TERMS OF USE

(Last modified on March 1, 2017)

1. Introduction, Definitions, Modifications and Acceptance

Welcome to the SpotEv Website and Services. We are confident that you will find our Services useful. These Terms of Use (the “TOU”) may cover several different situations, so please refer to the following definitions for clarification:

“Client” refers to a specific type of Services user, who has been granted access to a “Client Dashboard” in order to create Listings.

“Device” refers to the handheld, tablet or other internet-connected device through which you may be accessing and using the Services.

“Listings” refer to listings of cultural events created by SpotEv or Clients and displayed through the Services.

“Services” are the proprietary services that SpotEv has developed that allow you to find cultural events, purchase tickets, list cultural events, and participate in other online activities related to the Listings. The Services are currently available on the Website, but may be available through other means in the future.

“SpotEv” refers to the business which includes the Services, the Website, and all related business processes and entities, and which is owned by The Creative Horde Inc., a duly incorporated company in the Province of Quebec, Canada. Where the present TOU refer to “SpotEv”, they may refer to The Creative Horde Inc. and / or its affiliates, subsidiaries, employees, officers, directors, subcontractors, agents, partners or representatives, depending on the context. Any reference to “we”, “our”, or “us” in these TOU shall also refer to SpotEv or The Creative Horde Inc. In these TOU, a Website visitor or Services user may be referred to as “you”. When a Services user has created an account and is logged in, they may be referred to as a “Logged-in User”.

“Website” is the website located at http://www.spotev.com which is owned and operated by The Creative Horde Inc., and includes all subdomains, present and future. Without limiting the generality of the foregoing, the Website includes the subdomain which displays the Client Dashboard. Additional definitions shall be made throughout these TOU, but they will be recognizable as they will be capitalized, bolded, and in quotation marks. Additional definitions may also be found in the Privacy Policy, and will have the same meaning in these TOU as they do there. The definitions found in these TOU shall also apply to the Privacy Policy.

By visiting the Website and / or using the Services, or by clicking the acceptance box upon signing up for an account, you hereby accept to be bound by these TOU without any reservations, modifications, additions or deletions. If you do not agree to all the provisions contained in the TOU, you are not authorized to use the Services. The TOU are a legal and binding agreement between you and us. If you are an individual using the Services on behalf of a corporation or other registered organization (“Legal Entity”), you represent and warrant that you have the capacity and authority to enter into the TOU on behalf of the Legal Entity, and hereby agree to be bound by the terms of the TOU on behalf of that Legal Entity.

SpotEv reserves the right, at any time and without prior notice, to modify or replace any of the TOU. Any changes to the TOU can be found at this URL. It is your responsibility to check the TOU periodically for changes. Your use of the Services following the posting of any changes to the TOU constitutes acceptance of those changes. If there are any significant changes to the TOU that materially affect your relationship with us, we will use commercially reasonable efforts to notify you by sending a notice to the primary email address specified in your account, by posting a prominent notice when you log in to your account for the first time following those changes, or by posting a prominent notice upon your first visit to the Website or Services following those changes.

The TOU should be read in conjunction with the Privacy Policy, as both these documents govern your use of the Services.

If you have any questions about the TOU, please contact:


SpotEv Legal Services
legal@spotev.com

or:
SpotEv Legal Services

809, rue William #201
Montreal, QC
H3C 1N8

2. General Code of Conduct for Use of the Website and Services

By visiting the Website and / or using the Services, you agree to:

(i) Not use the Website or Services in any manner that in any way violates these TOU or any other applicable policy posted by SpotEv;

(ii) Not use the Website or Services in any manner that violates any intellectual property rights of SpotEv or any third party;

(iii) Not use the Website or Services in any manner to propagate spam, including but not limited to unsolicited advertising or bulk electronic mail or messages, including to link to a spam or phishing website;

(iv) Not use the Website or Services in any manner to propagate software viruses, Trojan horses, worms, or any other malicious or non-malicious computer code, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment in any form whether belonging to SpotEv or a third party, or to damage or obtain unauthorized access to any system, data, or other information (whether Personal Information or not) of SpotEv, other Services users, or any other third party;

(v) Not: (1) take any action that imposes or may impose (as determined by SpotEv in its sole discretion) an unreasonable or disproportionately large load on SpotEv’s (or its third party providers’) infrastructures; (2) interfere or attempt to interfere with the proper functioning of the Website or Services or any activities conducted through the Services; (3) bypass any measures SpotEv may use to prevent or restrict access to the Services or any element thereof; (4) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Website or Services; or (5) harvest or scrape any content from the Website or Services in an unreasonable manner;

(vi) Not take any action or use any process that removes, modifies, disables, blocks, obscures or otherwise impairs any advertising in connection with the Website or Services;

(vii) Not use the Website or Services to advertise or promote services that are not expressly approved in advance in writing by SpotEv, or as permitted by these TOU;

(viii) Not use the Website or Services to in any way collect information (whether Personal or not) of any third party or in violation of SpotEv's Privacy Policy;

(ix) Not interfere with any third party’s use or enjoyment of the Website or Services;

(x) Not encourage conduct that would constitute a criminal offense or give rise to civil liability;

(xi) Not attempt to do any of the foregoing prohibitions;

(xii) Use the Website and Services in good faith, and in compliance with all applicable local, provincial or state, national, and international laws.

3. Accounts, Passwords and Logged-In Users

a. Accounts and Passwords

In order to use certain aspects and functions of the Services, you are required to create an account. Accounts are available to anyone who provides the requisite information (as described below), subject to the restrictions as outlined elsewhere in these TOU.

As part of the account registration, you will be asked to choose a password. It is your responsibility to create a password of sufficient strength that cannot easily be discovered by third parties.

If you are a Logged-in User, it is strongly suggested that you log out of your account at the end of every session, or not leave a logged-in account unattended for any period of time. SpotEv, its affiliates, and their respective shareholders, officers, directors, employees, agents, partners, principals, representatives, successors and assigns (collectively “Representatives”), will not be held liable for any losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from your failure to log out at the end of the session, an unattended logged-in session, or a third party using the Services with your Account Information and accessing your account through any means, and disclaims any responsibility in this regard.

SpotEv reserves the right to terminate your account, at its sole discretion, at any time and for any reason, including but not limited to whether you have violated the letter or spirit of the TOU, as more further described hereinbelow.

b. Age Requirements

You must be 18 years of age or the age of majority in your province, state, territory or country, to use certain of the Services. Individuals under the age of 18, or applicable age of majority, may utilize the Services only with the involvement of a parent or legal guardian, under such person's account and otherwise subject to these TOU.

c. Account Information

The information required to create a basic user account is the following: a valid email address, first and last name, birth date, and location. This information plus any additional non-mandatory information you submit as part of the sign-up process may be referred to in the present TOU or the Privacy Policy as “Account Information”. In addition to the basic user Account Information, potential Clients will be asked to submit additional information such as type of Client (artist / promoter, etc.), business address if applicable, and other information that may determine your fitness to become a Client and create a profile. SpotEv reserves the right to determine at its sole discretion who may become a Client.

By submitting Account Information, you represent and warrant that the information is true and accurate to the best of your knowledge.

4. User Content Policy, and Related Copyright and Intellectual Property Rights

As a Logged-in User, you may use the Services to create and submit text in the form of comments and reviews. As a Client, you may create Listings as well as uploading certain file types, link to certain files or web pages, or embed certain files, including but not necessarily limited to text, audio clips, video clips, written posts and comments, information, other text, data, photographs, software, scripts, and graphics, and other interactive features generated, provided, or otherwise made accessible on or through the Services. All of the foregoing shall be deemed “User Content”. For clarity, User Content includes any Listing or any constituent component thereof. By creating, submitting and / or uploading User Content, you agree to be bound by the SpotEv policy for User Content as described in this section (the “User Content Policy”).

When you submit User Content, you acknowledge and agree to the following:

(i) User Content submitted by you does not violate any intellectual property right or other proprietary right of a third party. Without limiting the generality of the foregoing, you acknowledge that any written text, photographs, or audio or video clips submitted are your own original works, or works for which you have been granted a valid license to reproduce or display. You affirm, represent and warrant that: (1) you own or have the necessary licenses, rights, consents, and permissions to use and authorize SpotEv to use all intellectual property rights and other proprietary rights in and to the User Content (or the individual constituent elements thereof) as set out herein; and (2) have all necessary consents to collect, use and disclose any personally identifiable information, images, or sounds (of yourself or third parties) contained or displayed in the User Content to enable inclusion and use of the User Content in the manner contemplated by the Services and these TOU;

(ii) You retain all of your ownership rights in the User Content you submit. However, by submitting User Content to SpotEv, you hereby grant SpotEv a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, edit, translate, reproduce, distribute, display, and / or perform and otherwise fully exploit the User Content in connection with the Website and Services and / or SpotEv 's (and its successors' and affiliates') business or activities, including without limitation for promoting and redistributing part or all of the Website or Services (and derivative works thereof) in any media formats and through any media channels without any compensation to you. You understand and agree that SpotEv may retain, but not display or distribute, server copies of User Content that have been removed or deleted;

(iii) You also hereby waive any moral rights you may have in your User Content and grant other users of the Website or Services a non-exclusive license to access your User Content, and to use, reproduce, distribute, display and / or perform such User Content as permitted through the functionality of the Services and under these TOU;

(iv) The licenses granted by you in the previous two paragraphs in regards the User Content are perpetual and irrevocable, and apply throughout the world and in any and all media as applicable;

(v) You will not upload any User Content that is unlawful, such as User Content that is threatening, abusive, harassing, defamatory, libelous, fraudulent, invasive of another’s privacy, or otherwise tortuous. Furthermore, you will not upload any User Content that is racist, sexist, homophobic, or otherwise offensive to any minority or group; contains any adult content or political militancy; or upload any User Content that contains and viruses, commercial solicitations (except as contemplated by the Services in creating a Listing), mass mailing, chain mailing or any other form of spam;

(vi) You will not include in User Content links to any third-party website that is a spam or phishing website, to any website that sells goods or services not related to the activities or themes of the Website and Services, or to any website that may violate any applicable law.

Where you are accessing or downloading User Content of a Logged-in User, you acknowledge that any use of User Content accessed or downloaded by you while using the Services is at your own risk and you will be solely responsible for any damage or loss to you or any third party arising therefrom, and SpotEv disclaims any responsibility in this regard.

If you as a Website visitor or Services user believe that a Logged-in User has posted User Content that violates these TOU, please contact us so that we may conduct an inquiry. SpotEv retains absolute discretion whether to remove or modify any User Content or take any other action pursuant to yourreport.

User Content is not edited, curated or otherwise modified or checked by SpotEv prior to posting. However, SpotEv reserves the right, in its sole discretion, to remove or modify immediately and without notice any User Content that violates the User Content Policy. SpotEv, its affiliates and it Representatives will not be held liable for any damages, pecuniary or otherwise, to you or any third party arising from your submission or use of User Content, whether it violates the User Content Policy or not, or our removal or modification thereof, and disclaims any responsibility in this regard.

5. Proprietary Rights

a. Intellectual Property Rights

You acknowledge that: (a) the Services and Website contain proprietary and confidential information that is protected by applicable intellectual property and other laws, and (b) SpotEv and/or third parties own all right, title and interest in and to the Services and Website and content that may be presented or accessed through the Services and Website (excluding User Content as defined in the previous section), including without limitation all Intellectual Property Rights therein and thereto. All rights not specifically granted under these TOU are reserved to SpotEv and its licensors. “Intellectual Property Rights” means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide.

You agree that you will not, and will not allow any third party, to (i) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from, the Website or Services, or content that may be presented or accessed through the Website or Services for any purpose, unless otherwise permitted by these TOU or the functionalities of the Services; (ii) take any action to circumvent or defeat the security deployed or enforced by any functionality contained in the Website or Services; or (iii) remove, obscure, or alter SpotEv’s or any third party’s copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Website or Services.

The content, arrangement and layout of the Website and Services (excluding User Content as defined in the previous section), including but not limited to the trademarks, photos, logos, videos, audio, images, text (in the form of plain text, HTML, or PDFs) and Computer Code are proprietary to SpotEv, either owned or under license, and may not be copied, imitated, reproduced, displayed, distributed, transmitted, decompiled or otherwise used without the express permission of SpotEv, or as permitted by the functionality of the Services or these TOU. Any unauthorized use of the content, arrangement or layout of the Website or Services, Computer Code, images, logos, videos, audio or trademarks found in the Website or Services or any portion of or derivative works thereof may violate civil or criminal laws, including but not limited to intellectual property laws, and SpotEv may take action accordingly.

The above paragraph further applies to third party property used as part of the Website, including but not limited to third party Computer Code. For the purposes of the present section, “Computer Code” includes but is not limited to source code in any programming language, object code, frameworks, CSS, PHP, JavaScript or similar files, templates, modules, or any similar files, and related documentation.

b. Submitted Information

If you choose to communicate to SpotEv (via any means, included but not limited to by email to info@spotev.com) suggestions for improvements to the Website or Services (collectively, “Feedback”), SpotEv shall own all right, title, and interest in and to the Feedback and will be entitled to use the Feedback without restriction. You hereby irrevocably assign all right, title and interest in and to the Feedback to SpotEv and waive in favor of SpotEv, its successors and assigns all your moral rights in the Feedback, and agree to provide SpotEv such assistance as SpotEv may require to document, perfect, and maintain SpotEv’s rights to the Feedback. You acknowledge and agree that, by providing any Feedback to SpotEv, you are not entitled to any compensation or reimbursement of any kind from SpotEv under any circumstances.

6. Interruption of Service

From time to time, the Website or Services may be unavailable for brief periods of time for maintenance and / or modifications to the Website or Services. While we will endeavour to make this unavailability as brief as possible, SpotEv and its Representatives shall not be held liable for any losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from the interruption of the normal functioning of the Website or Services, and disclaims any responsibility thereto.

7. Termination of the Services and the TOU

You agree that SpotEv, in their sole discretion, with or without cause, has the right (but not the obligation) to block your IP address, revoke your account credentials, or otherwise terminate your access to or use of the Website and / or Services (or any part thereof), immediately and without notice, for any reason, including, without limitation, if SpotEv believes that you have acted inconsistently with the letter or spirit of the TOU or the Privacy Policy, or have repeatedly violated the User Content Policy. SpotEv may also, in their sole discretion and at any time, discontinue providing the Website and / or Services, or any part thereof, with or without notice. You agree that SpotEv shall not be liable to you or any third party for any losses or damages, pecuniary or non-pecuniary, resulting from termination of your access to the Website or Services, or from SpotEv’s termination of the Website and / or Services or any part thereof.

You may also choose to terminate your access to certain of the Services by cancelling your account. If you wish to cancel your account, please contact us.

Termination of the Website and / or Services or your access to the Website and / or Services shall terminate the present TOU as between you and SpotEv. All provisions of these TOU which by their nature should survive termination of these TOU shall survive termination, including without limitation, intellectual property provisions, disclaimers, indemnity and limitations of liability.

8. External Links

From time to time SpotEv may provide links to other websites or services. Links from the Website or Services may take you to websites or services not covered by these TOU. When you access third party resources on the Internet in this manner, you do so at your own risk. SpotEv provides those links as a convenience to you and SpotEv takes no responsibility for your use of those other websites or services or protection of your privacy (including collection of your personal information) on those other websites or services. We encourage you to check the Terms of Use and / or Privacy Policy of any website or service you visit. SpotEv does not make any claim or warranty whatsoever about the content of those websites or services to which we link, or any products or services available through those websites or the third parties operating those websites.

In no way will SpotEv or its Representatives be held responsible for any damages, direct or indirect, pecuniary or non-pecuniary: (1) for your use of websites or other services that may be linked to from the Website or Services or the information thereon; (2) for any virus, Trojan horse, worm or other similar destructive file received as a result of your use of those websites or services; (3) caused by or in connection with, use of or reliance on any content, or products or services (whether free or for purchase) available on or through any linked-to website or service; or (4) for the actions of the operators of any such website or service.

Without limiting the generality of the foregoing paragraphs, certain Listings may contain links to thirdparty websites or services for the purchase of tickets (hereinafter “Third-Party Ticket Vendors”). Notwithstanding that SpotEv may have contractual relationships with certain Third-Party Ticket Vendors, SpotEv disclaims any responsibility for the actions or inactions of Third-Party Ticket Vendors. When you leave the Website or Services to purchase tickets from a Third-Party Ticket Vendor, you are covered by their terms of use (or equivalent document) and privacy policy which we encourage you to read.

9. Disclaimer of Warranties

You expressly understand and agree that your use of the Services, the information or material thereon (whether provided by SpotEv or third parties, including but not limited to Clients) or any activity arising from your use of the Services or the information thereon (including but not limited to attending events described in a Listing) or the materials streamed or downloaded therefrom (including but not limited to audio or video content) is at your sole risk. The Services, any materials downloaded or streamed therefrom, or any third party materials, are provided on an "as is" and "as available" basis, and you will be solely responsible for any damage to your computer or Device or loss of data that results from the download, stream or access of any material obtained through the use of the Services or any other functionalities of the Services, or losses or damages (pecuniary or otherwise) resulting from (i) your use of the Services, the information thereon, any materials downloaded or streamed therefrom, or (ii) any activity arising from the use of the Services or the information thereon (including but not limited to attending events described in a Listing) or any materials downloaded or streamed therefrom.

The information or resources provided through the Services, written or produced by SpotEv staff, freelance writers or other subcontractors are known to be as accurate as possible at the time of writing or production, and every effort has been made to ensure that the information from the Services is as accurate and up-to-date as possible. However, certain information may change, and errors or omissions may occur, and SpotEv shall not be responsible for any loss or damage, financial or otherwise, resulting from changes or errors in information, or any omission, on the Website or through the Services.

For clarity, the foregoing paragraph does not apply to User Content, including but not limited to Listings posted by Clients. User Content is not curated prior to posting, and SpotEv cannot make any warranty as to the accuracy of any User Content, and specifically disclaims any responsibility in that regard.

SpotEv expressly disclaims all warranties of any kind, whether express or implied, including but not limited to: warranties of title and non-infringement; warranties that the Services, the information thereon or any materials downloaded or streamed therefrom, and any third-party materials will be uninterrupted, error-free, accurate, reliable and free from virus and other harmful components; and the implied warranties of merchantability and fitness for a particular purpose. SpotEv, and its Representatives do not warrant that: (i) the Services will be secure or available at any particular time or location; (ii) any defects or errors or omissions will be corrected; (iii) any content or software available at or through the Services is free of viruses or other harmful components; or (iv) the results of using the Services, or any activity arising therefrom (including but not limited to attending events described in a Listing), or any content downloaded or streamed therefrom will meet your requirements.

10. Limitation of Liability

SpotEv shall not be liable and assumes no responsibility for any loss or damages arising from or relating to the information available through the Website or Services or downloaded or streamed therefrom, the use of the Website or Services, activities arising from your use of the Services (including but not limited to attending events described in a Listing), or any third-party materials on the Website or available through the Services.

To the maximum extent permitted by law, in no event will SpotEv or it Representatives: (i) be liable for any indirect, incidental, extraordinary, consequential, special, punitive or exemplary damages (including, without limitation, loss of revenue or profits, lost or damaged data, loss of use, business interruption or any other pecuniary loss), arising out of or relating to the Website or Services or your use, misuse or inability to use the Website or Services, even if SpotEv has been advised of the possibility of such damages. This limitation of liability will apply regardless of the form of action, whether in contract, warranty, tort, negligence, strict liability or under any other legal theory.

11. Indemnity

Notwithstanding any other term of the TOU or any act or failure to act by SpotEv or its Representatives, you agree to indemnify, defend and hold harmless SpotEv and its Representatives, or its affiliates and their Representatives, from and against any damages, liabilities, costs and expenses (including attorneys’ fees), claims or demands, arising out of (i) your use of or connection to the Website or Services or the information thereon or information or materials downloaded or streamed therefrom; (ii) your participation in any activities arising from the Services (including but not limited to attending events described in a Listing) or the information thereon or information or materials downloaded or streamed therefrom; (iii) your violation of, or failure to perform your obligations under the TOU or the Privacy Policy; or (iv) your violation of any rights of a third party.

12. Governing Laws and Jurisdiction

These TOU, and your use of the Website or Services shall be governed by and construed in accordance with the laws of the Province of Quebec, Canada in force at the time without regard to conflict of law provisions. You agree that any legal action or proceeding between you and SpotEv shall be brought exclusively in the courts located in the Judicial District of Montreal, Canada. Notwithstanding the foregoing, SpotEv shall have the right to bring action against you in courts of competent jurisdiction in the jurisdiction in which you reside or are located: (i) to seek injunctive relief against you; (ii) to obtain a judgment against you where a judgment by the Montreal court will, or may not be, enforced by the jurisdiction in which you reside or are located; or (iii) to enforce in your jurisdiction a judgment obtained against you in the Montreal court.

13. Miscellaneous Provisions

(i) The TOU, in conjunction with the Privacy Policy, constitute the entire agreement between you and SpotEv with respect to your use of the Website or Services, superseding any prior agreements between you and SpotEv, its predecessors, affiliates or subsidiaries.

(ii) SpotEv shall not be liable for any failure to perform its obligations under the present TOU where such failure results from any cause beyond SpotEv’s reasonable control, including, but not limited to, mechanical, electronic or communications failure or degradation, or any force majeure event.

(iii) If any provision of the TOU or Privacy Policy is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the TOU or Privacy Policy, as the case may be, shall remain in full force and effect.

(iv) The failure of SpotEv to exercise or enforce any right or provision of these TOU does not constitute a waiver of such right or provision, which will still be available to SpotEv.

(v) The section titles in the TOU and Privacy Policy are for convenience only and have no legal or contractual effect.

(vi) The parties acknowledge having expressly required that these TOU and the Privacy Policy are to be drawn up in the English language. Les parties aux présentes reconnaissent avoir expressément exigé que les présentes Conditions d’utilisation et la Politique de confidentialité soient rédigées en anglais.