Terms of use

1. About our Terms

1.1. Definitions

The following defined terms apply throughout these Terms:

Authorised User

means an individual user granted access to the Solution by the Customer in connection with the performance of the user’s duties for the Customer.

Content

means any text, images, video, audio or other multimedia content recorded by and stored on the Solution, together with any related software, information or material submitted to or otherwise accessible via the Solution.

Customer

means the legal person (which may be a business owner, partnership, incorporated or unincorporated entity, or public body) which has a valid and current subscription to our Solution and grants access to you as an Authorised User.

Data Protection Legislation

means all applicable laws and regulations from time to time in force relating to the protection of personal information, including the UK GDPR regime comprised of the Retained Regulation (EU) 2016/679 (‘UK GDPR’) and the Data Protection Act 2018 and any laws substituting, re-enacting or replacing any of the foregoing, as amended or updated from time to time;

Personal Data

has the meaning given in the Data Protection Legislation.

Software

means the software applications provided by us as part of the Solution.

Solution

means the Automated Intelligent Video Review (AIVR) solution, which provides access to the Content.

Terms

means these terms and conditions of use as updated from time to time under clause 8.

We, us or our

means One Big Circle Ltd, company registration number 11022970, with its registered office at Unit 7 & 8, Temple Studios, Lower Approach Road, Bristol, United Kingdom, BS16QA.

You or your

means the Authorised User accessing or using the Solution or its Content.

1.2

These Terms explain how you may use the Solution. You should read these Terms carefully before using the Solution. 

1.3

By accessing or using the Solution or otherwise indicating your consent, you agree to be bound by these Terms. 

2. Using the Solution

2.1

By accessing and/or using the Solution, you warrant and represent to us that you are acting as an Authorised User on behalf of a Customer. If you are not an Authorised User, or cease to be one, you must not access or use the Solution.

2.2

The Solution is available for use in connection with your duties on behalf of a Customer only. You must not access or use any of the Content available via the Solution other than in accordance with these Terms and the Customer’s requirements and instructions from time to time. 

2.3

You agree that you are solely responsible for keeping your password and other account details (if applicable) confidential. You should notify us or the Customer immediately if you become aware that your password or any other account details have been compromised or lost.

2.4

We may prevent or suspend your access to the Solution if you do not comply with any part of these Terms, any terms or policies to which they refer or any applicable law.

3. Restrictions on use

3.1

As a condition of your use of the Solution, you agree:

3.1.1

Not to use the Solution other than in the performance of your duties for and on behalf of the Customer.

3.1.2

Not to use the Solution for any purpose that is unlawful under any applicable law or prohibited by these Terms.

3.1.3

Not to use the Solution to commit any act of fraud.

3.1.4

Not to use the Solution to distribute viruses or malware or other similar harmful software code.

3.1.5

Not to use the Solution for purposes of promoting unsolicited advertising or sending spam.

3.1.6

Not to use the Solution to simulate communications from us or another service or entity in order to collect identity information, authentication credentials, or other information (‘phishing’).

3.1.7

Not to use the Solution in any manner that disrupts the operation of our Solution or business or the business of any other entity.

3.1.8

Not to use the Solution in any manner that harms minors.

3.1.9

Not to promote any unlawful activity. 

3.1.10

Not to use the Solution to gain unauthorised access to or use of computers, data, systems, accounts or networks.

3.1.11

Not to attempt to circumvent password or user authentication methods; and

3.1.12

with the provisions relating to our intellectual property rights and software contained in these Terms.

3.2

You agree not to copy, download, export or otherwise transfer Content out of the Solution except as strictly necessary for the proper use of such Content in accordance with the Client’s requirements and instructions. 

4. Privacy and personal information

4.1

You acknowledge that the Solution and Content may contain Personal Data, including but not limited to images of identifiable individuals, and you agree to treat such Personal Data as highly sensitive and confidential.

4.2

Without limiting the generality of clause 4.1, your use of the Solution must comply with the Data Protection Legislation and any policies and procedures implemented by the Client in relation to the storage, handling and processing of Personal Data.

5. Software and intellectual property rights

5.1

Nothing in these Terms grants you any legal rights in the Solution other than as necessary to enable you to access the Solution. You agree not to adjust to try to circumvent or delete any notices contained on the Solution (including any intellectual property notices) and in particular in any digital rights or other security technology embedded or contained within the Solution.

5.2

Trade marks and trade names may be used on this Solution. Your use of any trade marks on the Solution is strictly prohibited unless you have our prior written permission. 

5.3

The Solution is provided using proprietary Software. Using the Software in an unlawful way (such as reproducing or redistributing it in a way that breaches these Terms) is expressly prohibited and may result in civil and criminal penalties.

5.4

You agree that you shall not:

5.4.1

Except as may be allowed by any applicable law which is incapable of exclusion by agreement between us:

(a)

and except to the extent expressly permitted under these Terms, attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software in any form or media or by any means; or

(b)

attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or

5.4.2

Attempt to obtain, or assist third parties in obtaining, access to the Solution.

6. Assignment

These Terms are personal to you as an Authorised User and the rights and obligations hereunder may not be assigned or transferred by you without our prior written consent.

7. Rights of third parties

No one other than a party to these Terms has any right to enforce any of these Terms.

8. Variation

We reserve the right to vary these Terms from time to time. Our updated terms will be displayed on the Solution and by continuing to use and access the Solution following such changes, you agree to be bound by any variation made by us. It is your responsibility to check these Terms from time to time to verify such variations.

9. Miscellaneous

9.1

Any failure or delay by either party in exercising any right or remedy under these Terms shall not constitute a waiver.

9.2

We shall apply these Terms in our absolute discretion. In the event of your breach of these Terms we may:

9.2.1

Terminate or suspend your use of the Solution.

9.2.2

Report the nature of the breach to the Client, which may result in disciplinary or other proceedings.

9.2.3

Report to law enforcement authorities; and/or

9.2.4

take any action we consider necessary to remedy the breach.

9.3

These terms shall be subject to English law and the courts of England and Wales will have exclusive jurisdiction in relation to these Terms.