Terms of Service

Introduction

Welcome to Memento! Memento is part of Sincere — a family of brands with heart. It is an application to record, make, and preserve memories through group videos and shared albums. It is provided to you by 1297087 B.C. Unlimited Liability Company. So that we may safely and responsibly manage this application for all of our users, your use of this application is subject to certain terms and conditions. The terms and conditions set forth below (“Terms of Service”) apply to your use of the services and functionality provided on or through Memento.com or our mobile application (the “Services”).

1. Terms

By accessing and using the website at https://www.memento.com, you agree to be bound by these Terms of Service, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained in this website are protected by applicable copyright and trademark law.

2. Use License

a. Permission is granted to temporarily download one copy of the materials (information or software) on Memento.com for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:

i. modify or copy the materials;

ii. use the materials for any commercial purpose, or for any public display (commercial or non-commercial);

iii. attempt to decompile or reverse engineer any software contained on Memento.com;

iv. remove any copyright or other proprietary notations from the materials; or

v. transfer the materials to another person or "mirror" the materials on any other server.

b. This license shall automatically terminate if you violate any of these restrictions and may be terminated by the Company at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.

3. Your Content

a. As a Memento.com account holder or user who is invited to contribute to a Group Video and/or Shared Album, you may submit "Content" to the Service, including videos, images, and text.

b. You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on the Service. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit; and you license to the Company all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms of Service.

c. For clarity, you retain all of your ownership rights in your Content. However, by submitting Content to us, you hereby grant the Company a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the Service and our (and our successors') business. The above licenses granted by you in video Content you submit to the Service terminate within a commercially reasonable time after you remove or delete your videos from the Service. You understand and agree, however, that we may retain, but not display, distribute, or perform, server copies of your videos that have been removed or deleted.

d. You further agree that Content you submit to the Service will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant the Company all of the license rights granted herein.

e. You further agree that you will not submit to the Service any Content or other material that is contrary to our guidelines. Our guidelines are based upon YouTube's community guidelines, currently found at https://www.youtube.ca/t/community_guidelines. In brief, the guidelines can be summarized as follows:

• No nudity or sexual content
• No harmful or dangerous content
• No hateful content
• No violent or graphic content
• No threats, harassment or cyberbullying
• No spam, misleading advertising, and scams

We reserve the right to remove any content deemed contrary to these guidelines and to suspend users who repeatedly violate these guidelines from using the Services.

f. We do not endorse any Content submitted to the Services by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and the Company expressly disclaims any and all liability in connection with Content. We do not permit copyright infringing activities and infringement of intellectual property rights on the Services, and we will remove all Content if properly notified that such Content infringes on another's intellectual property rights. We reserve the right to remove Content without prior notice.

4. Paid Subscriptions

Plus, Premium, and Platinum are paid versions of Memento. When purchasing a paid subscription you can choose to be billed according to the subscription period selected. Your subscription will renew based on the subscription period selected at purchase. Your subscription will auto-renew every period unless canceled prior to the next billing date. It is your responsibility to promptly provide us with any contact or billing information changes or updates (including, address, credit card number, etc). New features will be added to the paid subscriptions on a regular basis. Some features may become free at the sole discretion of the Company.

5. Payment

Payment for services is made by credit card in US Dollars. The Company reserves the right to cancel your subscription in the case of non-payment or invalid credit card. Any attorney fees, court costs, or other costs incurred in collection of delinquent undisputed amounts shall be the responsibility of and paid for by Subscriber. If payment is not current, the Company may immediately cease to provide any and all Deliverables to the Subscriber. You must notify the Company about any billing problems or discrepancies within 90 days after charges first appear on your statement. If it is not brought to the attention of the Company within 90 days, you agree to waive your right to dispute such problems or discrepancies.

6. SMS Terms

a. As part of the Services, you are able to send and receive short message service (“SMS”) related to your Group Video. You must have permission from each Recipient before you send any Messages to such Recipient through the Services. If you do not have permission to send Messages to a Recipient, you must not send any Messages through the Services to such Recipient.

b. Once you are registered, we may send you notifications via SMS about a Group Video you have sent or received. Message frequency will vary.

c. You can cancel the SMS service at any time. Just text "STOP" to the short code. After you send the SMS message "STOP" to us, we will send you an SMS message to confirm that you have been unsubscribed. After this, you will no longer receive SMS messages from us.

d. If you experience issues with the messaging program, you can reply with the keyword HELP for more assistance, or you can get help directly at help@memento.com.

e. Carriers are not liable for delayed or undelivered messages.

f. Message and data rates may apply for any messages sent to you from us and to us from you. If you have any questions about your text plan or data plan, it is best to contact your wireless provider.

g. If you have any questions regarding privacy, please read our Privacy Policy.

7. Disclaimer

a. The materials on the Memento.com website are provided on an 'as is' basis. We make no warranties, expressed or implied, and hereby disclaim and negate all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights.

b. Further, we do not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its website or otherwise relating to such materials or on any sites linked to this site.

8. Limitations

In no event shall the Company or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the materials on the Memento.com website, even if we or our authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

9. Accuracy of materials

The materials appearing on the Memento.com website could include technical, typographical, or photographic errors. The Company does not warrant that any of the materials on its website are accurate, complete or current. We may make changes to the materials contained on the website at any time without notice. However we do not make any commitment to update the materials.