These Digital Asset Management Terms and Conditions (the “Terms and Conditions”) form a legal agreement between you (“You” or “you”) and Destination BC Corp., doing business as Destination British Columbia (“Destination BC”).
These Terms and Conditions govern your access to and/or use of Destination BC’s Content Hub, a digital asset management website (the "Website”) containing a searchable collection of photos, b-roll, videos, maps, stories, and other assets (collectively, the "Assets") licensed by Destination BC to the tourism industry.
By clicking the “I Agree” button (or any other button or mechanism indicating your acceptance of these Terms and Conditions) and accessing and/or using the Website, including any Assets available on the Website, you are conclusively deemed to have read and to have agreed unconditionally to these Terms and Conditions.
If you do not agree with any provision of the Terms and Conditions, you must not access or use the Website or any Assets available on the Website.
Destination BC reserves the right to change the Terms and Conditions at any time without prior notice to you. It is your sole responsibility to review the Terms and Conditions on a regular basis. If you continue to access and/or use the Website, including any Assets available on the Website, you will be conclusively deemed to have accepted any changes. The Terms and Conditions were last updated on November 1, 2018.
1. Ability to Accept Terms and Conditions
Age of Majority and Acting for Employer/Corporate Client
1.1 In order to accept these Terms and Conditions, you must be, and you represent and warrant that you are, at least 19 years of age. If you are acting on behalf of your employer or any corporate client, or both, you acknowledge and agree that: (a) you are accepting these Terms and Conditions both on your own behalf and as an agent on behalf of your employer and/or corporate client and you represent and warrant that you are duly authorized to do so; (b) these Terms and Conditions will be binding upon your employer and/or corporate client, as applicable, and references to “You” and “you” will be conclusively deemed to include your employer and/or corporate client, as applicable; and (c) you must ensure that these Terms and Conditions, and the obligations hereunder, are brought to the attention of your employer and/or corporate client, as applicable. In the event that your employer and/or corporate client, as applicable, does not agree to these Terms and Conditions, they must not make any use of the Assets whatsoever, nor may you use any Assets on their behalf.
2. Ownership and Licensing
Ownership of Website and Materials on Website
2.1 The Website and all of the materials on the Website, including without limitation the Assets (collectively, the “Content”) are owned by Destination BC, or its licensors, and are protected by copyright, trademark, and other laws. Except as expressly permitted in these Terms and Conditions, you must not use, reproduce, or distribute, or permit or authorize any other person or entity to use, reproduce, or distribute, any of the Content in any form whatsoever without the prior written consent of Destination BC.
Request for Use of Assets
2.2 You must not use any Assets unless and until Destination BC has granted you a license to do so. You may request permission through the Website for a license to use one or more Assets and Destination BC, in its sole discretion, may grant you such a license. Destination BC reserves the right to refuse to grant a license for any reason, including without limitation if any Asset is unavailable or is subject to third party licensing terms that conflict, or could conflict, as determined by Destination BC in its sole discretion, with a grant of license to you.
2.3 Effective upon your download or embedding of the Assets to which Destination BC agrees to grant you a license (the “Licensed Assets”), and subject to the provisions of this Article 2 and Article 4, Destination BC hereby grants to you, until the license expiry date associated with each Licensed Asset (the “License Expiry Date”), a non-exclusive, revocable, non-transferable license (the “License”) to use, reproduce, and distribute the Licensed Assets for the sole purpose of promotion of travel to and within British Columbia (the “Permitted Use”), and solely in accordance with these Terms and Conditions.
Permitted Use and Restrictions
2.4 You may use the Licensed Assets for the Permitted Use: (a) in materials promoting tourism in British Columbia (e.g., advertising, digital advertising, social media, collateral, websites, presentations, tradeshow/event displays, and brochures) provided to the public free of charge; and (b) to accompany travel editorial about British Columbia in magazines, newspapers, broadcasts, and online publications. You are solely responsible for any text accompanying the Licensed Assets, including without limitation any claims included in, and the accuracy or completeness of, such text. You must not use the Licensed Assets for any other purpose whatsoever, and without limiting the general nature of the foregoing, you must not, except as expressly set out in these Terms and Conditions or otherwise approved by Destination BC in advance: (a) sell, transfer, redistribute, or sublicense the Licensed Assets; (b) place or use the Licensed Assets in or on any product intended for resale; (c) use the Licensed Assets in connection with any service or product, whether commercial or non-commercial, that is not related to travel to and within British Columbia; or (d) use the Licensed Assets in a defamatory, libelous, obscene, pornographic, or otherwise inappropriate context, or in a manner that is contrary to ethical business practices.
2.5 The License allows you to use the Licensed Assets solely for the Permitted Use until the License Expiry Date, or your License is otherwise terminated. If you wish to use the Licensed Assets for a different purpose, or after the License Expiry Date or the License is otherwise terminated, or if you wish to use any other Assets, you must make a separate request through the Website.
Restrictions on Modifications
2.6 Provided always that the integrity of the Licensed Assets is maintained, you may crop and alter the contrast, brightness, and colour balance of photos and b-roll video files. With the exception of the foregoing sentence, you must not modify or alter the Licensed Assets in any way whatsoever.
2.7 You must give credit to the Licensed Assets in the following two instances: (a) when the Licensed Assets are used in travel editorial (e.g., articles, blogs, travel guides, social media); or (b) when the Licensed Assets specify “credit required”.
3. Accuracy and Verification of Information
Completeness and Accuracy of Information
3.1 You must supply, and you represent and warrant that you have supplied, complete, and accurate information to Destination BC in connection with your use of the Website and the Licensed Assets, including without limitation your name, email address, physical address and company name (collectively, “Contact Information”).
4. Termination of License
Termination and Notice of Termination
4.1 Your License will terminate automatically: (a) upon the License Expiry Date; (b) if you fail to comply with any provision of these Terms and Conditions, including without limitation if you use any Licensed Assets for any purpose other than the Permitted Use; or (c) if any of your representations or warranties is or becomes untrue. Destination BC also reserves the right to terminate your License for any reason, in its sole discretion, effective immediately upon providing written notice to you. You acknowledge and agree that should Destination BC send a notice of termination of your License to you, using your Contact Information, such notice will be deemed to be effective as of the date of delivery, regardless of whether you receive or respond to the notice.
Obligations on Termination
4.2 In the event of termination of your License for any reason, you must: (a) immediately cease using the Licensed Assets; (b) delete all electronic copies of the Licensed Assets from your operating environment; and (c) destroy all hard copies of the Licensed Assets in your possession or under your control.
Collection, Use, Storage and Disclosure of Information
5.1 Destination BC is collecting your Contact Information from you for the purposes of operating the Website and processing your license requests (the “Collection Purposes”). By accepting these Terms and Conditions and/or using the Website, you consent, effective as of the date of such acceptance and/or use and continuing in perpetuity until revoked by you in writing, for the Collection Purposes, to: (a) the disclosure of your Contact Information to Destination BC’s contractors and independent service providers (“Service Providers”); (b) the use of your Contact Information by Destination BC and its Service Providers; and (c) the storage outside of Canada of your Contact Information by Destination BC’s Service Providers. Except as specified in this section 5.1, your Contact Information will be kept confidential and will not be shared with third parties except as may be required by law.
Notice of Collection and Contact for Questions
5.2 Your Contact Information is collected pursuant to section 26(c) of the Freedom of Information and Protection of Privacy Act (British Columbia). If you have any questions about the collection of your Contact Information, please contact:
Neil McInnes, Chief Financial Officer
Destination British Columbia
12th Floor, 510 Burrard Street
Vancouver, BC V6C 3A8
6. No Warranty
No Warranty for Website/Assets
6.1 THE WEBSITE, INCLUDING ANY ASSETS AVAILABLE ON THE WEBSITE, ARE PROVIDED “AS IS”, AND DESTINATION BC DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS, OBLIGATIONS, AND LIABILITIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, IN RELATION TO THE WEBSITE AND/OR THE ASSETS, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES WITH RESPECT TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
7. Limitation of Liability
7.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL DESTINATION BC BE LIABLE TO ANY PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR OTHER LOSS, CLAIM, INJURY, OR DAMAGE, WHETHER FORESEEABLE OR UNFORESEEABLE (INCLUDING WITHOUT LIMITATION CLAIMS FOR DAMAGES FOR LOSS OF PROFITS OR BUSINESS OPPORTUNITIES, USE OF OR INABILITY TO USE THE WEBSITE AND/OR ANY ASSET, MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION, OR CORRUPTION OF FILES, ERRORS, DEFECTS, OR DELAYS) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE WEBSITE AND/OR ANY ASSET AND WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE.
Indemnification of Destination BC
8.1 You agree to indemnify and hold harmless Destination BC and all of its respective directors, officers, servants, agents, and employees from and against any and all claims, liabilities, damages, demands, losses, costs, or debt and expenses (including without limitation reasonable legal fees) arising directly or indirectly out of or in connection with: (a) your use of the Website and/or any Asset, including without limitation any claim of infringement of third party intellectual property rights; or (b) your breach of any provision of these Terms and Conditions, including without limitation if any representation or warranty provided by you is or becomes untrue.
9.1 In these Terms and Conditions, unless the context otherwise requires, words expressed in the singular include the plural and vice versa.
9.2 These Terms and Conditions constitute the entire agreement between the parties with respect to the subject matter of these Terms and Conditions, and supersede and replace any prior agreements or undertakings made or given by either of the parties.
9.3 The headings in these Terms and Conditions are inserted for convenience of reference only and are not intended to describe, enlarge, or restrict the scope or meaning of any provision of these Terms and Conditions.
9.4 If any term or provision of these Terms and Conditions is invalid, illegal, or unenforceable, all other terms and provisions of these Terms and Conditions will nonetheless remain in full force and effect.
Governing Law and Forum for Disputes
9.5 These Terms and Conditions will be governed by and construed in accordance with the laws of the province of British Columbia and the laws of Canada applicable therein. By accessing and/or using the Website or any Asset available on the Website, you consent to the exclusive jurisdiction and venue of the Supreme Court of the province of British Columbia for the hearing of any dispute arising from or related to these Terms and Conditions, or your use of the Website or any Asset.