REALNETWORKS INTERNATIONAL S.a.r.l
TERMS OF SERVICE FOR REAL SERVICES IN EUROPE
     
Terms of service for Real Services in Europe
IMPORTANT -- READ CAREFULLY: These Terms of Service for Real Services ("Agreement") is a legal agreement between you (either an individual or an entity) and RealNetworks International S.a.r.l. 73 Cote d'Eich, L-1450 Luxembourg, Grand Duchy of Luxembourg. ("RN" or "RealNetworks") for the RealNetworks Real Services ("Services"). The Services include product upgrades, support and access to content as described. You may only receive the Services if you are a Service subscriber in good standing with a valid, authorized credit card on file with RealNetworks, or if you are in the trial period of the Services. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT PURCHASE OR USE THE SERVICES.

YOU AGREE THAT YOUR USE OF THE SERVICES ACKNOWLEDGES THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.

THE SERVICES MAY BE PROVIDED TO YOU ON A FREE OR TRIAL BASIS AT THE SOLE DISCRETION OF REALNETWORKS.

YOUR USE OF THE REALPLAYER SOFTWARE WILL BE GOVERNED BY THE REALPLAYER LICENSE AGREEMENT ACCOMPANYING THE SOFTWARE, AN ELECTRONIC COPY OF WHICH WILL BE INSTALLED IN THE APPROPRIATE RN PRODUCT FOLDER ON YOUR COMPUTER UPON INSTALLATION OF THE SOFTWARE.

WE RECOMMEND THAT YOU PRINT A COPY OF THESE TERMS OF SERVICE FOR YOUR RECORDS. TO PRINT SIMPLY RIGHT CLICK WITH YOUR MOUSE AND SELECT "PRINT".

 
1. PAYMENT & SERVICES.
Following the expiration of a trial period that may be provided to you in the sole discretion of RealNetworks, you agree to pay RealNetworks the monthly service charges for your use of the Services using a valid payment method, plus any applicable taxes, in accordance with the billing terms and prices in effect at the time the fee or charge becomes payable. You authorize RN to automatically bill the credit, charge or debit card you provide each month, or withdraw funds via electronic transfer from your checking account (depending on what payment method you are using), until you cancel the Services. RealNetworks may receive updated information about your account from the financial institution issuing your credit, charge or debit card. Payments are billed in advance at the beginning of the applicable month. All payments are completely non-refundable. You may cancel the Services at any time, but RN will not refund any remaining portion of your subscription fees, including any minimum commitments, already billed to your account. You agree to provide RN with a valid payment method and accurate, complete and updated information required by the subscription registration form. Failure to comply may result in the immediate termination of Services. If you subscribe to an upgrade of the of the SuperPass product to SuperPass Plus or SuperPass Premium, you will automatically be charged the fee for such product from the date of sign up for that product. Please note that in the event that you sign up for such an upgrade, you will not receive a refund for any fees you have paid for subscription to the previous SuperPass product. For example if you are a subscriber to SuperPass Plus and then sign up for SuperPass Premium, you will automatically be charged for the SuperPass Premium product from the date of sign up and will receive no refund for any fees already paid for the SuperPass Plus product.

RN will assess an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month late charge if your payment is more than 30 days past due. That amount is also due immediately. You are responsible and liable for any fees, including attorney and collection fees, that RN may incur in its efforts to collect any remaining balances from you. You also agree that you will be billed for and will pay any outstanding balances if you cancel the Services, or the Services are terminated. You agree to notify RN about any billing problems or discrepancies within 90 days after they first appear on your account statement. If you do not bring them to RN's attention within 90 days, you agree that you waive your right to dispute such problems or discrepancies.

During your subscription period, you will be entitled to receive: (1) premium Content (as defined below); (2) any generally available RealPlayer upgrades released during your subscription period; and (3) RealPlayer support services as described at http://service.real.com/help/call.html. You understand that all information, audio, video, musical compositions, multimedia presentations, images, artwork, data, text, software, sound, photographs, graphics, messages or other materials (collectively, "Content") provided in conjunction with the Services are the sole responsibility of the entity from which such Content originated and not RN. You understand that by using the Service and accessing the Content, you may be exposed to Content that you may find objectionable; it is your responsibility to determine which Content meets your standards. UNDER NO CIRCUMSTANCES WILL RN BE LIABLE IN ANY WAY FOR ANY CONTENT THAT YOU HAVE ACCESS TO DURING YOUR SUBSCRIPTION PERIOD, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, QUALITY OF THE CONTENT, AVAILABILITY OF THE CONTENT, THE SUBJECT MATTER OF THE CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT PROVIDED AS PART OF THE SERVICE.

 
2. YOUR RIGHT TO CANCEL REAL SERVICES
You may cancel the Real Services at any time. You will not receive any refund or partial refund for any charges already billed to your account. In the event you signed up for a minimum commitment period, you will be responsible for all charges for the entire minimum commitment period. You may cancel the services by accessing your RealNetworks account at http://www.real.com/. Cancellation instructions are available through the 'Manage My Membership' Options on the My Account Main page. You understand and agree that cancellation of your subscription is your sole right and remedy with respect to any dispute with RN. This includes, but is not limited to, any dispute related to, or arising out of: (1) any term of this Agreement or RN's enforcement or application of this Agreement; (2) any policy or practice of RN, including any RN Privacy Policy, or RN's enforcement or application of these policies; (3) the Content available through RN or the Internet or any change in Content provided through RN; (4) your ability to access and/or use the Content; (5) any RealNetworks Software or Content provided by or through RealNetworks; or (6) the amount or type of fees, applicable taxes, billing methods, or any change to the fees, applicable taxes, or billing methods.
 
3. REALNETWORKS' RIGHT TO TERMINATE OR MODIFY SERVICES
RN may modify the terms of this Agreement or the Services, including but not limited to the price, content or nature of the Services, upon notice to you. In the event RN modifies the Agreement or the Services, you may terminate the Services. RN may terminate this Agreement and any Services at any time upon notice to you, provided that you will be entitled to receive the Services for any period for which you have already paid, or a pro-rata refund at RN's sole discretion. RN may provide notice by e-mail or by publishing the changes on its website. This Agreement will automatically terminate if you fail to comply with any term. No notice shall be required from RN to effect such termination. Upon any termination of this Agreement (whether by you or RN), you shall immediately discontinue use of the Services. Your obligation to pay accrued charges and fees shall survive any termination of this Agreement.
 
4. AGE AND SERVICE USE RESTRICTIONS
  You must be 16 or over to use the Services and Content and you agree that you shall only use the Services and Content in a manner that complies with all applicable laws in the jurisdictions in which you use the Services and Content, including, but not limited to, applicable restrictions concerning copyright and other intellectual property rights. Except as specifically authorized herein, you may not: (i) permit other individuals to use the Content and Services; (ii) modify, translate, distribute or create derivative works of the Content or the Services; (iii) copy or redistribute the Content; (iv) rent, lease, transfer, or otherwise transfer rights to the Content or the Services; (v) remove any proprietary notices or labels on the Content or Service; and (vi) add to, alter, delete from, or otherwise modify the Content.
a). You acknowledge that, as a condition of access to the Service and the Content, you will not disclose your user identification, account code or password to any other person or entity. You further acknowledge that RN may, at any time and without notice, revoke your access to the Service if RN has reason to believe that your user identification, account code, or password is being used or has been used by more than one (1) natural person.
 
b). You may only use the Services and Content for your private, non-commercial use. You may not use the Services or Content in any way to provide, or as part of, any commercial service or application. All Content, including but not limited to that is streamed, downloaded or copied using the Services are protected by the U.S. copyright laws and related laws of other jurisdictions, and are for your own personal use only. You may not, under any circumstances, distribute Content to third parties, or broadcast or perform the Content outside your normal circle of family and social acquaintances.
 
c). You may not attempt to, in conjunction with, any device, software program or service, circumvent technological measures employed to control access to, or the rights in, a Content file. The Service embodies a copy management system required by the laws of the United States, and you may not circumvent or attempt to circumvent this system by any means.
 
d). In addition to any other remedies available in equity or law to RN and RN's Content suppliers, failure to comply with any of the terms and conditions in this Section 4 Service Use Restrictions shall immediately terminate your license to the Content and the Services.
 
5.

PERSONAL INFORMATION AND DATA PRIVACY
Personal information you provide to RealNetworks is governed by RealNetworks Privacy Policy at http://www.realnetworks.com/company/privacy/index.html. Your election to use the free or paid Software and Services, indicates your acceptance of the terms of the RealNetworks Privacy Policy, so please review it carefully if you have any questions about RealNetworks treatment of personal information you provide to us. RealNetworks is based in Luxembourg and has headquarters in the United States (RealNetworks, Inc.) so you also recognize and agree that your personal information is being transferred outside the European Economic Area. To summarize key terms of the RealNetworks Privacy Policy: Information collected during product purchase, trial sign up and product registration includes name, e-mail address, age, gender, location information, product and service information, information on software downloads and updates, systems information, content preferences, purchase information and credit card billing information is controlled by RealNetworks International S.a.r.l but will be transferred to the United States for storage and administration . The information is also stored locally on a user's personal computer in addition to RealNetworks servers and is sent to and from such servers as part of routine product communications that enable RealPlayer functionality.

RealNetworks uses this information to:

a) Verify access rights to premium content, services or software.
b) To provide you with information about products, services, news and events.
c) To allow you to purchase and download products and services.
d) To provide you with advertising, promotions and special offers we feel you may be interested in based on content preferences and other information you provide to us.
e) To provide you with personalized content programming, instructions and services (such as local radio stations or to retain a list of your recently played stations).
f) For license reporting, billing, royalty payments and assessment of service levels.
g) To better understand on an aggregated basis how our products are used, traffic patterns and what types of content and services are most popular with users of our products and services.

This information is treated according to the RealNetworks Privacy Policy at http://www.realnetworks.com/company/privacy/index.html. If you have questions about our Privacy Policy, please e-mail us at privacy@real.com or contact us on our address set out at the end of this Agreement.

You are responsible for maintaining the confidentiality of your password and account information. You are responsible for all activities that occur in your account and you agree to notify RealNetworks immediately of any unauthorized account use. RealNetworks is in no way responsible for any loss that you may incur as a result of any unauthorized use of your user account and password.
 
6. E-MAIL NOTIFICATION.
To let you know what new Content and Services are available from time to time, RN will send you e-mail describing the latest Content and how to get access to the Content. You agree that as a Service subscriber, RN may send you such e-mail to the address you provide. Because this e-mail is necessary for you to receive the Services, you will receive this e-mail even if you have opted out of receiving other e-mail from RN. If you do not want to receive this e-mail, you may cancel the Service at any time as provided in this Agreement, or opt out of the Real Service e-mail as provided in each e-mail.
 
7. DISTANCE SELLING INFORMATION
As required by European Distance Selling rules and regulations, we are providing you with a summary information that you must receive prior to concluding a contract with RealNetworks. That information is as follows.
a). Supplier: The supplier of the Services is RealNetworks International S.a.r.l with its address at second floor. 15 rue Edward Steichen L-2540 Luxembourg, Grand Duchy of Luxembourg. Please address any correspondence, in particular any complaints, to "Customer Service - Europe RealNetworks", at the Luxembourg address above.
b). Main Characteristics of Goods and Services: (1) premium Content; (2) any generally available RealPlayer upgrades released during your subscription period; and (3) RealPlayer support services as described at http://service.real.com/help/call.html.
c). Price of the Goods: as set out in the ordering path and in these terms and conditions.
d). Delivery Costs: none charged by RealNetworks for the initial delivery of the software, but you must pay any charges associated with internet access, such as telephony charges and charges of your internet service provider. After the expiry of the trial period, if any, you pay the monthly service charge, explained in Section 1, above.
e). Arrangements for Payment, Delivery, and Performance: Payment is made by credit card and the procedure is explained in the ordering procedure and in these terms and conditions. Delivery is over the internet. RealNetworks starts to provide the Services as soon as RealNetworks has processed the information you have sent to us and approved the order.
f). Statutory Right to Cancel Services: Under the Distance Selling rules and regulations you have a statutory right of cancellation, subject to certain exceptions. By submitting your order you recognize and agree that RealNetworks will start providing the Services after approval of the order. The decision to approve your order will take place within minutes of you submitting your order. You recognize that the commencement of the Services will cause you to lose the statutory right you have under the Distance Selling rules and regulations to cancel the Services. RealNetworks does however give you additional contractual rights to cancel the Services. Please refer to Section 2, above.
g). Validity Period of Offer or Price: RealNetworks reserves the right to change its pricing by notice to you. Please refer to Section 3, above.
h). Minimum Duration of the Contract: As explained in Section 1, after the initial trial period, if any, the contract continues on a monthly basis.
i). Substitute Goods or Services: As explained in Section 3, RealNetworks reserves the right to modify the content or the nature of the Services upon notice to you.
j). Information on After Sales Service and Guarantees: RealNetworks does not provide any guarantees with the Services. Details of after sales service are described in Section 1, above.
k). Details of Statutory Right to Cancel: As the Services start almost instantaneously after submission of your order, the statutory right to cancel does not really exist. If, however, the statutory right did exist, you would have the right to cancel the Services at any time until the earlier of (a) the commencement of the Services; or (b) the minimum statutory period for cancellation provided by applicable law. In the United Kingdom, this minimum statutory period for cancellation ends on the expiry of the period of seven working days beginning with the day after the day on which the contract is concluded. If the statutory right were available, you would cancel the services by accessing your RealNetworks account at http://www.real.com/. Cancellation instructions are available through the 'Manage My Membership' Options on the My Account Main page.
 
8. TITLE.
Title, ownership, rights, and intellectual property rights in and to the Services shall remain in RN and/or its suppliers. The Services and Content are protected by the copyright laws of the United States and other countries, and by international copyright treaties. Title, ownership rights and intellectual property rights in and to the Content accessed through the Services shall be retained by the applicable Content owner and may be protected by applicable copyright or other laws.
 
9. DISCLAIMER OF WARRANTY & LIMIT OF LIABILITY.
THE SERVICES AND ANY CONTENT ARE PROVIDED AS-IS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RN FURTHER DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OF THE SERVICES OR CONTENT REMAINS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RN OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SERVICES, OR THE CONTENT EVEN IF RN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH RN RELATED TO THIS AGREEMENT OR THE SERVICES/CONTENT SHALL BE CANCELLATION OF THE REAL SERVICES. IN THE EVENT A COURT AWARDS DIRECT DAMAGES DESPITE THE FOREGOING, SUCH DAMAGES SHALL NOT EXCEED THE LESSER OF $25.00 OR THE AMOUNT YOU PAID. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. RN DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY CONTENT PROVIDED BY OR THROUGH RN.
 
10. INDEMNIFICATION.
This Services are intended for use only with properly licensed media, content, and content creation tools. It is your responsibility to ascertain whether any copyright, patent or other licenses are necessary and to obtain any such licenses to serve and/or create, compress or download such media and content. You agree to record, play back and download only those materials for which you have the necessary patent, copyright and other permissions, licenses, and/or clearances. You agree to hold harmless, indemnify and defend RN, its officers, directors and employees, from and against any losses, damages, fines and expenses (including attorneys' fees and costs) arising out of or relating to any claims that you have (i) viewed, downloaded, encoded, compressed, copied or transmitted any materials (other than materials provided by RN) in connection with the Software in violation of another party's rights or in violation of any law, or (ii) violated any terms of this Agreement. If you are importing the Software from the United States, you shall indemnify and hold RN harmless from and against any import and export duties or other claims arising from such importation.
 
11. NO ASSIGNMENT.
This Agreement is personal to you, and may not be assigned without RN's express written consent.
 
12. IMPORTANT--MISCELLANEOUS.
a). Jurisdiction. This Agreement shall be governed by the laws of England and you hereby consent to the exclusive jurisdiction of England. Your local laws may, however, permit you to institute legal proceedings in your own country, despite this exclusive jurisdiction wording.
 
b). Entire Agreement. This Agreement shall constitute the entire and exclusive agreement between us, notwithstanding any variance with any purchase order or other written instrument submitted by you, whether formally rejected by RN or not. The acceptance of any purchase order is you place is expressly made conditional on your consent to the terms set forth herein. The terms and conditions contained in this Agreement may not be modified by you except in a writing duly signed by you and an authorized representative of RN. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances. This Agreement will not be governed by the United Nations Convention of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.
 
All rights reserved. RealNetworks, RealOne and RealPlayer are registered trademarks or trademarks of RealNetworks, Inc.
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