Video.ca Terms of Service (TOS)

1. ACCEPTANCE OF VIDEO.CA TERMS

Thank you for your interest in using the personal online networking service ("Video.ca") operated by Dailypixel, Inc. Your use of the Video.ca website (or service) is subject to these Terms located at http://www.video.ca/terms.php incorporated by reference. Video.ca reserves the right to update and change, from time to time, these Terms of Service and all documents incorporated by reference.

2. DESCRIPTION OF SERVICE

The Video.ca website provides functionality that allows Video.ca users who have registered ("signed up") with the service, to upload video content ("Video Content") to be hosted by Video.ca and to be indexed for public display on any of Dailypixel, Inc.'s network of properties, including without limitation, for the public posting, viewing and sharing of the Video Content with others. You expressly acknowledge and agree that Video.ca is a public service, that once You submit Your Video Content for inclusion into Video.ca, it will be accessible by others, and that there is no confidentiality or privacy with respect to Your Video Content. Further, You agree and acknowledge that Your user profile and Video Content submitted to Video.ca may appear on any of Dailypixel Inc.'s network of properties.

3. PROHIBITED CONTENT AND CONDUCT

By submitting Your Video Content, You agree:

a. You own all rights in Your Video Content (including, without limitation, all rights to the audio, video, or digital recording, and the performance contained in Your Video Content) or, alternatively, you have acquired all necessary rights in Your Video Content to enable you to grant to Video.ca the rights in Your Video Content described herein;

b. You are the individual pictured and/or heard in Your Video Content, or, alternatively, you have obtained permission for inclusion in the Video.ca website in the manner contemplated in these Terms of Service from each person (including consent from parents or guardians for any individual under the age of eighteen (18)) who appears and/or is heard in Your Video Content.

c. not to include any Video Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, pornographic, offensive, indecent, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable.

d. Video.ca may enable you to cut and paste code (e.g., HTML) from the Video.ca website for the purpose of embedding Your Video Content on your own personal websites or web pages. You agree that you will not: (a) modify or cause to be modified such code; (b) modify or cause to be modified the display of any Video Content; or (c) use such code or any Video Content for any commercial purpose.

4. SUBMISSION OF VIDEO CONTENT TO VIDEO.CA

You retain ownership to the Video Content You submit for inclusion into Video.ca. However, by submitting Your Video Content to Video.ca, You hereby grant Video.ca the following worldwide, royalty-free, non-exclusive, sublicensable and transferable rights and licenses:

a. to host, cache, store, archive, index, crawl, create algorithms based thereon, modify or transcode the Video Content to appropriate media formats, standards or mediums as part of Video.ca and any of Dailypixel, Inc.'s network of properties;

b. to use, distribute, reproduce, modify, remix, excerpt, adapt, prepare derivative works of, publicly perform and publicly display the Video Content on the Video.ca website or on any of Dailypixel, Inc.'s network of properties, including in connection with any distribution or syndication arrangement thereof with third parties or third party sites, in any media format or medium and through any media channels; and

c. to use Your Video Content for advertising, promotional or commercial purposes, including without limitation, the right to publicly display, perform, reproduce and distribute Your Video Content in any media format or medium and through any media channels.

By submitting Your Video Content for inclusion into the Video.ca website, you also grant the following use of and rights to Your Video Content to others: (i) the non-exclusive license to access Your Video Content through the Video.ca website; (ii) the ability for Video.ca registered users ("Video.ca Users") to rate, review, comment on and tag Your Video Content; (iii) the ability to embed Video.ca's video player with Your Video Content on their web site; (iv) the ability for Video.ca Users to send and distribute Your Video Content via E-mail or Blog or Forum; (v) the ability to access Your Video Content via Video.ca's website via RSS or any similar XML or related feeds; and (vi) the non-exclusive license to use, reproduce, distribute, remix, prepare derivative works of and compilations, display and perform Your Video Content as permitted through the functionality of the Video.ca website and under these Terms of Service.

5. COPYRIGHT INFRINGEMENT NOTIFICATION

If you are a copyright owner or an agent thereof and believe that any Video Content or other content infringes upon your copyrights, you may submit a notification (see "Contents of Notification" outlined herein) to our designated legal representative:

dailypixel Inc. - Copyright

C/O CoganLaw

102 Bank Street

4th Floor

Ottawa, Ontario

K1P 5N4

Fax: 613-482-5252

Telephone: 800-811-6867

Email: copyright@video.ca

Please note that, due to security concerns, attachments cannot be accepted. Accordingly, any notification of infringement submitted electronically with an attachment will not be received or processed.

Contents of Notification

If your notification does not include each of the following requirements it may not be valid.

a. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

b. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

c. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;

d. Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;

e. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

f. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

6. ADVERTISING RIGHTS

Video.ca reserves and has the right to sell, license and/or display any advertising, promotional and distribution rights in connection with Your Video Content and Video.ca will be entitled to retain any and all revenue generated from any sales or licenses of such advertising, promotional or distribution rights. Nothing in these Terms of Service obligates or may be deemed to obligate Video.ca to sell, license or offer to sell or license any advertising, promotion or distribution rights.

7. INDEMNITY

You agree to indemnify and hold harmless Video.ca, and its subsidiaries, affiliates, officers, agents, or other partners, and employees, from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your use of and access to the Video.ca website, Your violation of these Terms of Service, Your violation of any rights of another person or entity, or Your violation of any applicable laws or regulations.

8. VIDEO.CA'S RESERVATION OF RIGHTS

In addition to all other legal remedies available to Video.ca, You acknowledge that Video.ca has the right to remove Your Video Content from the Video.ca website or refuse to include Your Video Content in the Video.ca website, suspend or terminate Your Video.ca user account or refuse to grant You access to any current or future use of the Video.ca website or any Video.ca service with or without warning if Video.ca, in its sole discretion, believes You have: (i) violated or tried to violate the rights of Video.ca or others; or (ii) violated or tried to violate or acted inconsistently pursuant to these Terms of Service.

9. INVALIDITY OF SPECIFIC TERMS

If any provision of these Terms of Service or any document incorporated by reference is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of such documents remain in full force and effect

10. LOCATION OF LAWSUIT

The Terms of Service, which apply to Your use of the Video.ca website, provide that both You and Video.ca agree to submit to the personal and exclusive jurisdiction of the courts located within the province of Ontario in the City of Ottawa, Canada.