Vimeo Terms of Service

20190402_rev01 · COMPARED WITH 20171101_rev01 · ARCHIVE SNAPSHOT, DATE APPROXIMATE

Full text changes — 20171101_rev01 to 20190402_rev01

1Last Updated: October 6, 2017
1Last Updated: March 27, 2019
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3\*\*PLEASE READ THIS DOCUMENT CAREFULLY. Vimeo, Inc. ("Vimeo," "we," or "us") offers an online video sharing platform and community through its website located at [Vimeo.com](https://vimeo.com/) and other Vimeo-operated sites (collectively, the "Vimeo Site"), mobile applications, connected TV applications, and other online services (collectively and including the Vimeo Site, the "Vimeo Service"). By registering as a member or by using the Vimeo Service in any way, you accept these Terms of Service ("Agreement"), which forms a binding agreement between you and Vimeo. If you do not wish to be bound by this Agreement, do not use the Vimeo Service. \*\*
3This **Vimeo Terms of Service Agreement** (the "**Agreement**" or "**Terms of Service**") is made between Vimeo, Inc. ("**Vimeo**," "**we**," "**us**," or "**our**") and you, our customer ("**you**" or "**your**"). Vimeo provides online video hosting and sharing services through our owned-and-operated websites, applications, and embeddable video players (collectively, the "**Services**"). This Agreement governs your use of our Services.
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55## Content
66
71. [Who May Use the Vimeo Service]()
82. [License to Use the Vimeo Service]()
93. [Privacy]()
104. [Membership]()
115. [Subscriptions and Purchases]()
126. [Term and Termination; Account Deletion]()
137. [Content Restrictions]()
148. [Code of Conduct]()
159. [Licenses Granted by You]()
1610. [Your Representations and Warranties]()
1711. [Indemnification]()
1812. [Third Party Copyrights and Other Rights]()
1913. [Disclaimers]()
2014. [Limitation of Liability]()
2115. [Compliance Notice Pursuant to 18 U.S.C. § 2257]()
2216. [General Provisions]()
71. [Acceptance]()
82. [Our Services]()
93. [Accounts]()
104. [Subscription Plans]()
115. [Acceptable Use Policy]()
126. [Licenses Granted by You]()
137. [Your Obligations]()
148. [Term and Termination]()
159. [Disclaimers]()
1610. [Limitation of Liability]()
1711. [General Provisions]()
2318
24## 1\. Who May Use the Vimeo Service
19## 1\. Acceptance
2520
26**AGE REQUIREMENT:** You must be at least 13 years old to use the Vimeo Service. If you are at least 13, but are still a minor (this depends on where you live), you must have your parent or legal guardian's permission to use the Vimeo Service. Please have him or her read this Agreement with you.
21By creating an account, viewing videos, making a purchase, downloading our software, or otherwise visiting or using our Services, you accept this Agreement and consent to contract with us electronically.
2722
28**NOTICE TO PARENTS AND GUARDIANS:** By granting your child permission to use the Vimeo Service, you agree to the terms of this Agreement on behalf of your child. You are responsible for monitoring and supervising your child's use of the Vimeo Service. If your child is using the Vimeo Service and is either under 13 or does not have your permission, please contact us immediately so that we can disable his or her access. If you have questions about whether the Vimeo Service is appropriate for your child, please review our [Frequently Asked Questions](https://vimeo.com/help/faq) or [contact us](https://vimeo.com/help/contact).
23If you are an entity other than a natural person, the person who registers the account or otherwise uses our Services must have the authority to bind the entity. In this context, "you" means both the entity and each person who is authorized to access the account.
2924
30**WARNING:** Even if you are old enough to use the Vimeo Service and/or have your parent's or guardian's permission, some of the content available within the Vimeo Service may not be appropriate for you. Some content may contain "R-rated" material, nudity, profanity, and mature subject matter. If you are under 18, do not view such content.
25We may update this Agreement by posting a revised version on our website. By continuing to use our Services, you accept any revised Agreement.
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32## 2\. License to Use the Vimeo Service
27This Agreement includes our [Privacy Policy](https://vimeo.com/privacy) and the addenda listed in **Section 11** below. Please review our Privacy Policy to learn about the information we collect from you, how we use it, and with whom we share it.
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34**LICENSE:** Vimeo grants you a limited, non-exclusive license to access and use the Vimeo Service for your own personal, non-commercial purposes. This includes the right to view content available on the Vimeo Service. This license is personal to you and may not be assigned or sublicensed to anyone else.
29## 2\. Our Services
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36**COMMERCIAL USE:** You may not use the Vimeo Service for commercial purposes unless:
31**Service License:** Subject to the terms hereof, we grant you access to our Services. This includes the right to:
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38- You are a Vimeo PRO or higher subscriber, in which case you may use and access the Vimeo Service for commercial and non-commercial purposes, subject to compliance with the [Vimeo Guidelines](https://vimeo.com/help/guidelines); or
39- You are a small-scale independent production company, non-profit, or artist, in which case you may use the Vimeo Service to showcase or promote your own creative works.
33- Stream videos that you have the right to view;
34- Upload, store, and/or live stream videos, subject to your plan;
35- Embed our embeddable video player on third-party websites; and
36- Use all related functionality that we may provide.
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41If you sell Vimeo-hosted videos directly to users other than through Vimeo On Demand, such usage will be deemed an "Application" under our [API Terms](https://developer.vimeo.com/guidelines/terms) (whether you use our API or not) and will be subject to our API Terms.
38The features available to you will depend on your plan. We may change features from time to time. If you have a paid account, we commit to providing the core video hosting and streaming features of your plan (including the bandwidth and storage capabilities stated at the time of purchase) during your current service period. We reserve the right to charge for excessive use of bandwidth where plays occur on third-party sites and applications outside our embeddable video player or Apps.
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43**RESTRICTIONS:** Except as expressly permitted by Vimeo in writing, you will not scrape, reproduce, redistribute, sell, create derivative works from, decompile, reverse engineer, or disassemble the Vimeo Service or any source code therein. Nor will you attempt to circumvent any of Vimeo's technical measures or take any measures to interfere with or damage the Vimeo Service. All rights not expressly granted by Vimeo are reserved.
40**Transactions:** We may offer digital goods for sale. Purchases of Vimeo On Demand videos are governed by our [Vimeo On Demand Viewer Agreement](https://vimeo.com/vodvieweragreement). Purchases of Vimeo Stock footage and licenses are governed by our [Vimeo Stock License Agreement](https://vimeo.com/stock/standardlicense).
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45**MOBILE APP:** Your use of the Vimeo Service through one of our mobile applications is also subject to our [Mobile App Addendum](https://vimeo.com/vimeoapp_eula).
42**Monetization:** We may allow you to sell digital goods or earn money through advertising. Your sales of videos are governed by our [Seller Addendum](https://vimeo.com/selleraddendum). If you directly monetize any video we host through a third-party payment solution, you will be deemed to be using an "application" governed by our [API License Addendum](https://developer.vimeo.com/guidelines/terms).
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47## 3\. Privacy
44**Downloadable Software:** We may offer applications for devices ("**Apps**") directly or through third-party stores. Apps are governed by our [App Addendum](https://vimeo.com/vimeoapp_eula).
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49Your privacy rights are set forth in our [Privacy Policy](https://vimeo.com/privacy), which forms a part of this Agreement. Please review the Privacy Policy to learn about:
46**Developer Tools:** We may offer application programming interfaces ("**APIs**") that allow developers to build applications connected to our Services. Our APIs and related documentation are governed by our [API License Addendum](https://developer.vimeo.com/guidelines/terms).
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51- What information we may collect about you;
52- What we use that information for; and
53- With whom we share that information.
48**Enterprise Services:** We may offer Services pursuant to an individually-negotiated agreement. Enterprise services are governed by our [Enterprise Terms](https://vimeo.com/enterpriseterms).
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55## 4\. Membership
50## 3\. Accounts
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57**REGISTRATION:** To fully use the Vimeo Service, you must register as a member by providing a user name, password, and valid email address. You must provide complete and accurate registration information to Vimeo and notify us if your information changes. If you are a business, government, or non-profit entity, the person whose email address is associated with the account must have the authority to bind the entity to this Agreement.
52**Registration:** You may create an account to use certain features we offer (e.g., uploading or live streaming videos). To do so, you must provide an email address. You consent to receive notices from Vimeo at this email address.
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59**USER NAME:** We encourage you to use your real name. If you are a business, government, or non-profit entity, you must use the actual name of your organization. You may not use someone else's name, a name that violates any third party right, or a name that is obscene or otherwise objectionable.
54**Organizational Accounts:** Corporate, governmental, and other organizational users must publicly display the legal name of their entity on their public account profile. If you are a government entity in the U.S., our [Government Entity Addendum](https://vimeo.com/governmententityaddendum) applies.
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61**ACCOUNT SECURITY:** You are responsible for all activity that occurs under your account, including any activity by authorized or unauthorized users. You must not allow others to use your account credentials and you must safeguard the confidentiality of those credentials. If you are using a computer that others have access to, you must log out of your account after using the Vimeo Service. If you become aware of an unauthorized access to your account, you must change your password and [notify us immediately](https://vimeo.com/help/contact).
56**Age Requirements:** You must be at least 13 years old to create an account. If you reside in the European Union, you must be at least 16 years old. If you wish to use the Services for a commercial purpose, you must be at least 18 years old. If you are at least the requisite age, but are still a minor in your jurisdiction, you must have your parent or legal guardian's permission. Please have that person read this Agreement with you and consent to it before proceeding.
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63**SEAT ACCESS:** If you are a PRO or Business subscriber, you may grant access to your account to other Vimeo members subject to a seat limit. You are responsible for the actions of those persons insofar as your account is concerned. If you are a Vimeo member who has been granted access to a PRO or Business account, you must comply with the terms of this Agreement in accessing that account.
58**Parents and Guardians:** By granting your child permission, you agree to the terms of this Agreement on behalf of your child. You are responsible for monitoring and supervising your child's usage. If your child is either under the applicable age or does not have your permission, please contact us immediately so that we can disable access.
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65## 5\. Subscriptions and Purchases
60**Team Members:** Certain subscription plans may allow you to grant other registered users ("**team members**") access to the account. Both you and each team member is deemed a party to this Agreement. You are responsible for the actions of your team members and must monitor their access and usage.
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67**SUBSCRIPTIONS:** In addition to offering Basic (free) Vimeo memberships, we offer paid subscriptions. Please see our [subscription pages](https://vimeo.com/upgrade) for current features and pricing. Features and prices are subject to change. Storage limits are calculated based upon source files. We reserve the right to charge for excessive use of bandwidth where plays occur on third-party sites and applications outside the native Vimeo player or apps. Anyone who wishes to obtain storage capacity beyond what is offered with a particular subscription, or additional bandwidth for applications not using the Vimeo player may request a custom account by contacting us here: [join.vimeo.com/custom](https://join.vimeo.com/custom). Additional terms and conditions (to be shown prior to purchase) apply to custom accounts. All fees may be subject to taxes.
62**Account Security:** You are responsible for all activity that occurs under your account, including unauthorized activity. You must safeguard the confidentiality of your account credentials. If you are using a computer that others have access to, you must log out of your account after each session. If you become aware of unauthorized access to your account, you must change your password and notify us immediately.
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69**CANCELATION AND REFUNDS:** Users who purchase annual subscriptions have thirty (30) days after their purchase to cancel and receive a full refund. Users who purchase monthly subscriptions have five (5) days after purchase to cancel and receive a full refund. In the case of Live subscription products, refunds are not available if the user has exceeded the storage or bandwidth threshold set forth in the refund policy presented at the time of purchase. After the cancelation period ends, all purchases are final and all fees paid are non-refundable, even if your account is later terminated by Vimeo. If your account is terminated due to your breach of this Agreement during the relevant cancelation period, you will not be refunded. If you have questions, please [contact us](https://vimeo.com/help/contact).
64## 4\. Subscription Plans
7065
71**RENEWALS:** Subject to the terms hereof, you may choose to renew your subscription at the end of the subscription period. By default, all subscriptions are set to automatically renew for the same period of time as the original subscription. You may decline to renew at any time prior to the commencement of a renewal subscription. Vimeo reserves the right to deny subscriptions, renewals, and other purchases for any reason. Unused storage, plays, and other limits do not roll over to subsequent subscription periods.
66**Plan Types:** We offer free (Basic) memberships and paid subscriptions that allow you to upload and share video content. You may purchase a "**Self-Serve**" plan (you sign up and pay online) or an "**Enterprise**" plan (you work with a sales representative and execute an individualized agreement). Advertised prices and features may change.
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73**END OF SUBSCRIPTION:** When a paid subscription ends, the account automatically becomes a Basic (free) account and Vimeo may disable access to or delete any content to comply with Basic account limits. If you're using Vimeo for commercial purposes, you will need to maintain a Vimeo PRO or higher plan to continue hosting your videos. Your account and its content may be deleted if your subscription is not renewed.
68**Basic and Plus Accounts:** Vimeo Basic (free) members and Plus subscribers may not: (a) use the Services for commercial purposes unless they are film professionals or small film businesses; or (b) submit videos that they did not create or play a material part in creating.
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75**OTHER PURCHASES:** Purchases of other products and services through the Vimeo Service are subject to our **[Payment Addendum](https://vimeo.com/paymentaddendum)** and to other terms and conditions that are presented to you at the time of purchase.
70**Fees:** You must pay all fees (plus any taxes) during your subscription period and any renewal periods. Our fees may include a fixed monthly or annual fee plus variable fees for transactions or usage.
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77## 6\. Term and Termination; Account Deletion
72**Free trials and Discounts:** We may offer free-trial or discounted subscriptions. When a free-trial period ends, your paid subscription begins (unless you have cancelled) and you must pay the full monthly or annual fee. If we provide a discount for the first subscription period, you must pay the discounted fee; in any renewal, you must pay the full fee.
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79**TERM:** This Agreement begins on the date you first use the Vimeo Service and continues as long as you have an account with us.
74**Refund Policy:** Subject to the terms hereof, Self-Serve subscribers who purchase plans directly from Vimeo may cancel and receive a full refund of their initial purchase with **thirty (30) days** after purchasing an annual plan and **five (5) days** after purchasing a monthly plan. Our refund policy does not apply to:
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81**ACCOUNT DELETION:** You may delete your account at any time. Basic accounts may be deleted from the Vimeo Service if they remain inactive (i.e., the user fails to log in) for a continuous period of at least six (6) months. Paid subscription accounts will remain active until the end of the subscription term and any renewal term.
76- In-app purchases;
77- Subscription renewals or migrations to other plans;
78- Fees other than annual or monthly subscription fees;
79- Requests made after the specified periods;
80- Customers who have breached this Agreement or whose accounts were terminated in accordance with our [Copyright Policy](https://vimeo.com/dmca);
81- Customers who joined using a promotion that expressly disclaimed our refund policy;
82- Customers who have initiated a chargeback dispute; or
83- Enterprise plan customers.
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83**TERMINATION FOR BREACH:** Vimeo may suspend, disable, or delete your account (or any part thereof) or block or remove any content you submitted if Vimeo determines that you have violated any provision of this Agreement or that your conduct or content would tend to damage Vimeo's reputation and goodwill. If Vimeo deletes your account for the foregoing reasons, you may not re-register for the Vimeo Service. Vimeo may block your email address and Internet protocol address to prevent further registration.
85**Automatic Renewal:** **To the extent permitted by applicable law, subscriptions automatically renew at the end of each subscription period unless cancelled beforehand. Monthly plans renew for 30-day periods. Annual plans renew for one-year periods.** You must pay the annual or monthly fee (plus any taxes) when each renewal period starts. Unused storage, bandwidth, and other usage limits do not roll over.
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85**EFFECT OF TERMINATION/ACCOUNT DELETION:** Upon termination, all licenses granted by Vimeo will terminate. Sections 6 and 11 though 16 shall survive termination. In the event of account deletion for any reason, content that you submitted may no longer be available. Vimeo shall not be responsible for the loss of such content.
87**How to Decline Renewal:** **Self-Serve customers may opt out of automatic renewal by changing their account settings. Enterprise customers may opt out according to the [Enterprise Terms](https://vimeo.com/enterpriseterms).** Any opt-out or notice of non-renewal will not affect the current subscription period. Vimeo may decline renewals.
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87## 7\. Content Restrictions
89**Lapse Policy:** When a subscription ends, the account will, at Vimeo's option, revert to free account status or will be deleted. Any content in the account may be deleted to comply with the limitations of the new account status. You are responsible for archiving your content. Vimeo shall not be responsible for the loss of any content. We may publish additional guidelines regarding the treatment of lapsed subscriptions. These guidelines describe current practices only and shall not require Vimeo to provide any level of post-subscription account status.
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89You may not upload, post, or transmit (collectively, "submit") any video, image, text, audio recording, or other work (collectively, "content") that:
91**In-App Purchase:** We may allow you to purchase subscriptions within Apps. When you make such "in-app" purchases, you will be billed by the app platform, not us. **To turn off automatic renewal for subscriptions, access your platform's account settings (not Vimeo's).** Our refund policy does not apply to in-app purchases. Any billing inquiries should be directed to the app platform.
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93## 5\. Acceptable Use Policy
94
95We may allow you to upload, live stream, submit, or publish (collectively, to "**submit**") content such as videos, recordings, images, and text (collectively, "**content**"). You must ensure that your content, and your conduct, complies with the Acceptable Use Policy set forth in this **Section 5**. Vimeo may (but is not obligated to) monitor your account, content, and conduct, regardless of your privacy settings. Vimeo may take all appropriate actions to enforce its rights including removing specific videos or suspending or removing your account.
96
97### 5.1 Copyright Policy
98
99You may only upload content that you have the right to upload and share. Copyright owners may send Vimeo a takedown notice as stated in our [Copyright Policy](https://vimeo.com/dmca) if they believe Vimeo is hosting infringing materials. We will, in appropriate circumstances, terminate the accounts of persons who repeatedly infringe.
100
101### 5.2 Content Restrictions
102
103You may not submit any content that:
104
91105- Infringes any third party's copyrights or other rights (e.g., trademark, privacy rights, etc.);
92- Contains sexually explicit content or pornography (provided, however, that non-sexual nudity is permitted);
93- Contains hateful, defamatory, or discriminatory content or incites hatred against any individual or group;
106- Is sexually explicit (e.g., pornography) or proposes a transaction of a sexual nature;
107- Is hateful, defamatory, or discriminatory or incites hatred against any individual or group;
108- Promotes or supports terror or hate groups;
94109- Exploits minors;
95110- Depicts unlawful acts or extreme violence;
111- Provides instructions on how to assemble explosive/incendiary devices or homemade/improvised firearms;
96112- Depicts animal cruelty or extreme violence towards animals;
97- Promotes fraudulent or dubious business schemes; or
98- Violates any law.
113- Promotes fraudulent or dubious business schemes or proposes an unlawful transaction; or
114- Violates any applicable law.
99115
100All videos you submit must also comply with the [Vimeo Guidelines](https://vimeo.com/help/guidelines), which are incorporated into this Agreement.
116Please see the [Vimeo Guidelines](https://vimeo.com/help/guidelines) for guidance on how we interpret these terms.
101117
102## 8\. Code of Conduct
118### 5.3 Code of Conduct
103119
104In using the Vimeo Service, you must behave in a civil and respectful manner at all times. Further, you will not:
120In using our Services, you may not:
105121
106- Act in a deceptive manner by, among other things, impersonating any person;
107- Harass or stalk any other person;
122- Use an offensive screen name (e.g., explicit language) or avatar (e.g., containing nudity);
123- Act in a deceptive manner or impersonate any person or organization;
124- Harass or stalk any person;
108125- Harm or exploit minors;
109- Distribute "spam";
110- Collect information about others; or
111- Advertise or solicit others to purchase any product or service within the Vimeo Site (unless you are an official Vimeo partner or advertiser and have a written agreement with Vimeo).
126- Distribute "spam" in any form or use misleading metadata;
127- Collect personal information about others;
128- Access another's account without permission;
129- Engage in any unlawful activity;
130- Embed our video player on or provide links to sites that contain content prohibited by **Section 5.2**; or
131- Cause or encourage others to do any of the above.
112132
113Vimeo has the right, but not the obligation, to monitor all conduct on and content submitted to the Vimeo Service.
133### 5.4 Prohibited Technical Measures
114134
115## 9\. Licenses Granted by You
135You will not:
116136
117#### 9.1 Videos
137- Except as authorized by law or as permitted by us: scrape, reproduce, redistribute, create derivative works from, decompile, reverse engineer, alter, archive, or disassemble any part of our Services; or attempt to circumvent any of our security, rate-limiting, filtering, or digital rights management measures;
138- Submit any malicious program, script, or code;
139- Submit an unreasonable number of requests to our servers; or
140- Take any other actions to manipulate, interfere with, or damage our Services.
118141
119**LICENSE TO VIMEO:** As between you and Vimeo, you own the video content ("videos") that you submit to the Vimeo Service. By submitting a video, you grant Vimeo and its affiliates a limited, worldwide, non-exclusive, royalty-free license and right to copy, transmit, distribute, publicly perform and display (through all media now known or hereafter created), and make derivative works from your video for the purpose of (i) displaying the video within the Vimeo Service; (ii) displaying the video on third party websites and applications through a video embed or Vimeo's API subject to your video privacy choices; (iii) allowing other users to play, download, and embed on third party websites the video, subject to your video privacy choices; (iv) promoting the Vimeo Service, provided that you have made the video publicly available; and (v) archiving or preserving the video for disputes, legal proceedings, or investigations.
142### 5.5 Restricted Users
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121**LIVE STREAMS:** For the purposes hereof, a "video" includes a live stream and you are deemed to have "submitted" a video when you live stream any content using the Vimeo Service, regardless of whether a permanent copy is created.
144You may not create an account if you are a member of a terror or hate group. You may not purchase any goods or services from us if you reside in a country subject to a comprehensive U.S. sanctions program or are a Specifically Designated National (SDN) as designated by the U.S. Department of the Treasury.
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123**LICENSE TO OTHER USERS:** You further grant all users of the Vimeo Service permission to view your videos for their personal, non-commercial purposes. This includes the right to copy and make derivative works from the videos solely to the extent necessary to view the videos. The foregoing licenses are in addition to any license you may decide to grant (e.g., a Creative Commons license).
146### 5.6 Accessibility and Ratings
124147
125**DURATION OF LICENSES:** The above licenses will continue unless and until you remove your videos from the Vimeo Service, in which case the licenses will terminate within a commercially reasonable period of time. Notwithstanding the foregoing, the license for legal archival/preservation purposes will continue indefinitely. Please note that removed videos may be cached in search engine indices after removal and that Vimeo has no control over such caching.
148We provide means to allow you to include closed captioning in your videos. If required by applicable law, you must provide closed captioning in your videos.
126149
127#### 9.2 Non-video Content
150We may allow you to filter videos based upon their user-defined content rating. We cannot guarantee that videos will be appropriately rated by others. You must rate your videos appropriately.
128151
129As between you and Vimeo, you own all non-video content that you submit to the Vimeo Service. You grant Vimeo and its affiliates a worldwide, perpetual, irrevocable, non-exclusive, royalty-free license and right to copy, transmit, distribute, publicly perform and display (through all media now known or hereafter created), and make derivative works from your non-video content. In addition, you waive any so-called "moral rights" in your non-video content. You further grant all users of the Vimeo Service permission to view your non-video content for their personal, non-commercial purposes. If you make suggestions to Vimeo on improving or adding new features to the Vimeo Service, Vimeo shall have the right to use your suggestions without any compensation to you.
152## 6\. Licenses Granted by You
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131## 10\. Your Representations and Warranties
154As between you and Vimeo, you own and will retain ownership of all intellectual property rights in and to the content you submit. In order to allow Vimeo to host and stream your content, you grant Vimeo the permissions set forth below.
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133For each piece of content that you submit, you represent and warrant that: (i) you have the right to submit the content to Vimeo and grant the licenses set forth above; (ii) Vimeo will not need to obtain licenses from any third party or pay royalties to any third party; (iii) the content does not infringe any third party's rights, including intellectual property rights and privacy rights; and (iv) the content complies with this Agreement and all applicable laws.
156### 6.1 Your Video Content
134157
135## 11\. Indemnification
158By submitting a video, you grant Vimeo permission to:
136159
137You will indemnify, defend, and hold harmless Vimeo and its affiliates, directors, officers, employees, and agents, from and against all third party actions that: (i) arise from your activities on the Vimeo Service; (ii) assert a violation by you of any term of this Agreement; or (iii) assert that any content you submitted to Vimeo violates any law or infringes any third party right, including any intellectual property or privacy right.
160- Stream the video to end users;
161- Embed the video on third-party websites;
162- Distribute the video via our APIs;
163- Make the video available for download;
164- Transcode the video (create compressed versions of your video file that are optimized for streaming); and
165- Generate stills (i.e., "thumbnails") from your video to represent it (if you have not selected one).
138166
139## 12\. Third Party Copyrights and Other Rights
167If you have enabled a video privacy setting or disabled downloading or embedding, we will limit distribution of your video pursuant to your selection. By enabling access to your video to any third party, you grant each such person permission to stream (and/or download or embed, as applicable) your video. For the purposes of this **Section 6.1**, your video includes its title, description, tags, and other metadata.
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141Vimeo respects the intellectual property rights of others. If you believe that your copyright has been infringed, please send us a notice as set forth in our [Copyright and DMCA Policy](https://vimeo.com/dmca), which is incorporated into this Agreement. For other intellectual property claims, please send us a notice at legal\[at\]vimeo\[dot\]com.
169The license period begins when you submit the video to Vimeo and ends when you or Vimeo delete it; _provided_ that Vimeo may retain archival copies: (a) for a limited period of time in case you wish to restore it; (b) when the video is the subject of a takedown notice or other legal claim; or (c) when Vimeo in good faith believes that it is legally obligated to do so.
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143## 13\. Disclaimers
171### 6.2 Account Profile
144172
145Vimeo reserves the right to modify the Vimeo Service. You are responsible for providing your own access (e.g., computer, mobile device, Internet connection, etc.) to the Vimeo Service. Vimeo has no obligation to screen or monitor any content and does not guarantee that any content available on the Vimeo Service complies with this Agreement or is suitable for all users.
173You grant Vimeo permission to use your name, likeness, biography, trademarks, logos, or other identifiers used by you in your account profile for the purpose of displaying such properties to the public or the audiences you have specified. You may revoke the foregoing permission by deleting your account.
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147Vimeo provides the Vimeo Service on an "as is" and "as available" basis. You therefore use the Vimeo Service at your own risk. Vimeo expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any other warranty that might arise under any law. Without limiting the foregoing, Vimeo makes no representations or warranties:
175### 6.3 Other Content; Feedback
148176
149- That the Vimeo Service will be permitted in your jurisdiction;
150- That the Vimeo Service will be uninterrupted or error-free;
151- Concerning any content submitted by any member;
152- Concerning any third party's use of content that you submit;
153- That any content you submit will be made available on the Vimeo Service or will be stored by Vimeo;
154- That the Vimeo Service will meet your business or professional needs;
155- That Vimeo will continue to support any particular feature of the Vimeo Service; or
156- Concerning sites and resources outside of the Vimeo Service, even if linked to from the Vimeo Service.
177Content that is not covered by the licenses set forth in **Sections 6.1** or **6.2** shall be governed by this **Section 6.3** (e.g., text you submit in comments). You grant Vimeo a perpetual and irrevocable right and license to copy, transmit, distribute, publicly perform, and display such content through online means in connection with our Services. If you make suggestions to Vimeo on improving or products or services, Vimeo may use your suggestions without any compensation to you.
157178
158To the extent any disclaimer or limitation of liability does not apply, all applicable express, implied, and statutory warranties will be limited in duration to a period of thirty (30) days after the date on which you first used the Vimeo Service, and no warranties shall apply after such period.
179### 6.4 Scope of Licenses
159180
160## 14\. Limitation of Liability
181All licenses granted by you in this **Section 6**: (a) are non-exclusive, worldwide, and royalty-free; (b) include the right and license to copy, use, distribute, publicly perform, and display the licensed work for the purposes stated above; and (c) include all necessary rights and licenses to allow us to exercise our rights and perform our obligations. By granting these licenses, you waive any so-called "moral rights" that you may have. Nothing in this Agreement shall be deemed a license "condition" applicable to Vimeo; rather, any breach of a term by Vimeo hereof shall give rise to, at most, a claim for breach of contract only. All licenses granted herein are in addition to any other licenses that you may grant (e.g., a Creative Commons license).
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162**To the fullest extent permitted by law: (i) Vimeo shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses; and (ii) Vimeo's total liability to you shall not exceed the amounts paid by you to Vimeo over the twelve (12) months preceding your claim(s).**
183## 7\. Your Obligations
163184
164## 15\. Compliance Notice Pursuant to 18 U.S.C. § 2257
185### 7.1 Representations and Warranties
165186
166All pictures, graphics, videos, and other visual media displayed on the Vimeo Service are exempt from 18 U.S.C. § 2257 and 28 C.F.R. 75 because they do not consist of depictions of conduct as specifically listed in 18 U.S.C. § 2256 (2) (A) - (D), but are merely, at most, depictions of non-sexually explicit nudity, or are depictions of simulated sexual conduct, or are otherwise exempt because the visual depictions were created prior to July 3, 1995. Vimeo is not the primary producer of the visual content contained in the Vimeo Service.
187For each piece of content that you submit to or through Vimeo, you represent and warrant that:
167188
168## 16\. General Provisions
189- You have the right to submit the content to Vimeo and grant the licenses herein;
190- Vimeo will not need to obtain licenses from any third party or pay royalties to any third party with respect to the streaming or other permitted distribution of the content;
191- The content does not, and will not, infringe any third party's rights, including intellectual property rights and privacy rights; and
192- The content complies with this Agreement and all applicable laws.
169193
170**GOVERNING LAW:** This Agreement shall be governed by the laws of the State of New York, United States of America, without regard to principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention of Controls for International Sale of Goods shall not apply.
194### 7.2 Indemnification
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172**DISPUTES:** Any action arising out of or relating to this Agreement or your use of the Vimeo Service must be commenced in the state or federal courts located in New York County, New York, United States of America (and you consent to the jurisdiction of those courts). In any such action, Vimeo and you irrevocably waive any right to a trial by jury.
196You will indemnify, defend, and hold harmless Vimeo and its subsidiaries, parents, affiliates, directors, officers, employees, and agents, from and against all third-party actions arising from: (a) the content you submit to or through the Services; and (b) allegations of actions or omissions by you that (regardless if proven) would constitute a breach of this Agreement.
173197
174**INTERPRETATION; SEVERABILITY; WAIVER; REMEDIES:** Headings are for convenience only and shall not be used to construe the terms of this Agreement. If any term of this Agreement is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from this Agreement. No failure or delay by Vimeo in exercising any right hereunder will waive any further exercise of that right. Vimeo's rights and remedies hereunder are cumulative and not exclusive.
198## 8\. Term and Termination
175199
176**SUCCESSORS; ASSIGNMENT; NO THIRD PARTY BENEFICIARIES:** This Agreement is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. You may not assign this Agreement without Vimeo's prior written consent. No third party shall have any rights hereunder.
200This Agreement begins when you first use our Services and continues so long as you use our Service or have an account with us, whichever is longer. Paid accounts will continue for the subscription period and will renew in accordance with **Section 4** above. With respect to Basic (free) memberships, Vimeo may terminate this Agreement at any time by providing thirty (30) days' written notice, and users may terminate at any time by deleting their accounts.
177201
178**NOTICES:** You consent to receive all communications including notices, agreements, disclosures, or other information from Vimeo electronically. Vimeo may provide all such communications by email or by posting them on the Vimeo Service. For support-related inquiries, you may [contact us](https://vimeo.com/help/contact). You may send notices of a legal nature to Vimeo at legal\[at\]vimeo\[dot\]com or the following address:
202If you breach this Agreement, Vimeo may, at its option: (a) terminate this Agreement immediately, with or without advance written notice; (b) suspend, delete, or limit access to your account or any content within it; and (c) to the extent permitted by applicable law, retain any amounts payable to you (which you forfeit). If Vimeo deletes your account for breach, you may not re-register.
179203
180> Vimeo, Inc. 555 West 18th Street New York, New York 10011 Attention: Legal Department
204In the event of any termination or expiration, the following sections will survive: **Section 7.2** (Indemnification), **Section 9** (Disclaimers), **Section 10** (Limitation of Liability), and **Section 11** (General Provisions).
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182Nothing herein shall limit Vimeo's right to object to subpoenas, claims, or other demands.
206## 9\. Disclaimers
183207
184**MODIFICATION:** This Agreement may not be modified except by a revised Terms of Service posted by Vimeo on the Vimeo Site or a written amendment signed by an authorized representative of Vimeo. A revised Terms of Service will be effective as of the date it is posted on the Vimeo Site.
208VIMEO PROVIDES THE SERVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU USE THE SERVICES AT YOUR OWN RISK. You must provide your own device and Internet access.
185209
186**ENTIRE AGREEMENT:** This Agreement incorporates the following documents by reference:
210EXCEPT AS EXPRESSLY SET FORTH HEREIN, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, VIMEO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Among other things, Vimeo makes no representations or warranties:
187211
212- That our Services, or any part thereof, will be available or permitted in your jurisdiction, uninterrupted or error-free, or accessible from all devices or browsers;
213- Concerning any content submitted by our users;
214- That any geo-filtering or digital rights management solution that we might offer will be effective;
215- That our Services will meet your business or professional needs;
216- That we will continue to support any particular feature or maintain backwards compatibility with any third-party software or device; or
217- Concerning any third-party websites and resources.
218
219## 10\. Limitation of Liability
220
221TO THE EXTENT PERMITTED BY APPLICABLE LAW: (A) VIMEO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF BUSINESS, PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES; AND (B) VIMEO'S TOTAL LIABILITY TO YOU, EXCEPT FOR VIMEO'S CONTRACTUAL PAYMENT OBLIGATIONS HEREUNDER (IF ANY), SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO VIMEO OVER THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM(S) OR ONE HUNDRED DOLLARS (USD $100), WHICHEVER IS GREATER.
222
223## 11\. General Provisions
224
225**Choice of Law:** This Agreement will be governed by the laws of New York State and the United States of America (with respect to matters subject to federal jurisdiction such as copyright), without regard to principles of conflicts of law.
226
227**Choice of Venue; Jury Trial Waiver:** Any action relating to this Agreement or your use of our Services must be commenced in the state or federal courts located in New York County, New York State, United States of America; you consent to the exclusive jurisdiction of those courts. IN ANY SUCH ACTION, VIMEO AND YOU IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY.
228
229**Reservation of Rights, Severability, Force Majeure:** Vimeo reserves all rights not expressly granted herein. Vimeo's rights and remedies are cumulative. No failure or delay by Vimeo in exercising any right will waive any further exercise of that right. If any term of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, that term will be limited or severed. Vimeo will not be liable for any delay or failure caused by a force majeure event.
230
231**Relationship:** You and Vimeo are independent contractors of one another; neither party is an agent, partner, or joint venturer of the other. This Agreement binds the parties and their successors, personal representatives, and assigns. You may not assign this Agreement to any person whose account has been terminated by Vimeo or who is prohibited from registering; any such assignment will be void.
232
233**Third Parties:** We may provide links to and integrations with websites operated by others. The website operator, not Vimeo, is solely responsible for the content thereof, and your use of each such website will be subject to its terms of service. We may disable integrations with any third party at any time, with or without notice. Except as expressly stated herein, nothing in this Agreement confers any right on any third party.
234
235**Entire Agreement:** This Agreement constitutes the entire understanding of the parties and supersedes all prior understandings regarding the subject matter hereof and may not be modified except in accordance with **Section 1** or in a document executed by authorized representatives of Vimeo. If you have a signed agreement with Vimeo, any conflicting term of that agreement will prevail over the terms hereof, but only as to the subject matter of that agreement.
236
237**Addenda:** This Agreement incorporates the following documents (and no others) by reference:
238
188239- [Privacy Policy](https://vimeo.com/privacy)
189240- [Cookie Policy](https://vimeo.com/cookie_policy)
190- [Vimeo Guidelines](https://vimeo.com/help/guidelines)
191- [Mobile App Addendum](https://vimeo.com/vimeoapp_eula)
192- [Payment Addendum](https://vimeo.com/paymentaddendum)
241- [Copyright Policy](https://vimeo.com/dmca)
193242- [Government Entity Addendum](https://vimeo.com/governmententityaddendum)
194- [Copyright and DMCA Policy](https://vimeo.com/dmca)
243- [App Addendum](https://vimeo.com/vimeoappaddendum)
244- [Vimeo On Demand Viewer Agreement](https://vimeo.com/vodvieweragreement)
245- [Stock Footage License Agreement](https://vimeo.com/stock/standardlicense)
246- [Seller Addendum](https://vimeo.com/selleraddendum)
247- [API License Addendum](https://developer.vimeo.com/guidelines/terms)
248- [Enterprise Terms](https://vimeo.com/enterpriseterms)
195249
196This Agreement constitutes the entire understanding between Vimeo and you concerning the subject matter hereof and supersedes all prior agreements and understandings regarding the same. Notwithstanding the foregoing, this Agreement does not govern any use of Vimeo's application protocol interface (API), which is governed by our [API Agreement](https://vimeo.com/apiterms).
250**Notices:** You must send any notices of a legal nature to us by [email](mailto:legal@vimeo.com) or at:
197251
198END OF DOCUMENT. Have a nice day.
252Vimeo, Inc.
253Attention: Legal Department
254555 West 18th Street
255New York, New York 10011