Last Updated: January 29, 2020
Welcome to Pronto. At Pronto, you can create beautiful photos and videos for your brand in no time at all. Simply book an appointment online, bring your product, people and passion to our studio and our crew will capture your content. The best part, we deliver it within 24 hours.
We have created, own, and manage online, a website (“Site”) and certain applications (“App” or “Apps”) and related support and hosting services for our proprietary brand content creation service (collectively, the “Service” or “Services”).
Pronto (“Pronto”, “we” or “us”) offers various services to you through our Site (www.shootpronto.com) and our Apps on the Site and on mobile devices, all of which are conditioned on your agreement to adhere to these Terms of Service without modification of any kind. Your use of the Service and/or your registration with us constitutes your agreement to these Terms of Service. In the event that you are agreeing to this Terms of Service on behalf of a third party entity, you represent and warrant that you have sufficient right to bind such third party to these Terms of Service, in which case, all references to “you” in these Terms of Service shall be references to such third party.
These Terms of Service are subject to change at any time, without prior notice. Any changes that are made to these Terms of Service will not apply retroactively and will not apply to disputes or events occurring before the change is published. You are responsible for reviewing these Terms of Service on a regular basis. These Terms of Service apply to all visitors and all who access our Site or Services.
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
You affirm that you are 18 years of age or older and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. If you are under 18 years of age, then please do not use our Site or our Service.
You may access certain online features of the Services through your account (your “Account”). You may log into your Account using a unique username and password. You are responsible for safeguarding your password and you agree not to disclose your password to any third party. You are solely responsible for any activities or actions were taken under your username, whether or not you have authorized such activities or actions. You agree that the information that you provide to us upon registration of your Account, and at all other times, (“Customer Data”) will be true, accurate, current, and complete, and you further agree that you will maintain and promptly update the Customer Data to ensure that it remains true, accurate, current and complete.
By registering and/or participating in this Service, you agree to be contacted via email, SMS, and/or text messaging by us, including push notifications, and by third parties if relevant, regarding our Services, our Site, third party notifications, and/or advertisements, and requests to rate our Site and/or Apps.
Some aspects of the Services may require you to provide samples, products, materials, or other goods to Pronto (your “Products”). You may not provide any Products to Pronto that are illegal, harmful, or hazardous. You shall ensure, and represent and warrant, that all Products you provide: (a) comply with all applicable laws, rules, and regulations, (b) are provided to Pronto in accordance with all such laws, rules, and regulations. If you send any Products in violation of the foregoing, Pronto may, with or without notice: (i) dispose of such Products, (ii) retain any fees paid by you for Services relating to the Products, and (iii) if applicable, contact appropriate law enforcement authorities.
You, at all times, shall retain title to your Products. If you request that Pronto return Products from the shoot, you agree to pay Pronto for all shipping charges or provide a return shipping label, and you further agree that Pronto will have no liability for any delay, damage, or loss of such items in transit.
If you do not request that Pronto return Product from your shoot or you fail to provide payment or a label for return shipping, you agree that Pronto may donate or dispose of your Product at Pronto's sole discretion.
You will indemnify and hold harmless Pronto, and its officers, directors, employees, contractors, and service providers (“Pronto Parties”) from and against any damage, expense (including reasonable attorney’s fees), penalty, judgement, liability, settlement cost, and any other loss suffered by Pronto in connection with Pronto’s storage, return, disposal, or donation of Products.
In no event will Pronto be liable to you or any third party for any loss or damage to the Products, howsoever caused, and whether such loss or damage could have been prevented by Pronto.
To the maximum extent permitted by law, you, on behalf of your affiliates, officers, directors, owners, employees, successors, heirs, and assigns (the “Releasing Parties”) hereby release the Pronto Parties, from and against any and all claims, demands, actions, or proceedings relating to the Products or any loss or damage thereto. The Client Parties will forever refrain and forbear from commencing, instituting or prosecuting any lawsuit, action or other proceeding of any kind whatsoever, by way of action, defense, set-off, cross-complaint or counterclaim, against the Pronto Parties arising out of, or in connection with the Products or any loss or damage thereto
In some cases, you may be permitted to use individuals in your shoot that are not supplied by Pronto (“Participants”). You are solely responsible for your Participants. If you are a Participant, you are subject to the Media Release set forth in these Terms of Service. Every other Participant will be required to agree to Pronto’s then-current Publicity Consent and Waiver, which shall be provided by Pronto.
In connection with the Services, Pronto may create certain images, photos, videos, or other material (“Developed Content”). All Developed Content is protected by copyright and other intellectual property laws and regulations.
By using the Service, you grant us permission to access your account and those messages, data, information, text, graphics, audio, video, photographs or other material (“Materials”) posted/uploaded/transmitted to or through the Service using your Account, in connection with the provision of Services or for marketing purposes.
We respect the rights of third-party creators and content owners and expect that you will do the same. Given the nature of the Service and the volume of information submitted, we cannot and do not monitor or endorse the content or Materials posted or transmitted by you and other third-party information providers via the Service, including, without limitation, any content or Materials posted via the Service, whether on the Site or the App or any other electronic format.
You expressly agree that Pronto will not be liable for Materials, whether those belonging to you or other Service users. We reserve the right but are not obligated, at our sole discretion, to remove content from the Service for any reason, including content or Materials that in our judgment violates these Terms of Service or our Acceptable Use Policy below.
The following is a partial list of the kinds of activities that are prohibited on or through the Service: (a) submitting Materials that are patently offensive to the online community, such as content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; (b) engaging in activities or submitting Materials that could be harmful to minors; (c) engaging in activity or submitting Materials that harasses or advocates harassment of another person; (d) engaging in activity that involves the transmission of “junk mail” or unsolicited mass mailing or “spam” or harvesting or otherwise collecting personally identifiable information about Service users, including names, phone numbers, addresses, email addresses, without their consent; (e) engaging in activity, or submitting Materials, or promoting information that is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous; (f) submitting Materials that contain restricted or password only access pages, or hidden pages or images; (g) submitting Materials that displays pornographic or sexually explicit material of any kind; (h) submitting Materials that provide instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses; (i) submitting Materials that contain viruses, Trojan horses, worms, or any other similar forms of malware, (j) engaging in activities or submitting Materials that solicit passwords or personally identifiable information for unlawful purposes from other users; (k) engaging in unauthorized commercial activities and/or sales without our prior written consent such as advertising, solicitations, contests, sweepstakes, barter, and pyramid schemes; (l) using any robot, spider, other automatic device, or manual process to monitor, copy, or “scrape” web pages or the content contained in the Site or for any other unauthorized purpose without our prior written consent; (m) using any device, software, or routine to interfere or attempt to interfere with the proper working of the Service; (n) decompiling, reverse engineering, or disassembling any component of the Site, Service, or Apps, or attempting to do so; or (o) taking any action that imposes an unreasonable or disproportionately large load on the Service or our hardware and software infrastructure or that of any of its Licensors or Suppliers. In addition, you covenant and represent that you will not use the Service for any purpose other than those that are personal, nor will you use this Service in violation of the law or these Terms of Service.
If you would like to notify us of content that you believe does not comply with these Terms of Service, please fill out our feedback form. You understand that in using the Services, you may be exposed to materials that are objectionable as set forth above. You hereby waive and agree to waive all rights, claims, and actions in law or equity against Pronto arising from your exposure to such content.
The Service may offer forums, blogs, comments areas, bulletin boards and chat rooms (collectively, “Forums”). We do not endorse the accuracy or reliability of any advice, opinion, statement or information posted on these Forums. Please use your best judgment and be respectful of other individuals using these Forums. Do not use vulgar, abusive or hateful language. Uploading copyrighted or other proprietary material of any kind on the Service without the express permission of the owner of that material is prohibited and may result in civil and/or criminal liability. Any information you disclose when posting a message in these Forums may become public. You should not include any information in your posting that you do not want other parties to see or use and you hereby agree that you will not hold us responsible for any third party’s use of information contained in such posting. To maintain a positive, creative environment in which users may share and display Materials, we ask that you only use the Service in a manner that is consistent with our Acceptable Use Policy.
You agree not to use user-names or Forum titles that are offensive, obscene, or harassing to others. We reserve the right to require you to change your username or the title of your Forum at any time and for any reason in our sole discretion and/or change it ourselves.
Pronto is the owner and retains all proprietary rights to the Site and the App, the Services provided by such, and all associated copyrights, trademarks, brands, service marks, patents or other proprietary rights under law. Copying, distributing, modifying, or creating derivative works of the Services, including the Site or Apps, without Pronto’s written permission is strictly prohibited.
Pronto’s trademarks and/or service marks may not be used in connection with any product or service that is not provided by Pronto, in any manner that is likely to cause confusion among customers or users of the site, tarnishes or dilutes the marks, or disparages or discredits Pronto.
Certain content may be protected by copyright, even if not marked with the © symbol. If you are not the creator of such content, then you must get permission from the creator of the content or the copyright holder to use such content. If you publish content belonging to someone other than yourself, you must obtain permission from such content owner that is portrayed in the content before using the content. Do not use any content that is confidential or proprietary. We assume no liability with respect to the disclosure or use of confidential or proprietary information by you.
All trademarks and/or service marks displayed on the Site are the exclusive property of their respective owners and may not be used without the owner’s permission.
You understand and agree that the Developed Content may include the voice, name, picture, portrait, image, video or photograph actions, likeness, biographical information, or appearance (collectively, “Likeness”) of each Participant. You further understand and agree that the Developed Content may also include statements made by Participants relating to you or your Products (“Statements”).
By participating in a shoot as a Participant, you agree as follows:
• You permit the recording and use of all or a portion of your Statements in and/or in connection with the Samples and Developed Content in all forms and media, including use in advertising and related promotion throughout the world and in perpetuity. You irrevocably waive the right to inspect or approve use of your Statements in connection with the Samples.
• You grant the right to record and use your Likeness in and/or in connection with the Samples and Developed Content in all forms and media, including advertising and related promotion throughout the world and in perpetuity. You irrevocably waive the right to inspect or approve use of your Likeness in connection with the Samples.
• You grant the right to your full legal name in and/or in connection with the Samples and Developed Content, in all forms and media including advertising and related promotion throughout the world and in perpetuity. You waive the right to inspect or approve use of my name in connection with the Samples
Further, if you are a business user of the Service, you, represent that you are an authorized representative or agent of such business, and have the authority to give Pronto permission to use your business identity, commercial likeness or product/service in all forms and media including advertising and related promotion throughout the world, including web-based publications, without payment or other consideration.
You, on behalf of you successors, heirs, and assigns, release Pronto, its affiliates, and successors, and their respective officers, directors, employees, contractors, and agents, from any claims that may arise regarding the use of your name, Statements, Likeness, business identity, commercial likeness, product/service, and/or other similar content in a manner permitted by this these Terms of Service, including any claims of defamation, invasion of privacy, or infringement of moral rights, and rights of publicity or copyright.
You shall indemnify, defend, and hold Pronto harmless from and against any claim, action, or demand arising from the use of a Participant in a shoot or the releases set forth herein.
As a part of our Service, we may offer links to websites operated by various third parties and are not responsible or liable for any acts or omissions created or performed by these third parties. We provide such links for your convenience and reference only. We do not operate or control in any way any information, software, products or services available on such websites and do not endorse nor assume any liability for the third-party websites, services, or products. Our inclusion of a link to a website does not imply any endorsement of the services or the site, its contents, or its sponsoring organization and your use of such is undertaken at your own risk.
You hereby represent and warrant that: (a) you have all necessary authority, rights and permissions to submit the Materials and grant the licenses described in these Terms of Service, (b) the Materials are accurate, current and complete, (c) the Materials and your use of the Service shall not infringe or misappropriate any copyright, trademark, trade secret, patent, or other intellectual property right of any third party or violate any other rights of third party, including, without limitation, any rights of privacy or publicity or any contractual rights, (d) the Materials and your use of the Service shall not violate any applicable law or regulation or cause injury to any person; (e) your use of the Service shall not violate any agreements between you and a third party.
You agree to indemnify, defend and hold harmless Pronto, and its parents, subsidiaries, affiliates, officers, directors, employees, agents, and contractors from and against any and all claims, costs, demands, damages, liabilities, or expenses, including, without limitation, reasonable attorneys’ fees, made by any third party due to or arising from or related to: (a) the Materials you provide or approve for publication, (b) your use or misuse of the Site or Service, (c) your breach of or failure to comply with these Terms of Service or any other license granted hereunder, (d) any actual, prospective, completed or terminated service between you and a third party, (e) the violation of laws, rules, regulations or terms these Terms of Service, or (f) infringement by your content, by you, or by someone using your Account, of any intellectual property or any other right of any person or entity. Pronto reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Pronto in asserting any available defenses.
Errors in the information contained in our Service sometimes occur. Please use this site at your own risk. In addition, we may make changes and improvements to the information provided herein at any time. THE SERVICE AND THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES ASSOCIATED WITH IT ARE PROVIDED “AS IS.” WE AND/OR OUR SUPPLIERS, PARTNERS AND AFFILIATES DISCLAIM ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO THE SERVICE AND ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED HEREIN, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. USE OF OUR SERVICE IS AT YOUR OWN RISK. WE AND/OR OUR SUPPLIERS, ARE NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER INJURY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICE OR WITH THE DELAY OR INABILITY TO USE THE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS AND SERVICES OBTAINED THROUGH US, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF WE AND/OR OUR SUPPLIERS HAD BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
Although the Services may be accessible worldwide, we make no representation that the Services are appropriate or available for use in locations outside Canada, and accessing them from territories where their contents are illegal is prohibited. You agree to comply strictly with all export control laws, and assume sole responsibility for obtaining licenses to export or re-export as required. You represent and warrant that (i) you are not located in a country that is subject to a Canadian government embargo, or that has been designated by the Canadian Government as a “terrorist supporting” country, and (ii) you are not listed on any Canadian Government list of prohibited or restricted parties.
IN NO EVENT SHALL PRONTO BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES.
OUR LIABILITY, AND THE LIABILITY OF OUR AFFILIATES, TO YOU OR ANY THIRD-PARTIES IN ANY CIRCUMSTANCE, SHALL NOT EXCEED THE TOTAL SUM OF $100.00. THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE CONTRACT BETWEEN US AND YOU.
YOU ARE SOLELY RESPONSIBLE FOR MAKING BACKUP COPIES OF ANY AND ALL OF YOUR IMAGE CONTENT. PRONTO SHALL NOT BE LIABLE FOR ANY LOSS OF OR DAMAGE TO YOUR IMAGE CONTENT.
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
We are not responsible for any errors or delays caused by an incorrect e-mail address provided by you or other technical problems beyond our reasonable control.
We reserve the right in our sole discretion, and without any prior notice, to terminate your access to the Service for any reason, including your breach of these Terms of Service, the terms and conditions of any service for which you may have registered, or a violation of the rights of another user or the law. You may unsubscribe from any further communication from us at any time by delivering a written notice addressed to email@example.com. You shall be responsible for ensuring delivery of the notice to us. You may also unsubscribe by clicking the Email Preferences link or the opt-out link in any of our emails. We shall not be obligated to store any data or files for more than sixty (60) days after termination of your access to the Service.
We reserve the right with or without notice to you at any time to change, modify or discontinue any service or a portion or attribute thereof, or the offering of any information, good, content, product or service. We shall have no liability to you or any third party should we modify or discontinue any service or an aspect thereof.
The laws of the province of Alberta will apply to all matters relating to these Terms of Service and the Services without regard to the conflicts of laws principles nor the United Nations Convention on the International Sale of Goods.
Any claim or controversy arising out of or relating to the use of our Site or Service, to the goods or services provided by us, or to any acts or omissions of other users for which you may contend we are liable, including but not limited to any claim or controversy (“Dispute”), shall be finally, and exclusively, settled by arbitration in Calgary, Alberta, from which arbitration there shall be no appeal. The arbitration shall be held before one arbitrator. The arbitrator shall apply the substantive law of the Province of Alberta, except that the interpretation and enforcement of this arbitration provision shall be governed by the Canadian government act. To begin the arbitration process, a party must make a written demand therefore. Each part shall bear its own costs and attorneys’ fees. Any judgment upon the award rendered by the arbitrators may be entered in any court of competent jurisdiction. The arbitrator shall not have the power to award damages in connection with any Dispute in excess of actual compensatory damages and shall not multiply actual damages or award consequential, punitive or exemplary damages, and each party irrevocably waives any claim thereto. The agreement to arbitrate shall not be construed as an agreement to the joinder or consolidation of arbitration under this Agreement with arbitration of disputes or claims of any non-party, regardless of the nature of the issues or disputes involved.
THIS AGREEMENT PROVIDES THAT ALL DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING ARBITRATION. YOU THUS GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN OR BRING CLASS ACTIONS. YOU ACKNOWLEDGE AND AGREE THAT YOU AND WE ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
Further, unless both you and we otherwise agree, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY.
WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
These Terms of Service constitute the entire agreement between you and us concerning this Service and supersedes any prior written or oral representations. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. These Terms of Service may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof shall be null and void. A printed version of these Terms of Service 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. All rights not expressly granted herein are reserved to us. If you are a California resident, California Civil Code Section 1798.83 permits you to request information regarding the disclosure of your personal information to third parties for the third parties’ direct marketing purposes.
All notices hereunder shall be in writing and shall be made either via email or conventional mail. Notices to Pronto must be sent to the attention of firstname.lastname@example.org, if by email, or at 2C Media Inc. 1024 21 AVE SE Calgary AB, T2G1N2 Canada, if by conventional mail. Notices to you may be sent either to the email address supplied for your Account or to the address supplied by you when registering or updating your Account. In addition, we may broadcast notices or messages through the Site to inform you of changes to the Site, the Services or other matters of importance, and such broadcasts shall constitute notice to you. Any notices or communication under these Terms of Service will be deemed delivered to the party receiving such communication (1) on the delivery date if delivered personally to the party; (2) two business days after deposit with a commercial overnight carrier, with written verification of receipt; (3) five business days after the mailing date, if sent by US mail, return receipt requested; (4) on the delivery date if transmitted by facsimile; (5) on the delivery date if transmitted by email; or (6) immediately if broadcast by Pronto.