FASTOUT TERMS OF SERVICE

Last updated: [2019-10-01]

The following Terms of Service (“Terms”) constitute an agreement between you as an End-User and FastOut AB (reg. 556176-1809), a company incorporated under the laws of Sweden. FastOut provides services within the field of photographed 360-degree interactive views. The Services include Apps for photographing Material for Views using certain drone and/or camera models, a Website with a database of existing Views, and the possibility to order Views from specific locations

If you have a separate agreement with us regarding the Services, the terms of such an agreement shall prevail over these Terms in case of contradictions.

These Terms govern the use of the Services and shall apply to all End-Users using it.

1 DEFINITIONS

2 ACCEPTANCE OF TERMS

2.1Prior to using any part of the Services, you must have read, understood and accepted the Terms. By checking the “I accept” box during account sign-up, you agree to strictly adhere to the Terms and to be legally bound to the Terms in relation to us.

2.2If you are under 18 years old, or under the legal age in your country of residence, you may only use the Services if agreed to by a parent or legal guardian. In such case, your parent or legal guardian agrees to be legally bound by the Terms.

2.3If you create an account and/or use the Services on behalf of a company or other legal entity, you represent and warrant that you have full authority to legally bind that company or other legal entity to the Terms.

2.4If you do not agree to the Terms or any updated version of it, you may not use the Services.

2.5You can access the latest version of these Terms at any time on the Website.

3 ACCOUNT CREATION

3.1You need to create an account in order to get access to the Services. When creating the account, you can choose to provide us with the account details directly, or use a Google Gmail account. If you use a Google Gmail account to login, Google Inc. will share certain information with us as specified during login, such as your name and e-mail address.

3.2You are responsible for providing accurate, current, and complete information in connection with your registration. You acknowledge that the account details provided by you are true and correct and that, when necessary, you will update your account details so that they remain true and correct.

4 VIEWS

4.1We offer a broad spectrum of Views in accordance with the Terms:

Regular Views: Our database of existing Views as available on the Website.

Unique Views: Views you specifically order from us, to be photographed at a location of your choice.

Provided Views: Views created by Material uploaded through your account in accordance with the Terms.

4.2Views are licensed, not sold. You can preview all Regular Views for free. Regular Views are provided either as Free Regular Views, or Licensed Regular Views, as indicated on the Website. Free Regular Views are available on the Website from time to time. You may use the Free Regular Views for free. If you wish to use a Licensed Regular View from our database, you will need to pay a license fee in accordance with the section LICENSED REGULAR VIEWS below.

4.3The Views available to you to use and customize on the Website, hereinafter referred to as “Available Views”, consist of:

4.4You may customize Available Views, and you may create and customize 360-degree virtual reality tours from multiple Available Views, with the tools available on the Website.

4.5Your Available Views will be hidden from other End-Users on the Website, with the following exceptions:

5 THE WEBSITE

5.1The Website is a platform for uploading Material, managing Provided Views, ordering Unique Views, licensing and/or using Regular Views, and manage your account, as well as other functionality, as available from time to time. You may also use the Website to customize your Available Views, to create and share 360-degree virtual reality tours, and to create web links to your Available Views.

6 SHARING OF VIEWS

6.1You can use and share Available Views by creating a web link from the Website. The number of web links you may create is limited by your Subscription and the Terms, unless otherwise separately agreed with us in writing. You are only allowed to share web links within such imposed limits.

6.2If you upgrade your account, you will be eligible to create additional web links in accordance with the new Subscription. If you downgrade your Subscription, any web link created which exceeds the number of web links permitted under your new Subscription or limited account, will cease to function at the time of downgrade.

6.3You may not copy, modify, transfer or otherwise manage Views outside the Services. Any and all intellectual property rights not expressly granted to you in these Terms are reserved by us or a third party.

7 LINK ACCESS

7.1Views may be accessed through web links provided to you by other End-Users. You may not copy, modify or transfer a View you access via a web link.

8 LICENSED REGULAR VIEWS

8.1You can acquire a Licensed Regular View, as available on the Website. Such Licensed Regular View will be added to your Available Views on the Website.

8.2Upon payment, we grant you a non-exclusive, limited right to use the Licensed Regular View in accordance with the Terms, for as long as you hold an active account with us.

8.3The applicable fee for licensing a Licensed Regular View is specified on the Website, as updated from time to time. Payment shall be made at the time of license. The payment terms are specified in the section PAYMENT below.

9 UNIQUE VIEWS

9.1You can order Unique Views from us, from a location of your choice. Unique Views will be added to your Available Views on the Website.

9.2The applicable price for ordering Unique Views are specified on the Website, as updated from time to time. Payment for a Unique View shall be made in connection with your order. The payment terms are specified in the section PAYMENT below.

9.3All orders of Unique Views are subject to our approval, at our sole discretion. Ordering of Unique Views are only available in certain cities and countries, as instructed by us. You may not order Unique Views from restricted areas where photographing from a drone is forbidden, for example close to prisons, nuclear power plants, military bases, and other restricted areas.

9.4You obtain an exclusive right to use the Unique Views ordered and paid by you in accordance with the Terms, for as long as you hold an active account with us. Once your account is terminated by any reason, we have the right to make such Unique Views available for use by all End-Users as Regular Views.

10 SUBSCRIPTIONS

10.1When you register for an account, you receive a free-to-use account, unless otherwise agreed with us. The limited account will allow you to use the Apps and the Website, and create VR with watermarks.

10.2We offer several types of premium Subscriptions. You may at any time upgrade your account to a Subscription. A Subscription will allow you to use an additional amount of credits. If you upgrade your account to a Subscription, you will be charged a monthly Subscription fee. The available Subscriptions, its features and applicable prices are specified on the Website and on the end users account.

10.3The fees for a Subscription shall be paid in accordance with the section PAYMENT below.

10.4You may at any time request a change to a different Subscription or to a limited account. Upgrades will apply from the time of payment. If you downgrade, your current Subscription will continue to apply until the end of your monthly billing period. Thereafter, your account will be downgraded as applicable.

10.5If you wish to use our Services in your business as an enterprise customer, please contact us at sales@fastout.com.

11 PAYMENT

11.1Payment for a Subscription, for licensing a Licensed Regular View, or for ordering a Unique View, shall be made with one of the payment options available at any given time on the Website. Payments are handled by a third-party provider. We do not handle any payment data for such payments, for example credit card details. For more information regarding the payment services available on the Website, please visit the website of the third-party provider providing the payment method.

11.2The first payment for a Subscription shall be made in connection with your purchase. The recurring Subscription fee will then be charged monthly in advance. You may change your payment method as instructed on the Website.

11.3If agreed separately in writing, you may pay by invoice. Such invoices will be sent monthly in advance with net thirty (30) days payment terms, unless otherwise agreed. The invoice will be delivered via email or standard post.

11.4In case of late payment, we may charge you a late interest fee in accordance with Swedish law. If payment is not settled, we may suspend or remove your access to the Services.

11.5Unless otherwise expressly stated in writing, you are solely responsible for any taxes or fees arising from your use of the Services.

12 CONSUMER RIGHTS

12.1The Terms do not exclude, limit or otherwise restrict the rights vested with consumers under applicable consumer law and shall not be construed as such.

12.2Consumers in the EU have a statutory right of withdrawal in accordance with applicable EU law. However, Unique Views, Licensed Regular Views and Subscriptions are digital content not supplied on tangible media. The right of withdrawal vested with consumers does not apply to such digital content. If you as a consumer purchase Unique Views, acquire Licensed Regular Views and/or purchase a Subscription, you acknowledge and expressly agree that you will lose your right of withdrawal as soon as the ordering process has begun.

13 YOUR RESPONSIBILITIES

13.1When using the Services, you undertake to comply with the Terms and any applicable guidelines. Further, you may only use the Services in accordance with applicable law or regulation. You may not use the Services in a way that causes us or any third-party harm.

13.2Your account is for your own use. You may not authorize others to use your account and you may not assign or otherwise transfer your account to any other person or entity. You are responsible for maintaining the confidentiality of the password to your account.

13.3You warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and that you are not listed on any U.S. Government list of prohibited or restricted parties.

14 WARRANTY

14.1You warrant that any Material uploaded through your account is free from any third-party dependencies or third-party rights and that you have the right to grant us the license and/or to transfer ownership and all intellectual property rights to us, as defined in the Terms. Consequently, you warrant that our use of the Material will not infringe any third party intellectual property rights.

14.2You warrant that Material uploaded through your account is in compliance with all applicable laws and regulations, is photographed using all applicable permits and authorizations, do not contain any personal data and do not depict any restricted areas.

14.3If you are notified of or otherwise receive knowledge of any claims related to the aforementioned warranties, you shall immediately inform us and assist us in any actions as we may see fit.

15 INTELLECTUAL PROPERTY RIGHTS

15.1All copyrights, trademarks and other intellectual property rights (registered and unregistered) in and to the Services are reserved by us and/or third parties. Nothing in the Terms grant you a right or license to use any trademark, copyright or other intellectual property right owned or controlled by us, unless explicitly granted herein.

16 DURATION AND TERMINATION

16.1These Terms will take effect when you register your account, and is valid until further notice. You may terminate your account at any time, thus ending your right to use the Services, with 30 days written notice, unless otherwise agreed separately in writing with us. The Terms will apply until your account has been closed. Information on how to close your account can be found on the Website.

16.2If you terminate your account while you have a valid Subscription, the Subscription will promptly end without any refund.

16.3We reserve the right to, in our sole discretion, terminate your account and your right to use the Services without any liability economically or otherwise in relation to you.

16.4If your account is terminated, we may in our sole discretion:

17 RIGHT TO CHANGE YOUR ACCESS AND MATERIAL

17.1We reserve the right to deny any uploaded Material and to remove or edit existing Material and/or Views without any compensation to you.

17.2We may edit Material and Views before it is made available on the Website.

18 PRIVACY

18.1We are committed to maintaining the privacy and security of your personal data. We will only use the information you provide in accordance with our Privacy Policy and the Swedish Personal Data Act (1998:204) or the General Data Protection Regulation (EU 2016/679), whichever is applicable. You acknowledge that we may collect and use your personal data for the purposes specified in our Privacy Policy. For more information, please read our Privacy Policy.

19 NO WARRANTY

19.1THE SERVICES AND ANY CONTENT CONTAINED AND MADE AVAILABLE VIA THE SERVICES, INCLUDING VIEWS, TEXT, GRAPHICS, INFORMATION, LINKS, OR OTHER ITEMS ARE ALL PROVIDED "AS IS" AND "AS AVAILABLE”.

19.2WE DO NOT PROVIDE ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, FOR THE SERVICES, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY OF THE SERVICES. WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICES. WE DO NOT WARRANT THAT YOUR USE THE SERVICES WILL BE SECURE, UNINTERRUPTED, SAFE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED.

20 LIMITATION OF LIABILITY

20.1WE WILL NOT BE HELD RESPONSIBLE AND EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER FOR ANY CLAIMS, DEMANDS OR DAMAGES, DIRECT OR INDIRECT, OF EVERY KIND AND NATURE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE SERVICES. YOU EXPRESSLY AGREE TO HOLD US HARMLESS FOR ANY CLAIM, CONTROVERSY, OR DAMAGES THAT MAY ARISE FROM ANY DISPUTE BETWEEN YOU AND ANY OTHER END-USERS OR THIRD PARTIES.

20.2YOU AGREE THAT OUR MAXIMUM AGGREGATE LIABILITY TO YOU SHALL BE LIMITED TO SEK 5,000. WE EXPRESSLY EXCLUDE ALL LIABILITY TO ANY THIRD PARTY.

21 INDEMNIFICATION

21.1YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD US HARMLESS FROM AND AGAINST ALL CLAIMS, LOSSES, EXPENSES, OR DEMANDS OF LIABILITY, INCLUDING BUT NOT LIMITED TO REASONABLE ATTORNEYS’ FEES AND COSTS IN CONNECTION WITH ANY CLAIM ARISING OUT OF YOUR USE OF THE SERVICES AND YOUR VIOLATION OF THESE TERMS, INCLUDING IF ANY MATERIAL UPLOADED THROUGH YOUR ACCOUNT INFRINGES THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.

22 MISCELLANEOUS

22.1We may, at our own discretion and at any time, alter, modify, correct, amend and make all other changes to the Services, as well as remove access to or terminate the Services, without prior notice or any liability to you.

22.2We reserve the right to modify the Terms at any time in our sole discretion. We will notify you by e-mail 30 days in advance of any adverse changes taking effect. Your continued use of the Services after such notification constitutes your agreement to the updated Terms.

22.3We reserve the right to, without prior notice and without compensation, remove any content, such as Views, that we find obscene, containing inappropriate material and/or in any other way could violate the Terms, applicable laws and regulations and/or may infringe someone else’s intellectual property rights.

22.4You are not entitled to transfer or assign any rights or obligations under the Terms without prior written consent from us, if not explicitly allowed to under the Terms.

22.5We have the right, without prior obtaining of approval, to assign the Terms to another company in the same company group as FastOut, or a third party in connection with a transfer of all or substantially all of FastOut's assets.

22.6If any part, term or provision of the Terms is held to be illegal or unenforceable, the validity of the remainder of the Terms will not be affected. Any omission of us to enforce our rights under the Terms shall not be regarded as a waiver of such rights. IT IS EXPRESSLY UNDERSTOOD THAT ALL PROVISIONS REGARDING LIMITATIONS OF LIABILITY AND INDEMNITIES WILL REMAIN IN FULL FORCE AND EFFECT AND SHALL SURVIVE THE DELETION OF YOUR ACCOUNT.

22.7The Terms constitute the entire agreement between you and us on all issues to which the Terms relate. However, if you have a separate agreement with us regarding the Services, the terms of such an agreement shall prevail over these Terms in case of contradictions.

23 LAW AND VENUE

23.1The Terms shall be construed in accordance with and governed by the laws of Sweden, without regard to its conflict of law provisions.

23.2If you are a consumer within the EU and you want to make a claim regarding the Services, you may contact the Swedish National Board for Consumer Disputes (Sw. Allmänna reklamationsnämden, Box 174, 101 23 Stockholm, www.arn.se or the equivalent in your EU country of residence. For more information, please visit https://ec.europa.eu/consumers/odr/

23.3Any dispute, controversy or claim arising out of or in connection with the Terms shall be finally settled by Swedish courts, with the Stockholm district court (Stockholms tingsrätt) as the court of first instance.

SPECIFIC TERMS APPLICABLE TO FASTOUT VR AND FASTOUT PILOT

24 THE APPS

24.1The purpose of the apps FastOut VR and FastOut Pilot (jointly referred to as the Apps) is to provide tools for photographing Material. You may upload Material to the Website provided it is photographed in accordance with the Terms and our instructions. Material uploaded to us will be converted into Provided Views and added to your Available Views on the Website.

      To photograph Material, you will need the following additional equipment.

24.2The Apps require access to certain functions in your device(s) to work properly. You grant us the right to use the processor, cellular data, wi-fi, storage, location services, camera, screen, and accelerator on your device, as well as send you push notifications.

25 LICENSE GRANT TO US

25.1When you upload Material to the Website photographed in accordance with the Terms, you grant us a worldwide, non-exclusive, perpetual, non-revocable, royalty-free, transferable, sub-licensable right to use, publish, modify, prepare derivative works from, sell, make available to the public and display the Material.

25.2Notwithstanding the above, we shall have no right to sell Material photographed using FastOut VR.

25.3The license grant in this section shall apply to all Material uploaded by you, unless otherwise specified in the Terms.

25.4By uploading Material to us, you waive all moral rights that you have to the Material in relation to our use of the Material in our operations, including the right to be named, as we make Material available to the public, transfer or license Material to our customers, use it in collaboration with distribution partners or for marketing, in all media and in all countries, to the fullest extent permitted by applicable law.

26 RIGHT TO USE THE APPS

26.1Upon account registration and acceptance of the Terms, we grant you a non-exclusive, limited license to use and copy the Apps onto your device(s) in accordance with the Terms and any applicable Apple App Store or Google Play Store Terms and Conditions, for as long as you have a valid account with us.

26.2Except as expressly granted in the Terms, you shall have no other rights to the Apps. All rights not expressly granted are reserved and retained by us.

27 USE OF THE APPS ON BEHALF OF AN END-USER

27.1If such functionality is available, you may send an invite code to a third party to use the Apps on your behalf, to photograph a specific location or object on a case-by-case basis. If you invite a third party to use the Apps on your behalf, you are fully responsible and liable towards us for such third party’s use.

27.2If you use the Apps on behalf of an End-User, you may access the Apps by invitation only, using an invite code obtained from that End-User on a case-by-case basis. In such case, you may only use the Apps in accordance with the Terms and the End-Users instructions.

28 YOUR RESPONSIBILITIES

28.1You are obliged to comply with all relevant laws and regulations that apply to your use of the Apps to photograph Material in the respective country where you will acquire Material, such as all relevant privacy and personal data laws and aviation/drone regulations. It is solely your responsibility to comply with all relevant laws and regulations.

28.2You are not allowed to acquire Material from restricted areas where such activity is forbidden, for example close to prisons, nuclear power plants, military bases, and other restricted areas or objects, as determined by the relevant laws and regulations in the country where you will acquire Material.

28.3You are obliged to comply with the following conditions with respect to the Material photographed, uploaded, stored, or otherwise dealt with in the context of the Services by you. The Material must not:

28.4You may not use, copy or transfer the Apps, or parts thereof, other than as permitted under the Terms. You may under no circumstance alter, develop, or create additions to the Apps.

28.5You may not use reverse engineering, work around any technical limitations, or otherwise attempt to change or recreate the source code of the Apps, or create backup copies, except as provided by mandatory law.

28.6You may not alter or remove any proprietary notices from the Apps regarding patents, copyright, trademark or other intellectual property.

29 TERMS RELATING TO APPLE INC. IF YOU USE THE APPS ON APPLE DEVICES

29.1You acknowledge and agree that Apple Inc. and Apple’s subsidiaries are third party beneficiaries of the Terms, and that, upon your acceptance of the Terms, Apple Inc. will have the right (and will be deemed to have accepted the right) to enforce the Terms against you as a third-party beneficiary thereof.

29.2Apple Inc. will not provide any support.

29.3IN THE EVENT OF ANY THIRD-PARTY CLAIM THAT THE SERVICES INFRINGE A THIRD-PARTY’S INTELLECTUAL PROPERTY RIGHTS, WE, NOT APPLE INC., WILL BE SOLELY RESPONSIBLE FOR THE INVESTIGATION, DEFENCE, SETTLEMENT, AND DISCHARGE OF ANY SUCH INTELLECTUAL PROPERTY INFRINGEMENT CLAIM.

29.4APPLE INC. WILL HAVE NO WARRANTY OBLIGATION WHATSOEVER OR OBLIGATION TO PAY DAMAGE UNDER THE TERMS.

ADDITIONAL TERMS FOR FASTOUT PILOT

30 YOUR RESPONSIBILITIES

30.1You are not allowed to use a drone in restricted areas where such activity is forbidden, for example close to prisons, nuclear power plants, military bases, and other restricted areas, as determined by the relevant laws and regulations in the country where you will perform each drone flight.

30.2You are obliged to hold all relevant permits, authorizations and/or permissions in the respective country where you perform each drone flight, for example airport control zone permit, air traffic control approval, and/or approval of relevant authorities, as required and applicable.

31 PERMIT TO FLY DRONES FOR COMMERCIAL PURPOSES

31.1If you use FastOut Pilot in a country where a permit or authorization is required for use of a drone for commercial purposes (“Commercial Drone Permit”), the following applies.

31.2You must hold a Commercial Drone Permit, if and as required in a specific country, to:

31.3If you don’t hold a Commercial Drone Permit in a country where such a permit is required to use drones for commercial purposes, you may only use FastOut Pilot for strictly private use. In such case, you grant us a limited right to use, modify and create derivative works from Material uploaded through your account as needed in order to provide you with the Services.

32 ASSIGNMENTS FROM US

32.1We may, at our own discretion, order customized Assignments from you through FastOut Pilot, for example to photograph Material from a specific location. It is optional to accept an Assignment. If accepted, you must complete the Assignment as requested by us.

32.2The following conditions apply to be eligible for an Assignment:

33 TRANSFER OF INTELLECTUAL PROPERTY RIGHTS FOR ASSIGNMENTS

33.1When you upload Material to us as part of an Assignment, you transfer the ownership rights, including all intellectual property rights, in and to the Material to us.

33.2You shall have no ownership or any other claim to Material uploaded as part of an Assignment once the transfer is made under these Terms.

33.3Material uploaded as part of an Assignment is not considered as Provided Views, and will not be made available to you for your own use.

34 SALE OF VIEWS

34.1We may sell licenses to your Provided Views, if you set them as available and you fulfil the conditions set forth in the Terms. Such Provided Views will then be made available to other End-Users as Licensed Regular Views. If we sell a license to Licensed Regular Views provided by you, you are entitled to compensation from us. The following conditions apply to be entitled to compensation:

34.2You are entitled to compensation in accordance with the current price list as available on the Website. You can request payment of your compensation in accordance with the section COMPENSATION below.

35 COMPENSATION

35.1You are entitled to compensation for an Assignment completed by you and approved by us, and for sale of Views, in accordance with the current price list as available on the Website, exclusive of VAT.

35.2You are only entitled to compensation when you meet all the requirements for compensation under the Terms. You will only receive compensation if and when we have received payment for the sale from our customer. You are not entitled to compensation under this section for Material acquired as part of an Assignment.

35.3You can request payment from us on the Website. The minimum amount required to request payment is stated on the Website. A prerequisite for requesting payment is that you have entered the relevant account details on the Website. We will send a report which shall serve as a basis for your invoice to your registered email address once you have requested payment. Payment will be made within 30 days of your request, provided that you adhere to the Terms.

35.4Upon termination of your account, we will pay any accumulated compensation within thirty days of termination, provided that the requirements for payment of such compensation under the Terms are met. You are not entitled to any compensation from us after the termination.

35 INDEPENDENT CONTRACTORS

35.1If you accept Assignments or are entitled to compensation from us for sale of Views under the Terms, the following section apply.

35.2The relationship between us and you shall be that of independent contractors. Neither party will represent that it has any authority to assume or create any obligation, express or implied, on behalf of the other party, or to represent the other party as agent, employee, or in any other capacity, except as specifically provided herein.

35.3The Swedish Commercial Agency Act (1991:351) shall not be applicable to the relationship between us and you. Consequently, you are not entitled to the compensation stipulated in the Agency Act upon termination.

35.4In the event that you would be considered an employee according to applicable Swedish or European law and we would therefore be liable to pay taxes, fees, charges or other expenses and lawful obligations on behalf of you, you shall compensate us for all such costs that may incur as a result thereof.

35.5You must hold a valid certificate for corporate tax in your country of business. You must pay statutory taxes, fees and other charges as an independent business.

35.6You must hold a valid liability insurance for your business.

37 CONTACT INFORMATION

37.1If you have any questions regarding the Terms, or any question, complaint or claim, please contact us at:

Fastout AB, reg. no. 556176-1809
Address: Humlegårdsgatan 22, SE-114 46 Stockholm, Sweden
E-mail: support@fastout.com