These Terms of Use are effective as of January 1, 2011 and were last updated June 1, 2014. Terms of Use The following Terms of Use ("Terms") describes the terms and conditions on which Regional Tourism Organization 7 ("RTO7") offers you its services, which include access to and use of its website at www.rto7.ca (the "Website"). Please read these terms and conditions carefully before using the Website. The offer is conditional on your acceptance of these Terms. By continuing to use the Site, you indicate your acceptance of the Terms, and all related policies and guidelines of RTO7, if any, as indicated in these Terms and which are incorporated by reference. RTO7 may revise any portion of these Terms, or any other policies or guidelines governing the use of the Site, at any time, in its sole discretion and without advance notice to you. You agree to comply with all policies regarding permitted and prohibited uses of the Site that may be posted by RTO7 on the Site. Any changes will be effective upon posting of the revised Terms on the Site. Your use of the Site will be subject to the most current version of the Terms posted on the Site at the time of such use. 1. The Website 1.1 The Website permits you to access and download information, including information regarding the marketing, advertising and public relations activities of RTO7. The Website is provided over the Internet using software that was created or licensed by RTO7. 1.2 While RTO7 makes reasonable efforts to monitor and control the Content on the Website, RTO7 does not completely control all of the Content displayed on or accessible through the Website. Some of the Content has been prepared by third parties, which may or may not be acting at the direction of RTO7. 2. Account Responsibilities 2.1 By using the Website, you agree to (a) be bound by all these Terms, (b) be responsible for all use of your www.RTO7.ca account, including all actions that take place through your account, (c) maintain the security of your account password, and (d) provide accurate and current registration information. 2.2 You may close your account at any time. Once you notify RTO7 of your intent to close your account, RTO7 will close your account promptly. 2.3 RTO7 has the right at any time for any reason or no reason to suspend or terminate your account, terminate these Terms, and/or refuse any and all current or future use of the Website without notice or liability to you. 3. Content Rights and Licenses 3.1 By using the Website you will have access to documents, images, videos, reports, statistical data and other information (collectively, "Content"). Content may be provided under license by RTO7 or by independent content providers, including other users of the Website (all such independent content providers, "Content Providers"). You are hereby granted a limited, non-transferable license to copy and use the Content solely for the purpose of promoting and expanding tourism and tourism related businesses within Bruce, Grey or Simcoe Counties in the Province of Ontario. This license may be further limited as set out below. 3.2 Exclusive Use Content is Content that has been categorized and marked on the Websites as "Exclusive Use". Exclusive Use provides you with exclusive rights of use of that Content for a period of 12 months from the date of download. The Content may not be used after this period. If the Content is not marked as Exclusive Use, the license to the Content is perpetual. Users may be limited in the number or amount of "Exclusive Use" Content that may be downloaded with any given time period, or otherwise subject to additional terms and conditions at RTO7's sole discretion. 3.3 You acknowledge that RTO7 and other Content Providers have intellectual property rights in their respective Content. Except as described in the Terms, such rights are not licensed or otherwise transferred by mere use of the Website. You accept full responsibility and liability for your use of any Content in violation of any such rights. 3.4 By posting Content on the Website, you represent and warrant that you own or are the licensee of the Content, you have the right to post such Content on the Website, and such posting does not violate the rights of any other person in the Content. 3.5 You grant RTO7 the following worldwide, perpetual, royalty-free, irrevocable and non-exclusive licenses to any Content that you post on the Website or provide to RTO7 in any form: upon uploading the Content on the Website, a license to use, modify, and reproduce the Content within the Website, and upon posting the Content on the Website, a license to use and reproduce the Content for commercial, marketing and/or promotional purposes, subject to an obligation upon RTO7 to use commercially reasonable efforts to discontinue such use of your Content if you so advise RTO7 in writing. 3.6 You do not have any right to use RTO7 trade names or trade-marks, including, but not so as to limit the generality of the foregoing, RTO7's trade-mark BruceGreySimcoe Always in Season and logo, without express written permission of RTO7, which permission may be withdrawn at any time. 3.7 You may not use the Website or the Content any purpose other than expressly licensed above. You may not distribute the Content in any way without the consent of RTO7. If you would like to distribute the Content, please contact RTO7 directly at info@RTO7.ca. 3.8 RTO7 reserves the right to delete or restrict access to any Content at any time for any reason whatsoever, and shall not be responsible for any losses or damages arising from the deletion or restriction of any Content for any reason. 4. Conduct 4.1 The Website may only be used for lawful purposes. You may not use RTO7 to post anything or to communicate anything which is illegal, offensive, or that violates the rights of any third party, including without limitation: copyrighted material, material judged by RTO7 in its sole discretion to be defamatory, threatening, obscene or objectionable, material protected by trade secret or under any obligation of confidence, material that you do not have a right to transmit under any law or under contractual or fiduciary relationships, and material that promotes or provides instructional information about illegal activities, promotes physical harm or injury against any group or individual, or promotes any act of cruelty to animals. You may not access the Website though means other than as intended by RTO7. You may not reverse engineer the Website. You may not charge any third party for access to or use of the Website. You may not impersonate any third party without their consent. You may not use the Website for any purpose other than that which it was designed. 4.2 Any violation by you of the Terms may result in immediate and permanent suspension or cancellation of your account. RTO7 may take whatever steps it deems necessary to curtail objectionable behavior of any sort on the Website in its sole discretion, without notice to you. 5. Copyright 5.1 By submitting Content, you represent and warrant that the Content does not infringe upon any third party intellectual or personal rights, including but not limited to, copyrights, patents, trademarks, trade secrets, or privacy or other personality rights. 5.2 Should RTO7 be made aware of any Content posted by you that could be infringing on a third party's intellectual property rights, RTO7 may remove such Content, at its sole discretion. RTO7 will notify you of the copyright infringement allegation and will allow you to respond to the allegation(s). 6. Disclaimers 6.1 As a condition of accessing the Website, you release RTO7 (and its officers, directors, shareholders, employees, agents and advisors from and against any Claims, losses, judgments, damages, costs and expenses (including, without limitation, reasonable legal fees) of any costs, claims, damages or liability, arising out of or in any way associated with providing the Website. 6.2 THE SITE IS PROVIDED "AS-IS", WITHOUT ANY REPRESENTATIONS, CONDITIONS OR WARRANTIES OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. The Website may become unavailable from time to time without notice. RTO7 assumes no responsibility for any loss, damage, deletion, theft, unauthorized use, error, omission, delay or interruption in connection with any Content, user account information, links to third party websites, personally identifiable information or services offered on or through the Website. 7. Limitation of Liability IN NO EVENT WILL RTO7 OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR PARTNERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM LOST PROFITS OR LOST DATA, EVEN IF RTO7 IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS INCLUDES, WITHOUT LIMITATION, ANY DAMAGES ARISING UNDER CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER THEORY, OR RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE OR ANY CONTENT; (II) ANY THIRD PARTY CLAIMS THAT THE USE BY YOU OF THE SERVICE OR THE CONTENT VIOLATES ANY INTELLECTUAL PROPERTY RIGHT; OR (III) ANY OTHER MATTERS RELATING TO THE SERVICE OR THE CONTENT. 8. Jurisdiction You agree that all matters relating to the use of the Website shall be governed, controlled, interpreted and defined by and under the laws of the Province of Ontario and the Federal laws of Canada applicable therein without giving effect to any principles of conflicts of laws. You also agree that any action at law or in equity arising out of or relating to these Terms or your use of the Website will be filed only in a court located in Toronto, Ontario, Canada and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts for the purpose of any such action. 9. Indemnity YOU AGREE TO INDEMNIFY AND HOLD HARMLESS RTO7 AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND PARTNERS FROM ANY LOSS, LIABILITY, CLAIM, DAMAGES OR DEMAND, INCLUDING ATTORNEYS' FEES, MADE BY ANY THIRD PARTY ARISING OUT OF OR IN CONNECTION WITH YOUR VIOLATION OF THESE TERMS. 10. Submissions You acknowledge and agree that any comments, questions, suggestions or ideas sent by you to the Website are non-confidential and shall become the property of RTO7, without acknowledgment or compensation to you. 11. Waiver No waiver of any breach of these Terms shall be effective unless contained in a written document signed by the party negatively affected by such waiver, nor shall any such waiver constitute a waiver of any other breach, nor shall any such waiver operate as a waiver of any other provision or of the same provision on a further occasion. Furthermore, no failure or delay by RTO7 in exercising any right hereunder shall operate as a waiver hereof, or shall estop RTO7 from obtaining relief from you. 12. Privacy RTO7's Privacy Policy is also available on this site. Your acknowledgement of the practices described therein is included in your acceptance of your agreement to these Terms. 13. Other This Agreement constitutes the entire agreement between you and RTO7 regarding your use of the Website and is accepted upon your use of the Website. 14. Updates This Agreement will be updated from time to time. Please check back regularly to stay informed of changes. Regional Tourism Organization Stakeholder (Digital Data) Website Policies (hereinafter referred to as "the site") Definitions "RTO7" refers to Regional Tourism Organization 7. "Region 7" refers to the Counties of Bruce, Grey and Simcoe as established by the of Ontario Ministry of Tourism and Culture as "Tourism Region 7." "Tourism activity" involves a visit, trip or overnight stay away from the consumer's place of residence for recreation or business purposes, or attendance or participation in leisure activities based on the cultural, historic, social attractions or the appeal of Region 7 destinations and/or the natural environment. "Tourism organization" is: A commercial or noncommercial establishment, such as a company, bureau, or agency that is actively engaged in the promotion and/or management of tourism activity within the definition of the boundaries of Region 7. An association, union, or other organized group that promotes domestic and/or international tourism activities within Region 7. A governmental institution that determines policy on tourism within Region 7. Examples of Tourism Organizations: Tourism industry and organizations Owner/Operator (private and non-private tourism businesses, attractions) Destination Marketing Organization (DMO) Business Improvement Association (BIA) or Chamber of Commerce Tier II & Tier III Governments – e.g. Tourism/Economic Development Offices Educational Organizations Sector-specific provincial organizations that have a presence in Region 7 Suppliers to Region 7 tourism industry – e.g. media (mainly image requests), product suppliers, consultants engaged by Region 7 stakeholders (request must be made by the Tourism Organization) Developers/lenders with active interest in Region 7 tourism "Registration" "register" or registrant" refers to the process through which tourism organizations register for approved access to research and imagery through the RTO7 Stakeholder ("Digital Data") Site. "Quota" refers to the number of images a registrant is eligible to download and utilize at any one time. "Images" refers to still photography and video footage. "Terms of Use" refers to the agreement of usage and copyright of materials. Terms of use may be viewed on the site. Policy concerning use of images, research and reports Terms of Use must be followed at all times Registered tourism organizations may download up to twenty-five (50) images per twelve (12) month period and have right of exclusive use of said images for use in production of advertising and promotional media and collateral Once an image is downloaded the quota will be adjusted, images cannot be exchanged or returned for credit towards the assigned quota The quota may be adjusted as more images become available There is no quota associated with download of research or reports Policy concerning dissemination of research and reports commissioned by RTO7 Primary and secondary research contained in or commissioned as part of RTO7 reports and studies is non-proprietary in nature and is accessible to tourism organizations Recommendations, methodologies and strategies contained in RTO7 reports and studies is considered proprietary until such time as the board has consented, based on the recommendations of the relevant committee(s) that: The contents of these reports are judged to no longer represent information of a competitive advantage to RTO7 and/or Region 7 stakeholders; and/or RTO7 has articulated a position relative to the data, viewpoints, recommendations and proposed strategies contained in reports and can ensure such information can be released with appropriate context and/or a defined strategy or plan of action