BRIZI INC. | TERMS OF USE

1908268 Ontario Inc., doing business as Brizi (“Brizi” / “we” / “us”) owns and operates the BriziCam platform and the Websites located at http://www.brizicam.com as well as event Websites made available from time to time (the “Websites”). These terms of use apply to all individuals who use the BriziCam platform, Websites or the Services, as defined below (“Users” or “You”).  Please read these terms of use carefully. By using the Websites or Services you indicate your acceptance of these terms of use (“Terms” or “Agreement”). 

In particular You understand and agree that BriziCam is intended for personal use only. Any invasion of privacy of other match/stadium/event attendees will result in a ban from use of the Services. YOU MUST ONLY USE THE BRIZICAM TO VIEW AND PHOTOGRAPH YOUR OWN SEATING LOCATION AND NOT THOSE OF OTHERS. ANY VIOLATION OF THESE TERMS (INCLUDING THE RESTRICTIONS IN SECTION 3) WILL RESULT IN A USER BEING BANNED FROM THE ABILITY TO ACCESS THE BRIZICAM AND SERVICES.

If you do not accept these terms of use, then do not use the BriziCam, Websites or any content or Services.  These terms of use may be amended or updated by Brizi from time to time without notice. The Terms may have changed since your last visit and it is your responsibility to review these Terms of use for any changes.  Your use of the Websites or Services after any amendments or updates of these terms of use shall signify your assent to and acceptance of such revised terms.  

  1. SERVICES

Brizi is the owner of the BriziCam technology and related software platform (the “Brizi Platform”) that allows end users to control the BriziCam at a live event, take photos and share photos on social media (together with the Websites, the “Services”).

  1. USER CONTENT

All information, data, text, software, sound, images, graphics, messages or other materials, including personal information (“User Content”) transmitted to the Brizi Platform by Users is the sole responsibility of Users. This means that the User, and not Brizi, is entirely responsible for all such material uploaded, transmitted or otherwise made available by using the Brizi Platform and Services, including photos taken through the Brizi Cam and shared on the Brizi Platform. Users are solely responsible for obtaining all necessary consents and making all necessary disclosures required in connection with any and all User content. Brizi does not control User Content uploaded to the Brizi Platform and as such, does not guarantee the accuracy, integrity or quality of such content.  Under no circumstances will Brizi be liable in any way for any User Content, including, but not limited to, any errors or omissions in any materials or for any loss or damage of any kind incurred as a result of the viewing or use of any User Content posted, uploaded, transmitted or otherwise made available on the Brizi Platform. 

  1. USER RESPONSIBILITIES AND RESTRICTIONS

You are responsible for all activity occurring on your Account and for the compliance with this Agreement.  Without limiting the generality of the foregoing, You agree that You will not:

      • use the Brizi Platform other than as permitted by this Agreement;

      • use the Brizi Platform to upload, collect, transmit, store, use or process any content, information or other data: (i) that You does not have the lawful right to copy, transmit, distribute, and display (ii) for which You does not have the consent or permission from the owner of any personal health information and/or any other personal information contained therein; (iii) that is unlawful, threatening, tortious, defamatory, obscene, pornographic, or offensive; or (iv) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability;

      • use the Brizi Platform to send, store, publish, post, upload or otherwise transmit any information in violation of any laws, rules or regulations including those relating to and privacy, or in violation of any of Your warranties, representations or obligations under this Agreement;

      • license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Brizi Platform available to any third party;

      • use the Brizi Platform to send, store, publish, post, upload or otherwise transmit any viruses, Trojan horses, worms, time bombs, corrupted files or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another;

      • continue to use the Brizi Platform in a manner that interferes with or disrupts the integrity or performance of the Brizi Platform following a notice from Brizi of such use;

      • attempt to gain unauthorized access to the Brizi Platform or its related systems or networks;

      • use or knowingly permit the use of any security testing tools in order to probe, scan or attempt to penetrate or ascertain the security of the Brizi Platform;

      • use any data mining, robots or similar data gathering or extraction methods;

      • access the Brizi Platform for the purpose of building a similar or competitive product or service or for the purpose of obtaining unauthorized access to the Platform; or

      • copy, translate, create a derivative work of, reverse engineer, reverse assemble, disassemble, or decompile the Brizi Platform or any part thereof or otherwise attempt to discover any source code or modify the Brizi Platform, except as expressly provided for in this Agreement.

Brizi reserves the right to terminate, limit, or suspend User access to the Brizi Platform for any User breach of these restrictions or any other violation of any other term of this Agreement.

  1. LICENSE TO USER CONTENT

    1. 4.1.User Content. Except for the material that We license to You pursuant to Section 5 of this Agreement, Brizi does not claim ownership of any of the materials or User Content created, transmitted, uploaded, stored or otherwise made available on the Brizi Platform by You through your use of the Services.  You hereby grant to Brizi a limited license to collect and store User Content for the purpose of providing the Services as well as promoting the Brizi Platform and Service, as well as any partners or sponsors.  You further grant Brizi a perpetual, irrevocable, and unlimited licence to use, store, and manipulate User Content to create aggregated and anonymized statistical analytics in respect to Brizi Platform use and other Services and User parameters and characteristics in accordance with the Brizi Privacy Policy.

    1. 4.2.Feedback.  If You provide Brizi with any suggestions, comments or other feedback (“Feedback”) relating to the Websites, Brizi may use such Feedback in the Websites or in any other Brizi products or services (collectively, “Brizi Offerings”). Accordingly, You agree that: (a) Brizi is not subject to any confidentiality obligations in respect to the Feedback, (b) the Feedback is not confidential or proprietary information of You or any third party and You have all of the necessary rights to disclose the Feedback to Brizi, (c) Brizi (including all of its successors and assigns and any successors and assigns of any of the Brizi Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Brizi Offerings, and (d) You are not entitled to receive any compensation or re-imbursement of any kind from Brizi or any of the other users of the Websites or Brizi Platform.

  1. INTELLECTUAL PROPERTY; BRIZI LICENSE

The Websites, Brizi Platform, Services and the information and materials contained therein (except for information and material provided by Users of the Services), are the property of Brizi and its licensors, and are protected from unauthorized copying and dissemination by copyright law, trademark law, and other intellectual property laws.  Subject to these Terms of Use, we grant You a non-transferable, non-exclusive, license to use the Websites and Brizi Platform for your individual use, and not for the use of any other person or individual.  Nothing in the Terms of Use gives You a right to use the brand names, trademarks, logos, domain names, and other distinctive brand features we provide the Services under without our prior written consent.  You shall not attempt to override or circumvent any of the usage rules or restrictions on the Websites or Brizi Platform. Any future release, update, or other addition to functionality of the Websites, Brizi Platform and Services shall be subject to the terms of these Terms of Use.

  1. TERM; TERMINATION

7.1 Term. This Agreement will commence on the date it is entered into by You (“Effective Date”) and continue unless and until the Agreement is terminated in accordance herein. 

7.2 Termination by Brizi. Brizi retains the right to terminate this Agreement and/or your ability to access the Brizi Platform and Services at any time without notice to You if any of the following occur: (i) material breaches or violations of these Terms of Use; (ii) request by law enforcement or other government agencies; (iii) discontinuance or material modification to the Websites and/or Brizi Platform and Services (or any part thereof); (iv) unexpected technical, security or legal issues or problems, and/or  participation by You, directly or indirectly, in fraudulent or illegal activities (including, but not limited to falsification of your credentials).

7.3 Effect of Termination.  In the event of Termination by either Party Brizi reserves the right to delete any information in the User Account that it is not required by law to retain.

  1. IMPORTANT DISCLAIMERS

8.1 Internet Security Disclaimer.  You understand that the transmission of User Content is necessary to use of the Services. Therefore, You expressly consent to Brizi’ storage of User Content, which will involve transmission over the Internet, and over various networks, only part of which may be owned and/or operated by Brizi. Brizi is committed to protecting your privacy and we have safeguards in place that comply with Federal and Provincial laws, rules and regulations relative to storing personal information; however, You acknowledge and understand that User Content may be accessed by unauthorized persons when communicated across the Internet, network communications facilities, or other electronic means. Brizi is not responsible for any User Content which is delayed, lost, altered, intercepted or stored during the transmission of any data whatsoever across public networks not owned or operated by Brizi, including, the Internet and your local network. You agree that Brizi is not in any way responsible for any interference with your use of or access to the Services or security breaches arising from or attributable to the Internet and You waive any and all claims against Brizi in connection therewith.

8.2 DISCLAIMER OF ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS. THE INFORMATION AND MATERIALS PROVIDED ON THIS WEBSITES ARE PROVIDED “AS IS.”  SPECIFICALLY, BUT WITHOUT LIMITATION, BRIZI DOES NOT REPRESENT, WARRANT OR OFFER ANY CONDITIONS THAT: (I) THE INFORMATION OR MATERIALS ON THIS WEBSITES ARE CORRECT, ACCURATE, RELIABLE OR COMPLETE; (II) THE FUNCTIONS CONTAINED ON THIS WEBSITES WILL BE UNINTERRUPTED OR ERROR-FREE; (III) DEFECTS WILL BE CORRECTED, OR (IV) THIS WEBSITES OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  BRIZI SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, STATUTORY, BY USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, OR MERCHANTABLE QUALITY, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE.  ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITES IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR ANY OTHER LOSS THAT RESULTS FROM DOWNLOADING OR USING ANY SUCH MATERIAL.  BRIZI DOES NOT WARRANT, ENDORSE, GUARANTEE, PROVIDE ANY CONDITIONS OR REPRESENTATIONS, OR ASSUME ANY RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY ANY THIRD PARTY THROUGH THE WEBSITES OR IN RESPECT TO ANY WEBSITES THAT CAN BE REACHED FROM A LINK ON THE WEBSITES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING ON THE WEBSITES, AND BRIZI SHALL NOT BE A PARTY TO ANY TRANSACTION THAT YOU MAY ENTER INTO WITH ANY SUCH THIRD PARTY.

  1. LIMITATION OF LIABILITY  

UNDER NO CIRCUMSTANCES SHALL BRIZI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES THAT RESULT FROM (I) YOUR USE OF OR YOUR INABILITY TO USE, THIS WEBSITES OR ANY OF THE INFORMATION OR MATERIALS CONTAINED ON THIS WEBSITES, (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, (III) ERRORS, MISTAKES, OR INACCURACIES IN THE MATERIALS ON THE WEBSITES, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITES, ANY BUGS, VIRUSES, TROJAN HORSES, OR ANY OTHER FILES OR DATA THAT MAY BE HARMFUL TO COMPUTER OR COMMUNICATION EQUIPMENT OR DATA THAT MAY HAVE BEEN TRANSMITTED TO OR THROUGH THE WEBSITES, OR (V) ANY ERRORS OR OMISSIONS IN ANY MATERIAL ON THE WEBSITES OR ANY OTHER LOSS OR DAMAGE OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITES.  THESE LIMITATIONS SHALL APPLY EVEN IF BRIZI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, BRIZI’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL OF ANY AMOUNTS PAID BY YOU TO BRIZI IN THE TWO MONTHS PRECEDING THE DATE THAT THE CLAIM WAS FIRST MADE AGAINST BRIZI (IF ANY).  THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENSION PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

  1. INDEMNIFICATION  

YOU SHALL INDEMNIFY, DEFEND AND HOLD BRIZI AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND EMPLOYEES, HARMLESS FROM ALL CLAIMS, THREATS, ACTIONS, PROCEEDINGS, DEMANDS, DAMAGES, LOSSES, OBLIGATIONS, COSTS, AND EXPENSES INCLUDING REASONABLE ATTORNEYS' FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF MATERIALS SUBMITTED, POSTED, TRANSMITTED OR MADE AVAILABLE BY YOU THROUGH THE BRIZI PLATFORM (INCLUDING USER CONTENT), YOUR USE OF THE BRIZI PLATFORM, ANY VIOLATION BY YOU OF THESE TERMS OF USE, ANY VIOLATION BY YOU OF ANY RIGHTS OF ANOTHER (INCLUDING, WITHOUT LIMITATION, ALL INTELLECTUAL PROPERTY RIGHTS AND RIGHTS OF PUBLICITY, PERSONALITY OR PRIVACY), OR ANY VIOLATION BY YOU OF ANY APPLICABLE LAWS, RULES AND REGULATIONS GOVERNING THE COLLECTION, ACCESS, USE, DISCLOSURE AND STORAGE OF PERSONAL INFORMATION AND PERSONAL HEALTH INFORMATION, INCLUDING, WITHOUT LIMITATION, ANY CONSENT REQUIREMENTS THEREIN.

  1. THIRD PARTY CONTENT

This Websites may contain advertisements and/or links to other Websites that are not owned or controlled by Brizi.  Brizi is not responsible for the content of any linked Websites.  Any third-party Websites or services accessed from the Websites are subject to the terms and conditions of those Websites and or services and You are responsible for determining those terms and conditions and complying with them.  The presence on the Websites of a link to any non-Brizi Websites does not imply that Brizi endorses or accepts any responsibility for the content or use of such Websites, and You hereby release Brizi from all liability and/damages that may arise from Your use of such Websites or receipt of services from any such Websites. 

  1. GENERAL

12.1 Enforcement of Terms and Conditions.  If any part of these terms of use is unlawful, void, or unenforceable, that part shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.  The failure of Brizi to exercise or enforce any right or provision under these terms of use shall not constitute a waiver of such right or provision.  Any waiver of any right or provision by Brizi must be in writing and shall only apply to the specific instance identified in such writing.  No waiver by Brizi of any provision of these terms of use shall be deemed to be a further or continuing waiver of such provision or any other provision.  You agree that any cause of action that You may have arising out of or related to this Websites or Your use of this Websites must commence within one (1) year after the cause of action accrues, otherwise such cause of action shall be permanently barred.

12.2 Assignment.  You may not assign the terms of use, or any rights or licenses granted hereunder, whether voluntarily, by operation of law, or otherwise without Brizi’ prior written consent. Brizi may assign the terms of use, or any rights or licenses granted hereunder, at any time without notice.

12.3 Survival.  In addition to Sections 4, 5, 6, 7, 8, 9, 12.1, 12.3, 12.4, and 12.5 all representations, warranties and conditions made by You in these terms of use shall survive the termination of these terms of use.  Unless otherwise explicitly identified as terminating elsewhere in these terms of use, all licenses granted by You in these terms of use shall survive their termination.  All payment obligations incurred by You prior to the termination of these terms of use shall survive their termination.

12.4 Entire Agreement.  These terms of use, together with any privacy policy that may be published on the Websites, constitutes the entire agreement between the parties relating to the Websites and all related activities.  These terms of use shall not be modified except in writing signed by both parties or by a new posting of these terms of use issued by Brizi.

12.5 Choice of Law. This Agreement and any action related thereto shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflicts of law principles. The Parties hereby irrevocably attorn to the exclusive personal jurisdiction and venue of the courts sitting in Ottawa, Ontario.  

12.6 English Language. It is the express wish of the parties that this Agreement and all related documents be drawn up in English.  C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais

12.7 Contact.  If You have any questions about these Terms of Use or if You wish to make any complaint or claim with respect to the Websites, Brizi Platform or Services please contact us at hello@brizicam.com.

Last Updated: August 2017

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