Very Private Network, Inc. End User License Agreement and Terms and Conditions (“T&Cs”)

Last updated on May 2, 2019

GENERAL TERMS AND CONDITIONS

________________________________________________________________________________

ACCEPTANCE OF THE TERMS OF CONDITIONS OF SERVICE

Very Private Network, Inc. provides this software application (the “App” or “Apps”) and associated websites that enable a variety of features including virtual private network services, related services, applications and features (the App and other related services, collectively the “Products and Services”) that may operate under the names of Very Private Network and may be operated by Very Private Network, Inc. or an affiliated entity. For purposes of these Terms and Conditions (referred to as “T&C” or “T&Cs”), Very Private Network, Inc., its subsidiaries, affiliates, and all product lines are interchangeably designated as “Very Private Network”, “We,” “Our” or “Us”. This T&C is a binding legal contract between you and Very Private Network and it explains your rights and obligations when you use or download any of Our Products and Services.

Your acceptance of these T&Cs, and our Privacy Policy, which are explicitly incorporated by reference (collectively referred to as “User Agreements”), is required in order to access and to use Our Products and Services. Please take time to read and familiarize yourself with these T&Cs as they will apply to your access and use of Our Products and Services and constitute a binding legal agreement between you and Us.

Very Private Network’s access to and use of your information is described in the Privacy Policy, as well as other matters related to the access to and use of information provided to Very Private Network and derived from your usage of the Products and Services.

If you are downloading one of Our Apps, by clicking “register”, “agree to”, “sign up”, or similar language as part of the installation process, or if you visit one of Our websites, you acknowledge, accept and agree to be legally bound by our User Agreements. Additionally, you (a) represent to Us that you are not a person barred from using the Products and Services in the United States, nor pursuant to the laws or regulations applicable to you in any jurisdiction relevant to your access to and use of the Products and Services; and (b) agree with the User Agreements.

If at any time you do not agree with our User Agreements, or any amended or updated versions, or if you become dissatisfied with Our Products and Services in any way, your sole remedy is to discontinue the use of the Products and Services. You can delete your account and uninstall any of the applications We provide in connection with the Products and Services from your device. If you need assistance, please contact Us at contact@very-private-network.com.

Your usage of the Products and Services is also dependent upon your agreement to the Network Service End User Agreement which can be found at: https://www.very-private-network.com/eua. If at any time you do not agree with the Network Service End User Agreement, your sole remedy is to discontinue the use of the Products and Services. You can delete your account and uninstall any of the applications We provide in connection with the Products and Services from your device. If you need assistance, please contact Us at contact@very-private-network.com.

MODIFICATIONS, REVISIONS AND AMENDMENTS TO THE USER AGREEMENTS

The^[a] User Agreements constitute the entire agreement between Very Private Network and you concerning the subject matter herein and the User Agreements can only be modified by a written amendment signed by an authorized executive of Very Private Network or by Our posting of a revised or amended version of the User Agreements. Neither a course of dealing or conduct between you and Very Private Network nor any trade practices shall be deemed to modify the User Agreements. You agree that any notice, agreements, disclosure or any other communications that we send you electronically (including via text and email) pertaining to the Products and Services will satisfy any legal communication requirements and that it is your responsibility to maintain accurate user contact information. Your failure to update such contact information such that notices We send are not received by you will not change the effective date of any material changes described herein.

We may revise and update the User Agreements at any time and, for non-material changes, without notice by publishing the new User Agreements on the Very Private Network website or within Our Products and Services. Such non-material changes will be effective upon publication on the Very Private Network website or on the relevant websites associated with our Products and Services. To the extent that any of the changes to Our User Agreements or the websites associated with our Products and Services, constitute material changes, we will provide you specific notice of such changes through notification via the Products and Services. The effective date of such material changes will be provided for in Our communication to you. Your continued use of the Products and Services after the effective date will constitute your explicit acceptance of the revised or amended material changes to Our User Agreements or the websites associated with Our Products and Services. The version of the Our User Agreements most currently published supersedes any prior version of Our User Agreements, and can be viewed at: https://very-private-network.com/

LEGAL CAPACITY TO ENTER INTO THIS AGREEMENT

YOU MAY USE OUR PRODUCTS AND SERVICES ONLY IF YOU HAVE THE LEGAL CAPACITY TO FORM A LEGALLY BINDING CONTRACT WITH VERY PRIVATE NETWORK WHICH INCLUDES, BUT IS NOT LIMITED TO, AGE RESTRICTIONS AS DEFINED BY RELEVANT LAW. IF YOU DO NOT SATISFY THE RELEVANT LEGAL CAPACITY REQUIREMENTS UNDER RELEVANT LAW OR AGREE TO THE TERMS OF SERVICE BELOW, YOU MAY NOT USE THE VERY PRIVATE NETWORK WEBSITE, PRODUCTS OR SERVICES OR DOWNLOAD ANY PRODUCTS OR SERVICES.

Our Products and Services are only available to individuals who are at least eighteen (18) years of age or older. By using Our Products and Services, you represent that you are at least eighteen (18) years of age and otherwise able to enter into a valid and binding legal agreement and acknowledge that the T&Cs constitute a valid, binding agreement between you and Us. If you are under the age of eighteen (18) years old, you must not access or use Products or Services or the website. If you are located outside of the United States, you must be of the relevant legal age to enter into a legally binding contracts to use this website or Our Products and Services.

If We become aware that you are using any of the Products and Services in violation of the foregoing, or in violation of any other clause of the T&Cs, we will delete your account or otherwise restrict your access to the Products and Services. If you are aware of someone using Our Products and Services that does not meet the requirements as set out in these T&Cs, please contact us at contact@very-private-network.com.

GRANT OF LIMITED LICENSE

Subject to these T&Cs and our relevant User Agreements, We hereby grant you a limited, non-transferable, non-exclusive, non-sublicensable license for access and use of Content, Products and Services. All Products and Services are licensed, not sold, to you. You acknowledge the use of this license is subject to these T&Cs as well as Our User Agreements, and that if you do not comply with any of these limitations, We may terminate the license without notice, at no cost to Us, and without any liability to Us.

You shall not use the Content or any Products and Services for any purposes beyond the scope of the license granted in these T&Cs and our relevant User Agreements. Without limiting the foregoing and except as otherwise expressly set forth in these T&Cs or the relevant User Agreements, you shall not at any time, directly or indirectly: (i) copy, modify, or create derivative works of the Content or the Products and Services, in whole or in part; (ii) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Content or the Products and Services; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Products and Services, in whole or in part; (iv) remove any proprietary notices from the Content or the Products and Services; (v) circumvent any security features associated with the Content or the Products and Services; or (vi) use the Content or the Products and Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.

Very Private Network reserves all rights not expressly granted to you in these T&Cs and the relevant User Agreements. Except for the limited rights and licenses expressly granted under these T&Cs and the relevant User Agreements, nothing in these T&Cs and User Agreements grant, by implication, waiver, estoppel, or otherwise, to you or any third party any intellectual property rights or other right, title, or interest in or to the Content or the Products and Services.

Very Private Network may distribute certain third-party products and services with Our Products and Services. For purposes of these T&Cs and relevant User Agreements, such third-party products are subject to their own license terms which will be presented to you at the relevant time. If you do not agree to abide by the applicable terms for such third-party products and services, then you will not be able to use the relevant third-party product or service and you may not be able to use Our Products and Services.

The Very Private Network Content, Products and Services provided by Very Private Network (including, but not limited to: all data, software, IP, design, image, audio, video, and business process) are protected by intellectual property rights, constitute the sole and exclusive intellectual property of Very Private Network, and protected by US and international laws. You may only use the content, names, and other intellectual property (including copyright and trademarks) provided by Us for purposes directly related to your role as a customer, current or prospective, of Very Private Network Products and Services.

You may not copy, display, modify or use any of the names, logos and trademarks of our Products and Services, including but not limited to those associated with the Very Private Network without first obtaining prior express written permission from an authorized representative of Very Private Network.

You are not authorized to use Very Private Network trademarks in any advertising, publicity, or in any other commercial or non-commercial manner without Our prior written consent or except as otherwise explicitly allowed by our User Agreements.

You are not authorized to copy or alter any of the Very Private Network or Very Private Network partners’ designs, notices, logos or any other proprietary rights displayed or used in the context of Very Private Network’s website, or Products and Services.

By generating, downloading, uploading or transmitting any Content in or on Very Private Network Products and Services, you acknowledge that you have full legal and moral rights to use this content within Very Private Network Products and Services and you grant to Very Private Network the right to use this content in any manner Very Private Network chooses.

Any opinion in any content generated, uploaded, downloaded or transmitted by you on Very Private Network Products and Services is solely your own and your sole responsibility. You acknowledge and agree that Very Private Network cannot be held liable for any opinion generated, uploaded, downloaded or transmitted by you or any other parties on or through the Very Private Network Products and Services.

Very Private Network reserves the right to remove, at no liability to you or any other party, any content posted on Very Private Network Products and Services in Our sole discretion. You also acknowledge that Very Private Network does not have any liability to you or any other parties for failing to remove any content from its Products and Services.

RIGHT TO IMPOSE FEES OR CHARGES

Very Private Network reserves the right to charge for its Products and Services in its sole discretion. Very Private Network reserves the right to change pricing and modify or discontinue any of its Products and Services, at any time and without notice. Very Private Network commits to notify you of the pricing at the time and before completion of purchase. By using the Products and Services, you are accepting the rates charged at the time of use.

PAYMENTS AND ACCOUNTS

In order to use Very Private Network Products and Services, you will be required to provide data about yourself (thereafter “Account Data”), including but not limited to your name, telephone number, email address, location, device type, and a password that you create. It is your responsibility to keep your Account Data safe, secure, and confidential. It is your responsibility to select a password that is secure and strong. We recommend choosing a password that is difficult for others to predict by creating an unlikely combination of letters, numbers, and symbols, and that is unique from other passwords you may use online.

You represent that any Account Data you provide is true, complete, accurate, and is not fraudulent. You commit to update your Account Data as necessary. You acknowledge and agree that Very Private Network may unilaterally suspend your access to Our Products and Services, temporarily or indefinitely and at any time and in our sole discretion, if We suspect the provided Account Information is false, incomplete, or inaccurate, or if We suspect fraudulent use of such Account Information.

You consent to the disclosure of any such Account Information, Content or other information related to your use of Our Products and Services. See Very Private Network’s Privacy Policy.

Very Private Network is not responsible for the security of your Account Data or unauthorized or fraudulent use of your Account Data. In the case of any unauthorized use of your Account Data, including if the device from which you use the Products and Services is lost or stolen, you agree to notify Very Private Network of such occurrence immediately upon becoming aware.

SUBSCRIPTIONS

We may offer our Products and Services via subscription billing.

Subscriptions will be offered in periodic intervals of time such as one week, one month, or one year. The subscription interval will be displayed when you confirm your subscription. After you confirm your subscription, the subscription will automatically renew on a periodic basis until canceled.

In order to cancel your subscription, you must login to the App Store or iTunes (for iOS users), or the Google Play Store (for Android users), or the Amazon Appstore (for Kindle users). Once you have subscribed, you cannot cancel your subscription from within our Products and Services.

Subscriptions are billed on a prepaid basis. Each auto-renewal of a subscription is an acceptance of the terms of the subscription for the prepaid period. If you cancel your subscription, your access will end at the end of the prepaid period. Subscriptions cannot be refunded or pro-rated.

If you have any questions regarding your subscription, please contact us at contact@very-private-network.com.

FRAUDULENT USE

In the event that you elect to make a purchase, your payment will be processed by the App Store or iTunes (for iOS users), or the Google Play Store (for Android users), or the Amazon Appstore (for Kindle users). Very Private Network does not process payments, nor does Very Private Network store credit card numbers on Our servers for any purpose. Very Private Network is not responsible for fraudulent use of your credit card under any circumstances. Should a fraudulent charge be made with your Account Information, Very Private Network is not responsible to provide refunds. Please contact your credit card issuer, or the app store where you made your purchase (Google Play Store, Apple App Store, or the Amazon App Store). As between Very Private Network and you, you are responsible for any fraudulent use of the Products and Services.

USER RESPONSIBILITIES & CODE OF CONDUCT FOR THE PRODUCTS AND SERVICES

By use of the Content, Products and Services, you agree you will use Very Private Network Content, Products and Services only for yourself and for lawful non-commercial purposes and in compliance with any relevant law applicable to you. You may only use the Content, Products and Services in the course of your normal usage as a customer, current or prospective.

You agree not to use any automatic device to access Very Private Network Products and Services, nor use any device or software to access Very Private Network Products and Services that may impair the proper usage of Very Private Network Products and Services.

You may not use the Products and Services to engage in any activity that, in Our sole discretion:

Violates or facilitates the violation of any applicable law;
Violates or facilitates the violation of any applicable industry standards, including, without limitation, the guidelines published by the CTIA, the Mobile Marketing Association, or any other accepted industry associations;
Violates or facilitates the violation of any agreement between you and a third party, or otherwise constitutes a breach of a third party’s rights;
Enables or permits others to use the Products and Services using your account information;
Constitutes unsolicited advertising, marketing, or other similar activities, including, without limitation, unsolicited or unwanted telephone calls, SMS/text messages, emails, voicemails, or faxes, or any other activity that may violate applicable anti-spam laws including, without limitation, the CAN SPAM Act of 2003, the Telephone Consumer Protection Act, and the Do-Not-Call Implementation Act;
Constitutes harassing, abusive, uncivil, indecent, sexually explicit, pornographic, defamatory, libelous, vulgar, vicious, malicious, or otherwise inappropriate activity;
Constitutes harvesting, screen-scraping, database-scraping, or otherwise collecting information, including, without limitation, email addresses and telephone numbers, about others;
Constitutes using the Services on any device that you do not own or control (or for which you do not have authorization to install or run the Services, such as where prohibited by applicable security policies in the case of corporate users), and you may not distribute or make the Services available over a network where it could be used by multiple devices at the same time;
Constitutes “hacking,” distribution of viruses and/or malware, phishing, accessing a Very Private Network account of another user, fraud, identity theft, or any other activity aimed at unlawful commercial or personal gain, including, without limitation, creating a false identity or forged email address, phone number, or otherwise attempting to mislead others as to the identity of the sender or the origin of a message or telephone call;
Infringes any right of privacy, right of publicity, copyright, trademark, patent, trade secret, or any other intellectual property or proprietary rights, including, without limitation, downloading, uploading, or otherwise transmitting copyrighted material without the rightful owner appropriate consent or otherwise in violation of applicable intellectual property law or agreement (see our DMCA Policy);
Disrupts, overburdens, destroys, or otherwise interferes with access, functionality, or use of any of the Services;
Constitutes downloading, uploading, or otherwise transmitting any material that is libelous, defamatory, discriminatory or otherwise malicious or harmful to any person or entity;
Constitutes scanning for open proxies or open relays, port scanning, pop-up launching, and/or co-branding, framing or linking any Very Private Network website or applications;
Constitutes accessing and/or using the Services from any country under sanctions by the United States Office of Foreign Assets Control, or exporting or re-exporting the Services in violation of applicable export control laws;
Constitutes any breach of this Agreement; and/or
Constitutes an attempt to engage in any of the above Use Restrictions.
Please report any violation or perceived violation of the above Use Restrictions to abuse@very-private-network.com. Nothing in this Agreement obligates Very Private Network to monitor for or to pursue violations of the above Use Restrictions, but we may do so in our sole discretion.

You agree NOT to use the Products and Services to/for:

scan for open proxies or open relays
send spam
send opt-in email
port scanning
unsolicited email or any type or version of email sent in large quantities, even if the email is ultimately sent from another server
download any content which is protected by copyright laws You agree not to launch any pop-ups from our service.

INDEMNIFICATION

You agree to indemnify and hold harmless Very Private Network, its related entities and subsidiaries, employees, agents, officers and directors, affiliates, licensors, successors, and suppliers, service providers, content providers, third-party providers and contractors, and Commercial Partners (collectively the “Indemnified Parties”) from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, that are incurred by the Indemnified Parties, arising out of or related to any third party claim, whether brought by private civil litigants, federal, state officials, or other governmental officials, based upon or related to the Outbound Service or the Texting Service, including but not limited to claims alleging violation of: (i) the Telephone Consumer Protection Act; (ii) federal telemarketing laws and regulations; (iii) state telemarketing laws and regulations; or (iv) other federal, state or international laws governing commercial voice or texts or transmitting communications to particular kinds of subscribers or devices, (v) claims alleging negligence (including any reckless or willful misconduct unless prohibited by relevant law), or (vi) claims alleging any bodily injury, death of any person, or damage to real or tangible personal property caused by the negligent or more culpable acts or omissions of Indemnifying Parties or personnel of the Indemnified Parties (including any reckless or willful misconduct unless prohibited by relevant law.

DISCLAIMER OF WARRANTIES

Your use and access to Our Products and Services is at your own risk. You acknowledge and agree that Our Products and Services are provided to you on an “AS IS” and “AS AVAILABLE” basis.

VERY PRIVATE NETWORK, ITS RELATED ENTITIES, AFFILIATES AND SUBSIDIARIES, EMPLOYEES, AGENTS, OFFICERS AND DIRECTORS, LICENSORS AND SUPPLIERS, SERVICE PROVIDERS, CONTENT PROVIDERS, THIRD-PARTY PROVIDERS AND CONTRACTORS, AND ITS PARTNERS (COLLECTIVELY, THE “VERY PRIVATE NETWORK PARTIES”) DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PURPOSE, TITLE AND NON-INFRINGEMENT OF ANY RIGHT, RULE, REGULATION, OR LAW, OR ANY WARRANTY ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. ADDITIONALLY, THE VERY PRIVATE NETWORK PARTIES DO NOT WARRANT THAT THE PRODUCTS OR SERVICE AND ALL ASSOCIATED SOFTWARE WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, OMISSION, DEGRADATION OF VOICE OR MESSAGING QUALITY, OR LOSS OF CONTENT, DATA, OR INFORMATION. YOU ARE USING THESE SERVICES AND PRODUCTS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE OR LIABLE FOR ANY LOSS OF DATA, DAMAGE OR HARM TO ANY OF YOUR DEVICES USED TO USE OR ACCESS TO VERY PRIVATE NETWORK CONTENTS, PRODUCTS OR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM VERY PRIVATE NETWORK OR THROUGH OR FROM ITS PRODUCTS OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME STATES MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.

LIMITATION OF LIABILITY

EXCEPT FOR AN “IP CLAIM,” WHICH IS SEPARATELY ADDRESSED HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER VERY PRIVATE NETWORK NOR ITS RELATED ENTITIES AND SUBSIDIARIES, EMPLOYEES, AGENTS, OFFICERS AND DIRECTORS, AFFILIATES, LICENSORS AND SUPPLIERS, SERVICE PROVIDERS, CONTENT PROVIDERS, THIRD-PARTY PROVIDERS AND CONTRACTORS, NOR ITS PARTNERS (COLLECTIVELY, THE “VERY PRIVATE NETWORK PARTIES”) SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, GOODWILL, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RESULTING FROM YOUR USE OF THE PRODUCTS OR SERVICES, INCLUDING FAILING TO STORE, FAILING TO TRANSMIT, DELETING OR FAILING TO DELETE ANY INFORMATION GENERATED, DOWNLOADED, UPLOADED OR TRANSMITTED ON VERY PRIVATE NETWORK PRODUCTS AND SERVICES. THIS ALSO INCLUDES ANY ALLEGED DAMAGES ARISING IN CONNECTION WITH YOUR USE OF, OR FAILURE TO USE THE CONTENTS, PRODUCTS AND SERVICES OF VERY PRIVATE NETWORK OR ANY LINKED SITE.

EXCEPT FOR AN “IP CLAIM,” WHICH IS SEPARATELY ADDRESSED HEREIN, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF THE VERY PRIVATE NETWORK PARTIES ARISING OUT OF OR RELATING TO THIS AGREEMENT (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE AMOUNT YOU HAVE ACTUALLY PAID TO VERY PRIVATE NETWORK FOR THE APPLICABLE CONTENTS, PRODUCTS OR SERVICES IN THE SIX (6) MONTHS PRECEDING THE LIABILITY OUT OF WHICH LIABILITY AROSE OR A MINIMUM OF ONE HUNDRED DOLLARS U.S. ($100).

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE VERY PRIVATE NETWORK PARTIES DISCLAIM ANY RESPONSIBILITY FOR THE DELETION, THE FAILURE TO STORE, THE MIS-DELIVERY, OR THE UNTIMELY DELIVERY OF ANY INFORMATION OR MATERIAL, INCLUDING, WITHOUT LIMITATION, ANY CONTENT. WE ALSO DISCLAIM ANY AND ALL RESPONSIBILITY FOR ANY HARM OF ANY KIND RESULTING FROM DOWNLOADING ANY CONTENT OR PRODUCTS AND SERVICES THROUGH VERY PRIVATE NETWORK OR ITS APPS, BY USING ANY SUCH APPS.

THE LIMITS OF LIABILITY SET FORTH ABOVE APPLY EVEN IF ANY LIMITED REMEDY UNDER THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. TO THE EXTENT THAT IN ANY RELEVANT JURISDICTION ANY OF THE ABOVE VERY PRIVATE NETWORK DISCLAIMERS OR LIMITATIONS OF LIABILITY ARE NOT PERMITTED, YOU ACKNOWLEDGE AND AGREE THAT ANY LIABILITY (AND DAMAGES) ASSESSED TO VERY PRIVATE NETWORK WILL BE LIMITED TO THE LOWEST AMOUNT AND SCOPE LEGALLY PERMISSIBLE IN THE RELEVANT JURISDICTION.

GENERAL INDEMNIFICATION

Except for IP Claims, as defined herein, you agree to indemnify and hold harmless Very Private Network, its related entities and subsidiaries, employees, agents, officers and directors, affiliates, licensors, successors, and suppliers, service providers, content providers, third-party providers and contractors, and Commercial Partners (collectively the “Indemnified Parties”) from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, that are incurred by the Indemnified Parties, arising out of or related to any third party claim based upon or related to your use of Very Private Network’s Products and Services, including but not limited to any breach or violation of these T&Cs or any provisions of the relevant User Agreements.

IP CLAIMS INDEMNIFICATION

Very Private Network shall indemnify, defend, and hold harmless you from and against any and all losses, damages, liabilities, and costs (”Losses”) incurred by you resulting from any third-party claim, suit, action, or proceeding that the Products or Services, or any use of the Products or Service in accordance with these T&Cs and the User Agreements, infringes or misappropriates such third party’s US patents, copyrights, or trade secrets (collectively “IP Claims”), provided that you promptly notifies Very Private Network in writing of the claim, cooperate with Very Private Network, and allows TexMe sole authority to control the defense and settlement of such claim.

If such an IP Claim is made or appears possible, you agree to permit Very Private Network, at Very Private Network’s sole discretion, to (a) modify or replace the Products or Services, or component or part thereof, to make it non-infringing, or (b) obtain the right for you to continue use. If Very Private Network determines in its sole discretion that none of these alternatives is reasonably available, Very Private Network may terminate this T&C and any other User Agreements, in its entirety or with respect to the affected component or part, in the sole discretion of Very Private Network effective immediately.

This shall not apply to the extent that the alleged infringement arises from: (a) use of the Products and Services in combination with data, software, hardware, equipment, or technology not provided by Very Private Network or explicitly authorized by Very Private Network in writing; (b) modifications to the Products and Services not made by Very Private Network; (c) use of any version other than the most current version of the Products or Services made available to you; or (d) concerns third-party products or services.

You shall indemnify, hold harmless, and, at Very Private Network’s option, defend Very Private Network from and against any Losses resulting from any third-party IP Claim based on your, or any user to which you provide access or use of the Products and Services: (i) negligence or willful misconduct; or (ii) use of, or access to, the Products and Services in a manner not authorized or contemplated by these T&Cs or the relevant User Agreements; (iii) use the Products and Services in combination with data, software, hardware, equipment or technology not provided by Very Private Network or authorized by Very Private Network in writing; (iv) modifications to the Products and Services not made by Very Private Network; or (v) use of any version other than the most current version of the Products and Services made available to you, provided that you may not settle any third-party IP Claim against Very Private Network unless such settlement completely and forever releases Very Private Network from all liability with respect to such third-party IP Claim or unless Very Private Network consents to such settlement, and further provided that Very Private Network will have the right, at its option, to defend itself against any such third-party IP Claim or to participate in the defense thereof by counsel of its own choice.

THIS SECTION SETS FORTH YOUR SOLE REMEDY AND VERY PRIVATE NETWORK’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED IP CLAIMS, I.E., THAT THE PRODUCTS AND SERVICES INFRINGES, MISAPPROPRIATES, OR OTHERWISE VIOLATES ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. THE LIMITS OF LIABILITY SET FORTH ABOVE APPLY EVEN IF ANY LIMITED REMEDY UNDER THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. TO THE EXTENT THAT IN ANY RELEVANT JURISDICTION ANY OF THE ABOVE VERY PRIVATE NETWORK DISCLAIMERS OR LIMITATIONS OF LIABILITY ARE NOT PERMITTED, YOU ACKNOWLEDGE AND AGREE THAT ANY LIABILITY (AND DAMAGES) ASSESSED TO VERY PRIVATE NETWORK WILL BE LIMITED TO THE LOWEST AMOUNT AND SCOPE LEGALLY PERMISSIBLE IN THE RELEVANT JURISDICTION.

THIRD PARTY SERVICES AND PRODUCTS

Very Private Network Products and Services may interface or be used with third-party products and services. Very Private Network makes no representation or warranty as to the reliability, security, or performance of any third-party services or products. Very Private Network does not endorse any of the contents, products or services made available by those third parties and you acknowledge Very Private Network cannot not be held liable for use, or failure to use, said contents, products or services.

Your use of such third-party contents, products or services is subject to the relevant terms and conditions to be entered into with each of those third parties. In the event action is needed to ensure continuity of those said third-party services, it is your sole responsibility to conduct those actions and you acknowledge Very Private Network cannot be held liable for failure to conduct those actions.

THIRD PARTY RATE PLANS

Very Private Network is not responsible for voice, messaging, data, Internet, or WiFi charges assessed by mobile operators/carriers or Internet service providers and incurred when accessing Very Private Network Products and Services. Such charges are the sole responsibility of the user.

CHOICE OF LAW, VENUE, SEVERABILITY, NO WAIVER AND PRECEDENCE

These T&Cs and all User Agreements and all matters arising out of or relating to these T&Cs, whether sounding in contract, tort, or statute are governed by, and construed in accordance with, the laws of the State of California, United States of America (including its statutes of limitations and California’s choice of law statutes, without giving effect to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of California. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. In the event of a conflict between these T&Cs and any of the provisions provided for in our User Agreements, the terms of these T&Cs shall prevail. In the event of a conflicts internal to these T&Cs where if it is determined that the general terms conflict with a provision specific to a Product or Service, the specific term shall prevail, provided that the intent of these T&Cs and User Agreements is that such terms and conditions must be interpreted cumulatively such that a specific term is in addition to general terms. You expressly agree that the exclusive jurisdiction for any claim or dispute arising from the access to or use of the Content, Products or Services resides in the United States District Court for the Northern District of California or a superior court for the State of California located in San Francisco. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Very Private Network’s failure to act with respect to a breach by you or others does not waive the Very Private Network’s right to act with respect to subsequent or similar breaches. You may not assign or transfer any of the User Agreements or any rights hereunder, and any attempt to the contrary is void.

MISCELLANEOUS

Very Private Network operates under the laws of the United States. Very Private Network makes no representation that its Products and Services can be used outside the United States. It is your responsibility to assess whether you can use Our Products and Services in any relevant jurisdiction and you agree to comply with the export and import laws and regulations of the United States and other applicable countries

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Very Private Network as a result of this agreement or use of the Products and Services. A printed version of these T&Cs, User Agreements or Privacy Policy and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

[a]The expression “User Agreements” refers collectively to the T&Cs and the Privacy Policy so no need to mention the T&Cs ?