PLEASE READ THIS AGREEMENT CAREFULLY. BY USING THE STREAMING SUBSCRIPTION SERVICES, OR BY CHECKING THE "I ACCEPT THE TERMS OF SERVICE" BOX LOCATED ON THE ONLINE ORDER FORM, YOU AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THE TERMS, CONDITIONS AND DISCLAIMERS SET OUT IN THIS AGREEMENT, AS AMENDED FROM TIME TO TIME.
The Streaming Subscription Service (the "Service") offered through the Site, is made available by Visaic Canada ULC ("Visaic"). Visaic provides streaming platform services that enables content providers to deliver audio visual sports and entertainment content over the internet to certain internet connected devices such as PCs, mobile phones, tables connected TVs and other devices.
DESCRIPTION OF SERVICE
The Service enables website visitors to view live streaming in an event or linear (24x7) format. To access the Service, the user must complete an order form (the "Order".)
VISAIC TERMINATION
Visaic reserves the right to terminate your Order and your access to the Site and Service at any time and for any reason, including without limitation, if the Account Credit Card is invalid for any reason, if Visaic does not receive payment, or where Visaic has determined, in its sole discretion, that use of the Service by you is, or was in breach of the Terms of Service. Any such termination by Visaic shall be in addition to and without prejudice to such rights and remedies as may be available to Visaic, including injunction and other equitable remedies. The disclaimer, limitations on liability, and indemnity provisions shall survive termination or expiry of your order and this Agreement.
DISCLAIMERS
YOU EXPRESSLY UNDERSTAND AND AGREE THAT EACH OF VISAIC, ITS AGENTS, REPRESENTATIVES AND LICENSORS AND EACH OF THEIR RESPECTIVE AFFILIATES (COLLECTIVELY THE "VISAIC GROUP") DOES NOT MAKE ANY, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS, WARRANTIES, TERMS, CONDITIONS AND ENDORSEMENTS (COLLECTIVELY THE "WARRANTIES") OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER HEREUNDER, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, SUITABILITY, RELIABILITY, FREEDOM FROM INFECTIONS OR VIRUSES OR COMPLETENESS AS WELL AS ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. FURTHER, THE VISAIC GROUP DOES NOT WARRANT THAT THE SITE, THE SERVICES OR THE CONTENT WILL CONTINUE TO OPERATE OR OTHERWISE OPERATE WITHOUT INTERRUPTION OR OTHERWISE IN A TIMELY, SECURE OR ERROR-FREE MANNER OR THAT SAME WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS. LIMITATION OF LIABILITY: YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT SHALL VISAIC (INCLUDING EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS) BE RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE (JOINTLY OR SEVERALLY) FOR ANY CLAIM, LOSS OR DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES OR ANY DAMAGES FOR LOSS OF INFORMATION OR DATA, PROFITS, SAVINGS, REVENUE, GOODWILL OR OTHER INTANGIBLE LOSSES ARISING FROM, OR IN ANY WAY CONNECTED WITH THE SITE, THE SERVICES OR ANY OF THE CONTENT (INCLUDING THE PERFORMANCE, USE OF, OR ACCESS TO, OR THE INABILITY TO USE OR ACCESS SAME), REGARDLESS OF WHETHER THE VISAIC GROUP HAD BEEN ADVISED OF OR COULD HAVE FORESEEN THE POSSIBILITY OF SUCH CLAIM, DAMAGE OR LOSS. THE LIMITATIONS OF LIABILITY AND DISCLAIMERS HEREIN SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, BREACH OF WARRANTY, CIVIL LIABILITY, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL VISAIC'S AGGREGATE LIABILITY TO YOU EXCEED THE AMOUNT PAID TO VISAIC BY YOU FOR THE SERVICE. CERTAIN SERVICES ARE PROVIDED THROUGH NETWORKS AND FACILITIES, INCLUDING THE PUBLIC TELEPHONE NETWORK, THAT ARE NOT UNDER THE CONTROL OF VISAIC. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, UNDER NO CIRCUMSTANCES SHALL VISAIC GROUP BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE OF THE SITE, SERVICES OR CONTENT RESULTING DIRECTLY OR INDIRECTLY FROM ACTS OF NATURE, FORCES, OR CAUSES BEYOND ITS REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET FAILURES, COMPUTER EQUIPMENT FAILURES, TELECOMMUNICATION EQUIPMENT FAILURES, OTHER EQUIPMENT FAILURES, ELECTRICAL POWER FAILURES, STRIKES, LABOUR DISPUTES, RIOTS, INSURRECTIONS, CIVIL DISTURBANCES, SHORTAGES OF LABOUR OR MATERIALS, FIRES, FLOODS, STORMS, EXPLOSIONS, PANDEMICS, ACTS OF GOD, WAR, GOVERNMENTAL ACTIONS AND ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS.
You acknowledge and agree that the Services may be temporarily unavailable as a result of disruptions as described above. While Visaic makes every reasonable effort to minimize such downtime, Visaic cannot guarantee the 100% availability of the Services. Accordingly, if you are dissatisfied with the Services for any reason, your sole and exclusive remedy is to discontinue use of the Services in accordance with these Terms of Service. You expressly acknowledge that Visaic has set the Charges for the Services, entered into this Agreement, and has and will make the Services available to you in reliance upon the limitations and exclusions of liability and the disclaimers set forth herein, and that the same form an essential basis of the bargain between you and Visaic. You expressly agree that the limitations and exclusions of liability and the disclaimers set forth herein will survive, and continue to apply in the case of, a fundamental breach or breaches, the failure of essential purpose of contract, the failure of any exclusive remedy or termination of this Agreement.
COMPUTER VIRUSES
While Visaic makes every reasonable effort to ensure that the Services made available on the Site do not contain computer viruses and other destructive elements, you acknowledge and agree that, prior to your use of any of the Services, it is solely your responsibility to (a) take all protective measures to guard against viruses and other destructive elements (including the use of industry standard and updated virus scanning tools); and (b) ensure that you have a complete, current and secure back-up of the applicable items of information and software on your computer or other electronic device used to access the Site and Services.
INDEMNITY
You agree to defend, indemnify and hold harmless each of Visaic, its affiliates, licensors, co-branders and other partners, and each of their respective officers, directors, employees and agents, including all third parties mentioned on the Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from: (a) your breach of any of the Terms of Service; (b) your access to or use of the Site or Services; (c) your use or reliance on, or publication, communication or distribution of anything on or from the Site; or (d) your violation of any law or regulation
PROHIBITED USES
You agree to comply with all applicable laws with respect to your use of the Services. Visaic may investigate any violations of law and may cooperate with law enforcement authorities in prosecuting users in this regard. Access to the Services made through proxy servers to avoid geo restrictions and/or blackouts are strictly prohibited. If detected, Services will be terminated immediately. Visaic shall cooperate fully with PFL in the event that the organization requests identification of users implementing proxies or otherwise access the content illegally.
LAW AND JURISDICTION
The Site and Services are controlled, operated and administered by Visaic from its offices within Canada. The Terms of Service shall be interpreted, construed and governed by the laws in force in the Province of British Columbia, Canada.
GENERAL
This Agreement is personal to you, and you may not assign your rights or obligations to anyone. The Terms of Service constitute the entire agreement between Visaic and you pertaining to your use of the Services and supercede any prior agreements between you and Visaic. The parties have required that the Terms of Service and all documents relating thereto be drawn up in English.
Walker/Muyres v Thevenot/Kalthoff - Draw 5