PLEASE READ THE FOLLOWING TERMS OF SERVICE CAREFULLY BEFORE PUBLISHING YOUR CONTENT. THESE TERMS AND CONDITIONS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND SENSOPIA.
1. ACCEPTANCE AND DEFINITIONS
Sensopia provides its service to You, subject to the following Terms of Service.
By using or accessing the Sensopia Service, You accept and agree to this Terms Of Service on Your own behalf and/or on behalf of Your company, organization, educational institution, or agency, instrumentality, or department of the federal government as its authorized legal representative.
When capitalized in this Terms Of Service,
“Content” means anything, facts, information, data made available to others via the Sensopia Service including without limitations, photos, floor plans, address and comments. The Content excludes the Presentation Code.
“Intellectual Property Rights” means all right, title and interest, including without limitation all copyright, patent, trade secret, trademarks, service marks, database rights, trade names, design rights and other intellectual property and proprietary rights, whether or not registered, and any applications for the protection or registration of these rights and all renewals and extensions thereof throughout the world.
“Publishing“, “Publish” and “Publication” means the export of the Content, via the Sensopia Software, onto a server owned or controlled by Sensopia or its licensors, in whatever format (including without limitation pdf, jpeg or web page).
“Sensopia” means Technologies Sensopia INC., a Canadian corporation having its principal office at Suite #410, 194 Saint Paul Ouest, Montréal, Qc, H2Y 1Z8, Canada.
“Sensopia Software” means the software products including their updates and documentation developed by Sensopia to produce Content while using an electronic device running the iOS operating system developped by Apple or the Android operating system developped by Google.
“Sensopia Service” means the features and services, including the Publishing of Your Content, Sensopia makes available through its website at sensopia.com, any other Sensopia branded or co-branded websites (including sub-domains, international versions, widgets, and mobile versions) or any third party server or site. Some of the features and services may only be accessible via a subscription or a payment.
“Terms Of Service” means this agreement.
“You” and “Your” means and refers to the person(s) or legal entity using the Sensopia Software or otherwise exercising rights under this Terms Of Service. If You are entering into this Terms Of Service on behalf of Your company (including Affiliates), organization, educational institution, or an agency, instrumentality, or department of the federal government, “You” or “Your” refers to such entity or organization as well.
2. SHARING YOUR CONTENT AND INFORMATION
Subject to the terms and conditions of this Terms Of Service, Sensopia hereby grants to You a limited, personal, non-exclusive, non-assignable, non-transferable, non-sublicensable, license to Publish and share Content using the Sensopia Service.
You own all of the Content You Publish and You control whether You want to Publish it or not.
For Content that is covered by Intellectual Property Rights, like photos, images and videos (“IP Content“), You grant Sensopia a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, distribute, reproduce, modify, adapt, publicly perform, and publicly display any IP Content that You Publish (“IP License“). This IP License ends when You delete Your IP Content unless Your Content has been shared with others, and they have not deleted it.
You irrevocably waive any moral rights or other rights with respect to attribution of authorship or integrity in the Content You submit.
When You delete IP Content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, You understand that removed Content may persist in backup copies for a reasonable period of time (but will not be available to others).
When You Publish, it means that You are allowing everyone to access and use the Content You Publish.
You consent to having Your Content transferred to and processed in the United States, Ireland or Singapore.
You acknowledge that Sensopia may establish general practices and limits concerning use of the Sensopia Service, including without limitation the maximum number of days that Your Content will be retained by the Sensopia Service, the maximum disk space and data that will be allotted on Sensopia’s or Sensopia licensors’ servers on Your behalf, the maximum number of times (and the maximum duration for which) You may access the Sensopia Service in a given period of time or the formats in which your Content will be Published.
You agree that Sensopia has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Sensopia Service. You acknowledge that Sensopia reserves the right to log off accounts that are inactive for a certain period of time as determined by Sensopia. You further acknowledge that Sensopia reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
Subject to this Terms Of Service, You may subscribe or purchase through the Sensopia Service or via Sensopia’s partners a service in order to have Your Content Published in some specific formats including without limitations PDF, JPEG, DXF and CSV by the Sensopia Service for a specific period. You acknowledge that, when you unsubscribe, such service ends.
Sensopia does its best to keep Sensopia Service safe, but cannot guarantee it. Sensopia needs Your help to do that, which includes the following commitments:
(a) You will not upload viruses or other malicious code;
(b) You will not Publish Content that is hateful, threatening, or pornographic; incites violence; or contains nudity or graphic or gratuitous violence;
(c) You will not use the Sensopia Service to do anything unlawful, misleading, malicious, or discriminatory;
(d) You will not facilitate or encourage any violations of this Terms Of Service;
(e) You will not send or otherwise post unauthorized commercial communications (such as spam) via the Sensopia Service;
(f) You will not do anything that could disable, overburden, or impair the proper working of the Sensopia Service, such as a denial of service attack;
(g) You will not use the Sensopia Service if You are under thirteen years old;
(h) You will not Publish Content or take any action using the Sensopia Service that infringes or violates someone else’s rights or otherwise violates the law;
(i) You agree that Sensopia, in its sole discretion, can remove, refuse or move any Content or information You Publish;
(j) You will not manipulate identifiers in order to disguise the origin of any Content transmitted through the Sensopia Service.
5. YOUR OBLIGATIONS
You represent to Sensopia and agree that:
(a) You have the right and authority to enter into this Terms Of Service on Your own behalf, or if You are entering into this Terms Of Service on behalf of Your company, organization, educational institution, or agency, instrumentality, or department of the federal government, that You have the right and authority to legally bind such entity or organization to the terms and obligations of this Terms Of Service;
(b) You will comply with the terms of and fulfill Your obligations under this Terms Of Service;
(c) You will provide true, accurate, current and complete information about yourself as prompted by the Sensopia Service’s registration form and You will maintain and update the Registration Data to keep it true, accurate, current and complete;
(d) You will be solely responsible for all costs, expenses, losses and liabilities incurred, and activities undertaken by You in connection with Your use of the Sensopia Service including without limitation any cost You incur from Your smart phone carrier or internet service provider to send information or access the Sensopia Service;
(e) You will not act in any manner which conflicts or interferes with any existing commitment or obligation You may have and no agreement previously entered into by You will interfere with Your performance of Your obligations under this Terms Of Service;
(f) You will only use the Sensopia Service for the purposes and in the manner expressly permitted by this Terms Of Service and in accordance with all applicable laws and regulations;
(g) To the best of Your knowledge and belief, Your Content does not and will not violate, misappropriate, or infringe any third party copyrights, trademarks, rights of privacy and publicity, trade secrets, patents, or other Intellectual Property Rights;
(h) You will not, directly or indirectly, commit any act intended to interfere with the Sensopia Software, the intent of this Terms Of Service, or Sensopia’s business;
(i) You will not export, copy, transfer, modify, translate or convert to another programming language the Presentation Code or develop derivative code from the Presentation Code or otherwise use the Presentation Code outside of the Sensopia Service or any authorized partners;
(j) During Your first Publication, You will create an account with Your email as Your account I.D. You understand and agree that You are solely responsible for maintaining the confidentiality of Your account and are fully responsible for all activities that occur under Your account. You agree to immediately notify Sensopia of any unauthorized use of Your account or any other breach of security.
6. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP
You acknowledge that the Sensopia Software, the Sensopia Service and Sensopia’s copyrights or trademarks are proprietary to Sensopia and/or its licensors, and that Sensopia and/or its licensors own all right, title and interest in and to the Intellectual Property Rights therein. Sensopia reserves all rights not expressly granted.
You agree not remove, deface or obscure any copyright notice, trademark notice or legends or proprietary legends in or on the Content that You Publish.
You may provide to Sensopia reasonable suggestions, comments and other feedback with respect to the Sensopia Software, the Content and/or the Sensopia Service (“Feedback“). You grant Sensopia, under all of Your Intellectual Property Rights, the following worldwide, exclusive, transferable, perpetual, irrevocable, royalty-free, fully paid-up rights: (1) to make, have made, use, copy, modify, and create derivative works of the Feedback as part of any Sensopia product, technology, service, specification or documentation; (2) to publicly perform or display, import, broadcast, transmit, distribute, license, offer to sell and sell, rent, lease or lend copies of the Feedback (and derivative works thereof and improvements thereon); and (3) to sublicense to third parties the foregoing rights, including the right to sublicense to further third parties.
If You make a payment on Sensopia, You agree to our Payments Terms as available at sensopia.com.
You agree that Sensopia may deliver advertising via the Sensopia Service. You understand that Sensopia may not always identify paid services and communications as such. You also understand and agree that the Sensopia Service may include certain communications from Sensopia and that You cannot opt out of receiving them.
9. DISCLAIMER OF WARRANTY
You, and not Sensopia, are entirely responsible for all Content that You upload, post, email, transmit, or otherwise make available via the Sensopia Service. Sensopia does not control the Content posted via the Sensopia Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Sensopia Service, You may be exposed to Content that is offensive, indecent or objectionable.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SENSOPIA SERVICE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE SENSOPIA SERVICE IS PROVIDED “AS IS”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND SENSOPIA AND ITS LICENSORS MAKE AND YOU RECEIVE NO EXPRESS WARRANTIES. ANY STATEMENTS OR REPRESENTATIONS ABOUT THE SENSOPIA SERVICE AND ITS FEATURES OR ANY COMMUNICATION CONSTITUTE TECHNICAL INFORMATION AND NOT AN EXPRESS WARRANTY OR GUARANTEE. IN ADDITION, SENSOPIA AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY WARRANTY INCLUDING, WITHOUT LIMITATION, THE IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, DAMAGE OR LOSS OF DATA, SATISFACTORY QUALITY AND NON INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, SENSOPIA AND ITS LICENSORS DO NOT WARRANT THAT THE OPERATION OF THE SENSOPIA SERVICE WILL BE SAFE, SECURE, UNINTERRUPTED OR ERROR FREE.
10. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES WILL SENSOPIA BE LIABLE IN ANY WAY FOR ANY CONTENT, INCLUDING, BUT NOT LIMITED TO, FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KING INCURRED AS A RESULT OF THE USE OF OR THE RELIANCE UPON ANY CONTENT.
IN NO EVENT SHALL SENSOPIA OR ITS LICENSORS HAVE ANY LIABILITY FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, OR DATA; BUSINESS INTERRUPTION, OR COST OF COVER. IN ADDITION, IN NO EVENT SHALL THE LIABILITY OF SENSOPIA OR ITS LICENSORS FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SENSOPIA SERVICE OR THIS TERMS OF SERVICE EXCEED ONE CANADIAN DOLLAR (1.00 CAD). THE LIMITATIONS OF LIABILITY IN THIS SECTION 7 SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW TO ANY DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EVEN IF SENSOPIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE.
11. INDEMNIFICATION BY YOU
You shall indemnify, defend and hold harmless Sensopia, its directors, officers, employees, independent contractors and agents from any and all third party claims, damages, losses, liabilities, costs and expenses including, without limitation, attorneys fees and court costs (collectively, “Losses”) arising out of or in connection with (a) Your breach of any certification, covenant, obligation, representation or warranty in this Terms Of Service and (b) Your use of the Sensopia Service.
12. EFFECTIVE DATE AND TERMINATION
This Terms Of Service shall be effective as of You first Publish using the Sensopia Service.
Your rights under this Terms Of Service will terminate immediately and automatically, without any notice to You, if (a) You fail to comply with any of the terms and conditions of this Terms Of Service or otherwise create risk or possible legal exposure for Sensopia; (b) You delete the Content You have Published.
You agree that Sensopia, in its sole discretion, may terminate, with or without notice, Your account or Your use of the Sensopia Service, and remove and discard any Content within the Sensopia Service, for any reason, including, without limitation, (a) lack of use, (b) as a result of Your relationship with a partner of Sensopia, (c) if Sensopia believes that You have violated or acted inconsistently with the letter or spirit of the Terms Of Service, (d) requests by law enforcement or other government agencies, (e) a request by You (self-initiated account deletions), (f) discontinuance or material modification to the Sensopia Service (or any part thereof), (g) unexpected technical or security issues or problems, (h) in compliance with legal process; (i) if You have or we believe You have engaged in illegal activities, including without limitation, fraud, and/or (j) nonpayment of any fees owed by You in connection with the Sensopia Service.
Termination shall not entitle You to any refund. Sections 2,4,5,6,9,10,11 et 12 will survive expiration or termination of this Terms Of Service for any reason.
All notices to Sensopia, permitted or required under this Terms Of Service, shall in writing and sent to: Sensopia INC., Suite #410, 194 Saint Paul Ouest, Montréal, Qc, H2Y 1Z8, Canada; with a copy emailed to email@example.com.
Notices shall be delivered as follows with notice deemed given as indicated: (a) by overnight courier upon written verification of receipt; or (b) by certified or registered mail, return receipt requested, five (5) days after deposit in the mail. Address used shall be the one first set forth above or such other address in accordance with the legal guidelines located at sensopia.com. All notices to Sensopia will be addressed to the attention of the Legal Department.
This Terms Of Service constitutes the entire agreement between the parties and supersedes any other previous or contemporaneous communications, agreements, representations, or advertising with respect to the Sensopia Service.
Sensopia reserves the right, at any time and from time to time, to update, revise, supplement, and otherwise modify this Terms Of Service and to impose new or additional rules, policies, terms, or conditions on Your use of the Sensopia Service. Such updates, revisions, supplements, modifications, and additional rules, policies, terms, and conditions (collectively referred to in this Terms Of Service as “Additional Terms“) will be effective immediately upon release on sensopia.com and incorporated into this Terms Of Service. Your continued use of the Sensopia Service will be deemed to constitute Your acceptance of any and all such Additional Terms. All Additional Terms are hereby incorporated into this Terms Of Service by this reference.
This Terms Of Service will be construed, governed and interpreted in accordance with the laws, but not the rules relating to the choice of law, of Quebec. Your use of the Sensopia Service may also be subject to other local, state, national, or international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with Sensopia or relating in any way to Your use of the Sensopia Service resides in the courts of the state of Quebec. The United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Terms Of Service. No action, regardless of form, arising out of or relating to this Terms Of Service may be brought by You more than two (2) years after the cause of action has occurred.
You may not assign this Terms Of Service or any rights hereunder without the prior consent of Sensopia and any purported assignment by You shall be void. Sensopia may freely assign this Terms Of Service in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise without Your prior consent.
Sensopia’s failure to enforce any right or provisions in this Terms Of Service will not constitute a waiver of such provision, or any other provision of this Terms Of Service.
If any provision of this Terms Of Service is found by a court of competent jurisdiction to be illegal, invalid or unenforceable, the other provisions will remain in full force and effect. Sensopia will not be responsible for failures to fulfill any obligations due to causes beyond its control.
The parties hereto confirm that it is their wish that this Terms Of Service, as well as other documents relating hereto, including notices, have been and shall be written in the English language only. Les parties confirment leur volonte expresse de voir le present contrat et tous les documents s’y rattachant etre rediges en anglais.
Last updated: May 28, 2014