XRGuru Subscription Agreement
HoloPundits, Inc. (“HoloPundits”), is the provider of certain mobile applications, website, and Augmented Reality applications, Virtual Reality applications and other related computer services (“XRGuru”) and provides its own content or makes available certain third party content, consisting of text, audio, images, videos, quizzes, augmented reality, and virtual reality content (“Content”) on or through restricted pages of its mobile application, website, or other similar means that is restricted to users who are paid subscribers and have credits necessary to access certain Content or who have been granted a trial to the Subscription Areas or parts thereof (“Subscription Area”).
This Agreement governs your use of XRGuru’s Subscription Areas and provided Content, as defined herein, including all features and functionalities, website, software and user interfaces (“Services”).
A “Subscriber” is defined as any person, or a single identifiable person at an educational institution, company or other legal entity, who has subscribed to a trial, monthly, semi-annual, or annual subscription of course package and/or credit package, through XRGuru.
1. Acceptance of Agreement
Your access and use of the Subscription Areas and Content are subject to the terms and conditions of this Agreement, Terms and Conditions for the XRGuru App or Website used to access XRGuru and the Content it provides. Your access or use of the Subscription Areas constitutes your agreement to the terms and conditions of this Agreement and the App or Website Terms and Conditions. If you do not agree to accept and abide by this Agreement and any other applicable terms and conditions, you should not access or use any of the Subscription Areas or Content. In the event of any inconsistency between this Subscription Agreement and any other applicable terms and conditions, the terms of this Agreement shall govern.
2. Changes to Agreement
HoloPundits reserves the right, in its discretion, to change or modify all or any part of this Agreement at any time, effective immediately upon notice published on the Subscription Areas. Your continued use of the portions of the Subscription Areas after such notice constitutes your binding acceptance of the terms and conditions in this Subscription Agreement, including any changes or modifications. If at any time the terms and conditions of this Agreement are no longer acceptable to you, you should immediately cease use of the Subscription Areas and any Content. You shall not be entitled to a refund unless such changes to the Agreement are material, then in such case; you may request a prorated refund within 10 days after the changes to this Agreement are posted in the Subscription Areas.
3. Subscription, Free Trials, Billing and Cancellation
HoloPundits may from time to time offer certain subscription options to you and the terms of your specific subscription options. The subscription option(s) you choose are governed by the below sections, as applicable:
- Subscription Enrollment Information, Packages and Minimum Requirements. In order to be eligible for any subscription offered by XRGuru, you must provide HoloPundits with certain sign-up information, including but not limited to your full legal name, name of company or educational institution, if any, email address. In order to access XRGuru and its Content you must have Internet access. Purchased content may be in the form of a single file or topic or group of files or topics identified at the time of purchase (“Package”). When requested, you must provide us with a current, valid, accepted method of payment that you authorize to immediately process (“Payment Method”) at the activation of any membership term, or renewal thereof.
- Trial Subscriptions. You are eligible for one free trial of 30 consecutive days, unless terminated earlier by HoloPundits, as permitted herein, in which you may access certain Content on XRGuru made available for subscribers of a trial subscription, subject to the terms and conditions of this Agreement.
- 30 Day Subscriptions. A 30 day subscription (“Monthly Subscription”), shall last for 30 days starting on the day you activate the Monthly Subscription. A Monthly Subscription is restricted to the Package(s) for which you subscribed, and you may have several concurrent subscriptions if more than one Package is purchased. Monthly Subscriptions do not automatically renew and an eligible subscription for a desired Package(s) must be renewed for continued access.
- Semi-annual Subscriptions. A 183 day subscription (“Semi-annual Subscription”), shall last for 183 days starting on the day you activate the Semi-annual Subscription. A Semi-annual Subscription is restricted to the Package(s) for which you subscribed, and you may have several concurrent subscriptions if more than one Package is purchased. Semi-annual Subscriptions do not automatically renew and an eligible subscription for a desired Package(s) must be renewed for continued access.
- Annual Subscriptions. A 365 day subscription (“Annual Subscription”), shall last for 365 days starting on the day you activate the Annual Subscription. An Annual Subscription is restricted to the Package(s) for which you subscribed, and you may have several concurrent subscriptions if more than one Package is purchased. Annual Subscriptions do not automatically renew and an eligible subscription for a desired Package(s) must be renewed for continued access.
- Price Changes. We reserve the right to adjust pricing for our Service, Content, Subscriptions or Packages or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion, except no increases or decreases to your current subscription(s) will be made during the any subscription period
- Taxes. Applicable sales taxes, or similar taxes, will be charged to you at the time you purchase access to any Content or Packages and you are responsible for paying the charged tax directly to HoloPundits.
- No Refunds. PAYMENTS ARE NONREFUNDABLE AND NO REFUNDS OR CREDITS AVAILABLE WILL BE GIVEN, UNLESS EXPRESSLY PERMITTED HEREIN.
- Invalid, Returned or Disputed Payment. If a payment is not successfully settled, due to expiration, insufficient funds, is disputed or otherwise does not result in a valid payment to HoloPundits, we may immediately cancel your account and you remain responsible for any uncollected amounts and we remain authorized to continue billing the most recently provided Payment Method for the affected subscription(s).
- Cancellation. You may cancel your subscription(s) at any time, and you will continue to have access to the purchased Package during the duration of the subscription period for the cancelled subscription(s). In the event HoloPundits cancels the subscription(s) as a result of a breach of this Agreement or other applicable terms and conditions, access will be immediately terminated and no refund shall be issued. You shall be entitled to a pro rata refund should HoloPundits materially change this Agreement and such changes are made applicable to a currently purchased subscription(s), provided you request a prorated refund within 10 days after the changes to this Agreement are communicated to you as permitted herein.
4. Other Service Terms
A. Legal Age.You represent and warrant that you are over the age of 18. If you are under the age of eighteen (18), your parent or legal guardian must create your account and you and your parent or legal guardian agree you are creating a binding legal obligations for any liability you may incur as a result of the use of the Subscription Areas. In either case, you represent and warrant that you are of sufficient legal age, or have obtained the necessary consent of your legal guardian(s) to use the Subscription Areas. You agree to be responsible for all of your use of the Subscription Areas (as well as for use of your Member Name and password(s) by others, including without limitation, minors living with you or who may have access to you devices). You agree to supervise all usage by minors of the Subscription Areas under your name or account.
B. Non-Commercial Use. THE SERVICE, AND ALL CONTENT VIEWED THROUGH THE SERVICE, IS AVAILABLE FOR YOUR PERSONAL AND NON-COMMERCIAL USE ONLY. You are granted a limited, non-exclusive, non-transferable, license to access and use the Service and associated Content and you shall not own rights, title or interests in the Service or the Content.
C. Geographic Restrictions. XRGuru is only offered for use in the United States of America and Canada and the use of XRGuru may require the use of high-speed internet and certain hardware of software requirements. HoloPundits may use technologies to verify your geographic location, hardware, or software for determining if Content is available for viewing or to assist with any technical questions. You may access the Services and Content only in geographic locations where we offer the Service.
D. Login and Devices. You are permitted to login and use no more than one (1) device at any time to access the Content. You also agree that your Account Login information is personal to you and you may not share it with or transfer it to any other person or entity.
E. Content Availability. We reserve the right to add, remove or modify titles and Content from at our discretion. In addition, we reserve the right in our sole and absolute discretion to make changes from time to time and without notice in how we offer, display and operate our Service.
6. Use of Your Information Submitted
HoloPundits may use any comments, information, ideas, concepts, reviews, or techniques or any other material contained in any communication (“Communication”) you may provide to us either directly or indirectly , whether solicited or unsolicited, for any purpose whatsoever including, but not limited to, developing, manufacturing, marketing and advertising courses or products and creating, modifying or improving the Content, through any means and anywhere in the world and in perpetuity without further compensation, acknowledgement or payment to you for any purpose whatsoever. Should you send any solicited or unsolicited Communications or materials, you do so with the understanding that no additional consideration of any sort will be provided to you, and you are waiving any claim against HoloPundits and its affiliates regarding the use of such materials and ideas, even if material or an idea is used that is the same or substantially similar to the material or idea you sent.
By communicating in any matter with HoloPundits, you understand and agree that you are consenting to the release of all information, excluding any private information about your account, provided in your Communication.
You agree that you will not use the Subscription Areas or Content for any unlawful purpose or as prohibited by this Agreement or other applicable agreements. In addition you shall not do any of the following or use the Service or any Content for any of the following purposes:
- To defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy) of others.
- To publish, post, distribute or disseminate any defamatory, infringing, obscene, pornographic, sexual, indecent or unlawful material or information.
- To upload or otherwise transfer files that contain software or other material protected by any copyright, trademark, or other intellectual property laws (or by rights of privacy or confidentiality,) unless you own or control the rights thereto or have received all necessary consents.
- To upload or otherwise transfer files that contain viruses, corrupted files or any other similar software or programs that may damage or inhibit the operation of another computer.
- To delete any author attributions, legal notices, or proprietary designations or labels in any file that is uploaded.
- To falsify the origin or source of software or other material contained in a file that is uploaded.
- To advertise or offer to sell any goods or services or conduct or forward surveys, contests or chain letters, unless otherwise permitted.
- To download any files posted by another user of a Forum that you know, or reasonably should know, cannot be legally distributed in such manner.
- To use any communications or Content or other information obtained through the Subscription Areas in a manner that is competitive or interferes with the business of XRGuru.
- Impersonate any other person or falsely associate with any Legal Entity.
- Attempt to gain unauthorized access to the Service or Content, the server on which our Service or Content is stored or any server, computer, or database connected to our Service or Content;
You acknowledge that any forums and reviews are public and not private communications. XRGuru will not remove or edit any public communications, unless any communications violate such comments are similar in nature to the prohibited content enumerated in items 1 – 11 in the immediate preceding paragraph, but nothing restricts XRGuru from removing any content inconsistent with the principles of the enumerated restrictions. You are responsible for all communications originating from your account.
7. Access to the Content, XRGuru or Services.
XRGuru Content may be made available through downloads or streaming service technology over the internet to certain devices. We reserve the right in our sole and absolute discretion to make changes from time to time and without notice in how we provide the Services or Content, as well as the devices and operating systems that may be used to access the Content.
The availability and quality of the Services or Content will change from time to time and may vary from computer to computer, and device to device, and location to location, and may be affected by a variety of factors, such as your location, the bandwidth available through and/or speed of your internet connection, available memory and hard drive space on your device, or software or customization of settings on your device. You are responsible for ensuring that you have internet access and for all internet access charges. Please check with your internet provider for information on possible Internet data usage charges. The Company makes no representations or warranties about the quality of any Content.
Content or access to the XRGuru may be unavailable to you from time to time in connection with maintenance or for other technical or non-technical reasons, and, as a result, without prior notice to you, the Services, certain Content or the availability of XRGuru may be temporarily unavailable.
By using XRGuru, you acknowledge and agree to receive, without further notice or prompting, updated versions of the software related to the XRGuru. If you do not use the most current version XRGuru, you understand the Services or Content may not function properly, you may experience quality issues with the Services, and you may be exposed to security or other risks. HoloPundits reserves the right to retire and permanently disable any Content, application, website or other tools necessary to use the service at any time and require you to use the most current version of any application, website or Content at no cost, provided you had necessary and proper access to the application, website or Content at the time it was retired or disabled.
9. Intellectual Property
A. Trademarks. The trademarks, trade names, trade dress, logos, and service marks (collectively, the "Trademarks") displayed on XRGuru or in the Content are the registered and/or unregistered Trademarks of the Company, a Company affiliate, or such third party that may own the displayed Trademarks. You may not, use any Trademarks displayed on XRGuru or any Content without the express, written permission of HoloPundits or such third party that may own the displayed Trademarks. Nothing in this Agreement shall be construed as the express, written permission to use any Trademark.
B. Site Contents and Copyright. The text, Trademarks, logos, images, graphics, photos, video files, audio files, application functionality, or any other digital media associated with XRGuru and the Content, made available to you (“XRGuru Intellectual Property”) are owned by the HoloPundits, or are licensed to HoloPundits, and are subject to patent, copyright, trademark and other intellectual property protection. XRGuru Intellectual Property may not be copied for commercial use or distribution or public performance, nor may XRGuru Intellectual Property be modified, processed, or reposted to other websites for commercial or public performance purposes without our prior express written permission which shall be obtained separately from this Agreement. Access to XRGuru and the associated Content is granted to you solely for your use of XRGuru for personal entertainment, information, education and communication with the HoloPundits. All rights in XRGuru Intellectual Property are reserved by and to the HoloPundits or any applicable third party. You are not permitted to capture, modify, reuse or retransmit copies of XRGuru Intellectual Property, or to use any illustrations, photographs, video, music or audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors or the third party creator of any Content must always be acknowledged
C. Remedies for Breach If you print off, copy, download or otherwise use any part of XRGuru, the Content or any other products or services in breach of this Agreement, your right to use our XRGuru and the Content will cease immediately and you must, at our option, return, discontinue use, or destroy any copies of the materials you have made. In addition, HoloPundits reserves all rights to pursue any and all of its available legal remedies to address and remedy the breach.
10. Disclaimers/Limitations of Liability/Indemnity
A. Disclaimers of Warranties and Limitations of Liability
THE SUBSCRIPTION AREAS, INCLUDING ANY CONTENT CONTAINED THEREIN, ARE PROVIDED "AS IS" WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. HOLOPUNDITS OR ANY THIRD PARTY DOES NOT REPRESENT OR WARRANT THAT THE SITE, SUBSCRIPTION AREAS OR THE CONTENT WILL MEET YOUR REQUIREMENTS OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR FREE.
HOLOPUNDITS DOES NOT REPRESENT OR WARRANT THAT THE SUBSCRIPTION AREAS OR ANY CONTENT AVAILABLE FOR DOWNLOADING THROUGH THE SUBSCRIPTION AREAS WILL BE FREE OF VIRUSES OR SIMILAR CONTAMINATION, OR DESTRUCTIVE OR TRACKING FEATURES.
HOLOPUNDITS DOES NOT REPRESENT OR WARRANT THAT ANY CONTENT WILL WORK WITH ANY DEVICE, OPERATING SYSTEM OR VERSION THEREOF.
YOU ASSUME ALL RESPONSIBILITY AND RISK FOR USE OF THE SUBSCRIPTION AREAS INCLUDING WITHOUT LIMITATION ANY OF THE CONTENT OR INFORMATION CONTAINED THEREIN.
IN NO EVENT SHALL HOLOPUNDITS OR ANY PROVIDER OF CONTENT, NOR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, LICENSORS OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING UNDER OR OUT OF THIS SUBSCRIPTION AGREEMENT, INCLUDING WITHOUT LIMITATION YOUR USE OF, RELIANCE UPON, ACCESS TO, OR EXPLOITATION OF THE SUBSCRIPTIONAREAS, THE CONTENT OR ANY PART THEREOF, OR ANY RIGHTS GRANTED TO YOU HEREUNDER, EVEN IF HOLOPUNDITS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE.
IN ANY EVENT, HOLOPUNDITS’ TOTAL MAXIMUM AGGREGATE LIABILITY UNDER THIS SUBSCRIPTION AGREEMENT
Commentary, testimonials, reviews, and other materials posted on XRGuru along with the Content and Services themselves are not intended to constitute guarantees or advice on which reliance should or can be placed. We disclaim all liability and responsibility arising from any reliance placed on such materials by any users if XRGuru, or by anyone who may be informed of any of its contents. Any of the Content or material on or provide by XRGuru may be out of date at any given time, and we are under no obligation to update such material.
You agree to indemnify, defend and hold HoloPundits and any third party content providers, and their affiliates, and their respective directors, officers, employees, shareholders, partners and agents (collectively, the " HoloPundits Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including lawyers’ fees on a solicitor and client basis) incurred by any HoloPundits Party in connection with: (i) any use or alleged use of the Subscription Areas under your account by any person, whether or not authorized by you; (ii) or resulting from any communication made or Content, comments or reviews uploaded under your account; or (iii) any breach by you of this Agreement. HoloPundits reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with HoloPundits’ defense of such claim