upon learning of a security breach that relates to their account or a third party's improper use of the Service in connection with their account. - Users agree that portions of the Site and Service are publicly available or available to other Users and may be accessible by syndication programs (including data feed tools), search engines, metasearch tools, crawlers, metacrawlers and other similar programs. - OVBE reserves the right to monitor User communications, and may disclose content and information about Users, including content contained within User communications, if OVBE deems it reasonably necessary to: (1) conform to legal requirements or respond to legal process; (2) ensure User compliance with this Service Agreement, the OVBE Privacy Policy, and/or the OVBE Code of Conduct; or (3) protect the rights, property, personal safety or interests of OVBE, its employees, customers, or the public. - The Service is not available to any User promoting, advertising or selling multi-level or network marketing companies (hereafter, "MLM"). MLM is defined broadly herein as any business that recruits distributors, resellers, consultants, or others for the sale or representation of a product or service that does not originate from the person requesting an account on OVBE, including without limitation matrix marketing, get rich quick schemes, and direct sales companies. III. User Obligations Regarding User Generated Content Any information, profiles, data, text, links, blog content, software, photographs, graphics, video, music, sound, messages, or other materials that a User uploads, publishes or displays on the Site or in connection with the Service, whether publicly posted or privately transmitted shall be referred to herein as "User Generated Content". - Users assume legal responsibility for all User Generated Content. - Users agree that no copyright, trademark, trade secret, publicity or privacy rights, or other intellectual property rights are being violated by your posting or transmission of any User Generated Content via the Site. - Users agree not to post, transmit, or share User Generated Content on the Site or Service that User did not create, there is a general use license for, or does not have permission to post. IV. OVBE Obligations Regarding User Generated Content OVBE assumes no obligation to and does not routinely pre-screen User Generated Content posted via the Site or in connection with the Service. As such, OVBE does not guarantee the accuracy, integrity, appropriateness, quality, or validity of such User Generated Content. The User Generated Content posted by users or other third parties does not necessarily represent the views or opinions of OVBE and under no circumstances will OVBE be liable in any way for any User Generated Content, including without limitation any loss or damage of any kind incurred as a result of the use of any User Generated Content posted, emailed, or otherwise transmitted via the Site. As a result, you are solely responsible at your own expense for creating backup copies and replacing any User Generated Content you post or store on the Site or provide to OVBE. Notwithstanding its lack of obligation, OVBE may remove any User Generated Content at any time at its sole discretion, including User Generated Content that in the sole judgment of OVBE violates this Service Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. OVBE assumes no obligation to maintain or store your content. OVBE may delete, modify or restrict the display of User Generated Content at any time for any reason, including but not limited to change in membership account level, service cancellation, violation of the Service Agreement or violation of the Code of Conduct. Once deleted, User Generated Content may not be retrieved. V. OVBE's Permitted Use of User Generated Content When you post User Generated Content to the Site, you authorize and direct OVBE to make such copies as OVBE deems necessary to facilitate the posting and storage of User Generated Content on the Site. In addition, with respect to User Generated Content that you elect to post or transmit for inclusion in or on the Site or in connection with the Service, you agree to grant to OVBE, its affiliates and partners an irrevocable, perpetual, world- wide, royalty free, non-exclusive, transferable license (with the right to sublicense) to use, reproduce, translate, alter, publicly perform, publicly display, modify, adapt, publish, excerpt (in whole or in part) and distribute such User Generated Content, in whole or in part, in all present and future media and in any manner relating to the Site or Service (including, without limitation, in connection with the appearance of such User Generated Content on OVBE and on the sites of our affiliates, partners and others with whom OVBE may have business relationships relating to the Site) and the distribution and promotion of the Site. You further agree that OVBE is free to use any ideas, know-how, concepts, techniques or other materials implied by User Generated Content. You may remove User Generated Content from the Site at any time. If you choose to remove User Generated Content, the license granted above will remain in effect and you acknowledge that OVBE may retain archived copies of your User Generated Content. Notwithstanding, OVBE does not claim ownership of User Generated Content and subject to the rights granted to OVBE in this Service Agreement, you retain full ownership of all of User Generated Content to the extent you would otherwise have intellectual property rights or other proprietary rights associated with it. VI. Service Limitations OVBE may establish limits concerning use of the Service at its discretion, including by way of example only the length, number or size of photos, email messages, postings, or other content that are retained, stored, displayed, or transmitted by the Site. OVBE may also limit the frequency with which you may access the Service. OVBE reserve the right to modify or discontinue the Service (or any part or feature thereof) at any time without notice. VII. Events Hosting an OVBE Event. Physical meetings ("Events") hosted by Users ("Event Hosts") are a limited part of the Service. OVBE does not review all events and makes no warranties related to events. OVBE may, at its discretion, review, reject or edit a pending or published Event listings to ensure consistency with the Services. OVBE urges Users to exercise caution and good judgment when paying for or attending Events. Release. OVBE does not supervise or control Events or other physical interactions among or between Users and any other persons or companies. For many reasons, for example because OVBE is not involved in any way with physical transportation to or from OVBE Events or with the actions of any individuals at Events, because OVBE does not have control over the identity or actions of Event Hosts, Users or others who attend Events, because OVBE cannot guarantee the true identity of Event attendees, and because OVBE typically has very limited control, if any, over the quality, safety, morality, legality, truthfulness or accuracy of various aspects of the Events, Users assume all risk associated with paying for and attending Events and agree to release OVBE (and its officers, directors, shareholders, agents, employees, affiliates, subsidiaries, and third party partners) from claims, demands, and damages (actual and consequential) of any nature arising out of or in any way connected with Events. Users further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver, including relinquishing any rights and benefits under Section 1542 of the Civil Code of the State of California or any similar provision of the statutory or non-statutory law of any other jurisdiction (including without limitation the states of Missouri, Delaware and Pennsylvania) to the full extent that a User may lawfully waive such rights and benefits. Users attend Events at their own risk. VIII. Trademarks; Copyrights; Proprietary Rights OVBE owns the visual interfaces, interactive features, graphics, design, compilation, computer code, products, software, and all other elements and components of the Site ("OVBE Content"). OVBE Content excludes User Generated Content. OVBE also owns the copyrights, trademarks, service marks, trade names and other intellectual property and proprietary rights throughout the world associated with the OVBE Content, the Site and Service, which are protected by applicable intellectual and proprietary rights and laws. Users may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit, any of the OVBE Content in whole or in part except as expressly authorized in writing by OVBE. OVBE property rights have been otherwise violated, please notify OVBE at admin@ovbe.club. You must provide all of the following in writing: identify the copyrighted work that you claim has been infringed (or if multiple copyrighted works, then a representative list of such works); identify the content on the Service that you claim is infringing with enough detail so that OVBE may locate it; provide a statement by you that you have a gdoes not grant any express or implied rights, and all rights in and to the Site and to OVBE's Content are retained by OVBE. Moreover, The term OVBE and anything on the site that identifies or distinguishes OVBE from other goods are services are registered or unregistered trademarks of OVBE, also known as Opportunity Venture Business Entrepreneurs, (the "OVBE Trademarks"). Except as otherwise permitted by law, you agree not to display or use in any manner the OVBE Trademarks without OVBE's prior written consent. IX. Copyright Infringement Agent If you believe that your work has been used in a way that constitutes copyright infringement, or your intellectual ood faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; provide a statement by you declaring that the notification is accurate, and, under penalty of perjury, that you are the exclusive owner of the copyright interest involved or that you are authorized to act on behalf of the exclusive owner; provide information reasonably sufficient to permit OVBE to contact you, such as an address, telephone number, and email address; and your physical or electronic signature. Upon receipt of notice as described above, OVBE will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged use from the Service or termination of the posting account. X. User Indemnification of OVBE For Certain Actions Users agree to indemnify and hold OVBE and its affiliates, officers, agents, subsidiaries, partners and employees harmless from any loss, liability, claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (i) User Generated Content you submit, post, transmit, or make available through the Service, (ii) your unauthorized use of the Service, (iii) your connection to the Service, including your use of the Service to provide a link to another site or to upload content or other information to the Site, or (iv) your violation of the Terms of Service or Code of Conduct, or (v) your violation of any rights of another including but not limited to another's copyright or other intellectual property right. XI. Warranties OVBE provides the Service "as-is" and provides no express warranties, guarantees, or conditions related to the Site or Services. To the extent permitted by law, OVBE disclaims any implied warranties including those of merchantability, fitness for a particular purpose, workmanlike effort, and non-infringement and including those arising by usage of trade, course of dealing, or course of performance. Without limiting the generality of the foregoing, OVBE does not warrant that the Site or Service will be completely accurate, error-free, virus-free, or uninterrupted or that it will meet any specific requirements of a User or Member. Users may have additional rights as a consumer under local law that this Agreement cannot change. XII. LIABILITY LIMITATION; EXCLUSIVE REMEDIES FOR USERS You acknowledge that OVBE cannot provide the Service at a reasonable price without limiting its liability as set forth herein, so, as an express condition of use of the Site or Service, you agree to limit OVBE's potential liability to you as described in this clause. This limitation of liability is a fundamental element of the basis of the bargain between OVBE and you as a User. To the extent permitted by applicable law, OVBE shall not be liable for any consequential, lost profits, special, or incidental damages resulting from your access to or use of--or inability to access or use (including due to modification, suspension, blocking, discontinuance, cancellation, or termination of the Service or any part thereof)- the Site or Service, whether based on breach of contract, breach of warranty, tort (including negligence), or any other legal theory. Without limiting the foregoing, you specifically acknowledge that OVBE is not liable for the defamatory, offensive, infringing, breaching, fraudulent, or illegal conduct of other Users or third parties and that the risk of injury from the foregoing rests entirely with you. These limitations apply to any matter related to the Site, Service or its content; third party Internet sites, programs or conduct; viruses or other disabling features; incompatibility between the Service and other services, software, or hardware; and any delay or failure in initiating, conducting, or completing any transmission or transaction in connection with the Service in an accurate or timely manner. These limitations also apply even if this remedy does not fully compensate you for any losses, or fails its essential purpose; or even if OVBE knew or should have known about the possibility of the damages. Some states, provinces and countries do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to Users in these jurisdictions. XIII. Special Admonitions for International Use As a consequence of the global nature of the Internet, you agree to comply with all local rules and laws regarding user conduct on the Internet and acceptable content. Specifically, you agree to comply with all applicable laws regarding obscene and indecent content and communications and those regarding the transmission of technical data exported from the United States or the country in which you reside. XIV. Notices; Jurisdiction and Enforcement of Service Agreement Any notice from you to OVBE related to the Site or Service should be addressed to admin@ovbe.club. You understand and agree that this Service Agreement and any notices given pursuant to this Service Agreement are enforceable in electronic format. If OVBE must send you additional information regarding the Service by law, you consent to OVBE sending you this information in electronic form. OVBE may also provide required information to you via email at the address you registered with the Site or by access to www.ovbe.club or another web site designated in an email notice or generally designated in advance for this purpose. Notices provided to you via email will be deemed given and received on the transmission date. This Service Agreement is governed by the laws of the State of Georgia, U.S.A., without regard to its conflict of laws provisions. All disputes related to or arising from this Agreement will be subject to the exclusive jurisdiction and venue of the state and federal courts located in Georgia; to which jurisdiction and venue you and OVBE each irrevocably consent. If any provision of this Service Agreement is held to be invalid or unenforceable, such provision shall be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision; the remaining provisions will remain in full force and effect. Any party's failure to act with respect to a breach of this Agreement does not that party's rights to act subsequently. Users may not assign rights or delegate any duties under this Agreement. OVBE may assign rights or delegate duties under this Service Agreement in connection with a merger, reorganization, or sale of substantially all of its assets. This Service Agreement will bind successors and permitted assigns.

Additional Information

Advertisements and Other Commercial Content Served or Enhanced by OVBE

Our goal is to deliver advertising and other commercial or sponsored content that is valuable to our users and advertisers. In order to help us do that, you agree to the following:

1. You give us permission to use your name, profile picture, content, and information in connection with commercial, sponsored, or related content (such as a brand you like) served or enhanced by us. This means, for example, that you permit a business or other entity to pay us to display your name and/or profile picture with your content or information, without any compensation to you. If you have selected a specific audience for your content or information, we will respect your choice when we use it.

2. We do not give your content or information to advertisers without your consent.

3. You understand that we may not always identify paid services and communications as such.

Amendments

1. We’ll notify you before we make changes to these terms and give you the opportunity to review and comment on the revised terms before continuing to use our Services.

2. If we make changes to policies, guidelines or other terms referenced in or incorporated by this Statement, we may provide notice via network annoucements.

3. Your continued use of the OVBE Services, following notice of the changes to our terms, policies or guidelines, constitutes your acceptance of our amended terms, policies or guidelines.

Disputes

1. You will resolve any claim, cause of action or dispute (claim) you have with us arising out of or relating to this Statement or OVBE exclusively in the U.S. District Court for the Northern District of California or a state court located in San Mateo County, and you agree to submit to the personal jurisdiction of such courts for the purpose of litigating all such claims. The laws of the State of California will govern this Statement, as well as any claim that might arise between you and us, without regard to conflict of law provisions.

2. If anyone brings a claim against us related to your actions, content or information on OVBE, you will indemnify and hold us harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim. Although we provide rules for user conduct, we do not control or direct users' actions on OVBE and are not responsible for the content or information users transmit or share on OVBE. We are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content or information you may encounter on OVBE. We are not responsible for the conduct, whether online or offline, of any user of OVBE. Use of the network removes all liability from OVBE related to user transactions and interactions. Members agree not bring claims or file lawsuits for transactions, interactions, or incidents not directly associated with doing business with OVBE. OVBE does not conduct background checks on members, and does not verify their true identities. Members conduct business with other members at their own risk.

3. WE TRY TO KEEP OVBE UP, BUG-FREE, AND SAFE, BUT YOU USE IT AT YOUR OWN RISK. WE ARE PROVIDING OVBE AS IS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT OVBE WILL ALWAYS BE SAFE, SECURE OR ERROR-FREE OR THAT OVBE WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS OR IMPERFECTIONS. OVBE IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: 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 OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. WE WILL NOT BE LIABLE TO YOU FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS STATEMENT OR OVBE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING OUT OF THIS STATEMENT OR OVBE WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, OVBE'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. 1. By "OVBE" or” OVBE Services” we mean the features and services we make available, including through (a) our website at www.OVBE.Club and any other OVBE branded or co-branded websites (including sub-domains, international versions, widgets, and mobile versions); (b) our Platform; (c) social plugins such as the Like button, the Share button and other similar offerings; and (d) other media, brands, products, services, software (such as a toolbar), devices, or networks now existing or later developed. OVBE reserves the right to designate, in its sole discretion, that certain of our brands, products, or services are governed by separate terms and not this SRR. 2. By "Platform" we mean a set of APIs and services (such as content) that enable others, including application developers and website operators, to retrieve data from OVBE or provide data to us. 3. By "information" we mean facts and other information about you, including actions taken by users and non-users who interact with OVBE. 4. By "content" we mean anything you or other users post, provide or share using OVBE Services. 5. By "data" or "user data" or "user's data" we mean any data, including a user's content or information that you or third parties can retrieve from OVBE or provide to OVBE through Platform. 6. By "post" we mean post on OVBE or otherwise make available by using OVBE. 7. By "use" we mean use, run, copy, publicly perform or display, distribute, modify, translate, and create derivative works of. 8. By "application" we mean any application or website that uses or accesses Platform, as well as anything else that receives or has received data from us. If you no longer access Platform but have not deleted all data from us, the term application will apply until you delete the data. 9. By “Trademarks” we mean the list of trademarks provided here. 18. Other 1. If you are a resident of or have your principal place of business in the US or Canada, this Statement is an agreement between you and OVBE. Otherwise, this Statement is an agreement between you and OVBE Ireland Limited. References to “us,” “we,” and “our” mean either OVBE, OVBE Club, as appropriate. 2. This Statement makes up the entire agreement between the parties regarding OVBE, and supersedes any prior agreements. 3. If any portion of this Statement is found to be unenforceable, the remaining portion will remain in full force and effect. 4. If we fail to enforce any of this Statement, it will not be considered a waiver. 5. Any amendment to or waiver of this Statement must be made in writing and signed by us. 6. You will not transfer any of your rights or obligations under this Statement to anyone else without our consent. 7. All of our rights and obligations under this Statement are freely assignable by us in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise. 8. Nothing in this Statement shall prevent us from complying with the law. 9. This Statement does not confer any third party beneficiary rights. 10. We reserve all rights not expressly granted to you. 11. You will comply with all applicable laws when using or accessing OVBE.