Acceptance

The following terms and conditions (the 'Terms of Use') and the privacy policy (the 'Privacy Policy' and, together with the Terms of Use, the 'Agreement') govern the relationship between you and SceneCaster and your use of www.SceneCaster.com (the 'Site'). By using or accessing the Site or by using any of the services provided by the Site (collectively, the 'Services'), you are confirming that you have read, understand and agree to be bound by the Agreement without limitation or qualification, whether or not you register as a member. Please read the Agreement carefully. IF YOU DO NOT AGREE TO ANY OF THE TERMS OF THE AGREEMENT, PLEASE DISCONTINUE THE USE OF THE SITE AND ANY OF THE SERVICES.

Ability to Accept the Agreement

By using or accessing the Site, you confirm that: (i) you are at least the eighteen (18) years of age or if you are under the age of eighteen (18) but over the age of thirteen (13) you have the consent of your parent or legal guardian to use this Site; (ii) you have the power and authority to accept these Terms of Use and to enter into the Agreement with us, that you are capable of assuming, and do assume, any risks related to the use of the Site and its content, including the Services, and that you understand and accept the terms, conditions and risks relating to their use. If you are under the age of thirteen (13), you may not use or access the Site. IF YOU ARE DISSATISFIED WITH THIS SITE OR ITS CONTENT, INCLUDING THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP USING IT.

Site Use and Access

Subject to the terms and conditions contained herein, SceneCaster hereby grants you a limited non-exclusive, non-transferable license (without any rights to sub-license) to use and access the Site, provided that: (i) your use of the Site as permitted is solely for your personal, non-commercial use; (ii) with the exception of your User Content (as defined below), you will not use, copy, modify, sell, distribute, publicly display, transmit, revise, reverse engineer, republish, post or create derivative works (where applicable) of the trade-marks, trade names, service marks, logos, information, software or other material or content or any part of the Site (collectively, the 'Content') without SceneCaster's prior written authorization; (iii) you will not alter or modify any of the Content other than as may be reasonably necessary to use the Site for its intended purpose; and (iv) you otherwise comply with the terms and conditions of the Agreement.

By using or accessing this Site, you also agree to and accept the terms of use of partners of SceneCaster (collectively, 'Partner Terms of Use'). Partner Terms of Use are provided as a convenience to visitors of the Site. SceneCaster assumes no responsibility for the content, accuracy, completeness or administration of such Partner Terms of Use.

In order to access some features of the Site, you must create an account. You may create an account on the Registration Page. Once you have created an account, you will be a 'Registered User'. Registered Users are limited to one free account per person. You may never use another person's account. When creating your account, you must provide complete and accurate information. You are solely responsible for any activity that occurs on your account, and you must keep your account password secure. You must notify SceneCaster immediately of any breach of security or unauthorized use of your account. Although SceneCaster will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of SceneCaster or others due to such unauthorized use. You may terminate your account at any time, for any reason.

You agree not to use or launch any automated system, including without limitation, 'robots,' 'spiders,' 'offline readers,' etc., that accesses the Site in a manner that sends more request messages to the SceneCaster servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, SceneCaster grants the operators of public search engines permission to use spiders to copy Content for the sole purpose of creating publicly available searchable indices of the Content, but not caches or archives of such Content. SceneCaster reserves the right to revoke these exceptions either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, or any other information subject to privacy laws from the Site, nor to use the communication systems provided by the Site for any commercial solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Site with respect to User Content (as defined below).

User Content

You shall be solely responsible for your own user content (the 'User Content') and the consequences of posting or publishing them. In connection with User Content, you confirm, represent and warrant that: (i) you own or have the necessary licenses, rights, consents and permissions to use and to authorize SceneCaster to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Content to enable inclusion and use of the User Content in the manner contemplated by the Site and this Agreement; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the Site and this Agreement.

Subject to SceneCaster's existing ownership rights and any other right granted to SceneCaster herein, SceneCaster does not claim any ownership rights in any User Content that you choose to post to the Site. After posting User Content to the Site, you continue to retain all ownership or license rights in your User Content and you continue to have the right to use your User Content as you did prior to such posting. However, by posting or making User Content available through the Site or via the Services, you hereby grant to SceneCaster an unrestricted, non-exclusive, royalty-free, irrevocable, transferable, worldwide license to use, copy, modify, prepare derivative works from, distribute, publicly and display (whether by means of a digital transmission or otherwise) and process your User Content, or any part of it, solely on and through the Site and Services, including without limitation (i) adapting the format of your User Content for suitable display on the Site; and (ii) displaying, in SceneCaster's sole discretion, your public User Content in search results generated by the SceneCaster search engine. In addition, where you have made your User Content public, posted a link to your User Content on another website or otherwise shared a link to your User Content, you grant to SceneCaster an unrestricted, non-exclusive, royalty-free, irrevocable, worldwide right to sublicense the right to copy, modify, prepare derivative works from, and distribute your User Content as necessary to perform the Services. In connection with the above license, you provide your consent for SceneCaster personnel, including SceneCaster contractors and service providers, to view your User Content at any time for the purpose of providing the Services and filtering content that violates this Agreement.

SceneCaster does not permit copyright infringing activities and infringement of intellectual property rights on its Site. SceneCaster reserves the right to decide whether User Content is appropriate and complies with this Agreement for violations of third party intellectual property rights, intellectual property law and other violations, including, without limitation pornography, obscene or defamatory material. SceneCaster reserves the right, in its sole discretion, at any time and from time to time, to remove any User Content and/or terminate a User's access for any such violations or other violations of this Agreement, without prior notice. SceneCaster does not endorse any User Content or any opinion, recommendation, or advice expressed therein.

Other Site Restrictions

You will not, directly or indirectly, do any of the following while using or accessing the Site or the Services or in connection with User Content:

(a) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant SceneCaster all of the license rights granted herein;
(b) delete or in any manner alter the copyright, trademark or other proprietary rights notices appearing on any Content except your User Content;
(c) use any meta tags or other hidden text or metadata utilizing a SceneCaster name, trademark, URL or product name without SceneCaster's express written consent;
(d) post, upload, e-mail or otherwise transmit any falsehoods or misrepresentations that could damage SceneCaster or any third party;
(e) post, upload, e-mail or otherwise transmit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offence, give rise to civil liability, violate any law, or is otherwise inappropriate;
(f) post, upload, email or otherwise transmit, without first obtaining the permission of SceneCaster, any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, 'pyramid schemes,' Ponzi schemes or any other form of solicitation;
(g) post, upload, e-mail, or otherwise transmit any Content that contains software viruses or any other computer code, files, or programs designed to (i) interrupt, destroy, or limit the functionality of any computer software; or (ii) interfere with the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site;
(h) post, upload, email or otherwise transmit any Content that includes code that is hidden or otherwise surreptitiously contained within the images, audio or video of any Content;
(i) attempt to probe, scan or test the vulnerability of any SceneCaster system or network;
(j) circumvent, disable, breach or otherwise interfere with security related features or authentication measures of the Site or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site or the Content;
(k) forge any TCP/IP packet header or any part of the header information in any posting, or in any way use the Site or Services to send altered, deceptive, or false source-identifying information;
(l) avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure protecting the Site or Services;
(m) collect or store personal data about other users without their express permission;
(n) impersonate or misrepresent your affiliation with any person or entity, through pretexting or any other form of social engineering, or otherwise commit fraud;
(o) resell the Services, in whole or in part;
(p) violate any applicable law, regulation, or ordinance; or
(q) use the Site or Services in any manner not permitted by this Agreement.

SceneCaster does not control the Content in Registered Users' accounts and does not have any obligation to monitor such Content. However, regardless of whether the Content is public or private, you agree that SceneCaster may monitor such Content at any time, for any reason.

Advertising and Links

SceneCaster accepts advertising from third parties. No endorsement by SceneCaster is intended or implied by the presence of such advertising.

As a convenience to visitors of the Site, SceneCaster may contain links to other websites that are not owned or controlled by SceneCaster. Your linking to such website or pages is at your own risk and SceneCaster assumes no responsibility for the content, privacy policies, or practices of any third party websites. SceneCaster does not verify, endorse or take responsibility for the accuracy or quality of the content contained in these websites and cannot censor or edit the content of any third party site.

Furthermore, SceneCaster is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised by such websites. As such, neither SceneCaster nor any of its affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained in these websites. The appearance of external hyperlinks does not constitute endorsement by SceneCaster or any of its affiliates of the opinions or views expressed by these linked sites.

Intellectual Property Rights

This Site contains material that is produced in whole or in part from Content supplied by SceneCaster (the 'SceneCaster Content') and other third party sources (the 'Third-Party Content'). The SceneCaster Content remains the property of SceneCaster and is protected by U.S. and international copyright and trademark laws. SceneCaster reserves all rights not expressly granted herein. 'SceneCaster' and the SceneCaster design, as well as certain other names, logos, and materials displayed on the Site constitute trade-marks, trade names, service marks or logos (the 'Marks') of SceneCaster or other entities. You are not authorized to use any such Marks.

This Site displays Third-Party Content which may be hosted on a website that is not owned or controlled by SceneCaster. Third-Party Content is identified by the logo or name of the original source of such Third-Party Content. Regardless of whether Third-Party Content is hosted by the Site or another website, the provider of Third-Party Content retains all rights of such Third-Party Content as set forth by their specific terms of use and governing policies. As such, you should review the applicable policies of these third-party content providers.

Termination of Service

SceneCaster may, in its sole discretion, from time to time and at any time, change, modify, suspend or terminate the Site, the Services, your membership, or any other services included on or through the Site for any reason and without notice.

Warranty Disclaimer

YOUR USE OF THE SITE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, SCENECASTER, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF. CONTENT ON THE SITE IS PROVIDED TO YOU ON AN AS IS BASIS AND SCENECASTER MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENT, INCLUDING THIRD-PARTY CONTENT AND USER CONTENT, OR THE CONTENT OF ANY WEBSITES LINKED TO THIS SITE. NONE OF SCENECASTER, ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, OMISSIONS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY, AND/OR (V) LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, E-MAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. SCENECASTER DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH THE SITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND SCENECASTER WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

Limitation of Liability

IN NO EVENT SHALL SCENECASTER, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, OMISSIONS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, E-MAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SCENECASTER IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN EACH AND EVERY APPLICABLE JURISDICTION.

YOU SPECIFICALLY ACKNOWLEDGE THAT SCENECASTER SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

SceneCaster makes no representations that the Site is appropriate or available for use in any or all locations. Those who access or use the Site from other jurisdictions do so at their own volition and are responsible for compliance with local law.

Indemnity

You agree to defend, indemnify and hold harmless SceneCaster and its affiliates and their respective directors, officers, employees and agents from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to legal fees and expenses) arising from: (i) your use of and access to the Site; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party. This obligation will survive this Agreement and your use of the Site.

Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by SceneCaster without restriction.

General

You agree that: (i) the Site shall be deemed solely based in Ontario, Canada; and (ii) the Site shall be deemed a passive website that does not give rise to personal jurisdiction over SceneCaster, either specific or general, in jurisdictions other than Ontario, Canada. This Agreement shall be governed by the internal substantive laws of the Ontario, Canada, without respect to its conflict of laws principles. Any claim or dispute between you and SceneCaster that arises in whole or in part from the Site shall be decided exclusively by a court of competent jurisdiction located in Ontario, Canada. This Agreement together with any other legal notices published by SceneCaster on the Site, shall constitute the entire agreement between you and SceneCaster pertaining to the subject matter herein contained. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and SceneCaster's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. YOU AND SCENECASTER AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SCENECASTER SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Modification of Terms

SceneCaster may, in its sole discretion, from time to time and at any time, change, modify or otherwise alter any terms and conditions of this Agreement for any reason and without notice. Changes and/or modifications shall become effective immediately upon the posting on the Site. You are responsible for periodically reviewing the most current version of the Agreement on the Site. Your continued use of the Site will be deemed your conclusive acceptance of the updated Agreement.