Terms of Use

These Terms and Conditions of Use (the "Terms of Use") apply to the Vngle website located at www.vngle.com, and all associated sites linked to www.vngle.com by Vngle, its subsidiaries and affiliates, including Vngle sites around the world (collectively, the "Site"). The Site is the property of Vngle Inc. ("Vngle") and its licensors.

Vngle reserves the right, at its sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time. It is your responsibility to check these Terms of Use periodically for changes. Your continued use of the Site following the posting of changes will mean that you accept and agree to the changes.

These Terms of Use contain the terms and conditions that govern your access to and use of Vngle websites, including all data, text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code made available by or through the Sites ("Content").

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, "Content"), including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content, contained on the Site is owned, controlled or licensed by or to Vngle, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as expressly provided in these Terms of Use, no part of the Site and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, Web site or other medium for publication or distribution or for any commercial enterprise, without Vngle's express prior written consent.

You may use information on Vngle products and services (such as articles, and similar materials) purposely made available by Vngle for downloading from the Site, provided that you (1) not remove any proprietary notice language in all copies of such documents, (2) use such information only for your personal, non-commercial informational purpose and do not copy, save nor post such information on any networked computer or broadcast it in any media, (3) make no modifications to any such information, and (4) not make any additional representations or warranties relating to such documents.

Except to the extent expressly provided in these Terms of Use, you agree and acknowledge:

• That Vngle owns or licenses any and all rights under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary or moral rights ("Intellectual Property Rights") in connection with or relating to the Sites and Content ("Vngle IP").
• That you have no right, license, or interest in any Intellectual Property Rights in connection with or relating to any Site or Content.
• Vngle owns all right, title and interest in and to any replacements, improvements, updates, enhancements, derivative works and other modifications to Vngle IP made by any person, even if paid for by you.
• No part of any Site or Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way without Vngle's express prior written consent.

You will strictly adhere to all laws, rules, regulations and Vngle policies applicable to the access and use of the Sites. In addition you will not:

• Use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology to access, acquire, copy or monitor any portion of the Site.
• Attempt to gain unauthorized access to any portion or feature of the Site by hacking, password "mining" or any other illegitimate means.
• Probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures.
• Reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site.
• Take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site.
• Use any device, software or routine to interfere with the proper working of the Site.
• Forge headers or manipulate identifiers to disguise the origin of any message or transmittal.
• Pretend that you are, or represent, someone else, or impersonate any other individual or entity.
• Use the Site for any purpose that is unlawful or prohibited by these Terms of Use.

Vngle reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Except where prohibited by law, in no event will Vngle be liable to you for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, even if Vngle has been advised of the possibility of such damages.

If, notwithstanding the other provisions of these Terms of Use, Vngle is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Site or any Content, Vngle's liability shall in no event exceed the total amount paid by you to Vngle. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.

You agree to indemnify and hold Vngle, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys' fees), made against Vngle by any third party due to or arising out of or in connection with your use of the Site.

You agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the State of Georgia without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Fulton County, Georgia, and waive any objection to such jurisdiction or venue.

Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. In the event of any controversy or dispute between Vngle and you arising out of or in connection with your use of the Site, the parties shall attempt, promptly and in good faith, to resolve any such dispute.