TERMS OF USE

1.1 Your use of Seevibes’ products, software, services and web sites (referred to collectively as the “Services” in this document and excluding any services provided to you or your employees by Seevibes under a separate written agreement) is subject to the terms of a legal agreement between you and Seevibes (as defined below) contained in this document and/or any other document expressly referred to herein. This document explains how the agreement is made up, and sets out some of the terms of that agreement.

1.2 Unless otherwise agreed in writing with Seevibes, your agreement with Seevibes will always include, at a minimum, the terms and conditions set out in this document. These are referred to below as the “Universal Terms”.

1.3 Your agreement with Seevibes will also include the terms of any Legal Notices applicable to the Services, in addition to the Universal Terms. All of these are referred to below as the “Additional Terms”. Where Additional Terms apply to a Service, these will be accessible for you to read either within, or through your use of, that Service.

1.4 Your agreement with Seevibes will also include all subscription rates and payment terms applicable to the Services chosen by you (the “Payment Terms”). The Payment Terms, including any related additional terms applicable to your subscription, may also be included in a purchase order that you sign and that refers to these Universal Terms (where such option is made available to you by Seevibes).

1.5 The Universal Terms, together with the Additional Terms and Payment Terms, form a legally binding agreement between you and Seevibes in relation to your use of the Services. It is important that you take the time to read them carefully. Collectively, this legal agreement is referred to below as the “Terms”.

1.6 If there is any contradiction between what the Additional Terms say and what the Universal Terms say, then the Additional Terms shall take precedence in relation to that Service.

2. Accepting the Terms

2.1 In order to use the Services, you must firstly agree to the Terms. You may not use the Services if you do not accept the Terms.

2.2 You can accept the Terms by: (A) clicking to accept or agree to the Terms, where this option is made available to you by Seevibes in the user interface for any Service; or (B) by payment for the Services; or © by actually using the Services. In this case, you understand and agree that Seevibes will treat your use of the Services as acceptance of the Terms from that point onwards.

2.3 You may not use the Services and may not accept the Terms if (A) you are not of legal age to form a binding contract with Seevibes, or (B) when contracting on behalf of an entity, you are not authorized to legally bind your company or organization to such terms.

2.4 If you accept the Universal Terms in the user interface for a Service, by making a payment, or by commencing the use of the Service, we recommend that you print off or save a local copy of the Universal Terms for your records before you continue.

2.5 The Services are provided by Seevibes for a consideration. The up-to-date prices applicable to the Services are stipulated in your purchase order or similar document that defines your Payment Terms (if you signed such purchase order or similar document).

2.6 You can pay for the Services by direct transfer through a certified bank institution or post-date check or by providing your credit card information or by any other means as published, from time to time, on the Services website. Alternatively, you can contact us to agree on other methods of payment (invoicing). If you have concluded a purchase order or similar document that defines your Payment Terms, Seevibes will invoice you for the Services in accordance with the terms stipulated therein. If you sign up for the Services online in the user interface for the Service, you agree that you will be charged periodically by Seevibes pursuant to the payment conditions specified at checkout. You expressly acknowledge and agree that the initial price may change if you upgrade or change your subscription plan within the Service. You will always be informed about the price modification prior to making the upgrade or changing your subscription.

2.7 Seevibes is not responsible for the payment processing provided by any third party.
2.8 You shall be liable for all taxes applicable to your use of the Services under any applicable law.

3. Language of the Terms

3.1 The Terms are provided in the English language. Where Seevibes have provided you with a translation of the English language version of the Terms, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms will govern your relationship with Seevibes.

3.2 If there is any contradiction between what the English language version of the Terms says and what a translation says, then the English language version shall take precedence.

4. Provision of the Services by Seevibes

4.1 Seevibes may have subsidiaries and affiliated legal in other countries (“Subsidiaries and Affiliates”). Sometimes, these companies may be providing the Services to you on behalf of Seevibes itself. You acknowledge and agree that Subsidiaries and Affiliates will be entitled to provide the Services to you. Where Services are provided by Seevibes’ Subsidiaries or Affiliates, Seevibes will remain ultimately responsible for the provision of Services hereunder.

4.2 Seevibes are constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which Seevibes provide may change from time to time without prior notice to you.

4.3 As part of this continuing innovation, you acknowledge and agree that Seevibes may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at Seevibes’ sole discretion, without prior notice to you.

4.4 You acknowledge and agree that if Seevibes disable access to your account, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account.

4.5 You acknowledge and agree that while Seevibes may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services or on the amount of storage space used for the provision of any Service; such fixed upper limits may be reasonably set by Seevibes at any time, at Seevibes’ discretion.

5. Use of the Services by you

5.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to Seevibes will always be accurate, correct and up to date.

5.2 You agree to use the Services only for purposes that are permitted by (A) the Terms and (B) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from Canada, the EU, the United States or other relevant countries) and (C) any other applicable rules (including, without limitation, the Facebook and Twitter rules).

5.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Seevibes, unless you have been specifically allowed to do so in a separate agreement with Seevibes.

5.4 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).

5.5 Unless you have been specifically permitted to do so in a separate agreement with Seevibes, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.

5.6 You agree that you are solely responsible for (and that Seevibes have no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Seevibes may suffer) of any such breach.

6. Your passwords and account security

6.1 You agree and understand that you are responsible for maintaining the confidentiality of passwords and coupons associated with any account you use to access the Services.

6.2 Accordingly, you agree that you will be solely responsible to Seevibes for all activities that occur under your account.

6.3 If you become aware of any unauthorized use of your password or of your account, you agree to notify Seevibes immediately at contact@seevibes.com

6.4 Seevibes provides the option of using LinkedIn Connect for authorization of users. If your LinkedIn Account is deleted, you are obliged to inform Seevibes about this situation.

7. Privacy and your personal information

7.1 You agree with the fact that Seevibes collect personal information when you register or use registration through our registration form or via LinkedIn Connect for a Seevibes Service. By accepting the Terms of the Services, you expressly agree that Seevibes may use and process all personal information, including any sensitive personal information, that you provide when you register or use registration through LinkedIn Connect for a Seevibes’ Service.

7.2 Seevibes use cookies and other technologies to enhance your online experience and to learn about how you use Seevibes Services in order to improve the quality of our Services. By Accepting the Terms you agree with this practice.

7.3 You agree with the fact that Seevibes’ servers may automatically record information when you visit our website or use some of our products, including the URL, IP address, browser type and language, and the date and time of your request.

7.4 You agree with the fact that we may use personal information collected from you to provide the Services you have requested, including Services that display customized content and advertising of our or third-party products or services.

7.5 You agree with the fact that we may also use personal information collected from you for auditing, research and analysis to operate and improve Seevibes technologies and Services.

7.6 You agree with the fact that we may also share personal information with third parties in limited circumstances, including when complying with legal process, preventing fraud or imminent harm, and ensuring the security of our network and services.

7.7 You agree that Seevibes can use personal contact information collected from you to contact you in the future regarding their Services.

7.8 By providing of any data (including personal information) to Seevibes while using the Services, you declare that you have all necessary consents, permissions or registrations to process the provided data in this way. Seevibes are not liable for any misprocessing of data that could occur by your provision of the data to Seevibes.

7.9 You acknowledge that apart from any personal information collected from you, Seevibes may process and utilize any personal information concerning you (or your users, if you are an entity) that you (your users) have chosen to make public, e.g. through Social Network APIs (Facebook and Twitter). The use of such publicly available information is typically governed by the terms applicable to the service or network through which the data were made publicly available, and such information may typically be used, accessed by and shared with third parties.

7.10 You agree with the fact that we may use aggregated non-personal / anonymised information in statistics, market analytics and other analyses and materials, publish them and share them with third parties outside of Seevibes.

8. Content in the Services

8.1 You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Content”.

8.2 You should be aware that Content presented to you as part of the Services, may be protected by intellectual property rights which are owned by the author or sponsors or advertisers who provide that Content to Seevibes (or by other persons or companies on their behalf), and that the Content may include sensitive personal data. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by Seevibes or by the owners of that Content, in a separate agreement.

8.3 Seevibes reserve the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service.

8.4 You understand that by using the Services you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Services at your own risk.

8.5 You agree that you are solely responsible for (and that Seevibes have no responsibility to you or to any third party for) any Content that you create, transmit or display while using the Services and for the consequences of your actions (including any loss or damage which Seevibes or third parties may incur and including any other legal liability, whether liability under civil, commercial, tort, penal or administrative law or any other legal theory) by doing so.

9. Proprietary rights

9.1 You acknowledge and agree that Seevibes (or Seevibes’ licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by Seevibes and that you shall not disclose such information without Seevibes’ prior written consent.

9.2 Unless you have agreed otherwise in writing with Seevibes, nothing in the Terms gives you a right to use any of Seevibes’ trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.

9.4 Other than the limited license set forth in Section 7 and 11, Seevibes acknowledge and agree that they obtain no right, title or interest from you (or your licensors) under these Terms in or to any Content that you submit, post, transmit or display on, or through, the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Seevibes, you agree that you are responsible for protecting and enforcing those rights and that Seevibes have no obligation to do so on your behalf.

9.5 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.

9.6 Unless you have been expressly authorized to do so in writing by Seevibes, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.

10. Licence from Seevibes

10.1 Seevibes give you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by Seevibes as part of the Services provided to you by Seevibes (referred to as the “Software” below). This license is for the sole purpose of enabling you (and, where applicable, your employees / users designated on your purchase order or a similar document incorporating the Terms) to use and enjoy the benefit of the Services as provided by Seevibes, in the manner permitted by the Terms.

10.2 You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless this is expressly permitted or required by law, or unless you have been specifically told that you may do so by Seevibes, in writing.

10.3 Unless Seevibes have given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software.

11. Ending your relationship with Seevibes

11.1 The Terms will continue to apply during the term stipulated in your purchase order or other similar document incorporating the Terms, or, if no such term is stipulated, until terminated by either you or Seevibes as set out below.

11.2 If you purchase the Services for a fixed period of time, stipulated in your purchase order or other similar document incorporating the Terms, you may not terminate the Terms during this period, other than for reasons stipulated by applicable law.

11.3 Seevibes may at any time, terminate its legal agreement with you embodied in the Terms if: (A) you have breached any provision of the Terms (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or (B) Seevibes are required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or (C) the partner with whom Seevibes offered the Services to you or whom Seevibes use or whose cooperation Seevibes need in order to offer the Services to you, has terminated its relationship with Seevibes or ceased to offer the Services to you; or (D) Seevibes is transitioning to no longer providing the Services to users in the country in which you are resident or from which you use the service; or (E) the provision of the Services to you by Seevibes is, in Seevibes’ opinion, no longer commercially viable.

11.4 Nothing in this Section shall affect Seevibes’ rights regarding provision of Services under Section 4 of the Terms.

11.5 When your legal agreement with Seevibes comes to an end, all of the legal rights, obligations and liabilities that you and Seevibes have benefited from, been subject to (or which have accrued over time whilst the your legal agreement with Seevibes has been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 18.7 shall continue to apply to such rights, obligations and liabilities indefinitely.

11.6 Further, you understand and agree that if you, despite the termination or expiration of your legal agreement with Seevibes for any reason, continue using the Services (e.g. in a situation when your fixed-term order for the Services expires), the terms and conditions contained in the Terms (including the Payment Terms) will continue to apply, and you undertake to pay a consideration for the use of the Services by you or your employees in accordance with the Payment Terms. Further, if such situation occurs, and you or your employees continue using the Services, you expressly and irrevocably authorise Seevibes to use any payment means it chooses, including debiting your PayPal account or debiting your credit card, for the settlement of such Seevibes´ consideration.

12. Exclusion of Warranties

12.1 The Services are provided “as is” and Seevibes, their Subsidiaries and Affiliates, and their licensors give you no warranty with respect to them.

12.2 In particular, Seevibes, their Subsidiaries and Affiliates, and licensors do not represent or warrant to you that: (A) your use of the Services will meet your requirements, (B) your use of the Services will be uninterrupted, timely, secure or free from error, (C) any information obtained by you as a result of your use of the Services will be accurate or reliable, and (D) that defects in the operation or functionality of any Software provided to you as part of the Services will be corrected.

12.3 No conditions, warranties or other terms (including any implied terms as to satisfactory quality, fitness for purpose or conformance with description) apply to the Services except to the extent that they are expressly set out in the Terms.

12.4 Nothing in the Terms shall affect those statutory rights which you are always entitled to as a consumer and that you cannot contractually agree to alter or waive.

13. Limitation of Liability

13.1 Nothing in these Terms shall exclude or limit Seevibes’ liability for losses which may not be lawfully excluded or limited by applicable law.

13.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WHATEVER THE LEGAL BASIS FOR THE CLAIM, SEEVIBES WILL NOT BE LIABLE FOR ANY INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES), DAMAGES FOR LOST PROFITS OR REVENUES, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THESE TERMS, THE SERVICES, MATERIALS, OR THE FAILURE TO PERFORM OUR OBLIGATIONS.

13.3 Subject to overall provision in paragraph 14.1 above, Seevibes, their Subsidiaries and Affiliates, and their licensors shall not be liable to you for: (A) any indirect or consequential losses which may be incurred by you. This shall include any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, or any loss of data suffered by you; (B) any loss or damage which may be incurred by you as a result of: (i) any reliance placed by you on the completeness, accuracy or existence of any advertising, or as a result of any relationship or transaction between you and any advertiser or sponsor whose advertising appears on the Services; (ii) any changes which Seevibes may make to the Services, or for any permanent or temporary cessation in the provision of the Services (or any features within the Services); (iii) the deletion of, corruption of, or failure to store, any Content and other communications data maintained or transmitted by or through your use of the Services; (iii) your failure to provide Seevibes with accurate account information; (iv) your failure to keep your password or account details secure and confidential;

13.4 The limitations on Seevibes’ liability to you in paragraph 14.3 above shall apply whether or not Seevibes have been advised of or should have been aware of the possibility of any such losses arising.

13.5 Seevibes’ liability for damage incurred by you as a result of or in connection with the Services that cannot be excluded under the applicable law according to Section 14.1 above shall be limited to direct damages up to the amount you paid to Seevibes for the Services giving rise to that liability during the last three months before the occurrence of Seevibes’ liability. Seevibes and you agree that this limitation reflects the damage that can be foreseen at the time of conclusion of this legal agreement between you and Seevibes, taking into account all circumstances the parties know or should know while exercising due care, and that can arise from a breach of Seevibes’ obligations under these Terms.

14. Other content

14.1 The Services may include hyperlinks to other web sites or content or resources. Seevibes may have no control over any web sites or resources which are provided by companies or persons other than Seevibes.

14.2 You acknowledge and agree that Seevibes are not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.

14.3 You acknowledge and agree that Seevibes are not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.

15. Changes to the Terms

15.1 Seevibes may make changes to the Universal Terms or Additional Terms from time to time. When these changes are made, Seevibes will make a new copy of the Universal Terms available athttp://www.Seevibes.com/terms and any new Additional Terms will be made available to you from within, or through, the affected Services.

15.2 You understand and agree that if you use the Services after the date on which the Universal Terms or Additional Terms have changed, Seevibes will treat your use as acceptance of the updated Universal Terms or Additional Terms.

16. General legal terms

16.1 “Seevibes” means Seevibes a.s., whose principal place of business is in 51 Sherbrooke W. Montreal, Quebec, Canada, H2X 1X2

16.2 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals and you remain responsible for complying with the terms of use of such third party’ services, software or goods. If you use third parties’ services, software or goods while using the Services, you declare that you act in compliance with their terms of use. In particular, if you use Facebook or Twitter while using the Services, you must comply with the applicable Facebook and Twitter rules.

16.3 The Terms and Privacy Policy constitute the whole legal agreement between you and Seevibes and govern your use of the Services (but excluding any services which Seevibes may provide to you under a separate written agreement), and completely replace any prior agreements between you and Seevibes in relation to the Services.

16.4 You agree that Seevibes may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services website.

16.5 You agree that if Seevibes do not exercise or enforce any legal right or remedy which is contained in the Terms (or which Seevibes have the benefit of under any applicable law), this will not be taken to be a formal waiver of Seevibes’ rights and that those rights or remedies will still be available to Seevibes.

16.6 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.

16.7 You acknowledge and agree that each member of the group of companies of which Seevibes are the parent shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.

16.8 The Terms, and your relationship with Seevibes under the Terms, shall be governed by Canadian law. You and Seevibes agree to submit to the exclusive jurisdiction of the courts of Canada to resolve any legal matters arising from the Terms. Notwithstanding this, you agree that Seevibes shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.