TubeMogul.com Terms of Service

ACCEPTANCE OF TERMS

Welcome to the TubeMogul.com ("TubeMogul") TubeMogul Analytics™ and Universal Upload Services (the "Services"). Your use of the Services is subject to these Terms of Service ("TOS"). TubeMogul reserves the right to update and change the TOS from time to time without notice or acceptance by you. The TOS will also be applicable to the use of the Service on a trial basis. By using the Service, you signify your irrevocable acceptance of this TOS.
DESCRIPTION OF SERVICES

The TubeMogul Analytics™ service provides data regarding how many views, comments and ratings your videos have received. TubeMogul Analytics™ provides charts and aggregate data, plus tools to analyze and export video viewing history.

The Universal Upload Service allows you to upload your video to TubeMogul which will then post that video to selected publisher sites of your choice. A current list of available publishers is available at the TubeMogul website. All video publishing is subject to the applicable terms and conditions of the chosen video publisher(s), and you agree to be bound by such terms and conditions. Those terms are available on the respective publisher(s) websites.

TubeMogul may provide you with additional custom services ("Premium Services") upon your request and agreement with TubeMogul. Premium Services will be subject to the terms and conditions of the Premium Services Addendum to these TOS.
Any new features that augment or enhance the current Services, including the release of new tools and resources, shall be subject to the TOS. In order to use the Services, you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device. You also understand and agree that the Services may include advertisements and that these advertisements are necessary for TubeMogul to provide the Services. You also understand and agree that the Services may include certain communications from TubeMogul, such as service announcements, administrative messages and the TubeMogul newsletter, and that these communications are considered part of the TubeMogul membership. You agree not to access the Services by any means other than through the interfaces that are provided by TubeMogul for use in accessing the Services.

REGISTRATION

In order to use the Services, you must have a valid TubeMogul ID. You are responsible for maintaining the confidentiality of your TubeMogul ID and password, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify TubeMogul of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. TubeMogul cannot and will not be liable or any loss or damage arising from your failure to comply with this Section 3.
TUBEMOGUL PRIVACY POLICY

All data is subject to the TubeMogul Privacy Policy, the terms of which are incorporated into this TOS by reference.
CONTENT AND CONDUCT RULES AND OBLIGATIONS

You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages, goods, products, services or other materials ("Content") are the sole responsibility of the person from which the content originated. This means that you, and not TubeMogul, are entirely responsible for all Content that you upload, post, transmit, or otherwise make available via the Services. TubeMogul does not control the Content posted via the Services, and, as such, does not guarantee the accuracy, integrity or quality of such Content.

Under no circumstances will TubeMogul be liable in any way for Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Services. You acknowledge that TubeMogul does not pre-screen Content, but that TubeMogul shall have the right (but not the obligation) in its sole discretion to refuse or move any Content that is available via the Services. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.

You understand that the technical processing and transmission of the Services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Should Content be found or reported to be in violation of, but not limited to, the following terms, it will be in TubeMogul’s sole discretion as to what action should be taken.

You agree that you will not:
1. upload, post, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy (including, but not limited to, any address, e-mail, phone number, or any other contact information without the consent of the owner of such information), hateful, or racially, ethnically, or otherwise objectionable;
2. harm minors in any way;
3. upload, post or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
4. upload, post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or any other proprietary rights of any party;
5. upload, post or transmit unsolicited commercial email or "spam". This includes unethical marketing, advertising, or any other practice that is in any way connected with "spam", such as (a) sending mass email to recipients who haven’t requested email from you or with a fake return address, (b) promoting a site with inappropriate links, titles, descriptions, or (c) promoting your Content by posting multiple submissions in public forums that are identical;
6. upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
7. interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
8. intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including without limitation, the New York Stock Exchange, the America Stock Exchange, or the NASDAQ, and any regulations having the force of law;
9. "stalk" or otherwise harass another;
10. promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals. This may include, without limitation, providing instructions on how to assemble bombs, grenades and other weapons or incendiary devices;
11. offer for sale or sell any item, good or service that (a) violates any applicable federal, state, or local law or regulation, (b) you do not have full power and authority under all relevant laws and regulations to offer and sell, including all necessary licenses and authorization, or (c) TubeMogul determines, in its sole discretion, is inappropriate for sale through the Service provided by TubeMogul;
DIGITAL MILLENIUM COPYRIGHT ACT

TubeMogul does not host any Content for purposes of viewership, so any notices of purported copyright infringement should be directed to the appropriate publisher(s) who is hosting the purported infringing work in accordance with the Terms of Use of the applicable publisher(s).
INTERNATIONAL USE

You agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.
CONTENT SUBMITTED

TubeMogul hereby disclaims ownership of the Content you transmit to TubeMogul via the Services. By submitting Content to TubeMogul in order to utilize the Services, you grant TubeMogul a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of transmitting the Content to the publisher(s) on your behalf and tracking said Content as described above. This license exists only for as long as you continue to maintain an account with TubeMogul and shall be terminated at the time your account is closed.

You acknowledge that TubeMogul does not pre-screen Content, but that TubeMogul shall have the right (but not the obligation) in its sole discretion to refuse or remove any Content that is available via the Services. Without limiting the foregoing, TubeMogul reserves the right to refuse any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
INDEMNITY

You agree to indemnify, defend, and hold harmless TubeMogul and its subsidiaries, affiliates, officers, agents, co-branders, or other partners, investors, and employees, from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your Content, your use of the Services, your violation of these TOS, or your violation of any rights of another, whether you are a registered user or not. The user is solely responsible for his or her actions when using the Services.
RESALE OF SERVICES

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services without the express permission of TubeMogul.
GENERAL PRACTICES REGARDING USE AND STORAGE

You acknowledge that TubeMogul may establish general practices and limits concerning use of the Services and may modify such practices and limits from time to time.
MODIFICATIONS TO SERVICES

TubeMogul reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services (or any portion thereof) with or without notice at any time. You agree that TubeMogul shall not be liable to you or to any third part for any modification, suspension, or discontinuance of the Services.
PROPRIETARY RIGHTS

You acknowledge and agree that the Services and any necessary software used in connection with the Services ("Software") contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized in writing by TubeMogul, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Services or the Software, in whole or in part.

TubeMogul does not want to receive confidential or proprietary information from you through the Services or by email. Unless otherwise agreed in writing by an authorized TubeMogul representative, any material, information or idea you transmit to TubeMogul by any means, may be disseminated or used by TubeMogul without compensation or liability to you for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products. This provision shall not apply to Content (as defined herein), or to personal information that is subject to the TubeMogul privacy policy.
DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TUBEMOGUL EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
2. TUBEMOGUL WILL MAKE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN THE SERVICES, HOWEVER, TUBEMOGUL IS NOT RESPONSIBLE FOR ANY DAMAGE, LOSS OF DATA, CUSTOMER INFORMATION OR VENDOR DATA, REVENUE OR OTHER HARM TO BUSINESS ARISING OUT OF DELAYS, MISDELIVERY OR NONDELIVERY OF INFORMATION OR CONTENT, RESTRICTION OR LOSS OF ACCESS, BUGS OR OTHER ERRORS, UNAUTHORIZED USE DUE TO YOUR SHARING OF ACCESS TO THE SERVICES, OR OTHER INTERACTION WITH THE SERVICES. YOU ARE RESPONSIBLE FOR MAINTAINING AND BACKING-UP YOUR DATA AND INFORMATION THAT MAY RESIDE ON THE SERVICES. TUBEMOGUL DOES NOT WARRANT THAT (i) THE SERVICES WILL MEET YOUR SPECIFIC REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF THE PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED
3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL.
4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
LIMITATION OF LIABILITY

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TUBEMOGUL 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 TANGIBLE LOSSES (EVEN IF TUBEMOGUL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PRODUCREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGE RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (v) ANY OTHER MATTER RELATING TO THE SERVICES.
EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 15 AND 16 MAY NOT APPLY TO YOU.
GENERAL

Notices to you may be made via email or regular mail. The Services may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the Services. The TOS and the relationship between you and TubeMogul shall be governed by the laws of the State of California without regard to its conflict of law provisions. The failure of TubeMogul to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. The TOS, and any addenda, constitutes the entire agreement between you and TubeMogul and governs your use of the Services, superseding any prior agreements between you and TubeMogul (including, but not limited to, any prior versions of the TOS). You may also be subject to additional terms and conditions from the various publishers utilized in the performance of the Services. If any provision of the TOS or incorporated documents are found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect.

PARTNER SITES

By agreeing to the TubeMogul Terms of Service, you are agreeing to the TOS of the partner sites to which you are deploying videos.

Links to Terms of service for some of our partners: