OPENFRAME TERMS OF USE

Please read these terms of use carefully (the ”Terms”). The term is the agreement between user and AVINCEL GROUP, INC. and GETOPENFRAME.COM (“OpenFrame”). This Agreement governs your use and access of OpenFrame available via the OpenFrame website, or any OpenFrame products, software, applications, data, imagery, models, functionality and/or services provided to you on, from, or through the OpenFrame website and OpenFrame mobile apps (collectively, the ‘Service’). The Service is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. Your subscription to the service or your initial use and continued use of the Service constitutes your agreement to all such Terms. Please read these terms carefully, and keep a copy of them for your reference.

PRIVACY

Your use of the Service is subject to OpenFrame’s Privacy Policy. Please review our Privacy Policy, which also governs the Service and informs users of our data collection practices.

ELECTRONIC COMMUNICATIONS

Visiting the Service or sending emails to OpenFrame constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Service, satisfy any legal requirement that such communication be in writing.

USE OF THE SERVICE

OpenFrame allows users to upload content such as pictures, videos and sounds (voice or music) (“Content”) to the Service so that the OpenFrame proprietary system can create but not limited to customized videos, virtual tour, web landing pages (“Presentations”). Users can take or upload numerous pictures or videos and OpenFrame will automatically include them in the Presentation. Users will have the ability to edit the choices of the OpenFrame proprietary system and choices by the system should be considered subjective and OpenFrame does not proclaim to have any specialized ability to choose or distinguish “good” pictures from “bad.” OpenFrame allows users to share Content and/or Presentations (photos, videos, virtual-tours and other documents) among various communication systems such as but not limited to social media, specialized platforms, emails, short message services. OpenFrame users may decide to create a Presentation manually without any automation or by using some of the automatic features proposed. OpenFrame users represent and warrant that all shared Content and/or Presentations adheres to the obligations set forth in this Agreement and acknowledges that OpenFrame is NOT liable for any issue that may arise by such sharing of Content and/or Presentations.

The Content (including any and all intellectual property posted on the Service), may only be used and copied for your own, non-commercial, personal or educational use, provided that the Content is not modified and that copyright and other intellectual property notices are not deleted. You may not create derivative works from or otherwise exploit the Content in any way. Unless otherwise agreed, any other use of the Service or the Content without OpenFrame’s written permission is prohibited.

Use of Professional Service – Users who have signed up and paid for the Service of OpenFrame have permission to share Presentations in the following manner:

  1. Display rather than only link the Presentation on any web service they control by embedding the Presentation into the code of the Service or embedding the Service by other means;
  2. Users are allowed to share Content publicly they have created using the OpenFrame services or Content that has been made public by other users of the Service.
  3. Users are allowed to download content created by the Service.
  4. Users are prohibited from using the Service or the Content for any purpose not related to the intended use of the Service. Prohibited uses include, but are not limited to: (i) downloading, copying, or re-transmitting a portion or all of the Service or the Content, without, or in violation of, a written license or agreement with OpenFrame or by other means than those allowed by the Service to third-party social media accounts (assuming the Content is not altered in any way or maintains the appropriate watermark) ; (ii) using any type of data gathering or extraction methods; (iii) manipulating or otherwise displaying the Service or the Content by using framing or similar navigational technology; (iv) registering, subscribing, unsubscribing, or attempting to register, subscribe or unsubscribe any party for any OpenFrame product or service if you are not expressly authorized by such party to do so; (v) using the Service or the Content other than for its intended purpose or for any unlawful purpose; (vi) using the Service for any commercial or non-commercial purpose which involves a public display; (vii) interfering with the security of, or otherwise abusing the Service or any system resources, services or networks connected to or accessible through the Service.

OpenFrame does not allow children under the age of eighteen (18) to use the Service without their parent or guardian’s permission. If you are under the age of eighteen (18), you must ask your parent or guardian for permission to use this Service. By using this Service you represent and warrant that you either are eighteen (18) or older or have received your parent’s or guardian’s permission to use the Service. OpenFrame has no liability for users under this age that use the Service against this provision.

PAYMENT
Users may have to make payment for Services through the Service’s encrypted payment gateway. OpenFrame is using a partner to process the payment. By using the OpenFrame payment gateway you agreed of the Term of Use of the payment gatway. The Term of use of the payment gateway are available in the FAQ section of OpenFrame website underthe section Term of Use of the payment Gateway. Any issues with purchasing should be directed towards the contact info found in the Contact Us section of these terms.

If you select a paid Service, you must provide us with current, complete, accurate and authorized payment method information (e.g. credit card information). You authorize us to charge your provided payment method for the Services you have selected and for any paid feature(s), add-on(s) or accessory that you choose. We may bill: (a) in advance; (b) at the time of purchase; (c) shortly after purchase; or (d) if you have elected a subscription service, on a recurring basis. To the extent OpenFrame has not received your payment, in order to bring your account up to date, we may bill you simultaneously for both past due and current amounts. If you do not cancel your account, we may automatically renew your Service(s) and charge you for any renewal term. You understand that failure to pay any charges or fees may result in the suspension or cancellation of your Services as well as referral to a collections agency.

Invoicing of the Service may be done by the Broker and, or office manager (“Office Manager”) of the company you are employed, affiliate, consulting for. OpenFrame will provide to Office Manager a report of your monthly usage. Payment of the invoice will have to be done using payment method agreed with Office Manager within 5 business days. You understand that failure to pay any charges or fees may result in the suspension or cancellation of your Services as well as referral to a collections agency.

In the case a camera is included upon initial purchase of a subscription plan, Users will not receive any additional cameras upon renewal. In the case equipment such as but not limited to a tripod, virtual reality glasses is included upon initial purchase of a subscription plan, Users will not receive any additional equipment upon renewal.

In the case a camera is lent by OpenFrame to Office Manager for you to use, you are responsible of taking good care of the camera or any equipment that is the property of OpenFrame. In case of damage or loss of the camera or any equipment property of OpenFrame you will be charge for the replacement of the equipment as specified in our equipement price list that can be found on OpenFrame website. Shipping expenses will be at your own expenses. The price list (“Price List”) of replacement equipment are available in the FAQ section of OpenFrame website under the section Equipment Price List.

SUBSCRIPTION PERIOD AND BILLING
To cancel your subscription please refer to the cancellation procedure that can be found on the FAQ section of our website. You will be billed on or about the same day each month until such time that you cancel.

You may elect one of the following billing options for your Plan (please note that there might be only one of these options available depending on the Service purchased):

  1. A monthly billing plan (“Monthly Billing Plan”). When selecting your Plan you may be eligible to a Monthly Billing Plan. When you choose if available the Monthly Billing Plan, you will be billed on or about the same day each month until such time that you cancel. Under the Plan you will not be permitted to cancel the Service and the billing options you have selected until the annual anniversary date. A Monthly Billing Plan is for a minimum of 12 months commitment. Plan will automatically renew unless you cancel your Subscription Plan prior to the renewal date for 12 months at the anniversary date of the first subscription.
  2. An annual billing plan (“Annual Subscription Plan”). When selecting your Plan you may be eligible to an Annual Billing Plan. When you choose if available the Annual Billing Plan you will be billed annually on or about the same day each year until such time that you cancel. Under the Plan you will not be permitted to cancel the Service and the billing options you have selected until the annual anniversary date. A Annual Subscription Plan is for a minimum of 12 months commitment. Plan will automatically renew unless you cancel your Subscription Plan prior to the renewal date for 12 months at the anniversary date of the first subscription.
  3. A usage plan (“UsagePlan”). When selecting your Plan you may be eligible to an Usage Plan. When you choose if available the Usage Plan you will be billed based on your usage of the Service. A payment for use will grant you access to the content you created for 12 months.  Under the Plan you will not be permitted to cancel the Service and the billing options you have selected until the annual anniversary date.

Depending on your Plan, you may be billed in addition of the Plan cost for shipping and/or all applicable sales tax.

YOUR ACCOUNT

If you use this Service, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or mobile device, and you agree to accept responsibility for all activities that occur under your account or password. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that OpenFrame is not responsible for third party access to your account that results from theft or misappropriate use of your account. OpenFrame and its associates reserve the right to refuse or cancel service, terminate accounts, or remove or edit content in our sole discretion.

Account access is not to be shared. The use of the account is not to generate Presentation on behalf of someone else. All Presentation generated using an account has to be for the owner’s of the account. Each account should not exceed 30 properties per subscription year. A subscription year begins on the date of activation of your account and ends 12 months later.

ORDERING AND SHIPPING

The subscription is completed upon confirmation of the order, subject to payment of the Plan price by you in accordance with the provisions of this current Term of Use. Subject to the plan you choose, you may be entitled to receive some items (“Item”) such as but not limited to a camera, tripod, VR headset. In order to complete the shipping of the items

  1. You are invited to carefully complete, using Roman characters, the fields concerning his identification, the billing address and the shipping address.
  2. Delivery in a country other than those authorized on the Site where the order is placed is not possible.
  3. Billing and shipping addresses may differ.
  4. Shipping will occur once the payment is validated.
  5. Shipments originate from OpenFrame's storage sites or are carried out abroad by Giroptic's carrier within 1 to 15 working days, depending on the shipping addresses and unless otherwise stated on the Sites. To track his order, the Client is invited to use the tracking number and link received by e-mail as soon as the package ships.
  6. Prior to shipment, you may cancel an order upon request via the "Customer Service" section of the Site.
  7. If the package is damaged upon delivery, you must refuse the package, tell the carrier why, and contact OpenFrame via the "Customer Service" section of the Site.
  8. If the Item delivered is not the one ordered, you must return said Item after contacted “Customer Service” and upon "Customer Service" approval. The Item must be returned in its original package with all its accessories and documentation and in a new and intact condition.
  9. If the delivery address is incorrect, OpenFrame will contact you to obtain the correct address. If you cannot be reached, the package will be returned to OpenFrame by OpenFrame's carrier
  10. All shipping cost will be at your expense except if otherwise indicated in your Plan.

 

LOSS/DAMAGE/THEFT/DESTRUCTION/DEFECT

From the moment you take physical possession of the ordered items, the risks of loss, damage, theft or destruction to the items, in whole or in part, are transferred to you. OpenFrame is not responsible for any loss, damage, theft or destruction consequent to the delivery or use of Items. You may purchase a replacement Item such as but not limited to the camera at the price displayed on OpenFrame website. Price List of replacement equipment are available in the FAQ section of OpenFrame website under the section Equipment Price List.

 If you decide not to purchase a replacement Item, you are still responsible for paying any balances remaining on your subscription plan.

Items, except the camera, are warranted against defects in materials and workmanship for a period of Three (3) MONTHS from the date of original retail purchase (“Warranty Period”). Under this warranty, you will be able to direct your claims to OpenFrame. If a defect arises during the Warranty Period, OpenFrame, at its option will (1) repair the Item at no charge using new parts or parts that are equivalent to new in performance and reliability, (2) exchange the Item with a product with equivalent functionality formed from new and/or previously used parts that are equivalent to new in performance and reliability or with your consent, a product that is at least functionally equivalent to the product it replaces, or (3) refund the original purchase price or the equivalent price as displayed in our website for the specific replacement Item. This warranty excludes normal depletion of consumable parts such as batteries unless failure has occurred due to a defect in materials or workmanship and, damage resulting from abuse, accident, modifications, unauthorized repairs or other causes that are not defects in materials and workmanship.

The camera is warranted against defects in materials and workmanship for a period of ONE (1) YEAR from the date of original retail purchase (“Warranty Period”). Under this warranty, you will be able to direct your claims to OpenFrame. If a defect arises during the Warranty Period, OpenFrame, at its option will (1) repair the camera at no charge using new parts or parts that are equivalent to new in performance and reliability, (2) exchange the camera with a product with equivalent functionality formed from new and/or previously used parts that are equivalent to new in performance and reliability or with your consent, a product that is at least functionally equivalent to the product it replaces, or (3) refund the original purchase price or the equivalent price as displayed in our website for the replacement Camera. This warranty excludes normal depletion of consumable parts such as batteries unless failure has occurred due to a defect in materials or workmanship and, damage resulting from abuse, accident, modifications, unauthorized repairs or other causes that are not defects in materials and workmanship.

The Items warranty and the Camera warranty does not cover the following defects or damages

  1. damages resulting from improper use or mishandling, misuse, alteration or deterioration of the item caused by an accidental fall or impact; faulty installation; humidity; inadequate temperature; oxidation; the infiltration of liquid, dust or sand; breaking or cracking; the use of the wrong electrical current;
  2. defects due to installing spare parts in a manner inconsistent with the recommendations or instructions provided by OpenFrame in the user manual or on the website atwww.getopenframe.com; personalization of the product by the user;
  3. defects due to a repair effected by the user or an unauthorized third party, barring the replacement of spare parts provided by OpenFrame;
  4. defects due to any cause other than a material or manufacturing flaw;
  5. a gradual weakening in the capacity of the OpenFrame rechargeable battery (if any) that does not constitute an equipment defect or manufacturing flaw; any use of unlicensed spare parts and/or software not developed by OpenFrame;
  6. products returned incomplete, partially repaired or with the serial number removed;
  7. replacement of parts due to normal wear and tear;
  8. software programs and their updates (see www.getopenframe.comfor update procedures by the user);
  9. modifying a product in order to comply with technical or security standards or specifications particular to a country or in order to comply with any specifications having changed since the product was purchased; any damage resulting from a product's noncompliance with the standards or specifications in effect in a country other than the country of purchase;
  10. any inadequate packaging when returning the product to the Openframe logistics hub;
  11. any accidents or natural disasters beyond the control of OpenFrame, including but not limited to lightning, floods, fire, public disorder or inappropriate ventilation;

any installation or service associated with the installation or deinstallation of the Product.

The Items and Camera warranty are expressly limited to the free replacement of Products or parts recognized as defective by the relevant OpenFrame departments, excluding all indemnities, whatever the reason may be, particularly for losses or damages of any kind.Products may be replaced with refurbished Products or spare parts. Replacements effected under the warranty may only extend the original warranty period if the defective Item is out of commission for more than seven (10) calendar days.

Items or part of items replaced under the warranty become the property of OpenFrame.

The total or partial inability to use the Items and/or the Service on account of equipment incompatibility or the like is not grounds for any compensation, reimbursement or calling into question the liability of OpenFrame.

RETURNS/REFUNDS/SHIPPING

When subscribing to your Plan, you may be eligible to 30 days money back guarantee (“Money Back Guarantee”). If you are eligible to Money Back Guarantee and you request a refund within 30 days from your subscription, you need to contact OpenFrame via the Customer Service/Help section of the Site to initiate a return and for approval.

OpenFrame will immediately send an acknowledgment of receipt by e-mail.

When approved by customer service, you have to send back at your own expenses all Items provided at the subscription of your Plan in their original non-damaged packaging with all accessories and documentations. All Items need to be in new and intact conditions and therefore need to have no sign of external or internal damages.

Once we receive your Items, we will inspect them and notify you on the status of your refund. If all Items are returned are in new and intact conditions in their original non-damaged packaging with all accessories and documentations, your refund will be processed within 30 days using the same payment method you used for the initial payment. The following cost will deducted from your refund original shipping cost, restocking fees. You may find our restocking fees in the FAQ section of our website www.getopenframe.com.

To meet the return deadline, you must send a request before the aforementioned thirty (30) day period expires and must return all items within seven (7) days of such notification.

Shipping costs are non­refundable. In the case of a defective camera, we will pay shipping costs for you to return the camera as well as shipping costs to send you a new camera.

LINKS TO THIRD PARTY SERVICES/THIRD PARTY SERVICES

The Service contains links to other webServices (“Linked Services”). The Linked Services are not under the control of OpenFrame and OpenFrame is not responsible for the contents of any Linked Service, including without limitation any link contained in a Linked Service, or any changes or updates to a Linked Service. OpenFrame is providing these links to you only as a supplement to the OpenFrame service, and the inclusion of any link should not imply endorsement by OpenFrame of the Service or any association with its operators beyond the endorsement of webService to supplement the OpenFrame service.

Certain services made available via OpenFrame may be delivered by third party Services and organizations. By using any product, service or functionality originating from the OpenFrame Service domain, you hereby acknowledge and consent that OpenFrame may share such information and data with any third party with whom OpenFrame has a contractual relationship to provide the requested product, service or functionality on behalf of OpenFrame users and customers.

NO UNLAWFUL OR PROHIBITED USE/INTELLECTUAL PROPERTY

As a condition of your use of this Service, you warrant to OpenFrame that you will not use the Service or Content for any purpose that is unlawful, including but not limited to, money laundering, and/or prohibited by these Terms. You may not use the Service in any manner, which could damage, disable, overburden, or impair the Service or interfere with any other party’s use and enjoyment of the Service. You may not obtain or attempt to obtain any Content or other materials or information through any means not intentionally made available or provided for through the Service. Any use of this Service to spam other users, advertise or otherwise promote any object or person or entity through any means is STRICTLY PROHIBITED.

Users who upload content such as images, video, documents represent and warrant the following: (i) Uploading User is the owner of the copyright to all Content submitted to OpenFrame. (ii) Uploading user has the right to submit the material to OpenFrame (iii) The Content does not violate any laws or the rights of any individuals or business entities including copyrights, trade secrets, privacy rights, and right to publicity; (iv) The Content has not been submitted with the intent to harass, threaten, bully, embarrass, or cause distress, unwanted attention, or discomfort upon another person or entity; (v) The Content is not unlawful, discriminatory, libelous, slanderous, defamatory or sexually explicit. OpenFrame may accept or reject any uploaded Content at its sole discretion.

Users who upload any sound, including music tracks or portions thereof, represent and warrant the following: (i) Uploading User is the owner of the copyright of the uploaded sound or they have purchased the rights to use the sound in conjunction with this Service’s services; (ii) The sound does not come from any illegal source, whether via the Internet or by any other means, such as, but not limited to, ripping of electronic storage devices, content sharing Services, or by means of torrent files; (iii) Users will not use the sound and any resulting Presentation produced by OpenFrame to present anything in any commercial forum and will use the Presentation only for personal use. OpenFrame may accept or reject any uploaded Content at its sole discretion.

All content included as part of the Service, such as text, graphics, logos, images, videos, packaging as well as the compilation thereof, and any software used on the Service, is the property of OpenFrame or its suppliers or licensors/contributors and is protected by copyright and other laws that protect intellectual property and proprietary rights. Unless otherwise agreed, you agree to observe and abide by all copyright and other proprietary notices, legends or other restrictions contained in any such content and will not make any changes thereto.

Unless otherwise agreed, you will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Service. OpenFrame content is not for resale. Your use of the Service does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content without the express written permission of OpenFrame and the copyright owner. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of OpenFrame or our licensors except as expressly authorized by these Terms.

By uploading Content to the OpenFrame Service and using any of the Communication Services on the Service, you understand your Content may be shared or used in any manner by OpenFrame, OpenFrame users or other third parties. By uploading Content to the OpenFrame Service, Uploading user gives OpenFrame an unrestricted, irrevocable, perpetual, transferable, sublicensable, worldwide, royalty-free license to use, reproduce, display, publicly perform, transmit and distribute any such material you submit, without any payment or accounting to you or others. OpenFrame has listed non-permissible uses herein, but claims no responsibility for any sharing of Content by users with third-party organizations (including, but not limited to charity organizations and social networks), any mis-use of the Content by the Users or any continued use of the Content by the Users.

USE OF COMMUNICATION SERVICES

The Service may contain bulletin board services, sharing options, chat areas, groups, forums, communities and/or other message or communication facilities designed to enable you to communicate and broadcast with the public at large or with a group (collectively, “Communication Services”). You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, bully, stalk, engage in conversations of a sexually explicit nature, engage in terror activities, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload any files that contain software or other material protected by intellectual property laws (by rights of privacy or publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or mobile device; advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such a manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded, restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

OpenFrame has no obligation to monitor the Communication Services. However, OpenFrame reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. OpenFrame reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

OpenFrame reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in OpenFrame’ sole discretion. Specifically, OpenFrame may report communications regarding possible terror activities or communications of a sexually explicit nature to the authorities.

Always use caution when giving out any personally identifying information about yourself in any Communication Service. OpenFrame does not control or endorse the content, messages or information found in any Communication Service and, therefore, OpenFrame specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service. Managers and users are not authorized OpenFrame spokespersons, and their views do not necessarily reflect the views of OpenFrame.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

THIRD PARTY ACCOUNTS

You may be able to connect your OpenFrame account to third party accounts to share both Content and the result of the use of Communication Services. By connecting your OpenFrame account to your third party account, you acknowledge and agree that you are consenting to the continuous release of information about you to others (in accordance with your privacy settings on those third party Services). If you do not want information about you to be shared in this manner do not use this feature.

INTERNATIONAL USERS

The Service is controlled, operated and administrated by OpenFrame from our offices within Massachusetts, U.S.A. If you access the Service from a location outside Massachusetts, U.S.A., you are responsible for compliance with all local laws. You agree that you will not use the OpenFrame Content accessed through the OpenFrame Service in any country or in any manner prohibited by any applicable laws, restrictions or regulations.

INDEMNIFICATION

You agree to indemnify, defend and hold harmless OpenFrame, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of or inability to use the Service or Services, any user posting made by you, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. OpenFrame reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with OpenFrame in asserting any available defenses.

LIABILITY DISCLAIMER

THE INFORMATION, SOFTWARE, HARDWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. OPENFRAME AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SERVICE AT ANY TIME.

OPENFRAME AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, HARDWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SERVICE FOR ANY PURPOSE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. OPENFRAME AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, HARDWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OPENFRAME AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SERVICE, WITH THE DELAY OR INABILITY TO USE THE SERVICE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, HARDWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF OPENFRAME OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE.

  1. OpenFrame shall not be liable for any damage caused directly or indirectly by any equipment or component not purchased from OpenFrame.
  2. OPENFRAME'S LIABILITY FOR DAMAGES CAUSED BY THE PRODUCTS IS ENGAGED ONLY FOR:
  3. DAMAGES TO LIFE, BODILY INTEGRITY OR HEALTH CAUSED BY THE DEFECT OF A PRODUCT; AND
  4. FOR ALL OTHER TYPES OF DAMAGES, ONLY IN THE EVENT OF FRAUD OR GROSS NEGLIGENCE.

ANY LIABILITY FOR TANGIBLE OR INTANGIBLE DAMAGES (CONSECUTIVE OR NONCONSECUTIVE), AS WELL AS FOR UNJUSTIFIABLE CHARGES, IS EXCLUDED, INCLUDING IN THE EVENT OF SIMPLE NEGLIGENCE. OPENFRAME'S LIABILITY SHALL SUBSIST ONLY IN THE EVENT OF A VIOLATION OF THE ESSENTIAL OBLIGATIONS OF THE PRESENT TERMS AND CONDITIONS OF SALES.

  1. OpenFrame is not liable in the event that the Customer is unable to place an order due to the Site's unavailability or, if the entry of an order is interrupted, in the event that the Product or Service is no longer available when the connection is restored.
  2. OpenFrame is not liable for the loss of any data that may have been stored in connection with the use of the Products or Services, for example during exchange or repair of the Products or Services. It is the Customer's responsibility to make regular backups of the data contained in the Products or Services.
  3. OpenFrame cannot be held liable for any losses whatsoever resulting from a professional activity. Likewise, under no circumstances can OpenFrame be held liable for damages resulting from misuse of the device by the Professional.
  4. The present terms do not affect provisions relating to liability for defective products or any other mandatory legal provisions.

TERMINATION/ACCESS RESTRICTION

OpenFrame reserves the right, in its sole discretion, to terminate your access to the Service and the related services or any portion thereof at any time, without notice. Violation of any of these Terms of Use may result in an immediate ban by OpenFrame from the Service of any User or Group found to have violated the Terms of Use. If you have been previously banned from the use of this Service you are ineligible to sign-up to use the Service or to view the Service’s Content. By using this Service, you represent and warrant that you have not been previously banned by OpenFrame to use the Service.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and OpenFrame as a result of this agreement or use of the Service. OpenFrame’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of OpenFrame’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Service or information provided to or gathered by OpenFrame with respect to such use. If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

Unless otherwise specified herein, or specified in writing by all parties involved, this agreement constitutes the entire agreement between the user and OpenFrame with respect to the Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and OpenFrame with respect to the Service. A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. It is the express wish to the parties that this agreement and all related documents be written in English.

PROCEDURE FOR MAKING CLAIMS OF INFRINGEMENT

If you believe that your work has been copied and is/was available as Content on the OpenFrame Service in violation of any copyright law or other intellectual property law, please provide OpenFrame with a written email communication including the following: (i) a description of the copyrighted work or other intellectual property that you claim has been infringed; (ii) a description of where the material that you claim is infringing is located or was locate on the OpenFrame Service; (iii) your address, telephone number, and email address; (iv) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (v) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf; and (vi) an your electronic signature or the electronic signature of the person authorized to act on behalf of the owner of the copyright or intellectual property owner’s behalf.

CHANGES TO TERMS

OpenFrame reserves the right, in its sole discretion, to change the Terms under which the OpenFrame Service is offered. The most current version of the Terms will supersede all previous versions. OpenFrame encourages you to periodically review the Terms to stay informed of our updates. If you disagree with any changes to any of these Terms, your sole remedy is to discontinue your use of the Service. Your continued use of the Service after a change has been posted constitutes your acceptance of the change thereafter.

FORCE MAJEURE
Under no circumstances shall OpenFrame be held liable for any delay or failure or disruption of the content or services delivered through the Service resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.

WAIVER/SEVERABILITY

OpenFrame’s failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. If any provision or part thereof these Terms or Use is wholly or partially unenforceable, the parties or, in the event the parties are unable to agree, a court of competent jurisdiction, shall put in place thereof an enforceable provision or provisions, or part thereof, that nearly as possible reflects the terms of the unenforceable provision or part thereof.

GOVERNING LAW

The Service is controlled, operated and administered by OpenFrame from within Massachusetts, U.S.A. The Service can be accessed from any country around the world. As each jurisdiction has laws that may differ from those of Massachusetts, U.S.A., by accessing this Service, you acknowledge and agree that all matters relating to the use of the Service shall be governed by the laws of Massachusetts, U.S.A. and the federal laws of the U.S.A. applicable therein. Use of the Service may be unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.

OTHER

OpenFrame is providing a tripod and/or monopod stick and phone clip through partnership (each, a ‘Stand’). Any purchase or free of charge of any OpenFrame Stand or any subsequent Stand provided by OpenFrame, is governed by the Terms of Sale available on the stand partner website. OpenFrame is not responsible for any damage consequent to the use of the Stand.

CONTACT US

OpenFrame welcomes your questions or comments regarding the Terms.

Email: legal@getopenframe.com

Effective as of February 28, 2019