Terms of Service

INTRODUCTION/OVERVIEW
The general intent behind Vizu's Terms of Service is to create and sustain an environment where information and ideas flow freely.

Much of the Vizu experience is available to the public at large. By registering with Vizu, a user is given a broader ability to interact with the Vizu community in terms of sharing and analyzing ideas and information. This increased access comes with increased responsibility on the part of the user to contribute and interact with the Vizu community in a positive way. To this end, Vizu has established some basic rules of conduct based on mutual respect.

Most of the content available from Vizu is generated by the greater Vizu community. Vizu purposefully tries to limit its involvement regarding the content on its site to facilitating access and analysis. Vizu cannot be held accountable for the content itself.

VIZU TERMS OF SERVICE
PLEASE READ THESE TERMS AND CONDITIONS OF SERVICE ("Agreement") CAREFULLY BEFORE USING THIS WEBSITE (the "Site"). This Site at Vizu.com is fully controlled and operated by Vizu, Inc, ("Vizu", "we", or "us"). By accessing and using this Site, located at http://www.Vizu.com/ or any of Vizu's other URLs, you are hereby agreeing to be legally bound by this Agreement. This Site is available ONLY TO USERS OVER THIRTEEN YEARS OF AGE. SITE REGISTRANTS BETWEEN THE AGES OF 13 AND 18 MUST HAVE A PARENT ASSIST IN THE COMPLETION OF THE REGISTRATION. By completing the registration process for this Site, you represent that you are over thirteen years of age, and can and will be legally bound by this Agreement. If you do not agree with all of the following terms and conditions, please do not use this Site. We reserve the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Such changes and/or modifications shall become effective immediately upon the posting thereof. Please review this Agreement to keep yourself apprised of any changes. Your continued use of the Site following the posting of changes and/or modifications will constitute your acceptance of the revised terms and conditions.

POLICY DATE:
This policy was last updated on July 1, 2005.

PRIVACY POLICY
Vizu recognizes the importance of protecting your privacy. Any registration, personally identifiable, or other information you share with us is subject to the terms of our Privacy Policy which can be found at www.Vizu.com.

DESCRIPTION OF SERVICE
You may access or obtain unique services, products, information, and community offerings ("Services") provided by Vizu, Inc. through Vizu.com as a service to the Internet community, as offered on our Site.

Vizu is a community based polling based service that allows users to voice their opinions on various topics and to gather quantitative and qualitative information about a wide variety of topics. As part of our service we collect and maintain information about our users and community members. This information may change or be updated without notice at any time. Please remember, that we do not warrant or guarantee in any way: 1) that any information gathered or displayed on our Site is suitable for any purpose, is representative of anything or is sufficient for decision making purposes; or 2) that the information displayed on our Site is compiled from people accurately representing their opinions or personal information or characteristics.

Much of the information and functionality is available to Vizu users without any registration requirements. In order to gain broader access to the functionality and information on Vizu, registration is required. More detailed demographic data regarding the results of Vizu polls are made available to those registrants who choose to share similar demographic data about themselves. The more data that members of the Vizu community share about themselves, the richer the Vizu experience becomes for the individuals and for the entire Vizu community. Individuals' registration or demographic data are not made available to other users in ways that would allow the information to be attributable to a single individual unless a user explicitly chooses to share select information. Vizu realizes the sensitivity of personal information and therefore allows users, who so choose, to participate anonymously as an unregistered user or to operate as a registered user under a User Name / ID that does not reflect their true identity.

Vizu intends to foster and open forum for the inquiry and exchange of information. Much of the content or information available on Vizu is created by our users. Vizu in no way warrants or guarantees the quality, veracity, value, or appropriateness of any of the information or content created by or for our users, sponsors, or affiliates. Additionally, none of the poll related content on our Site can be assumed to reflect the beliefs, values, or intentions of Vizu. Vizu does, however, retain the right to edit, delete, modify, or alter any way information or content posted on its Site at its sole discretion. Additionally Vizu retains the right to re-use, copy, and/or re-produce any information or content posted on its Site.

CONSENT TO ELECTRONIC COMMUNICATIONS AND EMAIL SOLICITATION
When you register for Services, you agree that we may provide you with information and other materials or advertisements regarding products, services, and other offers from time to time and we may share your information with third parties for marketing purposes, unless opted out, as described in our Privacy Policy. Such solicitations may take the form of email messages or other means of communication including automated means. Solicitations will be made to the contact information provided to us in the registration process. MORE INFORMATION REGARDING THE COLLECTION AND USE OF YOUR INFORMATION IS AVAILABLE IN OUR PRIVACY POLICY AT WWW.VIZU.COM.

YOUR REGISTRATION OBLIGATIONS
In this Agreement "you" refers to the person who registers to become a user of Vizu. In consideration of your use of the Service, you represent that you are of legal capacity to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service's registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or any information that Vizu has reasonable grounds to suspect is untrue, inaccurate, not current or incomplete, Vizu has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). To obtain some specific Services, you will be required to designate a user ID and password. You are responsible for maintaining the confidentiality of the ID and password, and are fully responsible for all activities that occur under your ID or password. You agree to immediately notify Vizu of any unauthorized use of your ID or password or any other breach of security. You also agree to exit from your account at the end of each session. Vizu cannot and will not be liable for any loss or damage arising from your failure to do so. For more information on security, see our Privacy Policy. Vizu is concerned about the safety and privacy of all its users, particularly children. For this reason, if a Site visitor indicates that they are under the age of 13 we do not collect or save any data or information received from them. FOR SITE REGISTRANTS BETWEEN THE AGES OF 13 AND 18, WE REQUEST THAT A PARENT ASSIST IN THE COMPLETION OF THE REGISTRATION AND ASSUME THAT BY DOING SO THE PARENT CERTIFIES THAT HE/SHE IS THE LEGAL GUARDIAN AND YOU ALSO GIVE YOUR CHILD PERMISSION TO ACCESS ALL OF THE SERVICES INCLUDING, EMAIL, MESSAGE BOARDS, INSTANT MESSAGES AND CHAT (AMONG OTHERS). Accordingly, as the legal guardian, it is your responsibility to determine whether any of the Services and/or Content are appropriate for your child.

USER CONDUCT
Without limitation, Vizu reserves the right to terminate your access to and use of the Services if, in our view, your conduct fails to meet any of the following guidelines:

1. You shall participate in our polls or surveys in a way that accurately reflects your true opinions.
2. You shall not misrepresent your identity or personal characteristics, or impersonate any person.
3. You shall not attempt to interfere with any other person's use of the Services.
4. You shall not hold yourself out as sponsored by, endorsed by, or affiliated with the Vizu site.
5. You shall not engage in any activity that constitutes harassment, including, but not limited to, using Visu's communication features such as email or IM as a means to SPAM others, or excessive repetition when listing a person as a referral.
6. You shall not list the email addresses of people unknown to you.
7. You shall not list as referrals any email addresses that are fake, fictitious, or made up.
8. You shall not attempt to gain unauthorized access to Vizu's database or other computer systems.
9. You shall not attempt to modify, translate, adapt, edit, decompile, disassemble, or reverse engineer any software programs used by Vizu in connection with the Vizu website or the Services.
10. You shall not engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Services or the Vizu website.
11. You shall not use any portion of the Vizu website or the Services for any unlawful purpose.

All judgments concerning the applicability of these guidelines shall be at the sole and exclusive discretion of Vizu.

POLLS/CHATROOM/MESSAGE BOARDS
To the extent that portions of this Site provide users an opportunity to post and exchange information, ideas and opinions (the "Postings"), please be advised that Postings do not necessarily reflect the views of Vizu. In no event shall Vizu assume or have any responsibility or liability for any Postings or for any claims, damages or losses resulting from their use and/or appearance on this Site. You hereby represent and warrant that you have all necessary rights in and to all Postings you provide and all information they contain and that such Postings shall not infringe any proprietary or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information. You hereby authorize Vizu to use, and authorize others to use, your Postings in whole or in part, throughout the universe in perpetuity in any and all media, now known or hereafter devised, alone, or together or as part of other material of any kind or nature. Without limiting the foregoing, Vizu will have the right to use and change the Postings in any manner that Vizu may determine. Additionally, Vizu may sweep its polls, chatrooms and/or message boards periodically in its sole discretion. Vizu does not allow Postings which contain:

• private or personal information which might identify another user or non-user
• any unlawful material or that infringes upon another's intellectual property rights
• other information that Vizu deems in its sole discretion to be inappropriate for this Site.

Although Vizu periodically monitors the content posted on this Site, we cannot be responsible for the views or opinions expressed by third parties. Nonetheless, Vizu will make every effort to ensure that the polls/chatrooms/message boards best serve the interests of all users and, therefore, Vizu reserves the right to edit, delete, or refuse to post messages that violate the above-referenced rules, as well as revoke the privileges of users who do not comply with such rules.

PROPRIETARY RIGHTS
Vizu and its licensors have expended substantial time, effort, and funds to create Vizu and its Services. All Site software, design, text, information, data, databases, images, photographs, illustrations, audio clips, video clips, artwork, graphic material, or other copyrightable elements, the selection and arrangements thereof, and other content (collectively, the "Content") are the property of Vizu and/or its subsidiaries, affiliates, assigns, licensors or other respective owners and are protected, without limitation, pursuant to U.S. and foreign copyright and trademark laws.

Copyrights. All Content of this Site are either Copyright 2006 Vizu, or are the proprietary property of Vizu's suppliers, affiliates or licensors. No copyrighted material or other Content may be reproduced, modified, create derivative works from, displayed, performed, published, distributed, disseminated, broadcasted or circulated to any third party (including, without limitation, the display and distribution of the Content via a third party website or other networked computer environment) in ways other than those expressly enabled by Vizu without the express prior written consent of Vizu. Use of Vizu and/or its licensors' Content is only permitted with their express written permission. All rights reserved.

Notice of Copyright Agent. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Vizu's copyright agent the written information specified below. (1) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) A description of the copyrighted work that you claim has been infringed upon;(3) A description of where the material that you claim is infringing is located on the site; (4) Your address, telephone number, and e-mail address; (5) A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (6) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

Vizu's Copyright Agent for notice of claims of copyright infringement on its site can be reached as follows: Copyright Agent 930 Montgomery St Suite 200, San Francisco, CA. 94133 e-mail:

Trademarks and Service Marks. Vizu, Vizu.com, the Vizu logo, are including without limitation, either trademarks, service marks or registered trademarks of Vizu, and the products and services described or offered in this Site, are either the trademarks, service marks or registered trademarks of Vizu, its suppliers, licensors, or affiliates, and may not be copied, imitated or used, in whole or in part, without Vizu's prior written permission or that of our suppliers or licensors. Other product and company names may be trade or service marks of their respective owners.

Submissions: You agree that any materials, including but not limited to questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information, provided by you in the form of e-mail or submissions to Vizu, or postings on this Site, are non-confidential (subject to our Privacy Policy) We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use of these materials for any purpose, commercial or otherwise, without acknowledgment or compensation to you. The submission of any materials to Vizu, including the posting of votes or materials to any poll, forum or interactive area, irrevocably waives any and all "moral rights" in such materials, including the rights of paternity and integrity.

You further agree that you will not disassemble, decompile, reverse engineer or otherwise modify the Content. Any unauthorized or prohibited use may subject the offender to civil liability and criminal prosecution under applicable federal and state laws.

CONTESTS, SWEEPSTAKES, ELECTRONIC POSTCARDS AND OTHER ACTIVITIESM
Vizu provides Rules of Participation for certain activities on this Site including, without limitation, contests, sweepstakes and electronic postcards by Vizu and in conjunction with third parties. This Agreement is incorporated by reference to the specific Rules of Participation which appear in connection with information about a particular activity. To the extent that any conflict exists between this Agreement and specific Rules of Participation, the Rules of Participation for the activity in which you choose to participate shall govern.

ACCURACY OF INFORMATION
VIZU DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THIS SITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, OR SUITABLE FOR ANY PURPOSE. Vizu is not responsible for typographical errors or omissions relating to pricing, text, or other materials. Furthermore, while Vizu attempts to ensure your access and use of the Site is safe, Vizu cannot and does not represent or warrant that this Site or its server(s) are free of viruses or other harmful components.

DISCLAIMER OF WARRANTIES
THE WEB SITE AND THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ASSOCIATED WITH IT ARE PROVIDED "AS IS." VIZU, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THE SITE DISCLAIM ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE WEB SITE AND ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED HEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. USE OF VIZU'S SERVICES IS AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, VIZU, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THE SITE ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF VIZU' SERVICES OR THEWEB SITE, OR WITH THE DELAY OR INABILITY TO USE THE WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH THE WEB SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE WEB SITE, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF VIZU, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THE SITE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. Notwithstanding the foregoing, in no event shall Vizu's liability to you for any and all claims, damages, losses, and causes of action (whether in contract, tort or otherwise) exceed the amount paid by you, if any, for accessing this Site.

THIRD PARTY HYPERLINKS
The appearance of external hyperlinks and/or postcards generated by third parties does not constitute endorsement by Vizu, its subsidiaries and affiliates of the opinions or views expressed by these third party websites and Vizu does not verify, endorse, or take responsibility for the accuracy, currency, completeness or quality of the content contained at these sites. Furthermore, Vizu is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised at such sites. As such, neither Vizu nor its subsidiaries and affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained in these sites. Finally, Vizu will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within these third party hyperlinked sites.

INDEMNIFICATION
You agree to indemnify, defend and hold harmless, Vizu, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers to the Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this agreement by you. Vizu reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with Vizu in asserting any available defenses.

DISPUTES
Any controversy or claim arising out of or relating to this Agreement, Vizu, or the provision of the Services shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in San Mateo County California, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Either you or Vizu may seek any interim or preliminary relief from a court of competent jurisdiction in Contra Costa County County, California necessary to protect the rights or property of you or Vizu (or its agents, suppliers, and subcontractors) pending the completion of arbitration. If there is a dispute between participants on this Site, or any third party, Vizu is under no obligation to become involved. In the event that you have a dispute with one or more users, you hereby release Vizu, their officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and / or our service. If you are a California resident, you waive California Civil Code Section 1542, which says "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

MISCELLANEOUS
Vizu operates and controls this Site from its offices at Corp Address. No software from this Site may be downloaded, exported or re-exported in violation of any law including, without limitation, to countries that are subject to U.S. export restrictions.

This Agreement contains the entire understanding and supersedes all prior understanding of the parties hereto relating to the subject matter hereof, and cannot be changed or terminated orally. If any provision of this Agreement is found to be illegal or unenforceable, the Agreement will be deemed curtailed to the extent necessary to make it legal and enforceable and will remain, as modified, in full force and effect. This Agreement and all matters or issues collateral thereto will be governed by, construed and enforced in accordance with the Laws of the State of California applicable to contracts executed and performed entirely therein (without regard to any principles of conflict of laws), and jurisdiction for any court action in the State of California.