"Visual Content" shall refer collectively to images, videos, augmented reality and virtual reality applications available from the VIVE-AR website. "Image(s)" means photographs, vectors, drawings and the like. "Videos" means any moving images, animations, films, footage or other audio/visual representations, excluding still images, recorded in any format. “Augmented reality” is defined as a live direct or indirect view of a physical, real-world environment whose elements are augmented (or supplemented) by computer-generated sensory input such as sound, video, graphics or GPS data. “Virtual reality” is defined as computer technologies that use software to generate the realistic images, sounds and other sensations that replicate a real environment (or create an imaginary setting), and simulate a user's physical presence in this environment. VR has been defined as "...a realistic and immersive simulation of a three-dimensional environment, created using interactive software and hardware, and experienced or controlled by movement of the body" or as an "immersive, interactive experience generated by a computer".
Description of Services
The Site provides a platform to a community of registered users (“You” or “users”) to upload and display Visual Content and enhance Visual Content for augmented reality production and virtual reality production (the “Services”). Additional Services may be offered by us from time to time. The following are the Terms for using the Site and the Services.
Acceptance Of Terms
Modification Of Terms
VIVE-AR reserves the right, at its sole discretion, to modify or replace the Terms at any time. You shall be responsible for reviewing and becoming familiar with any such modifications. Using any Service or viewing any Visual Content shall constitute your acceptance of the Terms as modified.
In addition, when using particular features of the Services, You shall be subject to any posted guidelines or rules applicable to such Services.
Your access to and use of the Site and our Services may be interrupted from time to time as a result of equipment malfunction, updating or maintenance of the Site or any other reason within or outside the control of VIVE-AR. We reserve the right to suspend or discontinue the availability of the Site and/or any Service and/or remove any Visual Content or applications at any time at our sole discretion and without prior notice. We may also impose limits on certain features and Services or restrict your access to parts of or all of the Site and the Services without notice or liability. We also reserve the right to impose subscription fees in the future to access or use the Site and the Services. The Site should not be used or relied upon for storage of your Visual Content and You are directed to retain your own copies of all Visual Content posted on the Site.
As a condition to using Services, You are required to open an account with VIVE-AR and select a password and username, and to provide registration information. The registration information You provide must be accurate, complete and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your access to the Services. You may not use as a username the name of another person or entity or that is not lawfully available for use or a name that is otherwise offensive or obscene.
You are responsible for maintaining the confidentiality of your password and are solely responsible for all activities resulting from the use of your password and conducted through your VIVE-AR account.
Services are available to authorized representatives of legal entities and to individuals who are at least 14 years old and who are authorized to access the Site by a parent or legal guardian. If You have authorized a minor to use the Site, You are responsible for the online conduct of such minor, and the consequences of any misuse of the Site by the minor. Parents and legal guardians are warned that the Site may display Visual Content that may be offensive to some and/or not appropriate for minors.
The Services are for use by a) individuals who own Visual Content, b) entities that represent owners of Visual Content and c) individuals and entities seeking to license Visual Content.
All Visual Content posted or otherwise submitted to the Site is the sole responsibility of the account holder from which such Visual Content originates and You acknowledge and agree that You, and not VIVE-AR are entirely responsible for all Visual Content that You post, or otherwise submit to the Site. VIVE-AR does not control user submitted Visual Content and does not guarantee the accuracy, integrity or quality of such Visual Content. You understand that by using the Site, You may be exposed to Visual Content that is offensive, indecent or objectionable.
As a condition of use, You agree not to use the Site and Services for any purpose that is unlawful or prohibited by these Terms, or any other purpose not reasonably intended by VIVE-AR. Without limitation, You agree not to use the Site and Services:
You are solely responsible for your interactions with other users of the Site.
Visual Content Made Available for Inclusion on the Site
Please read this section carefully before posting, uploading, or otherwise submitting any Visual Content to the Site. By submitting content to the Site, You are granting VIVE-AR a worldwide, non-exclusive license to use the Visual Content and are representing and warranting to VIVE-AR that the Visual Content is either owned by You or You are authorized to represent or distribute the Visual Content, and that VIVE-AR is free to publish, distribute and use the Visual Content as provided in these Terms without obtaining permission, consent or any license from any third party.
In consideration of PPIXXELL’s agreement to allow You to use the Services, You agree with VIVE-AR as follows:
You acknowledge that:
You represent and warrant that:
You agree that You shall not have any right to terminate the permissions granted herein, nor to seek, obtain, or enforce any injunctive or other equitable relief against VIVE-AR and its affiliates, all of which such rights are hereby expressly and irrevocably waived by You in favor of VIVE-AR and its affiliates.
Free accounts are limited to a maximum of 50 new photographs/images per week and 3,000 photographs/images in total (approximately 6Gb of storage, and 2Gb of data transfer from profile and portfolios per month)]. Any additional storage may result in restrictions on your account including limited access to your Visual Content. We reserve the right to modify our storage policy at any time with or without notice.
The Services may provide, or third parties may provide, links to other Internet sites or resources. You acknowledge and agree that VIVE-AR is not responsible for such external sites or resources, and does not endorse and is not responsible or liable for any content on or available from such sites or resources. You further acknowledge and agree that VIVE-AR shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with any use of or reliance on any such content, goods or services available on or through any such site or resource.
Release and Indemnity
You hereby expressly and irrevocably release and forever discharge VIVE-AR, its affiliated and associated companies, and their respective directors, officers, employees, agents, representatives, contractors, licensees, successors and assigns of and from any and all actions, causes of action, law suits, legal proceedings, liability, debts, judgments, claims and demands whatsoever in law or equity which You ever had, now have, or hereafter may have, for or by reason of, or arising directly or indirectly out of your use of the Site and the Services.
You hereby agree to indemnify and hold harmless VIVE-AR, its affiliated and associated companies, and their respective directors, officers, employees, agents, representatives, contractors, licensees, successors and assigns from and against all claims, losses, expenses, damages and costs (including, but not limited to, direct, incidental, consequential, exemplary and indirect damages), and reasonable attorneys' fees, resulting from or arising out of (i) a breach of these Terms, (ii) Visual Content posted on the Site, (iii) the use of the Services, by You or any person using your account or username and password, or (iv) any violation of any rights of a third party.
VIVE-AR may terminate or suspend any and all Services and/or your account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach the Terms. Upon termination of your account, your right to use the Services will immediately cease. If You wish to terminate your VIVE-AR account, You may simply discontinue using the Services. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. Upon termination of your account, VIVE-AR will automatically remove all Visual Content posted to your account.
Indemnification for Breach of Terms
You agree to indemnify and hold harmless VIVE-AR from and against any and all loss, expenses, damages, and costs, including without limitation reasonable attorneys fees, resulting, whether directly or indirectly, from your violation of the Terms. You also agree to indemnify and hold harmless VIVE-AR from and against any and all claims brought by third parties arising out of your use of the Site and Services.
THE SITE AND THE SERVICES ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS. YOU USE THE SITE AND THE SERVICES AT YOUR OWN RISK. VIVE-AR EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. VIVE-AR DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF OR IN ANY WAY RELATED TO (A) ANY ERRORS IN OR OMISSIONS FROM THIS SITE AND THE SERVICES, (B) THIRD PARTY COMMUNICATIONS, (C) ANY THIRD PARTY WEBSITES OR CONTENT DIRECTLY OR INDIRECTLY ACCESSED THROUGH LINKS IN THE SITE, (D) THE UNAVAILABILITY OF ALL OR ANY PART OF THE SITE OR THE SERVICES, (E) YOUR USE OF THE SITE OR THE SERVICES, OR (F) YOUR USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THE SITE OR THE SERVICES.
Limitation Of Liability
WE DO NOT GUARANTEE THAT VIVE-AR WILL ALWAYS BE AVAILABLE, SECURE OR ERROR-FREE OR THAT VIVE-AR WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS OR IMPERFECTIONS. VIVE-AR IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. WHEN PERMITTED BY LAW, NEITHER VIVE-AR NOR ANY OF ITS AFFILIATES, PARENTS, SUBSIDIARIES, DIRECTORS, SHAREHOLDERS, EMPLOYEES OR AGENTS SHALL BE LIABLE FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM YOUR USE OF THE SITE OR THE SERVICES. VIVE-AR SHALL NOT BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SITE OR SERVICES.
TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF VIVE-AR AND ITS AFFILIATES, PARENTS, SUBSIDIARIES, DIRECTORS, SHAREHOLDERS, EMPLOYEES OR AGENTS, FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE SERVICES. IN ALL CASES, VIVE-AR WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE. WE RECOGNIZE THAT IN SOME COUNTRIES, YOU MIGHT HAVE LEGAL RIGHTS AS A CONSUMER. IF YOU ARE USING THE SERVICES FOR A PERSONAL PURPOSE, THEN NOTHING IN THESE TERMS OR ANY ADDITIONAL TERMS LIMITS ANY CONSUMER LEGAL RIGHTS WHICH MAY NOT BE WAIVED BY CONTRACT. IN SUCH CASES, PPIXXELL’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
The Terms shall be governed by and construed in accordance with the laws of the Province of Ontario, as if made within Ontario between two residents thereof.
Any controversies or disputes arising out of or relating to these Terms shall be resolved by binding arbitration in accordance with the then current Commercial Arbitration Rules of the American Arbitration Association or of the International Center for Dispute Resolution to be held in Toronto, Canada. The parties shall select a mutually acceptable arbitrator knowledgeable about issues relating to the subject matter of these Terms. The arbitration proceeding shall be conducted in English and all documentation shall be presented and filed in English. The arbitrator shall not have the authority to modify any provision of these Terms or to award punitive damages. The arbitrator shall have the power to issue mandatory orders and restraint orders in connection with the arbitration. The decision rendered by the arbitrator shall be final and binding on the parties, and judgment may be entered in conformity with the decision in any court having jurisdiction. The prevailing party shall be entitled to recover its reasonable legal costs relating to that aspect of its claim or defense on which it prevails, and any opposing costs awards shall be offset. The agreement to arbitration shall be specifically enforceable under the prevailing arbitration law. During the continuance of any arbitration proceeding, the parties shall continue to perform their respective obligations under these Terms. The parties agree that, notwithstanding any otherwise applicable statute(s) of limitation, any arbitration proceeding shall be commenced within two years of the acts, events, or occurrences giving rise to the claim.
Indemnification of VIVE-AR
You, agree to defend, indemnify and hold VIVE-AR, its affiliates and the respective directors, officers and employees of each harmless from and against any and all claims, losses, damages, liabilities and costs arising out of or relating to your breach of any of these Terms or use by You or any third party of the Site and Services.
These Terms constitute the entire understanding of the parties and supersede all prior and contemporaneous written and oral agreements with respect to the subject matter hereof. If one or more of the provisions of these Terms shall be held invalid, illegal or unenforceable in any respect, the validity, legality and enforcement of the remaining provisions shall not be affected or impaired. The failure to enforce or the waiver by either party of a default or breach of the other party shall not be considered to be a waiver of any prior, subsequent or other default or breach.