PLYmedia Inc. and its subsidiaries (together, "PLYmedia") develops tools that enable the creation and view of professional or non-professional layers of translation, subtitles, voiceover, sign-language and\or closed captioning (each a “Service Feature” or “Content”) synchronized with a moving picture (“SubPLY”). PLYmedia hereby offers site owners, channel owners, publishers or translators ("You", the “Publisher”, the “Translator”) to create Content and/or enable the videos on your site (the “Publisher Site”) to be enabled with SubPLY so your site visitors can view the SubPLY layers synchronized with the video at your Publisher Site. PLYmedia also offers you and translators access to its web-based caption and translation tools (the “Tools”) to create Content for web video.
PLYmedia further offers professional Service Features for video content on Publisher Sites (“SubPLY Professional”). If you are a Publisher that would like to offer SubPLY on your site, please contact sales@subply.com for information on integration and pricing of SubPLY and about PLYmedia’s other service offerings.
PLYmedia, www.plymedia.com, www.subply.com, or any other future website owned by PLYmedia which offers the Tools or Service (collectively referred to as "PLYmedia") sets the following Terms of Use for its Service.
By using the SubPLY, the Tools or SubPLY Professional (each the “Service”), you agree to be bound by these Terms. If you do not agree to any of these terms, please refrain from using the Service.
PLYmedia reserves the right to change or modify the Terms, Privacy Policy, or Copyright Policy at any time. Posting the modified Terms, Privacy Policy, or Copyright Policy on PLYmedia's website at www.plymedia.com or www.subply.com, (the "Websites") will give effect to the revised terms. Your continued use of the Service indicates your acceptance of any revised terms. If you do not agree to the revised terms, please refrain from the Service.
PLYmedia has a strong commitment to protect the privacy of its users. The terms of our Privacy Policy are incorporated into, and considered part of, these Terms. For more information regarding PLYmedia’s privacy policy, read the Privacy Policy.
PLYmedia will provide the Service for videos based on the instructions and specifications of videos provided by you. Provided, your video or the media player used for viewing your videos is integrated with PLYmedia, PLYmedia will provide the necessary tools and service to assure that the Services can be viewed and synchronized with the videos.
PLYmedia retains the right to, at any time and without prior notice, suspend, discontinue, delete, modify, or remove any Content or Service offered by PLYmedia without reason or liability. In addition, PLYmedia may in the future charge for Services which are currently available for free on the Websites.
You may be required to enable PLYmedia to integrate its Services to the media player used at your Publisher Site to enable the display of the Content which will be synchronized with the video. You shall make the necessary changes or additions to your website to allow for PLYmedia’s Service to function on your website. To learn more our technical integration, click here or contact sales@subply.com.
PLYmedia is responsible for providing the Service for videos in the time period of the offer, as offered for each Service Feature, for the performance of the Content or Service in the desired languages and for providing the Content or Service. PLYmedia may create the Content on the videos itself or contract with partners or affiliates to provide the Service, for all or some languages. Designating Videos for the Service You have the sole discretion to choose the videos that will be enabled with the Service, the Service Feature to be provided and the desired languages of the Service Feature. Requests for a Service Feature to be provided on your video should be submitted through the Service request process. By using the Service, you hereby represent that you are either (i) the content owner of the video or (ii) have received explicit permission from the content owner of the video to grant PLYmedia a worldwide, non-exclusive, transferable, royalty-free, sublicensable license to use, distribute, prepare derivative works of or display in any media formats and through any media channels (the “Permission”) the Content created and to provide the Service or (iii) the video is licensed under terms which provide such Permission. In no case shall PLYmedia be liable for any misrepresentation made by you or your failure to disclose the truth and PLYmedia may take legal action against you if the representations herein are found to be incorrect or misleading.
PLYmedia shall provide the Service for the selected videos to be accessible for viewing at the participating Publisher Site or embedded in third-party sites (provided you enable your video content to be embedded) as follows:
PLYmedia reserves the right to change any and all prices and promotions which appear on the Websites and only the agreed prices in writing or displayed on the Websites or through PLYmedia’s online ordering or task request system shall be binding and valid between the parties.
PLYmedia offers Content in a variety of languages. Requested Service Features to a specific language shall be provided by PLYmedia based on your particular needs and the availability of professional translation or transcription services in these languages.
Once PLYmedia performs the Service Feature for your content, the viewing of such Content shall be available to you and your users and subscribers without limit of time or number of views in as much as SubPLY is integrated and enabled and continue to be integrated and enabled at your site or on the media player used at your site or as specified as part of the Service Feature offer. PLYmedia reserves the right and shall provide notice in the future should PLYmedia charge for the serving of the Content.
You are granted the right to use the Content which is synchronized with the video in your website or in any other platform which supports presentation of these layers that you find suitable at no extra charge from PLYmedia, as long as you have the legal permission and the right to do so.
PLYmedia is committed to professional standards of the Service and will take all effort to provide the Content and Service for the requested videos in a comprehensive and accurate manner. However, PLYmedia cannot be responsible for the Content and in no case will be liable for the Content which may claimed to be inaccurate, incomplete, offensive, indecent, violent, defamatory, illegal or infringing or for any other claims regarding the Content. If you find errors in the Content, please submit the link of the video on which errors were found, the site where the video appears, and the errors to corrections@subply.com and PLYmedia shall use its best efforts to correct such mistakes in a timely fashion.
PLYmedia now offers site owners the ability to receive Service Features specifically for videos from third-party sites (the “Third-Party Site”) on your website (the “Third-Party Service”).
The following sets forth the terms of use and License of the Tools as may be made available to you.
The Tools consist of a web-based tool and application for the online captioning, translation & synchronized timing for online videos.
PLYmedia owns the "Licensed System", namely the collection of computer programs, software, management tools, website tools/access and other materials, known together as the Tools ("Licensed System", “System” or “Tools”) and the User Documentation for the Licensed System.
Subject to the terms and conditions of this Agreement, the PLYmedia hereby grants to Licensee and Licensee hereby accepts under any and all Intellectual Property Rights owned or otherwise assertable by PLYmedia, a non-exclusive, non-transferable, non-assignable license to use the Licensed System for the creation of Content which is synchronized with the online video content.
Apart from the rights enumerated in this Agreement, the License does not include a grant to Licensee of any right to engage in any Licensable Activity, nor any ownership right, title, or interest, nor any security interest or other interest, in any Intellectual Property Rights, including but not limited to, trade secrets, patents, copyrights, trademarks, service marks and moral rights relating to the Licensed System nor in any copy of any part of the Licensed Software.
To remove any doubt, even if suggestions made by Licensee are incorporated into subsequent versions of the System or the Documentation, Licensee does not acquire any rights or interests in the System, except as provided herein.
To remove any doubt, the License is for the use of the System as made available and neither grants right nor entitlement for a license in later versions that the Licensor may develop and/or license for use in the future.
Licensor agrees that it shall not use, reproduce, distribute, upload to the internet, post online, sublicense or transfer (with or without consideration) the System or access to the System, or parts or modules of it, including, except as provided herein. Licensee shall not: (i) decompile, reverse engineer, disassemble, modify, otherwise attempt to derive the source code of the System or prepare any derivative works of the System; (ii) modify or adapt the System or the Documentation, or merge either of them into any other System or other materials; (iii) sell, license (or sub-license), lease, assign, transfer, pledge or share the rights provided herein with/to any third party; (iv) provide access to the System; (iv) represent that it possesses any proprietary interest in the System; (v) directly or indirectly, take any action to contest PLYmedia’s Intellectual Property or infringe upon it in any way.
The Licensee is granted the right to use the System or PLYmedia’s websites to create Content. The Licensee can use the System and PLYmedia’s websites itself and/ or permit its partners, affiliates, users and subscribers to use the System which it installed at its website or PLYmedia’s website. Use of the System or PLYmedia’s website by the Licensee and/ or its partners, affiliates, users and subscribers is subject to registration for each user and acceptance by such user of these terms. The Licensee has the obligation to inform its partners, affiliates, users and subscribers of these terms of use and no use of the System or PLYmedia’s websites shall be permitted unless agreed to these terms.
PLYmedia owns the intellectual property related and associated with its System. The System contains copyrighted material, patented technology, trademarks (registered and unregistered), and other proprietary information of PLYmedia. Licensee acknowledges and agrees that all copyrights in the Software and Content, including but not limited to any images, photographs, animations, video, audio, music, text and "applets," incorporated into the Software, the accompanying printed materials, the educational material and any copies of the software (if applicable), are owned by PLYmedia. The Licensee is granted no right in the intellectual property associated or related to the System and nothing should be inferred as granting such rights to the Licensee.
LICENSEE AGREES THAT IN NO EVENT SHALL PLYMEDIA BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM LOSS OF OR USE OF DATA OR CONTENT, PROFITS OR BUSINESS INTERRUPTION, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS CONDUCT, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SYSTEM, SERVICE OR TOOLS OR ANY PART THEREOF OR THE EDUCATIONAL MATERIAL OR ANY OTHER CONTENT OR MATERIAL PROVIDED WITH THE SYSTEM OR TOOLS OR ENABLED FOR USE WITH THE SYSTEM OR TOOLS.
Nothing contained herein shall be construed or implied to create a relationship of partnership, joint venture, agency, employment, franchise or any relationship other than that of independent contractors in the use of the Tools, System or Service.
You are entitled to offer your users and subscribers to create other forms of content using PLYmedia’s Tools (or other PLYmedia’s tools and services) for user-generated and non-professional services for videos which are displayed at your site. Those users and subscribers will be entitled to use the Tools if they accept PLYmedia’s Terms of Use. Please contact PLYmedia at info@subply.com on how to enable this functionality on your videos.
In the case that you choose to use the Tool and contract with third party for providing Content, you agree to be bound by the Tool license agreement included herein.
PLYmedia owns the intellectual property related and associated with its Service and Tools. PLYmedia further owns and retains all proprietary rights in the Websites. The Tools, Service and Websites contain copyrighted material, patented technology, trademarks, and other proprietary information of the Websites and its licensors. You are granted no right (moral or otherwise) in the intellectual property associated or related to the Tools, Service and/ or the Websites and nothing should be inferred as granting such rights to the user. At the same time, the implementation of the Tools or use of the Service within your site grants PLYmedia no right in your intellectual property rights, moral or otherwise or to your tools, third-party providers or any of their intellectual property rights, moral or otherwise.
The content on the Websites, except the videos from a third-party (the “Third-Party Videos”), including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features, and "applets," and the like ("Website Content") and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to PLYmedia, subject to copyright and other intellectual property rights under the law. Website Content is provided to you AS-IS for your information and personal use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. PLYmedia reserves all rights not expressly granted in and to the Websites and the Websites Content.
PLYmedia is committed to the protection of copyright laws and regulations and the intellectual property rights of creators and owners of content. PLYmedia objects to any use of it Tools or Service for copyright infringement and takes any necessary effort to assure that no copyright infringement is utilized. Use of PLYmedia’s Tools and Service are subject to PLYmedia's Copyright Policy and you hereby agree to strictly follow copyright law and agree not to use the Tools or request any Service Feature for Content in any manner which might be in conflict with others' rights. In this regard, you have the obligation to clear rights in copyrighted content and to contract with your users and subscribers for the use of their content (if applicable) and also for the Service Feature requested and the publication of the Content on your site. PLYmedia will not be responsible, either directly or indirectly, for infringement of copyright which may occur in performance of the Service. You have an obligation to inform PLYmedia that a video marked for a Service Feature has been legally cleared for the Service Feature, for that performance of the Service Feature, for the publication of the Content and for the commercial use of the video (if applicable) and that the video content does not infringe upon any copyright laws. If PLYmedia is informed that Content has not been cleared or approved as per above, PLYmedia will refrain from performing the Service, providing the Content or publishing the Content and will take all necessary steps to assure that the Content created for the video is immediately removed. All copyright concerns, issues or notifications should be sent to copyright@subply.com.
PLYmedia is committed to a legal, safe, friendly and equal environment. PLYmedia strictly prohibits the use of the Service or Tools or any of its functionalities for offensive, illegal or harming purposes. You agree not to use the Tools or Websites to create, edit or share any content that is harmful, unlawful, obscene, libelous, racist, hateful, criminal or that violates the right to privacy or any other illegal, offensive or inappropriate content. PLYmedia reserves the right, on its sole discretion, to remove any content which deems to be illegal, offensive or inappropriate and to take action against the infringer.
You have an obligation to inform your users and subscribers of copyright laws and regulations and to assure that videos which appear on your website do not infringe upon any copyrights.
The Tools are being licensed "AS-IS" and PLYmedia makes no warranty as to its use or performance. The express warranties and express representations set forth in this Agreement are in lieu of, any disclaimer, any and all other warranties, conditions, or representations (express or implied, oral or written), with respect to the Licensed System or any part the thereof. Except for any warranty, condition, representation or term to the extent to which the same cannot or may not be excluded or limited by law applicable to the Licensee in Licensee’s jurisdiction, PLYmedia makes no warranties, conditions, representations, or term, express or implied, as to any matter including without limitation, non infringement of third party rights, merchantability, integration, satisfactory quality, or fitness for any particular purpose. There are no express or implied warranties as for the accuracy, relevancy or reliability of the educational material or other materials provided or enabled for view with the System.
You also hereby acknowledge that PLYmedia’s Service shall be integrated “AS-IS”. You will not have any claim against the functionality of the Tools, Service or their operation within your working environment. PLYmedia’s Tools and Service have been developed to be used in conjunction with websites and should not affect the functioning or operation of your site. To wit, PLYmedia will not be in any case responsible for any damage that may be the result of the decision to embed the Tools or any other damages, monetary or other, to you or your users or subscribers due to the use of PLYmedia’s Tools or Service.
Independent of, severable from, and to be enforced independently of any other enforceable or unenforceable provision herein, in no event shall PLYmedia’s aggregate liability to Licensee (including liability to any person or persons whose claim or claims are based on or derived from a right or rights claimed by Licensee), with respect to any and all claims at any and all times arising from or related to the subject matter of this agreement, in contract, tort or otherwise, exceed the license fee paid for the Tools, if any.
The Service includes Service Features for the creation of derivative works that may be made available to users. You agree to assign all rights in the intellectual property created using the Service of all derivative work created to PLYmedia or to the content owner of the original work, PLYmedia or to the website or owner which owns the original content.
PLYmedia requires registration to perform certain functions and you will be directed to a registration process. The registration process may require the user to provide information regarding, but not limited to, his\her email address and other information such as age, citizenship, address or other information. Once registered as a registered user, you represent and warrant all registration information you submit is accurate and truthful and that you agree to update and maintain the accuracy of such information. You further represent and warrant that your use of the Website shall not violate any applicable law or regulation. PLYmedia reserves the right to stop the service of a registered user if registration information submitted seems or proves to be false. PLYmedia will, in accordance with its Privacy Policy, keep your email and other user information confidential. You are responsible for maintaining the confidentiality of your user information.
By agreeing to these terms, you agree to allow PLYmedia to contact you via your registered email address.
In addition, PLYmedia may send marketing communications to users. If you do not want to receive this kind of information, you are requested to opt-out by un-checking the "I would like to receive email updates" box on the registration page, or should you choose to opt-out after registering, you can edit your profile to update your privacy permissions and opt-out from receiving any further marketing communication.
In order to provide you with fast and easy access to your account, PLYmedia may place a cookie (a small text file) on any computer from which you access our Website. When you revisit our Website, this cookie enables us to recognize you as the account holder and provide you with direct access to your account or Service without requiring you to re-enter your password or other identification information. You are responsible for maintaining the confidentiality of your user information and for restricting access to your computer.
PLYmedia reserves the right to, without prior notice, terminate Service or access to the Tools to anyone violating these Terms. If your Service is terminated, your rights to use the Tools, Service and/ or the Websites will stop immediately. Termination is without prejudice to all other remedies available to PLYmedia at law and under this agreement.
You have the right to stop using Tools, Content, Service or any other PLYmedia's services at any time. Termination will become effective 24 hours after notice to PLYmedia.
This Agreement as it relates to the Service shall be treated as though it were executed and performed in San Francisco, California, and shall be governed by and construed in accordance with the laws of the State of California (without regard to conflict of law principles).
This Agreement as it relates to the Tools will be interpreted and enforced in accordance with the law of the State of Israel applicable to agreements made and performed entirely in that state by Persons domiciled therein. All disputes arising out of or relating to the Tools that are not resolved by agreement between the Parties will be arbitrated in accordance with the Israeli Arbitration rules, by an arbitrator to be appointed by Chair of the Israeli Bar Association. Suit to enforce this Agreement or any provision thereof related to the Tools will be brought exclusively in the state or federal courts located in Tel Aviv, Israel
Any cause of action by you with respect to the Tools, Service and/ or the Website (and/or any information, Documents, products or Websites related thereto) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party.