PLEASE READ THIS DOCUMENT CAREFULLY. IT SIGNIFICANTLY ALTERS YOUR LEGAL RIGHTS AND REMEDIES.
This is a legal agreement between Earth Video Camera Inc. (“we” or “us” or “UrtheCast”), of Suite 2670 – 650 West Georgia Street, Vancouver, B.C., V6B 4N9, Canada and the entity named on the registration form that was submitted to UrtheCast before you accepted this agreement (“you” or the “Member”) regarding your use of the urthecast.com website (the “Website”) and the services described below. If the individual who accepts this Agreement does not have the authority to do so on behalf of the Member, then that individual will be the Member and will be personally bound by this Agreement. We suggest you print and save a copy of these terms for your records.
If you do not accept these terms, you must not use the Website or UrtheCast’s services.
For good and valuable consideration, the receipt and sufficiency of which each party acknowledges, the parties hereby agree as follows:
Membership. You do not have to be a Website member to enjoy some of the features of the Website. In particular, the Website users who are not members may view some of the content on the Website as long as they comply with our standards of conduct. However, members receive additional benefits, subject to our standards of conduct from time-to-time.
We may change the benefits and features of membership from time-to-time by sending you an email or by posting the changes on the Website. Our provision of the above benefits to you, including the services we provide on the Website, are collectively the “Services”. UrtheCast may use third parties to provide some or all of the Services. The Services may be provided using servers and other equipment located in any country including Canada, the United States and elsewhere.
Eligibility. By submitting an application to register as a the Website member and accepting the terms of this agreement, you represent and warrant to us that:
- you are an individual who can form a legally binding contract at law; and
- you are at least 19 years old or of the age of majority in the jurisdiction from which you access the Website.
Minors. If you are the parent or guardian of a minor and are establishing a the Website account on behalf of the minor, then you represent and warrant to us that the minor is at least 13 years old and has your consent to use the Services, despite the fact that some portions of the Website and some of the Services may be inappropriate for minors. You must ensure that the minor complies with the terms of this agreement as if the minor was “You”. You agree that you will be fully responsible for:
- the conduct of that minor in connection with the Website and the Services;
- controlling the minor’s access to and use of the Website and the Services; and
- the consequences of any misuse of the Website or the Services by the minor. You acknowledge that some of the areas of the Services may contain material that is inappropriate for minors.
YOU WILL ALSO INDEMNIFY UrtheCast AND ITS AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, LICENSORS AND LICENSEES (COLLECTIVELY, THE “INDEMNITEES”) AND HOLD THE INDEMNITIES HARMLESS FROM AND AGAINST ALL DAMAGES, INJURIES, LIABILITIES, COSTS, EXPENSES AND LEGAL FEES THAT UrtheCast MAY INCUR IN CONNECTION WITH THE BREACH OF THIS AGREEMENT BY YOU OR THE MINOR, AND ANY DAMAGES CAUSED BY THE MINOR IN CONNECTION WITH URTHECAST OR THE SERVICES.
Website, Account, User Name and Password.
- You may establish only one account on the Website.
You must select a unique user name and password for your account.
- You must not use a user name or password that is, in our sole discretion, vulgar, offensive, defamatory, obscene, hateful or otherwise unlawful or objectionable. We can modify user names as we see fit.
- You must keep your password secure and confidential.
- You are the only one who can access and use your user name, password and account. You must not allow anyone else to access or use your user name, password or account. You are solely responsible and liable for all activity conducted through your account. If you become aware of or reasonably suspect any security breach, including any loss, theft or unauthorized disclosure or use of your password, you must immediately report the actual or suspected security breach to us by emailing email@example.com.
- You must provide us with all “required information” we ask for on our registration form.
- All information you provide to us must be true, complete and current, and you must update this information as necessary to keep it true, complete and current.
- You must log off after you use the Website and the Services.
- You may establish only one account on the Website.
Access and Use of Services. You may only access the Services through the interface provided on the Website. Also, you may only use the Services for your own purposes, and you must not resell, transfer or otherwise provide any of the Services to any third party.
Rules. Whenever you access, use or otherwise deal with the Services, you must comply with all:
- applicable laws;
- acceptable-use policies and other policies implemented by UrtheCast with respect to the the Website or the Services from time-to-time, as posted on UrtheCast’s website; and
- other rules including the UrtheCast Standards of Conduct and other policies or procedures that UrtheCast communicates to you from time-to-time.
Privacy. Without limiting anything in this Agreement, you must comply with all applicable privacy laws and must not collect, use, retain or disclose any third party’s personal information without their consent unless otherwise permitted by law to do so.
Your Privacy and Communications Consent. We and our representatives will collect personal information about you including your name, contact information, personal preferences and other information. You acknowledge that we and our representatives may use your personal information for the following purposes:
- to allow us to communicate with you (including through the use of commercial electronic messages), manage your account with us, monitor your compliance with this Agreement, and manage any services we provide to you or other the Website users,
- if you check the applicable boxes in the registration form, to provide you with our newsletter and with information about our services,
- to customize the advertising and content that is presented to you on the Website,
- to verify your personal information, and
When you register for the Website, a profile page is automatically created for you, and some of your personal information (including age, hometown, screen name, and real name) may be made available to the general public. For your protection, please do not share financial or other sensitive information on the Website or through the Services.
Any communications through the Website or the Services (and the personal information that forms part of those communications) may be made available to the public. You should not consider any of these communications to be private.
YOU HEREBY CONSENT TO US AND OUR REPRESENTATIVES COLLECTING, USING AND DISCLOSING YOUR PERSONAL INFORMATION IN THE MANNER DESCRIBED ABOVE.
Ownership. As between you and UrtheCast, you will retain ownership of all original text, photos, videos, messages, comments, ratings, and other original content you provide on or through the Website (collectively, “Your Content”), and all intellectual property rights in Your Content. As between you and UrtheCast, UrtheCast or third parties solely own the following (the “UrtheCast Property”):
- all other content on the Website or provided through the Services, including all text. photos, videos, templates, and other content provided by UrtheCast (collectively, the “UrtheCast Content”) and all intellectual property rights in the UrtheCast Content; and
- all tools, hardware and software used to provide the Services (collectively, the “UrtheCast Tools”);
- the graphical design of the Website, the the Website user interface and the look and feel of the Website and the the Website user interface; and
- the names, logos and trade-marks of UrtheCast and on the Website (including third parties’ marks) and UrtheCast.
You must not copy, modify, distribute, use, exploit or make derivative works from any of the UrtheCast Property except as explicitly permitted by UrtheCast.
Licence regarding Your Content. Your Content will be shared with and may be modified by third parties. Accordingly, you hereby grant UrtheCast and our service providers, members, users and licensees an unrestricted, royalty-free, perpetual, irrevocable, worldwide, sublicensable, assignable, non-exclusive licence (but not the obligation) to copy, use, reproduce, communicate, modify, display, transmit, publicly perform/display, modify, make derivative works from, distribute, sell, licence, commercialize and otherwise exploit Your Content (in whole or in part) for any purpose without any fee or other form of compensation, and without further notification or permission, including without limitation the following purposes:
- reproducing, publishing, communicating and displaying some or all of Your Content on the Website, as part UrtheCast’s video streaming platform or application, as part of any third party website or application, or otherwise;
- identifying you by name as the owner of Your Content;
- judging any competition, and displaying the entrants and winning entries in the competition; and
- for UrtheCast’s advertising purposes, including to advertise the Website, any competitions (including future competitions), and UrtheCast’s products and services.
Without limiting the foregoing, you grant to UrtheCast the unlimited right: (i) to edit or modify Your Content in any manner, including by adding visual or aural effects or other elements; and (ii) to use, adopt and modify any or all portions of Your Content in combination with other materials.
Moral Rights. UrtheCast and our service providers, members, users and licensees may:
- use, copy, display, transmit, alter, vary, adapt and exploit all of Your Content as we see fit, and
- use, copy, display and transmit your user name in connection with any or all of Your Content if UrtheCast or the service providers, members, users or licensees wish to do so;
in all media and in all manner whatsoever, including in presentations, merchandising, advertising, commercial tie-ins, corporate materials, publications, and otherwise, without any payment to you or any third party. You hereby waive in favour of UrtheCast and our service providers, members, users and licensees all moral rights and droits d’auteurs that you may have in Your Content.
Representations regarding Your Content. You represent and warrant to UrtheCast that:
- you either own Your Content or have written permission from the copyright owner to make the Content available through the Services and on the Website;
- you have the right to grant the Licence; and
- the reproduction, display, distribution, use and other exploitation of the Content by UrtheCast and our service providers, members, users and licensees as permitted by the Licence will not infringe or violate the rights of any third party.
Other Content. UrtheCast does not endorse any of the content on the Website, and that content may contain viruses, incorrect statements, and material that is not suitable for you. UrtheCast will not be responsible or liable for content that is generated by the Website users.
Monitoring and Disclosure. UrtheCast cannot monitor everything on the Website and does not normally monitor your use of the Services; however, UrtheCast and our representatives may do so. We reserve the right to remove, edit or reclassify content that we determine, in our sole discretion, is objectionable for any reason. We will not have any liability for any failure to remove, or delay in removing, any content. We may disclose any information that is necessary to satisfy any law, regulation or lawful request or as necessary to operate the Services or to protect the rights or property of itself or others that are directly related to providing the Services. If UrtheCast receives any notice (or has any reason to believe) that any of the Content (or the display or availability of that Content) violates any obligation in this Agreement, UrtheCast may remove that Content in its sole discretion without prior notice. If you notice any inappropriate Content on the Website please email us at firstname.lastname@example.org.
Infringement Claims. If you own intellectual property rights and believe that those rights are being violated on the Website, then you may report the violation by sending the following information to the Website in a document signed by you:
- a description of the work(s) claimed to have been infringed;
- an identification of the allegedly infringing works on the Website, and information reasonably sufficient to permit the Website to locate the works;
- information sufficient to permit the Website to contact you, such as an electronic mail address your address, and if available a telephone number at which you may be contacted.
- a statement that you have a good faith belief that use of the material in the manner complained of violates your intellectual property rights; and
- a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
The document must be sent to us by electronic mail as follows: email@example.com.
Storage. UrtheCast may allow you to store Your Content on UrtheCast’s servers, however:
- you are responsible for keeping back-up copies of all of Your Content; UrtheCast will not be liable for any loss or damage to any of Your Content;
- UrtheCast may impose limits on the quantity and size of Your Content stored on our servers, and the duration Your Content is stored on our servers; and
- UrtheCast will normally only delete content that violates this agreement or our policies; however, UrtheCast reserves the right to move or permanently delete any content at any time, for any reason, without any notice to you.
Use of the Services. You must not:
- reverse engineer, de-compile, hack, disable, disrupt, interfere with, disassemble, copy, decrypt, reassemble, supplement, translate, adapt or enhance any of the UrtheCast Property or the Services;
- create a link, name or label, or otherwise upload to or transmit from the Website or the Services any content, link or anything else that (if reproduced, published, transmitted or used) may:
- be defamatory, threatening, abusive, harassing, hateful, obscene, pornographic, harmful or invasive of anyone’s privacy, or excessively violent,
- violate any law including intellectual property, privacy or other laws;
- impersonate any person;
- give rise to civil or other liability; or
- relate to illegal drugs, weapons, gambling or other illegal activities;
- upload to or transmit from the Website or the Services any data, file, software or link that contains or redirects to a virus, Trojan horse, worm or other harmful component;
- use the Website or the Services to do or attempt to do any of the following without UrtheCast’s prior written permission:
- send spam or other bulk messages;
- gain unauthorized access to any data, network or system;
- conduct or promote any commercial activity;
- gamble, including through the use of the Website credits;
- refer to any competitor of UrtheCast or any service that is similar to or competitive with the Website;
- monitor data or traffic on any network or system;
- obtain an email address, user name or other information about a third party without their consent;
- use any misleading, false or deceptive TCP/IP header information in any email or posting; or
- conduct or instigate any denial of service attack against UrtheCast’s website or network, or any third party’s website or network;
- improperly make complaints or use “flag” buttons or make false reports on the Website;
- artificially inflate or alter ratings, views or statistics on the Website;
- falsify any data or information available on the Website;
- delete or modify any copyright or other intellectual property notices on the Website;
- sell or transfer your Website account, or allow any third party to access or use it;
- avoid, circumvent, or disable any access control technology, security device, procedure, protocol, or technological protection mechanism that may be included or established in or as part of any of the Website or the Services or any hardware/software used to provide the Website or the Services, or third party hardware/software or services;
- interfere with the Services or any third party’s use of the Website or the Services;
- resell any of UrtheCast’s services or allow any third party to use or access the Website or the Services without UrtheCast’s prior written consent; or
- authorize or encourage any third party to do any of the above.
Remedies. In addition to any other available remedies, upon breach of any of your obligations under this Agreement UrtheCast may suspend or terminate the Services and your Website account.
Terms of Other Services. If you use any other service or software provided by or through UrtheCast or the Services, you must comply with all terms and conditions that are imposed upon your use of that service or software.
Advertising. Some of the Services may contain advertisements and promotions that may be targeted to you based on your use of the Website and the Services. The format, type and content of the advertising and promotions may change from time to time. You must exercise caution when purchasing goods or services from any third party advertiser or brand that may be promoted on or linked to the Website.
Member Responsibilities. You are solely responsible for obtaining all computer equipment and connections required to access and use the Services. UrtheCast will not be responsible for the workings or failures of your computer equipment, network, software or Internet access.
Interruptions/Errors. Your use of the Website and the Services might be interrupted and will not be free of errors. Some of the content on the Website might be translated, and those translations may not be accurate or appropriate. The Services may be unavailable from time-to-time due to routine maintenance, upgrades, hardware/software malfunctions, repairs, power outages, hackers, denial of service attacks and unforeseeably large service demands.
Modifications. From time to time, UrtheCast may add new features to the Website and the Services, remove existing features from the Website and the Services, or otherwise modify the Website and the Services (including their functionality, “look-and-feel”, universal resource locators and software components).
Inactive and Abandoned Accounts. If you do not log into your account for any period of at least 90 consecutive calendar days, your account may be deemed “Inactive”. We may, in our sole discretion, suspend or terminate your account and membership if it becomes inactive.
Termination. Without prejudice to any of our rights at law or equity, UrtheCast may terminate your access to the Website and the Services with no prior notice if you fail to comply with any obligation in this Agreement, or if any of your representations or warranties is or becomes untrue. UrtheCast may also terminate or suspend any or all of the Services at any time without prior notice.
Termination by you. You may terminate your Website account at any time. To do so, navigate to your Profile page and select “delete account”. Termination of your account is your only remedy with respect to any dispute with the Website, including disputes relating to
- this agreement or our enforcement of it;
- the Website, the UrtheCast Content, the UrtheCast Tools or the Services; and
Effect of Termination. Upon termination of your account or this agreement:
- you will immediately cease all use of the Website, the UrtheCast Content, the UrtheCast Tools and the Services;
- you will have no further access to your account or anything associated with it;
- UrtheCast may (but is not required to) delete some or all of Your Content from the Website and from your account within 60 days after termination;
- the Licence will continue in full force and effect for all of Your Content, including content the Website deletes; and
- sections 8-14, 27, 32-35, and 37 will survive termination.
Competitions. We may provide competitions on the Website. If we do, they will be governed by rules we impose upon competitors. If you participate in a competition, you must comply with the rules of that competition. If there is a conflict between this agreement and the rules of a competition, the rules of the competition will govern with respect to that competition.
Links from the Website. The sites that are linked from the Website are not under our control, and we do not assume any responsibility or liability for any communications or materials available at those linked sites, or personal information collected about you from those sites. You may be charged fees to access or use the linked sites. All links are provided for your convenience only; they are not an endorsement or referral by us.
Links to the Website. You must not link to the Website or any content on the Website except as explicitly permitted by this section or our policies. Your permission to link to the Website is expressly conditioned upon your compliance with the following restrictions:
- link must resolve to the homepage, “urthecast.com,”;
- the link must comply with the Website’s other policies regarding content;
- the link and surrounding materials must not deliver any the Website content in a framed environment, or alter the layout, content, look, or feel of the the Website content;
- the link and surrounding materials must not imply affiliation or falsely represent any relationship between the linking site and the Website; and
- the link and surrounding materials must not portray the Website or its services in a false, misleading, derogatory, defamatory or otherwise offensive manner.
Disclaimer. the Website, THE UrtheCast Content, THE UrtheCast Tools AND THE Services ARE PROVIDED “AS IS” AND “AS AVAILABLE”. UrtheCast DISCLAIMS all TERMS, conditions, GUARANTEES, representations and warranties (express, implied, statutory AND otherwise), in respect OF the Website, THE UrtheCast Content, THE UrtheCast Tools AND THE Services, including THOSE of merchantability, NON-INFRINGEMENT, title, quality And fitness for a particular purpose.
Limitation of Liability. YOU USE the Website, THE UrtheCast Content, THE UrtheCast Tools AND THE Services AT YOUR OWN RISK. UrtheCast WILL NOT BE LIABLE FOR ANY LOSS IN CONNECTION TO THE USE OF, OR INABILITY TO USE, the Website, THE UrtheCast Content, THE UrtheCast Tools AND THE Services, INCLUDING ANY LOSS TO Your Content. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND WITHOUT LIMITING THE PREVIOUS SENTENCE, UrtheCast WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES WHATSOEVER IN CONNECTION WITH the Website, THE UrtheCast Content, THE UrtheCast Tools OR THE Services.
Maximum Liability. IF, DESPITE THE ABOVE LIMITATIONS, UrtheCast BECOMES LIABLE TO YOU IN RESPECT OF the Website, THE UrtheCast Content, THE UrtheCast Tools OR THE Services, OR A COMBINATION OF THE FOREGOING, THAT LIABILITY WILL BE LIMITED TO CDN$500.
Indemnity. YOU WILL INDEMNIFY UrtheCast AND ITS AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, LICENSORS AND LICENSEES (COLLECTIVELY, THE “INDEMNITEES”) AND HOLD THE INDEMNITIES HARMLESS FROM AND AGAINST ALL DAMAGES, INJURIES, LIABILITIES, COSTS, EXPENSES AND LEGAL FEES THAT UrtheCast MAY INCUR IN CONNECTION WITH:
- Your Content, INCLUDING CLAIMS THAT Your Content OR THE EXPLOITATION OF IT AS PERMITTED BY THIS AGREEMENT INFRINGES OR VIOLATES THE RIGHTS OF ANY THIRD PARTY;
- YOUR USE OF the Website, THE UrtheCast Content, THE UrtheCast Tools AND THE Services; OR
- THE UNTRUTHFULNESS OR INACCURACY OF ANY OF YOUR REPRESENTATIONS OR WARRANTIES TO US; OR
- YOUR BREACH OF ANY OBLIGATION, REPRESENTATION OR WARRANTY IN THIS AGREEMENT.
Modifications to this Agreement. From time to time in our sole discretion UrtheCast may modify the terms of this Agreement by posting the modifications on the Website. You will be bound by the modified terms after the modified terms have been emailed to you or have been posted on the Website for 30 days. If any change is not acceptable to you, your only recourse is to terminate your account.
Governing law. UrtheCast operates from British Columbia, Canada, and makes no representation that the Website is appropriate or available for use in any particular jurisdiction. This Agreement will be governed by the laws in effect in British Columbia, Canada. You attorn to the exclusive jurisdiction of the British Columbia courts; however, you or UrtheCast may apply to a court of competent jurisdiction for interim protection or equitable relief such as an injunction.
Disputes with other members. You are solely responsible for resolving any disputes you may have with other members. The Website may, but is not obligated to, assist you with this. The Website will have no liability whatsoever to you in connection with any such dispute that the Website does or does not assist with.
Language. The parties have expressly agreed that this agreement and all ancillary agreements, documents or notices relating thereto be drafted solely in the English language. Les parties aux présentes ont expressément convenu que cet accord et toute autre convention, document ou avis y afférent soient rédigés en anglais seulement.
General. No delay or failure to act by UrtheCast regarding any default will impair any of our rights or remedies that are not expressly waived in writing. This Agreement supersedes all prior agreements of the parties regarding the Services, and constitutes the whole agreement with respect to the Services. You must not assign or sublicense this Agreement or any of your rights under this Agreement without our prior written consent, which may be withheld without cause. We may assign or sublicense this Agreement and any or all of our rights and obligations under it in our sole discretion. This Agreement will enure to the benefit of and be binding upon the parties and their lawful successors and permitted assigns. UrtheCast will not be liable for any delay or damage caused as a result of any event beyond its reasonable control; any delay caused by any such event will not be deemed to be a breach of or failure to perform this Agreement.
BY CLICKING ON THE “I ACCEPT THE TERMS AND CONDITIONS” CHECKBOX WHEN REGISTERING, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THIS AGREEMENT AND AGREE TO BE BOUND BY IT.