Terms of Service

1. Terms of Service

Effective date: This Terms of Service is effective and was last updated as of January 1st, 2015 (the “Terms of Use”).

A. The MARZ (Monsters, Aliens, Robots and Zombies) website (the “Website”) and the MARZ mobile applications are owned and operated by MARZ Breedz, Inc. (“MARZ”, “Monsters”, “Aliens”, “Robots” or “Zombies”). By accessing or using the services available through our Website or our mobile applications (the “Services”) or mobile applications you agree to be bound by these Terms of Use and our Privacy Policy currently found at www.marzstudioz.com/privacy-policy/ and incorporated herein by reference. These Terms of Use govern your and our rights and obligations with respect to any pictures, videos, information, tags, messages, graphics, communication, user interfaces, visual interfaces, trademark, logo, sounds, music, artwork, computer code or other materials (collectively, the “Content”), uploaded, transmitted, tagged or posted (altogether, “Posted”) by you or our other users in connection with the Services. If you do not agree to be bound by this Terms of Use, you are not permitted to use our Services.

B. We may, at our sole discretion, modify or revise this Terms of Use and policies at any time by giving notice on the Website and/or through the Services, and you agree to be bound by such modifications or revisions. Although MARZ may attempt to notify you when major changes are made to this Terms of Use, you should periodically check our Terms of Use to review any updates. All changes shall be effective immediately when we post them and shall apply to all access to and use of the Website and Services thereafter. Nothing in this Terms of Use shall be deemed to confer any third-party rights or benefits hereunder.

2. General Terms

A. You are responsible for your use of our Services, for any content you Post using the Services, and for any consequences or liability arising there from. As part of the Services, you will be provided the opportunity to contribute Content to the MARZ community. You can contribute Content by (i) uploading Content from your computer to our servers, (ii) providing a link to content that will be reviewed by our staff or, (iii) if you have downloaded and installed our web browser extension and/or bookmark, by clicking on the MARZ icon in your web browser and selecting the Content you want to Post to our Services. Please note that other users of the Services will be able to view any Content you Post. In addition, if another user Re-Posts (as defined in Section 3(B)) any Content you Post, such Content will become part of such other user’s profile and will be available to such other user and anyone wishing to view or Re-Post such MARZ Content even if you later decide to remove the Content from your own user profile. As such, you should only provide Content you are comfortable sharing under this Terms of Use.

B. The Services may include advertisements targeted to users, Content or queries made through the Services, or other information. The types and extent of advertising by us on the Services are subject to change. In consideration for us granting you access to and use of the Services, you agree that we and our third party providers and partners may place such advertising on the Services or in connection with the display of Content or information from the Services whether submitted by you or others.

C. The Services that we provide are always evolving and the form and nature of the Services may change from time to time without prior notice to you. We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.

D. MARZ Performance. You acknowledges and agrees that the operation of the MARZ Site(s) may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and MARZ will not be responsible to you or others for any interruptions, errors or problems or even for an outright discontinuance of the Service. There are no assurances whatsoever that any of the Content or any part or element of Services will actually be used on the MARZ Site or if used will continue to be available for any particular time. Notwithstanding the foregoing, MARZ does not control the content of the user posting and does not have any obligation to monitor the content of the user materials for any purpose or reason. You acknowledge that you are solely responsible for all content submitted to the MARZ Site(s).

3. User Posted and Third Party Content

A. We do not review new Content prior to it being Posted on the Website or through the Services. By Posting Content to our server, you guarantee us that you have the right to make this Content available for use in accordance herewith. You further agree that Content you Post to the Services will not contain third party copyrighted material, or material that is subject to other third party rights (including rights relating to publicity and privacy), unless you have permission from the rightful owner of the material or you are otherwise legally entitled to Post the material and to grant MARZ all of the license rights granted herein.

B. For each piece of content that you submit, you represent and warrant that: (i) you have the right to submit the content to MARZ and grant the licenses set forth above; (ii) MARZ will not need to obtain licenses from any third party or pay royalties to any third party; (iii) the content does not infringe any third party’s rights, including intellectual property rights and privacy rights; and (iv) the content complies with this Agreement and all applicable laws.

C. Any use or reliance on Content Posted using the Services or obtained by you through the Services, including any Content you Re-Post, is at your own risk.

D. We do not guarantee, support or represent the completeness, reliability, truthfulness or accuracy of any Content appearing on the MARZ Website or the Services. You understand that by using the Services, you may be exposed to Content you may find offensive, inaccurate or otherwise inappropriate, deceptive or in some cases, mislabelled. We expressly disclaim any liability for any Content, including, but not limited to, any errors or omissions within any Content, or any loss or damage of any kind incurred as a result of the use of any Content Posted, emailed or otherwise made available via the Services.

E. The Services may contain links to third party websites that are not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, we will not and cannot censor or edit the content of any third-party site. By using the Services, you expressly relieve us of any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each other website that you visit.

F. We reserve the right to remove hosted content and take technical and legal steps to bar users from the Website and/or the Services if we believe them to be in violation of this Terms of Use. If you feel that any Content currently Posted on the Website or the Services is in violation of this Terms of Use, please click on the “Report” link next to the non-compliant Content and follow the instructions provided.

4. CONTENT OWNERSHIP AND GRANT OF RIGHTS

A. MARZ and/or its third party licensors retain ownership of all intellectual property rights in this Website, the Services and any software, mobile applications, web browser extensions and/or bookmarks made available to you in connection with the Services. However, we do not claim any ownership in the Content you or our other users Post.

B. As between you and MARZ you own the video content (“videos”) that you submit to the MARZ Service. By submitting a video, you grant MARZ and its affiliates a unlimited, worldwide, non-exclusive, royalty-free license and right to copy, transmit, distribute, publicly perform and display (through all media now known or hereafter created), and make derivative works from your video for the purpose of (i) displaying the video within the MARZ Service; (ii) displaying the video on third party websites and applications through a video embed or MARZ’s API subject to your video privacy choices; (iii) allowing other users to play, download, and embed on third party websites the video, subject to your video privacy choices; (iii) promoting the MARZ Service, provided that you have made the video publicly available; and (iv) archiving or preserving the video for disputes, legal proceedings, or investigations.

C. Because of the social nature of Content shared through our Services, when you Post something publicly on our Website or through our Services, others may choose to add descriptive commentary and tags to your Content and/or to Re-Post your Content, making your Content part of a social conversation that cannot later be erased without retroactively censoring the speech of others and/or removing Content from another user’s profile. As such, and in order to maintain the integrity of the Services, you agree that MARZ’s rights under the User Content License will continue to survive in perpetuity even if you stop using the Services or your account is otherwise terminated.

D. Upon termination of your Account or upon your deletion of any Content from the Services, MARZ shall make reasonable efforts to disassociate such Content from your User Account; however, you acknowledge and agree that: (a) caching of, copies of, or references to such Content may not be immediately removed; (b) such removed Content may persist in backups for a reasonable period of time; and (c) such removed Content may continue to be publicly available (and stored on MARZs’ or third party servers) through the accounts of other users, if the same has been Re-Posted.

E. MARZ may allow users to incorporate certain pre-selected audio works into video summaries. Copyright in such pre-selected audio works is owned or licensed by MARZ, or other individuals and entities represented by MARZ or Third Party Entities for use in the Services. Such pre-selected audio works may only be used for your own personal purposes. You may not make any commercial or other use of such works without the express permission of MARZ, and except as expressly set forth herein you may not copy, lease, publicly perform, broadcast or distribute such works without the prior written consent of MARZ. You may not link directly to any such audio works. You may choose to incorporate other audio works in Content other than the pre-selected audio works made available by MARZ. In such event you represent and warrant that the incorporation of such audio works does not violate any third party intellectual property or moral rights, and you agree to fully indemnify MARZ for any losses resulting from your breach of such warranty.

5. Prohibited Actions

A. You agree that you will not:

  • Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software used to provide the Services or the Site (including without limitation, for the purpose of obtaining unauthorized access to our Site) without our prior written authorization, including framing or mirroring any part of the Site;
  • Post any Content that infringes any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party;
  • Post any Content that you do not have a right to do so under any law or under any contractual or fiduciary relationship;
  • Post web links to any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of the Website, our mobile applications or the Services, or any system or computer our visitors and users access the Website, mobile applications or Services from;
  • Use any robot, spider or other automatic device, process or means to access the Website or Services for any purpose, including monitoring or copying any of the material on the Website, in violation of our robot.txt.
  • Interfere with or disrupt the Website or our Services or servers or networks linked to the Website or our Services, or disobey any requirements, procedures, policies, or regulations of networks linked to the Website or our Services;
  • Violate any applicable local, state, national, or international law;
  • Post any Content that includes images or videos of children, without first obtaining the consent of their parent or guardian to Post such Content;
  • Post any Content, or take any other actions with respect to your use of the Website or our Services, that would constitute, or would otherwise encourage, criminal conduct or conduct that could give rise to civil liability;
  • Send unsolicited messages to users (spam) for commercial purposes;
  • Use the Website our Services for commercial purposes without our prior written consent;
  • Solicit other guests of the Website or our Services to become members of any commercial on-line service or other group or organization without first obtaining our express written consent.
  • 6. Indemnification

    A. You hereby agree to defend, indemnify and hold us, our business partners, third-party suppliers and providers, licensors, officers, directors, employees, distributors and agents (collectively, the “Indemnified Parties”) harmless from and against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and reasonable attorneys’ fees) in connection with any claim or action that (i) arises from any alleged breach by you of this Terms of Use or any representations, warranties and/or covenants contained herein, (ii) arises from the Content or effects of any messages you Post using our Services, or (iii) otherwise arises from or relates to your use of our Services. In addition, you acknowledge and agree that the Indemnified Parties have the right to seek damages when you use our Services for unlawful purposes, in an unlawful manner, and/or in a manner inconsistent with this Terms of Use, and that such damages may include, without limitation, direct, indirect, special, incidental, cover, reliance and/or consequential damages.

    7. Electronic Communications

    A. You consent to receive communications from us electronically. We will communicate with you by e-mail to your registered email address or by posting notices on this Website and/or through our Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

    8. Governing Law; Dispute Resolution

    A. Governing Law. This agreement will be governed by the laws of Ontario, Canada without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the courts located within Ontario, Canada for the purpose of litigating all such claims or disputes. Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect our intellectual property rights in any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this agreement.

    B. Mandatory Arbitration. Any dispute or claim between you and MARZ relating to or arising out of the Sites, Products or this Agreement (including disputes about the interpretation of this clause and the arbitrability of the dispute), will be referred to and determined exclusively through binding arbitration conducted in Toronto, Ontario, Canada or such other location as may be determined by the arbitrator, on an individual basis, before a single arbitrator and in accordance with the applicable Ontario arbitration statute (the Arbitration Act, 1991, S.O. 1991 c. 17, as amended, or the International Commercial Arbitration Act, R.S.O. 1990, c. I.9, as amended, or such other statute that may be enacted). However, you and MARZ may take claims to small claims court in Toronto, Ontario, Canada if the dispute qualifies for hearing by such a court. BY ENTERING INTO THIS AGREEMENT, YOU ARE GIVING UP YOUR RIGHT TO GO TO COURT TO ASSERT ANY CLAIMS, EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT. You and MARZ also agree that: (i) you and MARZ will each pay such portion of the costs of arbitration (which consists of each part’s legal expenses, the fees and expenses of the arbitrator, and any other expenses related to the arbitration) as determined by the arbitrator; (ii) the arbitrator may, in making an award regarding the costs of the arbitration, consider whether the costs of the arbitration are cost prohibitive as compared to the cost of litigating in a court, and based on such finding, require MARZ to pay a greater portion of the fees and expenses of the arbitrator, or the travel expenses of you or any witness, than might otherwise by the case, in which case MARZ will pay as much of your arbitration costs as the arbitrator deems necessary to prevent such cost-prohibitiveness; (iii) MARZ also reserves the right, in our sole and exclusive discretion, to assume responsibility for all of the costs of the arbitration; (iv) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (vi) the arbitrator’s award will be final and non-appealable, but may be enforced in any court of competent jurisdiction.

    C. Class Action Waiver. THE ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS ACTION, CONSOLIDATED OR REPRESENTATIVE ACTION. THE ABRITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF.

    D. Right to Opt Out. You have the right to opt out of this agreement to arbitrate by sending written notice of your decision to opt out, postmarked within 30 days of the date this Agreement, to the address following address 489 Queen Street East, LL01, Toronto, Ontario M5A 1V1. Your written notice must include your name and email address. If you send written notice, then the mandatory arbitration provision in this Agreement will not apply to you or MARZ. IF YOU DO NOT SEND THIS WRITTEN NOTICE, THEN YOU AGREE TO BE BOUND BY THE MANDATORY ARBITRATION PROVISIONS IN THIS AGREEMENT.

    E. Mandatory Forum Selection. If for any reason a claim proceeds in court rather than in arbitration, you and MARZ agree that the claim will be brought exclusively in courts located in Toronto, Ontario, Canada (including the Ontario Superior Court of Justice and the Federal Court). You and MARZ expressly consent to the exclusive jurisdiction of, and waive any and all objections to venue or jurisdiction in, the courts in Toronto, Ontario, Canada for such purpose. However, you and MARZ may seek injunctive or other equitable relief to protect its intellectual property rights and any claims regarding infringement or misappropriation of its intellectual property rights in any court competent jurisdiction.

    9. Disclaimers and Limitation of Liability

    A. No Express or Implied Warranties. OUR WEBSITE AND SERVICES ARE PROVIDED “AS IS” AND WE EXPRESSLY DISCLAIM ALL WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, MARZ MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS WEBSITE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS WEBSITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (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 SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND (INCLUDING LOSS OR DAMAGE TO CONTENT). MARZ DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED SERVICES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND MARZ 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. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. SOME JURISDICTIONS DO NOT ALLOW WARRANTIES TO BE EXCLUDED, RESTRICTED OR MODIFIED AND CONTAIN LIMITATIONS AS TO HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS, WHICH VARY DEPENDING ON YOUR PLACE OF RESIDENCE. WE ARE NOT LIABLE FOR ANY DELAY OR FAILURE TO PERFORM RESULTING FROM ANY CAUSES BEYOND OUR REASONABLE CONTROL. AS SUCH, WE ARE NOT LIABLE FOR ANY ACTS OR OMISSIONS BY ANY OTHER PARTY FURNISHING A PORTION OF OUR SERVICES. USE OF OUR SERVICES AND ANY RELIANCE BY YOU UPON OUR SERVICES IS AT YOUR SOLE RISK. THIS INCLUDES ANY ACTION TAKEN BY YOU BECAUSE OF SUCH USE OR RELIANCE.

    B. Limitation of Liability. IN NO EVENT SHALL MARZ, 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, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (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 SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND (INCLUDING LOSS OR DAMAGE TO CONTENT), IN EACH CASE WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT MARZ IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY ACKNOWLEDGE THAT MARZ SHALL NOT BE LIABLE FOR 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. BY ENTERING INTO THIS AGREEMENT, YOU AGREE THAT OUR LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNT OF THE SUBSCRIPTION FEE WE COLLECT FROM YOU, IF ANY. BECAUSE SOME PROVINCES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH PROVINCES OR JURISDICTIONS THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH PROVINCES OR JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING OUR LIABILITY TO YOU TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. The Services are controlled and offered by MARZ from its facilities in the Canada. MARZ makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other jurisdictions do so at their own volition and are responsible for compliance with local law.

    10. Miscellaneous

    A. Suggestions and Feedback. We welcome feedback or inquiries about our services. However, if you elect to provide any feedback or comments of any nature to us, all of such feedback and comments shall be our sole and exclusive property and we will have the right to use such feedback in any manner and for any purpose at our discretion without remuneration, compensation or attribution to you, provided that we are under no obligation to use such feedback.

    B. Right to Assign. This Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, and any purported assignment shall be null and void, but may be assigned or delegated by us, in whole or in part, without restriction.

    C. No Agency. No agency, partnership, joint venture, or employment is created as a result of the Terms of Use, and you do not have any authority of any kind to bind us in any respect whatsoever.

    D. Interpretation and Entire Agreement. This Terms of Use, together with our Privacy Policy, form the complete and exclusive agreement between you and us, and they supersede all prior or contemporaneous proposals, oral or written, understandings, representations, conditions, warranties, and all other communications between you and us relating to the subject products. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not affect the interpretation of this Terms of Use. If any provision of this Terms of Use shall be unlawful, void, or for any reason unenforceable, the other provisions of this Terms of Use shall be unimpaired and the invalid or unenforceable provision shall be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

    E. For Parents and Guardians. This Website and our Services are not intended for children under the age of 13. Control tools are available from online services and software manufacturers that can help provide a safe online environment for kids. You can find out about software that protects your kids at http://www.ftc.gov/bcp/edu/pubs/consumer/tech/tec08.shtm and at http://kids.getnetwise.org/tools/.

    F. Contact Us. If you have any questions, comments or concerns about this Terms of Use, the Website, our mobile applications and/or our Services you may contact us at info@marzstudioz.com. However, please note that communications made through the Website’s and/or our Services e-mail and messaging system shall in no way be deemed to constitute legal notice to us or any of its officers, employees, agents or representatives, such as where notice to us is required by contract, or any federal, state or local laws, rules or regulations. You may provide legal notice to us here wss@the-wire.com.