Effective Date: 2025/6/22
IMPORTANT: PLEASE CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS OF USE, LIMITATION AND LIABILITY EXEMPTION CLAUSES MAY BE HIGHLIGHTED IN BOLDTTENTION, FOR YOUR SPECICAL ATTENTION, WITHOUT PREJUDICING YOUR SOLE RESPONSIBILITY OF HAVING READ ANDUNDERSTOOD THESE ENTIRE TERMS.
This Agreement Includes:
- Introduction
- License
- Ownership And Service Restrictions
- Account Registration
- Consent To Use Location-Based Services
- Disclaimer Of Warranties
- Limitation Of Liability
- Indemnification
- Export Restrictions
- Technical Support
- Notification And Delivery
- Modification
- Severability
- No Waiver
- Dual Language
- Acknowledgments
- Governing Law And Jurisdiction
- Termination Of Agreement
- How To Contact Us
1. INTRODUCTION
The Viyo App is operated by Applory Technologies, LLC. Please read the terms carefully before use of the Viyo Service.
In this document: (1) “We”, “us” means Applory Technologies, LLC for and on behalf of itself and its subsidiaries and affiliates under common control, whose principal place of business is 7901 4th St N #21515, St. Petersburg, FL, 33702, USA; (2)“User” or “you” means any person, natural or legal entity who uses or browses Viyo Services. (3) “App” refers to the software application provided with this Agreement and any App documentation provided by us and licensed to you subject to the terms and conditions of this Agreement.
(4) “Services” means digital products, application, software, information offering services, websites and other related services provided by us or any third party designated by us through or in connection with the App, which is provided to you solely through the Internet, excluding any services provided under a separate written agreement;
(5) “Associated Service” refers to the separately licensed product, service or cloud service offering associated with the App which you are an authorized user pursuant to the terms of the Associated Service Agreement.
(6) “Associated Service Agreement” refers to our license or services agreement for the Associated Service.
(5)“Device” and/or “Smart Device” means (1) a hardware device which is installed with Viyo App to enable the use of the Services and it can be a Smart TV, a projector, or other device and; (2) any and all internet enabled devices like smart phones, tablets, laptops, desktops, etc. which are compatible with and have access to the Internet;
(6)“Content” means the content you may access as part of or via use of our Services or the Third Party Services (including audio and sound files, data files, images, graphics, animation, music, photographs, software, videos and written text) that were created by or are owned by a third party;
Please read the terms and conditions of this end user license agreement ("Agreement") carefully before clicking “I Agree” or installing or using the App. This agreement is a legally binding contract between you (the “user”) and us with regard to the authorized use of this App.
By clicking an “I Agree” or by installing and/or using our App and Service, you agree to abide by all of the terms and conditions stated or referenced herein. If you do not agree to abide by these terms and conditions of this agreement, do not install and/or use our App and Service and, if presented with the option to “agree” or “disagree” to the terms, click “disagree”. If you are a minor, as defined by the laws of your jurisdiction of residence, please read this agreement and use our App and Service only under the guidance of your parent or custodian guardian. In particular, we remind you to carefully read and understand the provisions of this agreement. If you take any affirmative steps, including but not limited to the installation, activation, use, upgrading or update of our App and Service, you shall be deemed to have accepted this agreement. If not, you can terminate your use of our App and Service in accordance with the relevant sales and return policies.
Once installed and properly configured on Your Device, the App will enable you to use your Device to access the Associated Service as permitted by the Associated Service Agreement. Your use of the App and the Associated Service is subject to the terms referenced herein, including the terms of the Associated Service Agreement. You acknowledge that the terms of this Agreement (including the license for the App) are separate from the terms governing the Associated Service, and that this Agreement does not include the grant of any right to use the Associated Service.
If you consent to Terms of Use, Privacy Policy and Personalized Service Privacy Notice by clicking “I Agree” to the checkbox accompany these documents, they constitute an integral part of this Agreement.
2. LICENSE
The relationship between you and us is that of licensee and licensor.
All intellectual property rights in our App and Services such as copyrights, trademark rights, patent rights, and trade secrets, as well as other information related to our App and Services, including but not limited to the word expression and its combination, color, interface design, structural framework, related data and electronic documents, are protected by relevant laws and regulations and international conventions. In addition to the use authorized and approved by the third party, we enjoy the complete intellectual property of our App and Services.
Subject to the terms set forth in this Agreement, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable, limited right and license to install and run the App on Your Device solely in connection with your authorized use of the Associated Service.
Your use of the Associated Service shall be governed by the terms of the Associated Service Agreement. Your right to use the App will cease upon the earlier of (i) the expiration, termination or suspension of the Associated Service Agreement, or (ii) the expiration, termination or suspension of your status as an authorized user of the Associated Service. We may audit your use of the App. You are not permitted to use the App for any purpose other than in connection with your authorized use of the Associated Service. You may not transfer, redistribute or sublicense your authorized use of the Associated Services or your Device. You agree to comply with any applicable third-party terms when using the App.
Reservation of Rights: All other rights that are not expressly authorized are still reserved by us. You must obtain additional written consent from us if you wish to procure additional rights.
3. OWNERSHIP AND SERVICE RESTRICTIONS
We or our licensors retain all ownership and intellectual property rights in the App. You may not engage in the following acts:
(1)Remove or modify any App markings or any notice of our or our licensors’ proprietary rights;
(2)Use this App for any commercial purpose or for the purpose prohibited by this Agreement or relevant law in any way;
(3)Rent, transfer and re-license the App or otherwise transfer any rights of this App;
(4)Make the App available in any manner to any third party;
(5)Use the App to provide third-party training;
(6)Assign this Agreement or give or transfer the App or an interest in them to another individual or entity;
(7)Modify, translate, cause or permit reverse engineering (unless required by law for interoperability), disassembly or decompilation of the App (the foregoing prohibition includes but is not limited to review of data structures or similar materials produced by Apps);
(8)Create derivative works based on the App;
(9)Disclose results of any App benchmark tests without our prior written consent; or
(10)Use any “Viyo” or “Viyo” name, trademark or logo.
(11)In the event of breach of any of the above-mentioned prohibitions, we reserve the right to immediately terminate all authorization granted herein and retains all legal and other remedies.
You must understand and agree to the following: for the tools and applications preinstalled in this App, some can be deleted, but some cannot be. Some tools can be used directly, and some tools can be used only after installation or activation. You can also install various tools and applications from application store, but you will be held responsible for any related problems, including but not limited to Software incompatibility, failure, virus, malicious fraud, and privacy breaches.
During the agreement term, we may send you information relating to your use of our App and Services, such as iterative upgrading of Software and information update. You agree to receive push notifications and other content provided by us and partners.
4. ACCOUNT REGISTRATION
You can use our App and Services without your registered Viyo Account. However, some functions, programs and services of the App may require you to register an account. If you wish to experience more the App functions, you can choose to register an account and provide us with your relevant personal information. Your registered account will be owned by us, but you have the right to use and manage it. You may terminate the use of your account at any time. In such case, we may retain or delete your account information in accordance with this agreement. Before you register the account, you must guarantee the following:
(1)You shall bear full responsibility for the authenticity, legitimacy and validation of the registered information. You may not impersonate others and shall not release any information in the name of others, and shall not maliciously use any registered account to cause harm to others. Otherwise, we have right to terminate the services immediately, and you will be solely liable for any legal violations
(2)You are required use our App and Services legally and you will be responsible for all acts of your registered account. We explicitly disclaim and shall not bear any responsibility for any loss or damage incurred as a result of your acts.
(3)You shall keep your login information confidential to avoid it being acquired and used by others, and notify us immediately upon finding any violations to the law, uses of the our Services without authorization, or other suspicious activity. In the event of any failure to provide such warning, we will be exempt from the responsibility for the losses incurred as a result of your failure to comply with the above requirements.
(4)You must either own or obtain a valid copyright or other license to all content displayed on or created pursuant to your use of our App and Service. If any third party brings a claim or lawsuit for breach of this clause, you shall bear the responsibility of your own.
5. CONSENT TO USE LOCATION-BASED SERVICES
The App may contain or use location-based services. If you enable, use or access such location-based services in connection with the App, you hereby consent to the collection, transmission and use of your location data by the App and other services to you that may related to the App.
Our collection and use of location and other personal information (or “personal data”) is governed by our Privacy Policy and Personalized Service Privacy Notice. Please read the terms provided in these privacy documents carefully before using our App and Services.
6. DISCLAIMER OF WARRANTIES
To the extent not prohibited by law, we hereby disclaims all express or implied representations, warranties, guarantees, and conditions of any kind, arising by law or otherwise, with regard to the App, including but not limited to representations, warranties, guarantees, and conditions of merchantability, fitness for a particular purpose, title, noninfringement, and quality of service.
We make no representations or warranties regarding the content, effectiveness, usefulness, reliability, availability, timeliness, quality, suitability, accuracy or completeness of the App or the results you may obtain by using the App or that the App will be uninterrupted or error-free or that it is completely secure.
Without limiting the generality of the foregoing, we do not represent or warrant that (a) the operation or use of the App will be timely, secure, uninterrupted or error-free; or (b) the quality of any products, services, information or other material you purchase or obtain through the App will meet your requirements.
You acknowledge that we do not control the transfer of data over communications facilities, including the internet, and that the App may be subject to limitations, delays, and other problems inherent in the use of such communications facilities.
We are not responsible for any delays, delivery failures, or other damage resulting from such problems. Except where expressly provided otherwise by us, the App is provided to you on an “as is” Basis.
7. LIMITATION OF LIABILITY
This App is provided as-is within the permissible scope of the relevant laws or policies. Once You use our App and Services, it means that you accept the current status of our App and Services, including but not limited to possible App vulnerabilities, operational failures, occasional delay in reaction, and possible adverse effects on other software and services after installing the App. We and our licensors do not give any guarantee regarding the marketability of the App, its fitness for a particular purpose, or non-infringement.
Please be informed that we shall under no circumstances whatsoever be held liable in any of the following circumstances:
(1) For providing your personal information according to the laws and regulations or requirements from relevant government departments;
(2) For any disclosure of personal information as a result of your misuse of our App and Services or failure to keep our App secure;
(3) Any situations in which our App and Service cannot meet your requirements such as service interruption and service failures caused by hacker attack(s), intrusion of virus(es), shielding of illegal content; or harassing information; government control; and any other network, technology, communication line, and/or information security management measures, etc. You incur losses due to communication line fault of a third-party operator, technical problem; network and/or computer malfunction; App instability; and other type of force majeure factor;
(4) Other losses caused by factors outside of our reasonable control;
(5) any loss cause by misuse, unauthorized modification of this App, accident, or force majeure; or
(6) any direct, indirect, incidental, special, punitive or consequential damages, or damages for loss of profits, goodwill, business opportunity, revenue, data or data use, incurred by you or any third party, whether in an action in contract or tort or otherwise, arising from or related to the use of the App or any data derived therefrom, even if we had been advised of the possibility of such damages.
During the process of using our App and Services, the liability limit of us shall not exceed the purchase price of our App and Services, regardless of the type or magnitude of loss caused by any reasons, unless otherwise provide for under the relevant laws and regulations.
8. INDEMNIFICATION
If a third party makes a claim against you that your use of the App as provided in this Agreement infringes its intellectual property rights, we, at its sole cost and expense, will defend you against the claim and indemnify you from the damages, liabilities, costs and expenses awarded by the court to the third party claiming infringement or the settlement agreed to by us, if you do the following:
(1)notify us promptly in writing, not later than 30 days after You receive notice of the claim (or sooner if required by applicable law);
(2)give us sole control of the defense and any settlement negotiations; and
(3)give us the information, authority, and assistance it needs to defend against or settle the claim.
If we believe or it is determined that the App may have violated a third party’s intellectual property rights, we may choose to either modify the App to be non-infringing (while substantially preserving its utility or functionality) or obtain a license to allow for continued use, or if these alternatives are not commercially reasonable, we may end the license for, and require return of, the App and refund any fees you may have paid for it.
We will not indemnify you if you alter the App or use it outside the scope of use identified in the App’s user documentation or if you use a version of the App which has been superseded, if the infringement claim could have been avoided by using an unaltered current version of the App. We will not indemnify you to the extent that an infringement claim is based upon any information, design, specification, instruction, software, data, or material not furnished by us. We will not indemnify you to the extent that an infringement claim is based upon the combination of the App with any products or services not provided by us. We will not indemnify you for infringement caused by your actions against any third party if the App as delivered to you and used in accordance with the terms of this agreement would not otherwise infringe any third party intellectual property rights. This section provides your exclusive remedy for any infringement claims or damages.
9. EXPORT RESTRICTIONS
U.S. export control laws and regulations, including the Export Administration Regulations (EAR) and sanctions programs administered by the Office of Foreign Assets Control (OFAC), apply to the App. You agree that these export control laws govern your use of the App (including technical data), and you commit to complying with all such applicable laws and regulations.
You agree that no data, information, or the App itself will be exported or re-exported, directly or indirectly, in violation of these laws, or used for any purpose prohibited by these laws. This includes, but is not limited to, nuclear, chemical, or biological weapons proliferation, or the development of missile technology.
You represent and warrant that:
(1) You are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "state sponsor of terrorism."
(2) You are not listed on any U.S. Government list of prohibited or restricted parties, such as the Specially Designated Nationals (SDN) list maintained by OFAC or the Denied Persons List maintained by the Department of Commerce.
10. TECHNICAL SUPPORT
You acknowledge that we do not have any obligation under this Agreement to furnish technical support or updates for the App.
11. NOTIFICATION AND DELIVERY
If we need to send any information to you, it will be sent via e-mail, phone number, or contact address provided when you register an account on Viyo App or a direct push notification through the App. If the information is sent via electronic communication, it is deemed to be delivered when your device or the electronic App you are using receives it; and if sent by express delivery, it will be deemed served as of the third day after delivery.
12. MODIFICATION
You acknowledge and agree that we may modify this Agreement, and that such modifications are intended to provide you with better service or to be made in accordance with the mandatory provisions of the laws and regulations. If there are any substantive changes and derogation of your rights and interests under this agreement, we will inform you through the contact information you have provided or through the publication. If you continue to use our App and Service after receiving a notice of change, you are deemed to have accepted these modifications and shall be bound by the revised terms.
We may modify, abridge, or retain the right to our App and Service at any time. You agree that we are not liable for modifying, abridging, or retaining our App and Service.
13. SEVERABILITY
If any provision of this Agreement shall, to any extent, be held to be invalid or unenforceable, it shall be deemed to be separate and severable from the remaining provisions of this Agreement, which shall remain in full force and effect and be binding as though the invalid or unenforceable provision had not been included. And the remaining provisions shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties.
Any changes, additions or deletions by you to these terms and conditions will not be accepted by us and will not be part of this agreement.
14. NO WAIVER
Our failure to enforce any right or provisions in this Agreement will not constitute a waiver of such provision, or any other provision of this Agreement.
15. DUAL LANGUAGE
This Agreement is made in English language and in the language of your residence country (if applicable) and both versions are equally authentic. In case of any discrepancy between these two versions, the English version of this Agreement shall prevail.
16. ACKNOWLEDGMENTS
Both parties acknowledge and agree that (i) this Agreement is solely between us and You; (ii) that we are solely responsible for the App and the content thereof; and (iii) that You also may be subject to additional terms and conditions that may apply when you make transactions or use affiliate services, third-party content, third-party application, or additional services.
17. GOVERNING LAW AND JURISDICTION
This Agreement will be governed by and construed in accordance with the laws of the State of Delaware without reference to or application of conflict of law rules or principles. The Parties agree to bring any legal action or proceeding arising under this Agreement exclusively in the federal courts of the Kent County, Delaware and the state courts located therein, and consent to the personal jurisdiction and venue of such courts.
In the event of a dispute or difference (“Dispute”) relating to any of the matters set out in this Agreement, the Parties shall discuss in good faith to resolve the Dispute. In case the Dispute is not settled within 30 (thirty) calendar days, it shall be submitted to the American Arbitration Association (“AAA”) for arbitration, which shall be conducted in accordance with the AAA’s arbitration rules in effect at the time of applying for arbitration, subject only to any applicable mandatory law in the country in which you reside or choice of jurisdiction provisions that cannot be varied by contract. The language of the arbitration shall be English. Any arbitral award pursuant to this clause shall be in writing and shall be final and binding on the parties. The award may include an award of costs, including all arbitration costs and reasonable attorneys’ fees and disbursements, to be made on the basis that the losing part(y)(ies) shall pay the costs of the successful part(y)(ies). Notwithstanding the foregoing sentence, each party may seek interim measures, including injunctive relief, in respect of this Agreement from any court of competent jurisdiction.
18. TERMINATION OF AGREEMENT
You may terminate this Agreement by destroying all copies of the App. Your right to use the App shall end immediately if You fail to comply with any of the terms set forth in this Agreement, or as otherwise set forth in the "License" section above, in which case You shall destroy all copies of the App. Except as expressly set forth in the Associated Service Agreement, the terms and conditions governing the Associated Service Agreement are not affected by the termination of Your right to use the App under this Agreement. The provisions of this Agreement that by their nature continue shall survive any expiration or termination of this Agreement.
19. HOW TO CONTACT US
Please contact us if you have any questions or concerns at: CustomerCare@applory.com