TERMS AND CONDITIONS OF USE
PART A: GENERAL
A2. Other Agreements: These Terms and Conditions must be read together with any other existing and future agreements that you or the Customer has with Optic. If there is a conflict between these Terms and Conditions and any other agreement with us, the term of the other agreement will apply to the extent necessary to resolve the conflict.
A3. Interpretation: Capitalized terms in these Terms and Conditions are defined in Section 20 below.
PART B: PRIVACY AND PERSONAL DATA
B1. We will never use your device/computer camera or microphone to record audio and video or to take live pictures or access pictures stored on your device/computer without your explicit authorization.
B2. Providing audio/image/video files to the application will only be done upon your explicit request.
PART C: PASSWORDS AND INSTRUCTIONS
C1. Passwords: Passwords must be carefully selected so that they cannot be easily guessed by anyone else. You agree to keep your password confidential, and ensure that it is never disclosed, accidentally or otherwise, to anyone else.
C2. User ID or Password Becomes Known: If you suspect that someone else knows any of your password, you must notify the Customer and you or the Customer must change your password immediately.
C3. Record of Instructions: You agree that FRIENDLY EAGLE and the Customer may maintain a database of your Instructions.
C4. Use an Anti- Virus Program and Firewall; Signing Off: The computer you use may be vulnerable to viruses or online attacks that seek to intercept sensitive information that you provide through the Internet. To reduce the chances of harm, you should ensure that any computer you use to access The OPTIC System™ (including a computer at work, the library, an Internet cafe or another public place) has an up-to-date anti-virus program and a firewall. To prevent unauthorized access to your Files, you must sign off of The OPTIC System™ and close your browser as soon as you finish using them.
PART D: PROVISIONS FOR THE OPTIC SYSTEM™
D1. Intellectual Property Rights: The OPTIC System™ and all information and tools included therein are proprietary to FRIENDLY EAGLE, and FRIENDLY EAGLE's licensors, and are protected by intellectual property laws. You agree not to sell, distribute or commercially exploit The OPTIC System™.
D2. Access to Web Sites; No Streaming of Information: You agree that you will not take steps that would have a negative impact on the security, integrity or functioning of The OPTIC System™.
D3. Access to The OPTIC System™: By designating a person as a User, the Customer is authorizing that person to view information and carry out transactions on behalf of the Customer through The OPTIC System™ (subject to any limits on the User's access, as described in Section 12). The Customer accepts the responsibility for all losses, damages or expenses that may arise from a User misusing his or her authority in any way, either purportedly on the Customer's behalf or for personal or other purposes.
D4. Use of User ID: You will ensure that your User ID will be used only by you.
D5. Different Levels of Access: At the request of the Customer, FRIENDLY EAGLE may provide different levels of access to The OPTIC System™. If this is the case, a User's ability to use The OPTIC System™ will be limited by the level of access that FRIENDLY EAGLE provides to him or her. It is the responsibility of the Customer to ensure that the level of access provided to a particular User is appropriate for that person.
D6. Authorized Use/Entry Errors: The Customer accepts the responsibility for all losses, damages or expenses that result if: a User uses a User ID or Password, whether with or without the Customer's specific authorization in any particular instance; a User authorizes anyone else to use a User ID or Password; or a User makes entry errors.
D7. Indemnity by Customer: The Customer agrees to indemnify and save FRIENDLY EAGLE harmless from and against losses, damages or expenses that FRIENDLY EAGLE may incur (other than due to FRIENDLY EAGLE's own gross negligence or misconduct), including without limitation legal fees and disbursements reasonably incurred by FRIENDLY EAGLE arising from a breach by the Customer or a User of any part of these Terms and Conditions or the use by the Customer or a User of The OPTIC System™, including third party claims. This indemnity is in addition to any other indemnity or assurance against loss that the Customer may provide to FRIENDLY EAGLE, and will survive termination or expiry of the agreement of which these Terms and Conditions are a part.
D8. Passwords, Anti- Virus Program and Firewall: The Customer will ensure that each User follows the duties in Sections 5 and 7 of these Terms and Conditions, including the duty to carefully choose a Password, the duty to keep Passwords secret, and the duty to change Passwords and notify the Customer if the User suspects that someone else knows a Password or is using his or her User ID. In addition, the Customer will ensure that each computer that a User uses to access The OPTIC System™ on behalf of the Customer has an up-to-date anti- virus program and a firewall.
PART E: LIABILITY AND WARRANTIES
E1. Acknowledgement of Risk: Each of the Customer and User acknowledges that improper use of The OPTIC System™, including the input of incorrect information and the circumventing the warning systems included therein, can endanger human safety and the environment and agrees to use its or his best efforts to ensure proper use of The OPTIC System™.
E2. No Indirect Damages: FRIENDLY EAGLE will not be liable in any case for any indirect losses, damages or expenses (including any special, incidental or consequential damages or any damages for loss of profit, business or opportunity), regardless of the cause of action, including negligence, and even if FRIENDLY EAGLE is advised of the possibility of such damages.
E3. No Liability in Certain Cases: Subject to the governing law of your jurisdiction, FRIENDLY EAGLE will not be liable for any direct or indirect losses, damages or expenses of any kind (including any special, incidental or consequential damages or any damages for loss of profit, business or opportunity) arising out of the following, regardless of the cause of action, including negligence, and even if FRIENDLY EAGLE is advised of the possibility of such damages:
- any input errors you make, or your failure to sign off of The OPTIC System™ after you finish using it;
- failure to use up to date virus- scanning software and a firewall on the personal computer you use to access The OPTIC System™;
- government restrictions or actions;
- a failure by FRIENDLY EAGLE to perform under the agreement to which these Terms and Conditions are a part, or delays, errors or interruptions of The OPTIC System™, that result from acts beyond FRIENDLY EAGLE's reasonable control including acts of God, strikes, postal interruptions, lockouts, riots, acts of war, epidemics, fire, communication line failures, power failures, equipment or software malfunction, earthquakes or other disasters; or
- the circumstances where FRIENDLY EAGLE has indicated that FRIENDLY EAGLE will not be liable or responsible in these Terms and Conditions.
E4. No Warranties: Except for explicit promises FRIENDLY EAGLE makes to you in another agreement in writing, FRIENDLY EAGLE disclaims any and all warranties and conditions (including any oral, implied or statutory warranties and conditions) regarding the nature, quality or character of The OPTIC System™.
PART F: OTHER
F1. Definitions: In these Terms and Conditions:
- "File" means any file that a User or the Customer has in The OPTIC System™;
- "Customer" means the party that has entered into an agreement with FRIENDLY EAGLE pursuant to which The OPTIC System™ is made available to you, which may be your employer or a party for whom you provide services under contract;
- "User" means an individual that has been authorized by a Customer to use The OPTIC System™ on its behalf, and who has received a User ID and Password intended for Customer use from us;
- "FRIENDLY EAGLE" means FRIENDLY EAGLE SOFTWARE INC.
- "including" means including but not limited to;
- "Instruction" means an instruction that is communicated to The OPTIC System™ after Password authentication through The OPTIC System™, including information that is entered into The OPTIC System™ by Users;
- "Password" means any passwords you use to sign on to or use The OPTIC System™, and the answers to any online personal verification questions you have chosen that permit you to sign on to The OPTIC System™ if you forget your password;
- "Personal Account" means an Account or Service that is personal to a User and that is not a Customer' Account or a Customer' Service;
- "Service" means any product or service you can access through The OPTIC System™;
- "User ID" means the user ID you use to sign on to The OPTIC System™;
- "Web Site" means the Web site operated by FRIENDLY EAGLE or a FRIENDLY EAGLE affiliate through which you sign on to The OPTIC System™;
- "you" and "your" means the user of The OPTIC System™, subject to the expanded definition of "you" and "your" that applies in the circumstances set out in Section 10.
F2. Governing Law: Except if prohibited by the laws of your jurisdiction, these Terms and Conditions will be governed by the laws of Alberta and the laws of Canada applicable in Alberta.
F3. Quebec Only: You and the Customer confirm that you prefer these Terms and Conditions and any related documents be in English. Vous confirmez preferer que cette convention et les documents s'y rattachant soient rediges en anglais.