February 8, 2019
- ACCEPTANCE OF THE TERMS OF SERVICE
- DESCRIPTION OF SERVICES
Through its network of web properties, the Website provides a variety of resources, including but not limited to, download areas, audio files and video templates (collectively “Resources”). The Website also allows you to upload or otherwise provide content including, photographs, voice recordings, videos, audio, comments, written works, names, artwork and other graphical or textual materials (“User Materials”). By uploading some User Materials on the Website, you can, by means of the Resources, generate, a chronological summary of your life divided into chapters (the “River of Life”).The Resources as well as the User Materials are handed off to UMA’s proprietary creation engine, which automatically creates content from your River of Life (“Memories Creations”). Rivers of Life are available on the Website and codes linking to such Rivers of Life (“UMAcodes”) may be engraved on objects (such as, but not limited to, UMA Artefacts). The Application allows you to scan, with your Device’s camera, UMAcodes engraved on such objects so you can access the Rivers of Life. The Resources, including any updates, enhancements, new features, and/or the addition of any new web properties as well as the User Materials, the Rivers of Life and the Memories Creations, are subject to these Terms of Service.
- ACCESSING THE WEBSITE AND ACCOUNT SECURITY
We reserve the right to withdraw or amend the Website or the Application, and any service we provide on the Website and the Application, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website or the Application is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website or Application, or the entire Website or Application, to users, including registered users.
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Website or portions of it or to the Application using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account on the Website from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Service.
- CONTINUING AGREEMENT
We may modify the Terms of Service from time to time. When changes are made, we will notify you by email if you are a registered user and, if the changes are significant and may materially affect your relationship with us, you will be notified upon opening the Application. In addition, the revised version will be made available on this page and we will indicate at the top of this page the date that revisions were last made. You should revisit these Terms of Service on a regular basis as revised versions will be binding on you. To the fullest extent permitted under all applicable laws, rules, regulations and requirements (collectively, “Applicable Laws”), you understand and agree that your continued access to or use of the Website or Application after any posted modification to the Terms of Service indicates your acceptance of the modifications.
The Application is licensed, not sold. UMA grants you the personal, non-exclusive, non-assignable, non-transferable, noncommercial, revocable, non-sublicensable, limited right and license to install and use the Application for the purpose of using UMA’s services, solely and exclusively for your personal use on the Device, or the use of any other third party with access to the Device that you control and with your permission, and as permitted by the Usage Rules set forth in the App Store Terms and Conditions for the iOS Application or the Google Play Terms of Service for the Android Application. You hereby acknowledge that no title or ownership in the Application is being transferred or assigned and these Terms of Service should not be construed as a sale of any rights in the Application. All rights not specifically granted under these Terms of Service are reserved to UMA and its licensors. Apple, iOS and iTunes are registered trademarks of Apple Inc. Android is a registered trademark of Google Inc.
You acknowledge and agree that (i) these Terms of Service are concluded between you and UMA only, and not Apple or Google, and (ii) UMA, not Apple or Google, is solely responsible for the Application and content thereof. Your use of the Application must comply with the App Store Terms and Conditions for the iOS Application or the Google Play Terms of Service for the Android Application, which you are responsible to review from time to time. You acknowledge that Apple or Google have no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
Apple or Google will have no warranty obligation whatsoever with respect to the Application. As between UMA and Apple or Google, any other claims, losses, liabilities, damages, costs or expenses attributable solely to any failure of the Application to conform to any warranty will be the sole responsibility of UMA, or as further specified and limited hereinafter.
You and UMA acknowledge and agree that:
- As between UMA and Apple or Google, Apple or Google are not responsible for addressing any claims you have or any claims of any third party relating solely to the Application or your possession and use of the Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- In the event of any third-party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, UMA, not Apple nor Google, shall be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
- Apple, and Apple’s subsidiaries and Google and Google’s subsidiaries, are third party beneficiaries of these Terms of Service as related to your license of the Application, and that, upon your acceptance of these Terms of Service, Apple and Google will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service as related to your license of the Application against you as a third-party beneficiary thereof.
You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Without limiting any other of these Terms of Service, you must comply with all applicable third-party terms of agreement when using the Application.
You acknowledge that updates to the iOS Application and the Android Application are subject to the approval of Apple and Google. UMA and all of its shareholders, officers, directors, employees, agents, partners, principals, representatives, successors and assigns shall not be held responsible for any losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from any delay in the approval of updates by Apple and/or Google.
- OWNERSHIP AND USE OF THE WEBSITE AND APPLICATION
UMA, its licensors, or other providers, are the owners of all content available on the Website and the Application, including, without limitation, all applicable Canadian and non-Canadian copyright, trademarks, trade names, logos, and other intellectual property rights, as well as the Resources, Rivers of Life, Memories Creations, text, images, graphics, logos, typefaces, icons, audio, video and software and other material appearing on the Website and Application (“UMA Content”). The contents of the Website and Application are protected by Canadian and international copyright, trademark, and other intellectual property or proprietary rights laws. You agree that your right to use the Website and UMA Content, as set forth in these Terms of Service, is for personal, noncommercial use only and that such use will not in any way transfer or convey any ownership rights or other proprietary interest therein to you.
Except as otherwise provided in these Terms of Service, you may not use, publish, reproduce, display, create derivative works from, reverse engineer or decompile, distribute, copy, post, upload, transmit or modify the UMA Content or any portion thereof, for any purpose, without permission. Modification of the UMA Content or of materials appearing on the Website or Application, or use of such materials and content for any other purpose, without permission, is a violation of copyright and other proprietary rights.
In addition, you may not rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer this Website, the Application, the UMA Content, or any portion thereof. You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or Application or any portion thereof and you may not take any action that imposes an unreasonable or disproportionately large burden on the Website or the Application, as determined by UMA in its sole discretion.
- LICENSE OF UMA CONTENT
UMA’s Website includes a user interface that allows you to upload User Materials and customize certain aspects of your River of Life and desired Memories Creation. You are granted a limited right to use the aforementioned services only in conjunction with the Website and in accordance with these Terms of Service. Your inputs are then handed off to UMA’s Website and/or proprietary creation engine, which automatically creates the River of Life or Memories Creation, as applicable. You do not have access to the creation engine and therefore you receive no license to use it.
UMA, UMA United Memory Archive, UMA design and all related names, logos, product and service names, designs, and slogans are trademarks of UMA or its affiliates or licensors. All other names, logos, product and service names, designs, and slogans on the Website and Application are the trademarks of their respective owners. You must not use such marks without the prior written permission of owner.
- OWNERSHIP OF USER MATERIALS
You will at all times retain all right, title and interest in and to the User Materials you provide on the Website, including but not limited to, all intellectual property rights thereto, subject to the non-exclusive rights granted to UMA herein.
- LICENSE OF USER MATERIALS
You hereby grant to UMA and its licensees and assigns a worldwide, royalty-free, non-exclusive license to use, copy, create, modify, display and host your User Materials to the extent necessary for UMA to provide the services offered on the Website including but not limited to, the Rivers of Life and Memories Creations.
Any comments, feedback, notes, messages, ideas, suggestions or other communications (collectively, “Comments”) sent to UMA shall be and remain the exclusive property of UMA. Your submission of any such Comments shall constitute an assignment to UMA of all worldwide right, title and interest in all copyrights and other intellectual property rights in and to the Comments. UMA will be entitled to use, reproduce, disclose, publish and distribute any material you submit for any purpose whatsoever, without restriction and without compensating you in any way. For this reason, we ask that you not send us any Comments that you do not wish to assign to us, including any confidential information or any original creative materials such as stories, product ideas, computer codes or original artwork.
- USER CODE OF CONDUCT
You may use the Website and Application only for lawful purposes and in accordance with these Terms of Service. You agree to act responsibly and in a manner that demonstrates the exercise of good judgment. Without limiting the foregoing, you agree not to use the Website or the Application:
- In any way that violates any applicable federal, provincial, local, or international law or regulation;
- For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
- To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, “spam”, or any other similar solicitation;
- To impersonate or attempt to impersonate another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with the foregoing);
- To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website or Application, or which, as determined by us, may harm the Website or Application or users of the Website or Application or expose them to liability;
- To interfere with or damage the Website or Application, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
- To transmit, distribute, post or submit photographs of others or voice or sound recordings of persons other than yourself, except where you have obtained express permission from such other person;
- To transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, personal contact information or account numbers; and/or
- To transmit, distribute, post or submit any defamatory material of any kind whatsoever.
You agree to immediately notify UMA if you suspect illegal, fraudulent or abusive activity, or any activity in violation of these Terms of Service, including any unauthorized access to your registered account. If you so notify UMA, or we otherwise suspect such activity, you agree to cooperate with UMA in any investigation and to use any prevention measures we prescribe.
- REPRESENTATION AND WARRANTIES
You hereby represent and warrant that:
- You have the full right and power to grant UMA all rights to use the User Materials as contemplated in these Terms of Service, including, without limitation, the license grants herein;
- You exclusively own and/or control all right, title and interest (including, without limitation, copyright) in and to the User Materials, and have secured all necessary third-party consents, rights, licenses and permissions, including those necessary in the case of a deceased person, if any, required in order for you to grant UMA all rights to use the User Materials as contemplated in these Terms of Service (including, without limitation, consents and permissions from owners of any elements that are used or otherwise incorporated into the User Materials);
- The User Materials (and UMA’s use thereof as contemplated under these Terms of Service) do not and will not infringe, misappropriate or violate any rights of any third party, including any trademark, copyright, right of privacy or publicity or moral rights;
- All information that you have provided or will provide to UMA is true and complete;
- The User Materials provided do not and will not violate any law, statute, ordinance or regulation;
- The User Materials provided do not and will not: (i) contain any nudity, violence or offensive subject matter, (ii) be defamatory, libelous, slanderous, or threatening, (iii) contain sexually explicit content that is pornographic, obscene, harmful to minors, violations of child pornography or child sexual exploitation laws (iv) denigrate any ethnic, racial, sexual or religious group by stereotypical depiction or otherwise, (v) include images or the likeness of any individual other than you (except where you have obtained express permission from such other individual(s) for such exploitation), (vi) encourage or otherwise depict drug use, (vii) make use of offensive language or images, (viii) promote physical harm of any kind against any individual or group or characterize violence, or (ix) contain any personal contact information of you or any other individual.
- The User Materials provided do not and will not contain any viruses spyware, adware or other programming routines that may detrimentally interfere with computer systems or data, whether those of UMA or any third party; and/or
- The User Materials provided do not and will not contain any nudity, violence or offensive subject matter.
It is in UMA’s sole discretion to determine whether the foregoing has been violated for the purposes of the sanctions relating to the use of the Website and Application.
- LINKS TO THIRD PARTY WEBSITES AND APPLICATIONS
For your convenience, this Website and/or the Application may provide links to other third party websites, applications and services that are not operated by UMA (collectively, the “Third Party Site(s)”). UMA has no control over these Third Party Sites and is not responsible or liable for the availability, security, content, or resources of such Third Party Sites. UMA may provide such links to Third Party Sites to you only as a convenience, and the inclusion of any link does not imply a referral by UMA to, or an endorsement by UMA of, the linked Third Party Site or any products or services, or other materials on or available from such Third Party Site. UMA is not liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of such content, information, products, goods or services available on or through any such Third Party Sites.
- CONTENTS OF THE WEBSITE AND APPLICATION AND USE OF SERVICES – DISCLAIMER
THE MATERIALS IN THE WEBSITE AND APPLICATION (INCLUDING ANY WORKS, GRAPHICS, SOFTWARE, OR OTHER MATERIALS) AND ANY MATERIALS MADE AVAILABLE THROUGH THE WEBSITE AND APPLICATION ARE PROVIDED “AS IS” AND “AS-AVAILABLE”, AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, UMA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. UMA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS IN THE WEBSITE AND APPLICATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE MATERIALS IN THE WEBSITE AND APPLICATION COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. THESE MATERIALS COULD BE INACCURATE OR BECOME INACCURATE AS A RESULT OF DEVELOPMENTS OCCURRING AFTER THEIR RESPECTIVE DATES. UMA UNDERTAKES NO OBLIGATION TO VERIFY OR MAINTAIN THE CURRENCY OF SUCH INFORMATION.
THE USE OF THE SERVICES, THE UPLOADING OF USER MATERIALS OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY MATERIALS OR CONTENT THROUGH THE SERVICES OR THROUGH THIRD PARTIES OR PROVIDER’S WEBSITES, APPLICATIONS OR SERVICES, IS DONE AT YOUR OWN RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR ANY LOSS OF DATA THAT MAY RESULT FROM SUCH ACTIVITIES.
- OPERATION OF THE WEBSITE AND APPLICATION – DISCLAIMER
UMA ENDEAVORS TO MAINTAIN THE WEBSITE, THE APPLICATION AND THEIR OPERATION, BUT IS NOT, AND CANNOT BE, RESPONSIBLE FOR THE RESULTS OF ANY DEFECTS THAT MAY EXIST IN THIS WEBSITE, THE APPLICATION OR THEIR OPERATION. AS TO THE OPERATION OF THE WEBSITE AND APPLICATION, UMA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. UMA MAKES NO WARRANTY THAT (I) THE OPERATION OF THE WEBSITE OR APPLICATION WILL MEET THE USER'S REQUIREMENTS; (II) ACCESS TO THE WEBSITE OR APPLICATION WILL BE UNINTERRUPTED, TIMELY, SECURE, FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER HARMFUL COMPONENTS, OR FREE OF DEFECTS OR ERRORS; (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE OR APPLICATION WILL BE ACCURATE OR RELIABLE; OR (IV) DEFECTS WILL BE CORRECTED. YOU (AND NOT UMA) ASSUME THE ENTIRE COST OF ALL SERVICING, REPAIR, OR CORRECTION THAT MAY BE NECESSARY FOR YOUR COMPUTER EQUIPMENT OR DEVICE AND SOFTWARE AS A RESULT OF ANY VIRUSES, ERRORS OR ANY OTHER PROBLEMS WHATSOEVER YOU MAY HAVE AS A RESULT OF VISITING OR USING THE WEBSITE OR DOWNLOADING OR USING THE APPLICATION.
- LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL UMA, ITS PARENT ENTITIES, SUBSIDIARIES AND AFFILIATED COMPANIES AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, LICENSEES, SUCCESSORS AND ASSIGNS (COLLECTIVELY, THE “UMA PARTIES”) BE LIABLE FOR ANY DAMAGES OR INJURY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE WEBSITE, THE APPLICATION, THE UMA CONTENT (INCLUDING THE MEMORIES CREATIONS) OR ANY OTHER MATERIALS IN THE WEBSITE OR APPLICATION, WHETHER IN AN ACTION BASED ON CONTRACT, NEGLIGENCE, OTHER TORTIOUS ACTION OR OTHERWISE. THE UMA PARTIES SHALL NOT BE LIABLE EVEN IF UMA OR A UMA AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE INCLUDE BUT ARE NOT LIMITED TO DAMAGES OR INJURY CAUSED BY, DEFAMATION, ERROR, OMISSION, INTERRUPTION, DEFECT, FAILURE OF PERFORMANCE, DELAY IN OPERATION OR TRANSMISSION, LINE FAILURE OR COMPUTER VIRUS, WORM, TROJAN HORSE OR OTHER HARMFUL COMPONENT.
UMA DOES NOT ENDORSE THE USER MATERIAL NOR IS UMA RESPONSIBLE FOR SUCH AND THEREFORE UMA DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY THIRD-PARTY (INCLUDING, WITHOUT LIMITATION, PERSONS WHO MAY USE OR RELY ON SUCH USER MATERIALS) USE OF THE USER MATERIALS MADE AVAILABLE ON THE WEBSITE OR APPLICATION BY YOU PURSUANT TO THESE TERMS OF SERVICE. YOU WILL BE SOLELY RESPONSIBLE FOR SEEKING RELIEF FOR ANY UNAUTHORIZED USE OF YOUR USER MATERIALS BY A THIRD-PARTY, AND NOT FROM UMA. THIS MEANS, AMONG OTHER THINGS, THAT IF ANOTHER PERSON OBTAINS USER MATERIALS FROM UMA (WHETHER OR NOT WITH UMA’S PERMISSION), AND USES THOSE MATERIALS IN A WAY NOT AUTHORIZED PURSUANT TO THE LICENSES GRANTED UNDER THESE TERMS OF SERVICE, YOU WILL SEEK REDRESS FROM THE OTHER PERSON AND NOT FROM UMA, AND YOU WILL NOT HOLD UMA RESPONSIBLE OR LIABLE FOR SUCH UNAUTHORIZED USE.
Applicable Laws may not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations or exclusions may not apply to you.
You hereby agree to defend, indemnify and hold the UMA Parties harmless from and against any and all claims, actions or proceedings of any kind and from any and all damages, judgments, losses, liabilities, costs and expenses, including reasonable attorney's fees and expenses (including any incurred in enforcement of this provision), relating to or arising out of (a) your use or misuse of this Website or Application, (b) your violation of Applicable Laws or these Terms of Service, (c) the creation and viewing of your River of Life and the viewing of your Memory Creations, (d) infringement of any rights whatsoever, including the intellectual property rights of any person or entity, as a result of the use or reproduction of the User Materials by the UMA Parties, by you, or by someone using your account.
- APPLICABLE LAW AND JURISDICTION
These Terms of Service and any disputes arising under or related to these Terms of Service (whether for breach of contract, tortious conduct or otherwise) will be governed by the laws in effect in the Province of Quebec, without reference to its conflicts of law principles. Any legal actions, suits or proceedings arising out of these Terms of Service (whether for breach of contract, tortious conduct or otherwise) will be brought exclusively in the Province of Quebec or before the Federal Courts, as applicable, located in the District of Montreal, and UMA and you hereby accept and submit to the personal jurisdiction of these courts with respect to any legal actions, suits or proceedings arising out of these Terms of Service.
If any provision of these Terms of Service shall be found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of any remaining provisions.
- NO WAIVER
No failure on the part of UMA to enforce any part of these Terms of Service shall constitute a waiver of any of UMA's rights under these Terms of Service whether for past or future actions on the part of any person.
- CONTACT US
We value the connection we have with our users and we welcome your feedback, questions, comments and concerns regarding the Terms of Service and all other policies in effect on the Website or Application. You can contact us at through our Contact Us page (https://boutique.UMAlibrary.org/pages/contact-us) or by sending correspondence to info@UMAlibrary.org.