Last updated: January 26, 2018
1. Introduction and Overview
2. Service Use
The Service contains: (i) materials and other items relating to us and our products and services, and similar items from our licensors and other third parties, including all layout, information, databases, articles, posts, text, data, files, images, scripts, designs, graphics, instructions, illustrations, photographs, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material; (ii) trademarks, logos, trade names, trade dress, service marks, and trade identities of various parties, including those of Indian Horse Productions (BC) Inc. and Indian Horse Productions (ON) Inc.; and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”). All right, title, and interest in and to the Service and the Content is the property of Indian Horse Productions (BC) Inc. and Indian Horse Productions (ON) Inc. or our licensors or certain other third parties, and is protected by Canadian and international copyright, trademark, trade dress, patent and/or other intellectual property and unfair competition rights and laws to the fullest extent possible.
B. Limited License
Subject to your strict compliance with these Terms, we grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download, display, view, use, and play the Content on a personal computer, browser, laptop, tablet, mobile phone, or other internet-enabled device (each, a “Device”) and/or print one copy of the Content as it is displayed to you, in each case for your personal, non-commercial use only. The foregoing limited license (i) does not give you any ownership of, or any other intellectual property interest in, any Content, and (ii) may be suspended or terminated for any reason, in our sole discretion, and without advance notice or liability. Your unauthorized use of the Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability.
C. Accounts and Guest Checkout
Certain features of the Service may require you to register an account or checkout as a guest. When registering an account or checking out as a guest, you agree to provide true, accurate, current, and complete information. When registering an account, you further agree to: (i) maintain and update the information in your account to keep it true, accurate, current, and complete; (ii) protect and prevent unauthorized access to your account; (iii) not transfer or share your account with any third party; and (iv) immediately notify us of any suspected or actual unauthorized use of your account or breach of security. Please note that you are solely responsible for all activities that occur under your account or during guest checkout, whether or not you authorized the activity, and we are not liable for any loss or damage to you or any third party arising from your failure to comply with any of the foregoing obligations.
You may not use the Service unless you are at least the age of majority in your state or province of residence.
You may not: (i) use the Service or Content for any political or commercial purpose; (ii) engage in any activity in connection with the Service or Content that is unlawful, harmful, offensive, sexually explicit, obscene, violent, threatening, harassing, abusive, falsely representative of your persona, invasive of someone else’s privacy, or otherwise objectionable to us; (iii) harvest any information from the Service or Content; (iv) reverse engineer or modify the Service or Content; (v) interfere with the proper operation of or any security measure used by the Service or Content; (vi) infringe any intellectual property or other right of any third party; (vii) use the Service or Content in a manner that suggests an unauthorized association or is beyond the scope of the limited license granted to you; or (viii) otherwise violate these Terms.
You agree to comply with all local, provincial, state, federal, national, foreign, supranational, and international laws, statutes, ordinances, regulations, treaties, directives, and agreements that apply to your use of the Service and Content.
We may suspend or terminate the availability of the Service and Content, in whole or in part, to any individual user or all users, for any reason, in our sole discretion, and without advance notice or liability. Upon suspension or termination of your access to the Service, or upon notice from us, all rights granted to you under these Terms will cease immediately, and you agree that you will immediately discontinue use of the Service and Content.
F. Reservation of Rights
All rights not expressly granted to you are reserved by us and our licensors and other third parties. No right or license may be construed, under any legal theory, by implication, estoppel, and industry custom or otherwise. Any unauthorized use of the Content or Service for any purpose is prohibited.
3. Unsolicited Submissions
When you submit any unsolicited ideas, feedback, opinions, techniques, images, sounds, videos, or other content to us through or relating to the Service (“Submissions”), you grant us a non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, transferable and cost-free right and license to host, store, use, display, reproduce, modify, adapt, edit, combine with other materials, publish, distribute, create derivative works from, promote, exhibit, broadcast, syndicate, sublicense (including, without limitation, to third party media channels, platforms, and distributors), publicly perform, publicly display, and otherwise use and exploit in any manner whatsoever, or grant third parties the right to do any of the foregoing, all or any portion of your Submissions, for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. You further irrevocably grant us the right, but not the obligation, to use your name in connection with your Submissions. You also agree to waive any right of approval for our use of the rights granted herein and agree to waive any moral rights that you may have in any Submissions, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights in a manner that interferes with any exercise of the granted rights.
You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this Section. Our receipt of your Submissions is not an admission of their novelty, priority, or originality, and it does not impair our right to existing or future intellectual property rights relating to your Submissions.
You represent and warrant that you own or have the necessary rights, licenses, consents, and permissions to grant us the rights granted in this Section. You alone, though, retain whatever legally cognizable right, title, and interest that you have in your Submission and remain responsible for them.
We do our best to describe every product or service offered on the Service as accurately as possible. However, we are human, and therefore we do not warrant that product specifications, pricing, or other content on the Service is complete, accurate, reliable, current, or error-free. In the event of any errors relating to the pricing or specifications, we shall have the right to refuse or cancel any orders in its sole discretion. If we charged your credit card or other account prior to our cancellation, we will issue a credit to your account in the amount of the charge. Additional Terms may apply. If a product or service you purchased from us is not as described, your sole remedy is to cancel the purchase and receive a credit for the purchase price.
5. Customer Support
If you have any questions or comments, please send an e-mail to us at the address below. You acknowledge that the provision of support is at our sole discretion and that we have no obligation to provide you with customer support of any kind. All legal notices to us must be mailed to: 201-225 East 17th Avenue, Vancouver, BC V5V 1A6, Canada. When you communicate with us electronically, you consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
6. Third Party Services
7. Service Features
A. Wireless Features
You can opt out of receiving certain promotional e-mails from us at any time by following the instructions as provided in e-mails to click on the unsubscribe link or by sending an e-mail to us here with the word UNSUBSCRIBE in the subject field of the e-mail. Please note that your opt out is limited to the e-mail address used and will not affect subsequent subscriptions or non-promotional communications, such as those about your account, transactions, servicing, or our ongoing business relations.
8. Agreement to Arbitrate Disputes and Choice of Law
PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
You and us agree to resolve any claims relating to these Terms through final and binding arbitration, except that, to the extent you have in any manner violated or threatened to violate our intellectual property rights (for example, trademark, trade secret, copyright, or patent rights). Under such circumstances, we may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Service, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
B. Arbitration Procedures
Any and all disputes arising out of or relating to these Terms shall be subject to binding arbitration under the auspices of Judicial Arbitration and Mediation Services Inc. (“JAMS”) and commenced by an arbitration notice given in accordance with AMS Streamlined Arbitration Rules and Procedures then in effect (the “Rules”). If there is a conflict between the Rules and the rules set forth in these Terms, the rules set forth in these Terms will govern. The arbitration shall take place in Vancouver, British Columbia, Canada, and shall be submitted to a single arbitrator in accordance with the Rules. The person selected must have substantial experience in the motion picture industry. If within ten (10) Business Days after the issuance of an arbitration notice, the parties hereto have failed to agree on an arbitrator who is available and willing to serve, and not otherwise disqualified, then the arbitrator shall be selected in accordance with the Rules. If any arbitration is instituted, the prevailing party shall be awarded its costs, including without limitation reasonable outside attorneys’ fees.
C. Authority of Arbitrator
The arbitrator will decide the rights and liabilities, if any, of you and us, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the Rules, and these Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
C. No Class Actions
You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.
D. Waiver of Jury Trial
THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between you and us in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND US WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING TO ACCEPT THIS AGREEMENT TO ARBITRATE.
E. Choice of Law / Forum Selection
In any circumstances where the agreement to arbitrate disputes permits the parties to litigate in court, these Terms shall be interpreted, construed and enforced in accordance with, and the respective rights and obligations of the parties hereto shall be governed by, the laws of the Province of British Columbia and the federal laws of Canada applicable therein, notwithstanding the rules of conflict of laws of the respective jurisdictions of the parties hereto. You further expressly consent and agree to submit to the exclusive jurisdiction and venue of a court of competent jurisdiction located in Vancouver, British Columbia.
9. Disclaimer of Representations and Warranties
THE SERVICE IS PROVIDED TO YOU ON AN "AS IS", "AS AVAILABLE", AND "WITH ALL FAULTS" BASIS. NEITHER WE NOR ANY OF OUR OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE "PARTIES") MAKE ANY REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND FREEDOM FROM COMPUTER VIRUS. BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE.
10. Limitations of Our Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE PARTIES BE LIABLE TO YOU FOR ANY LOSS, DAMAGE OR INJURY OF ANY KIND INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD-WILL, ARISING OUT OF OR IN CONNECTION WITH (A) THE SERVICE, (B) THESE TERMS OR (C) YOUR MISUSE OF THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT, INDEMNIFICATION, TORT, STRICT LIABILITY, STATUTE OR ANY OTHER LEGAL OR EQUITABLE THEORY.
You hereby agree to defend (at our election), protect, indemnify, save and hold us and our parent, subsidiary, affiliated and related companies, and each of their respective owners, officers, directors, employees, shareholders, agents, representatives, attorneys, designees, assigns, successors and licensees (collectively, the “Indemnitees”) harmless from and against any and all claims, demands, actions, causes of action, suits, legal proceedings, recoveries, judgements, losses, liabilities, penalties, damages, interest, fines, costs, charges, disbursements and expenses of any kind or nature whatsoever (including, without limitation, attorney’s fees) imposed on, incurred by, asserted against or suffered by any of the Producer Indemnitees arising from, in connection with or otherwise relating to: (i) your breach or alleged breach of these Terms; (ii) your Submissions; (iii) your misuse of the Service; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental or quasi-governmental authorities; (v) your violation of the rights of any third party, including any intellectual property right, publicity, confidentiality, property or privacy right; (vi) your use of a Third Party Service; or (vii) any misrepresentation made by you. We reserve the right to assume, at your expense, the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with our defense of any claim. You will not in any event settle any claim without our prior written consent.
12. Waiver of Injunctive or other Equitable Relief
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT YOU WILL NOT BE PERMITTED TO OBTAIN AN INJUNCTION OR OTHER EQUITABLE RELIEF OF ANY KIND, SUCH AS ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, SUBMISSIONS, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY US OR A LICENSOR OF US.
We reserve the right, at any time, to terminate or suspend access to the Service, without prior notice or liability, for any reason whatsoever.
14. Update to Terms
We reserve the right, at any time in our sole discretion, to modify or replace any part of these Terms, without prior notice. You agree that we may notify you of any updated Terms by posting them on the Service so that they are accessible via a link from the home page, and/or to send you an e-mail to the last e-mail address you provided to us. All such changes are effective immediately when we post them, or such later date as may be specified in the notice of updated Terms. If you object to any such changes, your sole recourse is to cease using the Service.
15. General Provisions
A. Consent or Approval
Our consent or approval shall not be deemed to have been granted by us without being in writing and signed by an officer of Indian Horse Productions (BC) Inc. and Indian Horse Productions (ON) Inc.
The provisions of these Terms, which by their nature should survive termination of your use of the Service, including sections on Service Use (except for the limited license), Submissions, Products, Customer Support, Third Party Services, Service Features, Agreement to Arbitrate Disputes and Choice of Law, Disclaimer of Representations and Warranties, Limitations of Our Liability, Indemnification, Waiver of Injunctive or Other Equitable Relief, Updates to Terms, and General Provisions, will survive.
C. Illegality; Severability
Nothing contained in these Terms shall be construed so as to require the commission of any act or the payment of any compensation which is contrary to an express provision of law or contrary to the policy of express law. If any provision of these Terms is adjudged by a court of competent jurisdiction to be void, illegal, invalid, inoperative or unenforceable in any respect, no other provision of these Terms shall be affected as a result thereof, and accordingly, the remaining provisions of these Terms shall remain in full force and effect as though such void, illegal, invalid, inoperative or unenforceable provision had not been contained herein. Any provision of these Terms held void, illegal, invalid, inoperative or unenforceable only in part or degree will remain in force and effect to the extent not held void, illegal, invalid, inoperative or unenforceable.
The headings used in connection with the sections and subsections of these Terms are inserted only for the purpose of reference. Such headings shall not be deemed to govern, limit, modify, or in any other manner affect the scope, meaning, or intent of the provisions of these Terms or any part thereof; nor shall such headings otherwise be given any legal effect.
We may assign its rights and obligations under these Terms, in whole or in part, to any party at any time without any notice. These Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Indian Horse Productions (BC) Inc. and Indian Horse Productions (ON) Inc.
F. Entire Agreement
These Terms constitute the entire agreement regarding the Service and supersedes and replaces any prior agreements or understandings related to the Service.
G. No Waiver; Modifications
Except as expressly set forth in these Terms, (i) no failure or delay by you or us in exercising any of rights, powers, or remedies hereunder will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.
H. Investigations; Cooperation with Law Enforcement
We reserve the right to investigate and prosecute any suspected breaches of these Terms or the Service. We may disclose any information as necessary to satisfy any law, regulation, legal process or governmental request.