Terms of Service
1. Your Acceptance
We offer you the Service (defined below) but only if you agree to be bound by these Terms of Service as a legally binding contract between you and 2nd Act Innovations Ltd. (“Oris4”). We try not to use too many fancy lawyer words, but this is a contract after all.
By using or visiting the Oris4 website or any Oris4 products, software, data, tools, and services provided to you on, from, or through the Oris4 website (collectively the “Service”) you agree to (1) these terms and conditions (the “Terms of Service”), and (2) Oris4's Privacy Policy, found at (http://www.oris4.com/privacy-policy). We’ve included hyperlinks to these documents, but they form a part of the Terms of Service and, therefore the contract between you and Oris4.
If you do not agree to any of these terms or the Oris4 Privacy Policy, do not use the Service. In fact, you are not allowed to use the service unless you agree to all of the terms and the Oris4 Privacy Policy. It’s a package deal.
Although we may attempt to notify you when major changes are made to these Terms of Service, you should periodically review the most up-to-date version at [http://www.oris4.com/terms-service]. Oris4 may, in its sole discretion, modify or revise these Terms of Service and policies at any time, and you agree to be bound by such modifications or revisions. If you don’t agree to them, you need to stop using the Service. Nothing in these Terms of Service shall be deemed to confer any third-party rights or benefits.
2. Service
These Terms of Service apply to all users of the Service.
In these Terms of Service, we refer to the information, documents, materials, etc that users or visitors create or upload or link-to as “Content”. The Service includes all aspects of Oris4, including but not limited to all products, software and services offered via the Oris4 website or any application installed on a computing device.
The Service may contain links to third party websites or provide access to information or content that are not owned or controlled by Oris4. Oris4 is only responsible for what it does and can’t take responsibility for what anyone else does. That includes the content, privacy policies, or practices of any third party websites. By using the Service, you expressly relieve Oris4 from any and all liability arising from your use of any third-party website. It is not our responsibility and we are not liable for what anyone else does. You should read their terms of use and privacy policies to fully understand their practices.
3. Oris4 Accounts
Some parts of the Service and some features of the Service are only for registered users. You can get access to this by creating an Oris4 account. Your account is just for you, so don’t share it or your password with anyone else. You are responsible for everything that happens using your account. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify Oris4 immediately of any breach of security or unauthorized use of your account.
4. Payments
You will be required to provide a valid credit card number during the signup process for paying accounts.
[1] The Service is billed at the start of each month for the subsequent month’s service. If you sign-up any time after the 1st day of the month, your initial payment will be the full price of the service for the balance of that month.
[2] You will be billed monthly, on the day of the month that your account was initially created. If you cancel prior to the 1st day of any given month you will not be charged for the subsequent month.
The Services are billed monthly, in advance, and are non-refundable.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only Canadian (federal or provincial) taxes.
All paying users from Canada shall be responsible for filling out their correct province and country so that taxes can be appropriately calculated.
5. General Use of the Service—Permissions and Restrictions
Your permission to use the Service is subject to the following conditions:
● You agree not to distribute in any medium any part of the Service or the Content without Oris4's prior written authorization, unless Oris4 makes available the means for such distribution through functionality offered by the Service.
● You agree not to alter or modify any part of the Service, other than Content that you create or that you have permission to alter or modify.
● You agree not to access Content through any technology or means other than the Service itself or other explicitly authorized means Oris4 may designate.
● You agree not to use the Service for any of the following commercial uses unless you obtain Oris4's prior written approval:
● the sale of access to the Service; or
● the sale of advertising, sponsorships, or promotions placed on or within the Service or Content.
If you use the Service via an app on your device, you may not modify, build upon, or block any portion or functionality of the Service, including (but not limited to) links back to the Oris4 website.
You agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” or “offline readers,” that accesses the Service in a manner that sends more request messages to the Oris4 servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser.
Public search engines may use spiders to copy publicly-available materials from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. These spiders must behave themselves in the manner described in the last paragraph and must follow Oris4’s preferences stated in the robots.txt files on the Oris4 website.
Oris4 reserves the right to revoke these exceptions either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from the Service, nor to use the communication systems provided by the Service (e.g., comments, email) for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Service with respect to their Content.
In your use of the Service, don’t do anything illegal (either illegal where you are or where Oris4 is) or violate any other user’s legal rights.
Oris4 can change or discontinue any aspect of the Service, at any time and for any reason. This includes the right to charge fees for any portion of the Service.
6. Your Use of Content
In addition to the general restrictions above, the following restrictions and conditions apply specifically to your use of Content.
The Content on the Service (other than Content uploaded by you), and the trademarks, service marks and logos (“Marks”) on the Service, are owned by or licensed to Oris4, subject to copyright and other intellectual property rights under the law.
Content is provided to you AS IS. You shall not download any Content unless you see a “download” or similar link displayed by Oris4 on the Service for that Content. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of Oris4 or the respective licensors of the Content, except as is specifically permitted by the ordinary and usual use of the Service. Oris4 and its licensors reserve all rights not expressly granted in and to the Service and the Content.
You agree not to circumvent, disable or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Service or the Content therein.
You understand that when using the Service, you may be exposed to Content from a variety of sources, and that Oris4 is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, objectionable or simply does not work.
You agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Oris4 with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless Oris4, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your use of the Service.
7. Your Content and Conduct
As an Oris4 account holder you may create Content or link to Content using the Service. Oris4 does not control Content that is hosted on third party sites, such as cloud providers, so Oris4 can’t give any guarantees of assurances of how such third party sites will manage such Content. Users are able to share Content with other users. Do not “share” any Content that you expect to be treated confidentially, as neither you nor Oris4 necessarily control the actions of those other users.
You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on the Service. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit; and you license to Oris4 all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms of Service.
For clarity, you own the Content that you create using the Service, but you give Oris4 permission to do certain things with the Content described in this paragraph so that we can provide you with the Service. By submitting Content to Oris4, you hereby grant Oris4 a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the Service only. Oris4 does not seek or obtain any rights to your Content other than the minimal rights that are necessary to provide you with the Service.
The above licenses granted by you in application Content you create using the Service terminate within a commercially reasonable time after you remove or delete your Content from the Service. You understand and agree, however, that Oris4 may retain, but not display, distribute, or perform, server copies of your Content that has been removed or deleted.
The licenses to Content that is composed of comments or ratings of other users’ Content are perpetual and irrevocable, meaning they last forever and cannot be terminated by you.
Oris4 does not want any Content that infringes anybody else’s rights, including intellectual property rights. So you agree that Content you submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant Oris4 all of the license rights granted herein.
You agree that you will not submit to the Service any Content or other material that is contrary to applicable local, national, and international laws and regulations.
Oris4 does not endorse any Content submitted to the Service by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and Oris4 expressly disclaims any and all liability in connection with Content. Oris4 does not permit copyright infringing activities and infringement of intellectual property rights on the Service, and Oris4 will remove all Content if properly notified that such Content infringes on another's intellectual property rights. Oris4 reserves the right to remove Content without prior notice.
8. Account Termination Policy
Oris4 will terminate a user's access to the Service if, under appropriate circumstances, the user is determined to be a repeat infringer or violates the Oris4 Terms of Service.
Oris4 reserves the right to decide whether Content violates these Terms of Service for reasons other than copyright infringement, such as, but not limited to, pornography, obscenity, or otherwise. Oris4 may at any time, without prior notice and in its sole discretion, remove such Content and/or terminate a user's account for submitting such material in violation of these Terms of Service.
9. Warranty Disclaimer
Oris4 offers or extends no warranties of any kind for any portion of the Service, including Content. Do not use or rely upon the Service or the Content in any circumstance where health or safety may depend on any aspect of the Service or the Content.
YOU AGREE THAT YOUR USE OF THE SERVICES SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, ORIS4, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF. ORIS4 MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) 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, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. ORIS4 DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED SERVICES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND ORIS4 WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
10. Limitation of Liability
IN NO EVENT SHALL ORIS4, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU SPECIFICALLY ACKNOWLEDGE THAT ORIS4 SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
The Service is controlled and offered by Oris4 from its facilities in Canada. Oris4 makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are responsible for compliance with local law.
11. Indemnity
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Oris4, its shareholders, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Service.
12. Ability to Accept Terms of Service
You affirm that you are either more than 18 years of age, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are over the age of 13, as the Service is not intended for children under 13. If you are under 13 years of age, then do not use the Service.
13. Assignment
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Oris4 without restriction. If you assign any of your intellectual property rights in the Content to any other person, such assignment will be subject to the licenses you have granted in these Terms of Service, and such licenses shall take priority to any assignment.
14. General
These Terms of Service and all of your use of the Service shall be governed by the internal substantive laws of the Province of Nova Scotia, Canada, without respect to its conflict of laws principles. Any claim or dispute between you and Oris4 that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in Halifax, Nova Scotia.
These Terms of Service, together with the Privacy Notice at [http://www.oris4.com/privacy-policy] and any other legal notices published by Oris4 on the Service, shall constitute the entire agreement between you and Oris4 concerning the Service. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Oris4's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. Oris4 reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of the Service following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms.
If you have any claim to make against Oris4 for any reason, you have one year to do so. Any claim made after such time shall be void and this is intended to specifically override any applicable timelines in the relevant statute of limitations. Specifically, you and Oris4 agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Dated: January 2013
