Terms of Use

Last updated: 1 September 2020

Welcome to Rakuten Viki!

Viki, Inc. provides an interactive platform that allows you to access entertainment content, interact with other Users, and be part of an online community where you may provide subtitles and other contributions (“Rakuten Viki”, “We”, “Our” and/or “Us”).

Rakuten Viki is part of the Rakuten group, which includes the affiliates and subsidiaries of Our parent company Rakuten, Inc., based in Tokyo, Japan. More information about Rakuten is available at https://global.rakuten.com/corp/about/company (“Rakuten Group”).

These Terms Of Use (“Terms”) apply when you register for or use Our Rakuten Viki branded website (“Site”) and applications, and all associated features, functionalities, user interfaces, content and proprietary software applications associated with Our aforementioned services (collectively, “Services”), either directly through the Services or via third-party services that are not owned or controlled by Us (“Third-Party Services”), or access any television shows, movies, videos or other audio-visual content that is made available through the Services (collectively, “Content”).

Please take the time to read these Terms and the Other Agreements carefully.

  1. BINDING CONTRACT
    1. By registering for, either directly through the Services, or via Third-Party Services such as those provided by Facebook, Inc., Google LLC, or other Rakuten Group entities, or accessing any Content, you enter into a binding contract with Us and confirm that any information you submit to Us is true, accurate and complete at all times, including that you are either:
      1. at least 13 but under 18 years of age (or under the age of majority in your state, territory or country of residence) and have the consent of your parent or guardian to use the Services or access any Content, including consent and agreement to these Terms and Other Agreements on your behalf. For the avoidance of doubt, you may only modify your Account with the consent of your parent or guardian; or
      2. at least 18 years of age (or the age of majority in your state, territory or country of residence), and you consent and agree to these Terms and Other Agreements.
      The Services are not intended to be used by children without supervision and approval of a parent or guardian. If you are under 13 years of age, you are not permitted to register with or use the Services or provide your personal data to Us.
    2. Your agreement with Us includes these Terms and any additional terms or agreements that you agree to, as referred to in Section 2.1 below, but exclude any terms or agreements with any third-parties. If you don’t agree with (or cannot comply with) these Terms or Other Agreements, then you may not use the Services or access any Content.
  2. OTHER AGREEMENTS
    1. The “Other Agreements” comprise of:
      1. Our Privacy Policy which describes how We collect and process personal data about you, how We use and protect this information and your rights in relation to this information;
      2. Our Cookies Policy which describes what cookies are used on the Site, why they are used and how you can control their use; and
      3. Our Copyright Policy which describes how We respond to alleged claims of unauthorized use of copyrighted text, images or videos submitted or uploaded through the Services, or links to allegedly infringing material under the Digital Millennium Copyright Act (1998) (“DMCA”).
      You acknowledge that you have read, understood and accept these Other Agreements, and agree to be bound by them.
    2. You acknowledge that use of Third-Party Services is subject to any applicable terms of use, terms of service, policies, or user agreements published by the Third-Party Service from time to time.
  3. THE SERVICES
    1. Subject to these Terms, We grant to you a limited, non-exclusive, non-transferable, revocable permission for personal, non-commercial use of the Services and Materials to:
      1. access Content which is provided by Us and third-parties (“Providers”); and
      2. access, participate and/or engage in a community of users of the Services (“Users”) including by providing comments, ratings, reviews, collections, posts and submitting subtitles for the Content (“Subtitles”) using methods provided and approved by Us,
      conditional on you agreeing and undertaking not to engage in any Prohibited Conduct.
    2. By using the Services, you may access Content that may be deemed offensive, indecent or objectionable. We have included classification guidance to Content where commercially feasible or if required in accordance with applicable laws. Such classification is provided only as a recommendation and you acknowledge that We do not guarantee its accuracy. If any Content is identified as being restricted to Users 18 years of age (or the age of majority in your state, territory or country of residence) and above, you agree that by accessing such identified Content, you are 18 years of age (or the age of majority in your state, territory or country of residence) and above.
    3. You grant Us the right to provide advertising and other information to you in accordance with these Terms and the Other Agreements.
    4. Certain Service Options are provided to you free-of-charge while other options require payment before you can access them. We may from time to time also offer special promotional plans, subscriptions or other services, on Our own or in conjunction with third-parties. We reserve the right to modify, discontinue or otherwise change Our promotional offerings at any time in accordance with these Terms.
    5. We reserve the right to modify or discontinue any part of or all the Services (including but not limited to any Service Options), temporarily or permanently, with or without notice to you, and are not obligated to support or update the Services. You agree that We shall not be liable to you or any third-party in the event We exercise Our right to modify or discontinue any part of or all the Services. Unless explicitly stated otherwise, any new features that augment or enhance the Services shall be subject to these Terms.
    6. To access the Services, you will need to use a computer, mobile device, streaming media player or other device that meets requirements We establish from time to time (each, a “Compatible Device”). Please note that Compatible Devices may vary by Service and may be subject to additional terms. Features and functionalities that We make available through the Services may also differ by Compatible Device and the terms of your Service Options.
    7. Depending on the Service Options to which you subscribe, We may give you the option to temporarily download certain Content on certain Compatible Devices to watch offline (“Temporary Downloads”). There are some limitations that may change from time to time, including: (A) the maximum number of Compatible Devices that can store Temporary Downloads; (B) the maximum number of Temporary Downloads that can be stored across Compatible Devices at any given time; (C) how long Temporary Downloads will remain available to you; and (D) geographic and device restrictions on playback.
    8. The quality of streaming Content may vary between Compatible Devices, and may be affected by a variety of factors, such as your location, your internet connection and your device. We make no representations or warranties about the quality of your watching experience on your display. Unless you are watching Temporary Downloads, you must be connected to the internet to stream Content. You are responsible for all internet access charges. The availability of the Services or specific Content may vary by geographic location and will change from time to time. For clarity, you may not use any technology or technique that obscures or disguises your location when you are accessing the Services.
    9. In response to requests from Providers, or due to technical limitations, or for any reason in Our sole and absolute discretion, and without prior notice to you, some or all Content may be removed from the Services or may cease to be available for streaming or Temporary Download.
  4. BILLING AND PAYMENTS
    1. Unless otherwise specified by Us or Our authorised partners, the price applicable for various service options available on the Services (“Service Options”), including but not limited to Viki Pass branded subscription plans (“Viki Pass Subscription Plans”), add-on features or any other offering, is as set out on the Services. However, such prices do not include, and you shall pay, any excise, sales, use or like taxes, and therefore such prices are subject to increase by the amount of any such tax (excluding tax on net income) that We may be required to collect or pay upon the sale or delivery of the Service Option purchased hereunder.
    2. If a Service Option is quoted at an incorrect price due to typographical error or error in pricing information:
      1. We have the right to refuse or cancel any orders placed for the Service Option quoted at the incorrect price, even if We have confirmed the receipt of your order and charged your credit or debit card; and
      2. if We have charged your credit or debit card but subsequently cancel your order, We will promptly issue a credit to your credit or debit card account for the amount charged via the method you paid.
    3. You may purchase Service Options using Rakuten Viki’s accepted methods of payment, as may be updated from time to time, and which may include payment through your account with a third-party (“Payment Method”). You agree to the terms and conditions applicable to the Payment Method chosen. Payment Methods may vary by Service, and may include credit or debit card, and/or other methods. You expressly authorise Us to charge your Payment Method for the full amount at the time you request the applicable Service Option(s) and in accordance with these Terms. You acknowledge that for some Payment Methods the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your Payment Method. You remain responsible for any uncollected amounts. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your Account, We reserve the right to retry billing your Payment Method and/or may suspend your access to the Service Option until We have successfully charged a valid Payment Method.
    4. We reserve the right to change the terms of Service Options including price from time to time, and shall make a commercially reasonable attempt to inform you in advance of these changes in accordance with applicable law. By continuing to use the Services after the change takes effect, you accept the changes including new prices and charges. In relation to Viki Pass Subscription Plans, changes will take effect at the start of the next subscription period following the date of the change. If you do not agree to a change, you have the right to reject the change by unsubscribing from the applicable Viki Pass Subscription Plan prior to the change coming into effect.
    5. EXCEPT AS DESCRIBED ABOVE, PAYMENTS ARE NONREFUNDABLE AND THERE ARE NO REFUNDS OR CREDITS FOR PARTIALLY USED PERIODS. At any time, and for any reason, We may provide a refund, discount, or other consideration to some or all Users who have purchased Service Options (“Credits”). The amount and form of such Credits, and the decision to provide them, are at Our sole and absolute discretion. The provision of Credits in one instance does not entitle you to Credits in the future for similar instances, nor does it oblige Us to provide Credits in the future, under any circumstance.
    6. Where you pay by credit or debit card, the Services will automatically connect you to a third-party payment processing portal hosted by a third-party payment processor. WE DO NOT COLLECT, ACCESS, STORE OR PROCESS ANY CREDIT OR DEBIT CARD INFORMATION EXCEPT TO THE LIMITED EXTENT PROVIDED IN OUR PRIVACY POLICY. PLEASE ALSO READ THE PRIVACY POLICY ON THE PAYMENT PROCESSOR'S WEBSITE REGARDING THE USE, STORAGE AND PROTECTION OF YOUR CREDIT OR DEBIT CARD INFORMATION BEFORE SUBMITTING ANY CREDIT OR DEBIT CARD INFORMATION.
  5. CODE TERMS
    1. If you have purchased or received a pre-paid coupon, voucher code, gift card or other offer provided or sold by or on behalf of Us for redemption and access to a Service Option (“Code”), separate terms and conditions presented to you along with the Code may also apply to its use and your access to the Services. If you do not have an existing Account, you will be required to create an Account and accept these Terms and Other Agreements prior to redemption and access to the Service Option.
    2. Without limitation, all Codes are subject to the following conditions, restrictions and limitations:
      1. Codes are issued for one-time use only and shall automatically become invalid upon successful redemption;
      2. Codes cannot be re-sold, refunded, exchanged or traded for cash, or for services or for any other consideration with any third-party; and
      3. We reserve the right to cancel or withdraw the validity and use of Codes without notice for any of the following reasons: (i) fraud (actual or attempted); (ii) improper use; (iii) breach of terms and conditions governing the use of Codes; and/or (iv) to reasonably safeguard or protect Our interests.
    3. Please keep your Code in a safe location as We are not responsible for lost, stolen or expired Codes.
  6. VIKI PASS SUBSCRIPTION PLANS – RENEWALS AND CANCELLATIONS
    1. Your Viki Pass Subscription Plan will automatically renew and continue in effect on a recurring basis corresponding to the term of your Viki Pass Subscription Plan, unless you cancel your Viki Pass Subscription Plan (see Section 6.2), these Terms are terminated or We discontinue your access to the Services in accordance with these Terms. Your Payment Method will be charged a periodic subscription fee (and any applicable fees and taxes) on a recurring basis on the first day following the end of the term of your Viki Pass Subscription Plan. To check the next billing amount and date, visit the “Subscription & Settings” page on the Site.
    2. You must cancel your Viki Pass Subscription Plan before your next renewal date in order to avoid being charged the next billing amount. If you cancel your Viki Pass Subscription Plan, your cancelation will be effective at the end of the current subscription period. This means that you will continue to have access to your Viki Pass Subscription Plan through to the end of the subscription period and you will not receive a refund. To cancel, visit the “Subscription & Settings” page on the Site and click the “Cancel Plan” link. If you pay for the Viki Pass Subscription Plan with a third-party (such as Apple App Store), you may need to cancel the Viki Pass Subscription Plan with such third-party.
  7. VIKI PASS SUBSCRIPTION PLANS – TRIALS
    1. From time to time, We may offer you a trial of a Viki Pass Subscription Plan for a specified duration without payment or at a reduced rate after you register an Account (the “Trial”), subject to specific terms presented prior to accepting the Trial. We may require you to provide your payment details to start the Trial. By providing such details, you agree that We may automatically begin to charge you periodic subscription fees (and any applicable fees and taxes) for the Viki Pass Subscription Plan on the first day following the end of the Trial on a recurring monthly basis or another interval that We disclose to you in advance. If you do not want this charge, you must cancel the Viki Pass Subscription Plan before the end of the Trial by visiting the “Subscription & Settings” page on the Site and clicking on the “Cancel Plan” link. To view the periodic subscription fees and end date of the Trial, visit the “Subscription & Settings” page on the Site.
    2. A Trial may only be used once per registered Account. We reserve the right in Our sole discretion to limit eligibility or duration of Trials, and withdraw, or modify the terms and conditions of the Trial at any time without prior notice, and with no liability to the extent permitted under applicable law. Restrictions may apply with respect to combining Trials with other offers.
  8. SOCIAL SHARING

    When you use the Services, you may share certain information with other Users and other users of third-party social media services (“Social Media Services”), specifically, information about Content that you personally view or access via the Services (“Content Information”). The way in which your Content Information may be disclosed and shared with other Users or users of other Social Media Services is described in Our Privacy Policy.

  9. INTELLECTUAL PROPERTY OWNERSHIP
    1. Unless otherwise noted, the Services, and all material available via the Services (excluding Subtitle Submissions and User Generated Content, as defined below), including, but not limited to, the Content, text, graphics, logos, designs, photographs, button icons, images, audio/video clips, Temporary Downloads, data compilations, names, logos, trademarks, service marks, brand identities, characters, trade names, graphics, designs, copyrights, trade dress, or other intellectual property, and the organization, compilation, look and feel, of the Services (collectively, the “Materials”) are owned by Us or the applicable Provider, and are protected under copyright, trademark and other intellectual property and proprietary rights laws. As between Us and you, all right, title and interest in and to the Materials will at all times remain with Us and Our Providers, and may not be used or reproduced without prior written approval from Us and Our Providers.
    2. We do not promote, foster or condone, and expressly prohibit any and all activities, including but not limited to use of the Services, Materials, User Generated Content or Subtitle Submissions, which infringes the intellectual property rights of Us, Our Providers and other third parties. Violators may be subject to criminal and civil liability, and We reserve all rights and remedies against any User who violates these Terms.
    3. Please also see Our Copyright Policy for more information about notifying Us of the presence of any allegedly infringing Content, User Generated Content or Subtitle Submissions on the Services.
  10. SUBTITLE SUBMISSIONS
    1. The Services permit the submission of text, subtitles, dubs or other communications submitted by you and other Users (“Subtitle Submissions”) and the hosting, sharing, and/or publishing of such Subtitle Submissions. Any opinions, advice, statements, services, offers, or other information contained in any Subtitle Submission expressed are those of the respective authors and not of Us, or Our shareholders, affiliated companies, directors, officers, employees, subcontractors, agents, third-party partners, Providers or suppliers (“Indemnified Parties”). Under no circumstances shall the Indemnified Parties be held liable for any loss or damage caused by your reliance on any Subtitle Submissions.
    2. In addition, you agree that the following restrictions shall apply with respect to any Subtitle Submission:
      1. We do not guarantee any confidentiality with respect to any Subtitle Submissions and shall have no liability to you for any content posted in a Subtitle Submission; and
      2. We shall have the right, but not the obligation, to review Subtitle Submissions and delete any Subtitle Submission that violates these Terms, constitutes Prohibited Conduct or contains any of the following types of content (each a “Prohibited Submission”):
        1. any Subtitle Submission that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any applicable law;
        2. any Subtitle Submission that may infringe any intellectual property or proprietary right of any party; or
        3. unsolicited promotions, political campaigning, advertising or solicitations.
    3. You shall be solely responsible for your own Subtitle Submissions (including text, subtitles, dubs or other communications submitted by you and other Users, and the consequences of posting or publishing them). You retain all your ownership rights in your Subtitle Submissions. However, by submitting the Subtitle Submissions to Us, you hereby only grant:
      1. to Us, Our successors and assigns a non-exclusive, royalty-free, irrevocable, perpetual, unlimited, sub-licensable and transferable worldwide license for the duration of protection of copyright or other intellectual property rights attached to the Subtitle Submissions to use, reproduce, distribute, exploit, prepare derivative works of, display, publish, broadcast, perform, import, commercialize, retain copies of, and otherwise transfer all copyright, inventions, and other intellectual property rights in the Subtitle Submissions in connection with the Services and Our (and Our successors’ and assigns’) business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any form and media formats and through any media channels; and
      2. to all Users a limited non-commercial license to modify and share the Subtitle Submissions with all Users in accordance with the terms of the Creative Commons Attribution-NonCommercial-ShareAlike 4.0 License (http://creativecommons.org/licenses/by-nc-sa/4.0/) (“CC BY-NC-SA”). Please note that by granting this license, you are agreeing to the following license requirements:
        1. Attribution: when you contribute Subtitle Submissions, you agree to be attributed in any manner provided by the Services;
        2. No revocation: you agree that you will not unilaterally revoke or seek invalidation of any license that you have granted under these Terms for Subtitle Submissions, even if you terminate these Terms, delete your Account and/or discontinue use of the Services; and
        3. Modifications or additions to Subtitle Submissions: when modifying or making additions to a Subtitle Submission that you have obtained from the Services, you agree to license the modified or added content under CC BY-NC-SA 4.0 or later. When modifying or making additions to any Subtitle Submission that you have obtained from the Services, you agree to license the modified or added content in accordance with whatever license under which the works have been made available.
    4. If notified of an allegedly Prohibited Submission, We may investigate the allegation and determine in Our sole discretion whether to remove the Subtitle Submission, which We reserve the right to do at any time and without notice.
  11. USER GENERATED CONTENT
    1. As an Account holder you may post, upload or otherwise submit content to the Services apart from Subtitle Submissions (“User Generated Content”), which shall include User comments, reviews, forum postings and other content. You understand that We do not guarantee any confidentiality with respect to any User Generated Content you submit.
    2. You shall be solely responsible for your own User Generated Content and the consequences of posting, uploading or submitting your User Generated Content. With respect to any User Generated Content you post, upload or submit, you affirm, represent and warrant that:
      1. you are the creator and owner of the User Generated Content or otherwise have sufficient rights and authority to grant the rights granted herein;
      2. you will license to Us all intellectual property, proprietary and other rights in and to such User Generated Content for posting, uploading or submission to the Services in accordance with these Terms; and
      3. you will not engage in any activity, post, upload or otherwise submit to or via the Services any User Generated Content or other material that:
        1. could constitute, encourage or incite conduct that would be considered a criminal offense, give rise to civil liability, or would otherwise violate applicable law or Our Community Rules & Guidelines;
        2. infringes, violates or misappropriates someone else's rights, including their intellectual property, proprietary or other rights unless you have permission from the rightful owner of the relevant material or you are otherwise legally entitled to post such material;
        3. includes your password or which purposely includes any other User’s password or the personal data of third-parties or is intended to solicit such personal data in violation of Our Privacy Policy;
        4. harvest information about Users for the purpose of sending, or to facilitate or encourage the sending of, unsolicited bulk or other communications or other forms of spam, junk mail, chain letters or similar;
        5. could constitute unsolicited promotions, political campaigning, advertising or solicitations; or
        6. implies any affiliation with or endorsement of you or your User Generated Content by a person or entity without the express written consent of Us and such person or entity.
    3. For clarity, you retain all your ownership rights in your User Generated Content. However, by posting, uploading or otherwise submitting User Generated Content to the Services, you grant Us to the furthest extent and for the maximum duration permitted by applicable law (including perpetuity under applicable law) a non-exclusive, royalty-free, sub-licensable and transferable worldwide license to use, reproduce, distribute, prepare derivative works of, display, and make available to the public (for example, perform or display), the User Generated Content in connection with the Services and Our business through any medium, including without limitation for promoting and redistributing part of or all the Services, and whether alone or in combination with Content or other Materials, in any manner and by any means, method, technology, whether now known or hereafter created. You also hereby grant each User a non-exclusive license to access your User Generated Content through the Services, and to use, reproduce, distribute, display and perform such User Generated Content as permitted through the functionality of the Services and under these Terms. Where applicable and permitted under applicable law, you also agree to waive and not enforce any “moral rights” or equivalent rights, such as your right to be identified as the author of any User Generated Content and your right to object to derogatory treatment of such User Generated Content.
    4. We do not endorse any User Generated Content submitted to the Services by any User or other licensor, or any opinion, recommendation, or advice expressed therein, and We expressly disclaim any and all liability in connection with User Generated Content. We reserve the right to remove User Generated Content from the Services without prior notice including in the event you breach Section 11.2.C.
  12. DIGITAL MILLENIUM COPYRIGHT ACT

    We are committed to respecting and protecting the legal rights of copyright owners. As such, and where applicable, We comply with Section 512(c)(3) of the DMCA (17 U.S.C. § 512 et seq.). If you believe any of the Content, User Generated Content or Subtitle Submissions infringes upon your intellectual property rights, please submit a notification alleging such infringement in accordance with Our Copyright Policy.

  13. PROHIBITED CONDUCT

    You agree and undertake not to engage in, authorise or enable any of the following unless, and to the extent, expressly permitted under these Terms:

    1. copy, retransmit, archive, “rip”, record, reproduce, publish, license, disseminate, display or perform to the public, make available to the public, broadcast, re-use, re-post, offer for sale, exploit, transfer, broadcast, circulate or distribute all or part of the Content or otherwise make any use of the Services, Materials or Subtitle Submissions which is not expressly permitted under these Terms, the Other Agreements or applicable law or which otherwise infringes the intellectual property rights in the Services, Materials or Subtitle Submissions or any part of it;
    2. modify, adapt, translate, manipulate or create derivative works of all or part of any Materials and Subtitle Submissions;
    3. use, reproduce, publish or display the Services, Materials, Subtitle Submissions and/or any portion thereof, in any manner that may give a false or misleading impression, attribution or statement as to Us, a Provider, or any third-party associated with or appearing in any Content;
    4. post, publish, upload or otherwise submit any content (including any User Generated Content or Subtitle Submissions) that:
      1. is confidential, invasive of privacy or publicity rights, false, unlawful, misleading, fraudulent, threatening, abusive, harassing, libellous, defamatory, discriminatory, obscene, inciteful, scandalous, pornographic, indecent or profane;
      2. is in Our sole and absolute judgment inappropriate or objectionable or which restricts any other person from using or enjoying the Services, or which may expose the Indemnified Parties to any harm or liability of any type; or
      3. conflicts with these Terms or the Other Agreements, as determined by Us;
    5. impersonate or misrepresent your affiliation with any person or entity, falsely claim an affiliation with any person or entity, or access the Accounts of other Users without permission, forge another person's digital signature, misrepresent the source, identity, or content of information transmitted via the Services, or perform any other similar fraudulent activity;
    6. obtain or attempt to obtain any Materials and Subtitle Submissions through any means not intentionally made available or provided for through the Services;
    7. alter or remove any copyright, trademark or other intellectual property notices or other proprietary rights contained in the Materials, Subtitle Submissions or the Services or provided through the Services (including for the purposes of disguising or changing any indications of the ownership or source of any Materials and/or Subtitle Submissions);
    8. use the Services for any commercial (including but not limited to any advertising or solicitation) or illegal purpose, public performance or in violation of any applicable law, including, without limitation, laws governing intellectual property and other proprietary rights, data protection and privacy;
    9. provide your password to any other person, share your Account, or use any other person’s Account login, password and Account;
    10. circumvent, block or otherwise impair any advertisements in the Services, or creating or distributing tools designed to block advertisements in the Services;
    11. use technology or other means to access, index, frame or link to the Services (including the Content) that is not authorized by Us (including by removing, bypassing, circumventing, altering, disabling, damaging, thwarting or otherwise interfering with: (A) security-related mechanisms of the Services; (B) content protection or access control mechanisms intended to prevent the unauthorized download, stream capture, copying, linking, framing, reproduction, access to, or distribution of the Services; or (C) any other features that enforce limitations on the use of the Services or Content);
    12. reverse engineer, decompile, disassemble or otherwise attempt to discover and/or use any software, source code, or other products or processes accessible through the Services or any part thereof (including any application programming interface (API)), except to the extent permitted by applicable law;
    13. insert any code or product into, manipulate, modify, adapt, translate or create derivative works based upon the Services or any part thereof, except to the extent the foregoing restriction is expressly allowed by applicable law. If applicable law allows you to decompile any part of the Services where required in order to obtain the information necessary to create an independent program that can be operated with the Services or with another program, the information you obtain from such activities: (A) may only be used for the foregoing objective; (B) may not be disclosed or communicated without Our prior written consent to any third-party to whom it is not necessary to disclose or communicate in order to achieve that objective; and (C) may not be used to create any software or service that is substantially similar in its expression to any part of the Services;
    14. use any data mining, data gather or extraction method in conjunction with any part of the Services;
    15. use “crawling” or any automated means (including web robots, web scutters, scraper and indexers) to view, access or collect information from Us or the Services; provided, however, that general purpose internet search engines and non-commercial public archives that use tools to gather information for the sole purpose of displaying hyperlinks to the Site are granted a limited exception from the foregoing exclusion, provided that they do so from a stable IP address or range of IP addresses using an easily-identifiable agent; or
    16. use or interfere with the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any User’s enjoyment of the Service, including uploading or otherwise disseminating any worms, viruses, Trojan horses, adware, spyware, or other malicious, disruptive or corrupted files, data, code or programs,

    any or all of which constitutes “Prohibited Conduct”.

  14. ACCOUNT

    If you register an account with Us for access to the Services (“Account”), you are solely responsible for maintaining the confidentiality of your Account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your Account or password. If you have reason to believe that your Account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your Account login, password, or any Payment Method account number if applicable), then you agree to immediately notify Us. You may be liable for the losses incurred by Us and/or others due to any unauthorized use of your Account.

  15. CONSENT TO ELECTRONIC COMMUNICATION AND SERVICE

    By using the Services, you are consenting to receive certain communications from Us including via email communication or other electronic communication. These communications may include notices about your Account (e.g. confirmation e-mails and other transactional information) and information concerning or related to the Services. We may also send you marketing communications in accordance with Our Privacy Policy. You may opt-out of receiving marketing communications via email by clicking on the unsubscribe link in the bottom of the email. However, you agree that any notice, agreements, disclosure or other communications relating to your Account, the Services or any part of the Services (including any legal service of process or similar document related to any claim that you have used the Service to engage in any Prohibited Conduct, as defined above) that We send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

  16. EXTERNAL LINKS

    The Services may contain links to Third-Party Services. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any Third-Party Services, and you access and use these Third-Party Services solely at your own risk. These links are provided for your reference and convenience only, and do not necessarily imply any endorsement, sponsorship or recommendation of the material on these Third-Party Services or any association with their operators. In addition, We will not and cannot control or edit the content of any Third-Party Service. By using the Services, you expressly relieve Us from any and all liability arising from your use of any Third-Party Service and from any loss or damage of any sort you may incur from dealing with any third-party. Accordingly, We encourage you to be aware when you leave the Services and to read the terms and conditions of each other Third-Party Service that you visit.

  17. TERM, TERMINATION AND SERVICE VIOLATIONS
    1. These Terms will continue to apply to you until terminated by either you or Us. However, you acknowledge and agree that the perpetual licenses granted by you in relation to Subtitle Submissions are irrevocable and therefore continue after expiry or termination of these Terms for any reason.
    2. You agree that We, in Our sole and absolute discretion, for any or no reason, and without penalty, may suspend, restrict or discontinue your access to the Services or terminate these Terms at any time without prior notice (such as cancelling, removing and/or discarding all or any part of your Account, any Subtitle Submissions and/or User Generated Content at any time) including in the event of your actual or suspected unauthorised use of the Services and/or Content, you are engaged or assisting in violation of the rights (including intellectual property rights) of Us, any Provider or other third-party, or non-compliance with these Terms and Other Agreements.
    3. If We or you terminate these Terms, or if We suspend or discontinue your access to the Services, you agree that We will have no liability or responsibility to you or any third-party, and We will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies We may have at law or in equity.
    4. You may terminate your Account at any time by deleting your Account and discontinuing use of the Services. Your only remedy with respect to any dissatisfaction with: (A) the Services; (B) these Terms; (C) any policy or practice of Ours in operating the Services; or (D) any Content, Subtitle Submission or User Generated Content, is to terminate your Account.
    5. Sections 9, 10, 11, 13, 17, 18, 19, 20, 21, 22, 23, 24, 25, 27 and 28, as well as any other sections of these Terms that, either explicitly or by their nature, must remain in effect even after the termination of these Terms, shall survive termination.
  18. INDEMNIFICATION

    You agree to indemnify, save, and hold the Indemnified Parties harmless from any claims, losses, damages, liabilities, including legal fees, expenses and other losses, arising out of your use or misuse of the Services, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Us, and you agree to cooperate with Our defense of these claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

  19. DISCLAIMERS
    1. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE INDEMNIFIED PARTIES DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
    2. YOU EXPRESSLY AGREE THAT USE OF THE SERVICES THROUGH A COMPATIBLE DEVICE IS AT YOUR SOLE RISK. THE SERVICES, THE MATERIALS, SUBTITLE SUBMISSIONS, USER GENERATED CONTENT AND FEATURES CONTAINED THEREIN AND THROUGH COMPATIBLE DEVICES ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED. THESE TERMS WILL NOT LIMIT ANY NON-WAIVERABLE WARRANTIES OR CONSUMER PROTECTION RIGHTS THAT YOU MAY BE ENTITLED TO UNDER THE LAWS OF YOUR COUNTRY OF RESIDENCE.
    3. THE INDEMNIFIED PARTIES DO NOT WARRANT THAT THE SERVICES, THE MATERIALS, SUBTITLE SUBMISSIONS, USER GENERATED CONTENT AND FEATURES CONTAINED THEREIN AND THROUGH COMPATIBLE DEVICES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
    4. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, SUBTITLE SUBMISSIONS, USER GENERATED CONTENT OR DATA RELATING TO THE SERVICES THROUGH COMPATIBLE DEVICES SOLELY AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH INFORMATION, MATERIALS, USER GENERATED CONTENT, SUBTITLE SUBMISSIONS OR DATA.
  20. LIMITATION OF LIABILITY AND DAMAGES
    1. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL THE INDEMNIFIED PARTIES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OF OR YOUR INABILITY TO USE THE SERVICES, OR ANY OTHER INTERACTIONS WITH US, EVEN IF WE OR OUR AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
    2. IN NO EVENT WILL THE INDEMNIFIED PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICES OR YOUR INTERACTION WITH OTHER USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE SERVICES DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED UNITED STATES DOLLARS, WHICHEVER IS GREATER.
    3. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR FEATURES RELATING TO THE SERVICES AS ADVERTISED, SOLD OR PROVIDED BY ANY THIRD-PARTIES, AND RECEIVED THROUGH THE THIRD-PARTY AND/OR THE SERVICES AS AUTHORIZED BY US.
    4. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE AVAILABLE AND OFFERED THE SERVICES AND SERVICE OPTIONS, SET OUR PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND US, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND US. WE WOULD NOT BE ABLE TO PROVIDE THE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
    5. THIS SECTION 20 APPLIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
  21. SEVERABILITY

    Unless as otherwise stated in these Terms, if any provision(s) of these Terms shall be held to be invalid, illegal or unenforceable for any reason or to any extent, such invalidity, illegality or unenforceability shall not in any manner affect or render invalid, illegal or unenforceable the remaining provisions of these Terms, and the application of the remaining provisions shall be enforced to the maximum extent permitted by applicable law.

  22. ASSIGNMENT

    These Terms, and any permissions granted hereunder, may not be transferred or assigned by you, but may be assigned by Us without restriction.

  23. NO WAIVER
    1. If you see other parties violating these Terms, please let Us know at legal@viki.com (subject line: “Terms of Use Violation”). We will determine if and how to respond. Our decision to delay exercising or enforcing any right or remedy under these Terms shall not constitute a waiver of such right or remedy with respect to any party.
    2. Even if We act in a way that appears to you to be inconsistent with these Terms or fail to enforce any provision of these Terms, Our actions shall not be deemed a waiver or constructive amendment of such provision nor of the right to enforce such provision. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms shall continue in effect.
  24. ENTIRE AGREEMENT
    1. Other than as stated in this Section 24 or as explicitly agreed upon in writing between you and Us, these Terms constitute all the terms and conditions agreed upon between you and Us and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral.
    2. Please note, however, that certain aspects of your use of the Services may be governed by additional agreements. That could include, for example, access to Service Options including as a result of a Code or Trial, or together with other services. When you are presented with an offer for such aspects of your use, you will be presented with any related additional terms, and you may have an opportunity to agree to such terms. Some of those additional terms are listed on the Services. To the extent that there is any irreconcilable conflict between any additional terms and these Terms, the additional terms shall prevail.
  25. CHANGES TO TERMS
    1. From time to time, We may revise these Terms. To help you stay current of any changes, We note the date these Terms were last updated above. Your use of the Services following the posting of any revised Terms shall be deemed acceptance of and agreement to be bound by the revised Terms. We recommend checking these Terms periodically.
    2. If, and only if, We make material revisions to these Terms, We will make a commercially reasonable attempt to inform you of the changes at least 30 days prior to such changes applying to you. If you disagree with the provisions of these Terms at any time, you may terminate these Terms and your sole remedy is set out in Section 17.4.
  26. CHOICE OF LAW AND FORUM

    Except to the extent that applicable local law requires that the law applied for contracts of this type be that of your country of residence, these Terms are governed by and construed in accordance with the laws of the State of California and the laws of the United States, without giving effect to any conflict of law principles. You and Us agree to submit to the exclusive jurisdiction of the courts located in the State and Federal Courts located in San Mateo County, California.

  27. CLASS ACTION WAIVER

    Where permitted under applicable law, you and Us agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purposed class or representative proceeding. Further when permitted under applicable law, unless both you and Us agree otherwise, the court may not consolidate more than one person’s claim with your claims, and may not otherwise preside over any form of a representative or class proceeding.

  28. CONTACT US

    If you have questions or comments regarding these Terms, please contact Us at https://support.viki.com/hc/en-us; you may also reach Us by physical mail at the following address:

    Viki, Inc
    Attention: Legal
    800 Concar Drive, Suite 175,
    San Mateo,
    California 94402, USA.