Terms and Conditions

1. Please read this agreement carefully

  • 1.1 By using the Mavis website at www.mavis.cloud (the “Website”), Mavis Camera, Mavis Monitor or Mavis Studio (the “Apps”), or Mavis C2C or Mavis Cloud Hub (the “Services”), you agree to the terms of this agreement that apply to your use. If you do not agree to the applicable terms, you must not use the relevant Website, App or Service.

  • 1.2 In this agreement, the “Platform” means the Services, comprising Mavis C2C and Mavis Cloud Hub, including the web portal at hub.mavis.cloud. The Apps are licensed separately under section 6 and Appendix A. Accessing a Service through an App remains subject to the service provisions of this agreement.

  • 1.3 Sections 1–5 and the relevant general provisions apply according to your use of the Website, Apps or Services. Section 6 and Appendix A address app licensing. Section 7 addresses purchases through Apple and the two purchase routes for Mavis C2C. Sections 8–19 address the Platform, including service access, direct purchases, use, suspension, termination and liability. Sections 20–21 contain general provisions and definitions.

  • 1.4 Apple's applicable terms govern transactions billed through Apple as described in section 7. Section 12's direct-payment provisions do not apply to those transactions. Mavis provides the Services, and the Platform provisions apply to service use through either purchase route. Nothing in this agreement excludes rights or liabilities that cannot lawfully be excluded.

  • 1.5 Capitalised terms have the meanings given in this agreement, including section 21. Capitalised terms within Appendix A have the meanings given in that EULA.

  • 1.6 If you are a business customer, your use of the Platform may also be subject to an Enterprise Agreement and/or SLA agreed with Mavis. This agreement continues to apply except as provided in clauses 20.9–20.10. An enterprise plan does not include an SLA unless one is expressly agreed in writing.

2. Who we are and what this agreement does

  • 2.1 We are Mavis Broadcast Limited (registered number 11212980, with registered offices at 18 Ferry Road, London, England, SW13 9PR) (“Mavis”, “we”, “us”, “our”). We provide the Website, Apps and Services.

  • 2.2 This agreement is made between us and you, or the business you represent where you enter into this agreement on its behalf (“you”, “your”).

  • 2.3 App software is licensed under section 6 and Appendix A. Access to the Platform is granted under section 8. Buying service access through an App does not make Apple the provider of the Mavis service.

  • 2.4 Other applicable terms include the Mavis Privacy Policy and, for Apple-billed purchases, Apple's applicable terms identified in section 7. The Privacy Policy explains the handling of personal information; it does not replace the app or service provisions.

3. Support and contacting us

  • 3.1 For information or help with the Apps or Services, visit Mavis Support.

  • 3.2 If an App or Service is faulty or misdescribed, or for general enquiries, contact support@mavis.cloud. For Apple-billed subscription management and refund requests, use the Apple routes in section 7.

  • 3.3 If we have to contact you, we will do so by email using the contact details you have provided to us.

  • 3.4 If an Enterprise Agreement or SLA specifies support arrangements for your Services, those arrangements apply in accordance with clauses 20.9–20.10. Otherwise, the support arrangements in this section apply.

4. Business customers and consumers

  • You are a business customer if you buy products or services wholly or mainly for use in connection with your trade, business, craft or profession, even if you are an individual. Some provisions differ for business customers and consumers, including liability provisions. Where a provision applies only to businesses or only to consumers, this agreement identifies that scope. Nothing in this agreement removes mandatory consumer rights.

5. Website use

  • 5.1 We may update the Website from time to time. We do not guarantee that the Website, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of the Website at any time.
  • 5.2 The content on the Website is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site. Although we make reasonable efforts to update the information on the Website, we make no representations, warranties or guarantees, whether express or implied, that the content on the Website is accurate, complete or up to date.
  • 5.3 You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to the Website or any services provided via, or in relation to, the Website (including the Platform).

6. App software licence and disclaimer

  • 6.1 Mavis Camera, Mavis Monitor and Mavis Studio are licensed to you by Mavis under Apple's standard Licensed Application End User License Agreement (“Apple's standard EULA”), reproduced in Appendix A. The EULA is also available within each App and linked from its App Store description.

  • 6.2 The following software disclaimer applies only to the extent permitted by applicable law. Nothing in this section excludes or limits your statutory rights or any liability that cannot lawfully be excluded or limited.

THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS “AS IS” AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

  • 6.3 The software disclaimer is reproduced separately from the EULA. Its position does not state that it overrides the EULA. The service provisions address use of Mavis C2C and Mavis Cloud Hub alongside the applicable app licence.

7. Purchases through Apple and Mavis C2C purchase routes

  • 7.1 Paid feature upgrades for the Apps are purchased within the relevant App through Apple's in-app purchase system. Subscription provisions apply where the purchase is a subscription; they do not imply that every upgrade or all App functionality requires a subscription.

  • 7.2 For purchases billed by Apple, Apple's applicable Media Services Terms and Conditions for your country or region apply, including the relevant payment, subscription, cancellation and refund rules, subject to your statutory rights.

  • 7.3 Manage Apple-billed subscriptions through your Apple Account using Apple's subscription cancellation instructions. To request a refund for an Apple-billed purchase, follow Apple's refund-request process. Eligibility depends on the applicable terms and law; requesting a refund does not guarantee one.

  • 7.4 Mavis C2C can be purchased as an in-app subscription within Mavis Camera or through Mavis Cloud Hub. For an Apple-billed C2C subscription, clauses 7.2–7.3 govern the purchase route. For a purchase through Mavis Cloud Hub, section 12 addresses direct billing and section 18 addresses cancellation of direct service subscriptions.

  • 7.5 Mavis provides Mavis C2C and Mavis Cloud Hub. The Platform provisions govern service use regardless of how C2C is purchased. Apple's purchase terms do not govern a direct Mavis Cloud Hub transaction. Mavis service support remains available through section 3.

  • 7.6 Cancelling an Apple-billed subscription, ending service access and closing a Mavis account are distinct actions. To cancel Apple billing, use Apple's cancellation process. A request to Mavis to close an account must not be treated as a substitute for cancelling the Apple-billed subscription. Section 18 addresses the service and account consequences separately.

8. Platform Access And Restrictions

  • 8.1 In return for complying with this agreement and paying any applicable Fees, we grant you a non-exclusive, non-transferable, non-sublicensable right to permit Authorised Users to access and use the Platform during the period of your service entitlement, solely for the Permitted Purpose, subject to the Usage Limits and this agreement. Where access is provided without a paid subscription, no Billing Period is implied merely by use of the service. App download, use and software updates are governed by section 6 and Appendix A.

  • 8.2 You agree that you will:

    • 8.2.1 only use the Platform for the Permitted Purpose;
    • 8.2.2 comply with the reasonable instructions of Mavis;
    • 8.2.3 not rent, lease, sub-license, loan, provide, or otherwise make available, the Platform in any form, in whole or in part to any person without prior written consent from us;
    • 8.2.4 not copy the Platform, except as part of the normal use of the Platform or where it is necessary for the purpose of back-up or operational security;
    • 8.2.5 not translate, merge, adapt, vary, alter or modify, the whole or any part of the Platform nor permit the Platform or any part of it to be combined with, or become incorporated in, any other programs, except as necessary to use the Platform on devices as permitted in this agreement;
    • 8.2.6 not disassemble, de-compile, reverse engineer or create derivative works based on the whole or any part of the Platform nor attempt to do any such things; and
    • 8.2.7 comply with all applicable technology control or export laws and regulations that apply to the technology used or supported by the Platform.

  • 8.3 Your use of the Platform is subject to both (i) the storage and usage limits stated for your applicable package or service entitlement (the “Usage Limits”) and (ii) the Fair Usage Terms in section 17. You agree to ensure that your use of the Platform is reasonable and non-excessive, in compliance with the Usage Limits, and does not adversely affect the experience of other users or the overall operation of the Platform. We reserve the right to take action against you if we become aware that you are exceeding the Usage Limits or otherwise violating the Fair Usage Terms. We may:

    • 8.3.1 contact you and require you to cease or alter the behaviour or actions that have resulted in use outside your Usage Limits immediately; or
    • 8.3.2 immediately suspend, modify, restrict, block access to or limit your use of the Platform, and notify you in writing that we have done so. If you repeatedly breach this clause after such notice, we may, without notice, permanently end your rights to use the Platform in accordance with clause 18.

  • 8.4 Where you provide or make available any aspect of the Platform or any Output to a third party, you: (a) shall (in the case of the Platform) only be entitled to do so where expressly permitted under this agreement; (b) do so at your own risk and are solely responsible for all arrangements with that third party and for any use of the Platform or the Outputs by that third party; and (c) shall indemnify and hold Mavis harmless against any losses, liabilities, damages, costs or expenses arising from or in connection with any claim made by that third party against Mavis in connection with this agreement.

  • 8.5 You are liable for all acts and omissions of your Authorised Users.

  • 8.6 Where an Enterprise Agreement specifies different storage, device, upload or other usage allowances, those allowances replace the corresponding standard Usage Limits or fair-use thresholds for the Services it covers. Where no different allowance or threshold is agreed, the applicable standard limits and Fair Usage Terms continue to apply. Use within an agreed allowance will not be treated as excessive solely because it exceeds the corresponding standard allowance or threshold. The other requirements of this agreement, including acceptable use, security and protection of the Platform and other users, continue to apply except to the extent expressly varied in accordance with clauses 20.9–20.10.

9. Your Other Obligations

  • 9.1 You shall:
    • 9.1.1 comply with all applicable laws with respect to your obligations under this agreement;
    • 9.1.2 obtain and shall maintain all necessary licences, clearances, consents, approvals and permissions necessary for: (i) you and, where applicable, your Authorised Users to receive the Platform and perform their obligations under this agreement; and (ii) the use by Mavis of Your Materials and the Outputs in the performance of our obligations and exercise of our rights under this agreement;
    • 9.1.3 be solely responsible for procuring and maintaining your network connections and telecommunications links from your systems to the Platform, and Mavis shall not be liable for any problems, conditions, delays, delivery failures or any other loss or damage arising from or relating to your network connections or telecommunications links or caused by the internet; and
    • 9.1.4 at all times act in good faith towards Mavis and not make any defamatory or derogatory statements about, or take part in any activities in any manner which might be considered to be derogatory or detrimental to the reputation of Mavis.

10. Acceptable Use

  • 10.1 Your use of the Platform is subject to your compliance with the acceptable use provisions set out in this section 10 and you agree you will comply with them.

Prohibited use:

  • 10.2 You may not use the Platform:
    • 10.2.1 In any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect.
    • 10.2.2 For the purpose of harming or attempting to harm minors in any way.
    • 10.2.3 To bully, insult, intimidate or humiliate any person.
    • 10.2.4 To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards set out in clause 10.3.
    • 10.2.5 To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam).
    • 10.2.6 To knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
    • 10.2.7 To upload terrorist content.
    • 10.2.8 To collect or harvest any information or data from the Platform or attempt to decipher any transmissions to or from the servers hosting the Platform.

Content standards:

  • 10.3 Your Materials and any Outputs must not:
    • 10.3.1 Be defamatory of any person.
    • 10.3.2 Be obscene, offensive, hateful or inflammatory.
    • 10.3.3 Bully, insult, intimidate or humiliate.
    • 10.3.4 Promote sexually explicit material.
    • 10.3.5 Include child sexual abuse material.
    • 10.3.6 Promote violence.
    • 10.3.7 Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
    • 10.3.8 Infringe any copyright, database right, trade mark, or other intellectual property of any other person.
    • 10.3.9 Be likely to deceive any person.
    • 10.3.10 Breach any legal duty owed to a third party, such as a contractual duty or a duty of confidence.
    • 10.3.11 Promote any illegal content or activity.
    • 10.3.12 Be in contempt of court.
    • 10.3.13 Be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety.
    • 10.3.14 Be likely to harass, upset, embarrass, alarm or annoy any other person.
    • 10.3.15 Impersonate any person or misrepresent your identity or affiliation with any person.
    • 10.3.16 Give the impression that they emanate from us, if this is not the case.
    • 10.3.17 Advocate, promote, incite any party to commit, or assist any unlawful or criminal act such as (by way of example only) copyright infringement or computer misuse.
    • 10.3.18 Contain a statement which you know or believe, or have reasonable grounds for believing, that members of the public to whom the statement is, or is to be, published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism.

11. Intellectual Property Rights

  • 11.1 Mavis owns and shall retain ownership of all Intellectual Property Rights in and to the Website and the Platform and any and all data and know-how obtained or developed in connection with the provision of Website and the Platform, including any feedback/comments provided by you or on your behalf in relation to the Platform. You hereby acknowledge that you do not, other than as expressly stated in this agreement, obtain or claim any right, title or interest in or to (including any right to use) the Platform or such data, know-how or feedback/comments.
  • 11.2 As between the parties, you own and shall retain ownership of all Intellectual Property Rights in and to Your Materials and the Outputs. You grant to Mavis a worldwide, royalty-free, fully paid-up, non-exclusive licence to copy, reproduce, adapt, edit and otherwise use: (a) Your Materials to the extent reasonably required for the provision and development of the Platform and related support services; and (b) the Outputs solely to the extent reasonably required to provide the Platform and related support services to you. Any other use of the Outputs, including for promotional or marketing purposes, requires your prior express written permission for the specific use. This restriction applies to Outputs even where they also fall within the definition of Your Materials. Mavis hereby acknowledges that it does not, other than as expressly stated in this agreement or separately permitted by you in writing, obtain or claim any right, title or interest in or to (including any right to use) Your Materials or the Outputs.
  • 11.3 You warrant that Your Materials and the Outputs (and their use by Mavis in accordance with this agreement) do not and will not infringe the rights (including Intellectual Property Rights) of any third party. You shall indemnify and hold Mavis harmless against any losses, liabilities, damages, costs, expenses or other claims arising from or in connection with any breach of this clause 11.3.

12. Direct Service Purchases Through Mavis Cloud Hub

This section applies only to service purchases billed directly through Mavis Cloud Hub. It does not authorise Mavis to charge for, renew, change the price of, or administer refunds for an Apple-billed purchase. Section 7 applies to those transactions. Any different fees, payment, billing or renewal arrangements expressly agreed in an applicable Enterprise Agreement take precedence in accordance with clauses 20.9–20.10.

  • 12.1 The Fees will be charged to your Payment Method on the specific payment date indicated on your account page in accordance with your Billing Period. The length of your Billing Period will depend on the type of subscription that you chose when you signed up for the paid service. You authorise us to charge the Payment Method to pay the applicable Fees.
  • 12.2 Your Billing Period will automatically renew upon expiry unless you inform us that you wish to cancel in accordance with clause 18.3. We will give you notice prior to the expiry of your then-current Billing Period.
  • 12.3 We may increase the Fees at the end of your Billing Period. We will give you notice prior to the date the increase will take effect. You may cancel renewal before the increased Fees take effect in accordance with clause 18.3, without affecting any additional right you have under applicable law.
  • 12.4 If you fail to pay any portion of the Fees by the applicable due date, Mavis may (without prejudice to any other rights and remedies available to it):
    • 12.4.1 suspend provision of the Platform until the relevant Fees are paid; and/or
    • 12.4.2 charge interest on the unpaid amount (after as well as before any judgment) from the due date until payment is received (both dates inclusive) at the rate of 4% above the base rate of Barclays Bank plc from time to time, such interest to be calculated on a daily basis and payable on demand.
  • 12.5 All amounts payable by you pursuant to this agreement shall be made without any deduction, withholding, counter-claim or set off.
  • 12.6 From time to time, we may offer a Platform service for a trial period free from Fees (a “Free Trial Offer”). The period of the free trial will be specified in the applicable Free Trial Offer and will commence from the moment that you activate such trial period (the “Free Trial Period”). We will notify you upon the expiry of the Free Trial Period and give you the option to continue using the trial service on a paid-for basis. If you decide that you do not want to become a paying user when the Free Trial Period ends, you must stop using the features supplied only under that trial. You may only use a Free Trial Offer once. We reserve the right, in our absolute discretion, to withdraw or modify a Free Trial Offer at any time without prior notice and with no liability.

13. Changes To The Platform

  • 13.1 From time to time we may update the Platform to improve performance, enhance functionality, reflect changes to operating systems or address security issues. We may ask you to install updates to software used to access the Platform for these reasons.

  • 13.2 If you choose not to install required updates or opt out of automatic updates, you may be unable to continue accessing the Platform. App software remains governed by section 6 and Appendix A. Nothing in this section excludes mandatory rights concerning changes to a paid service.

  • 13.3 Our rights under this section are subject to any service commitments or change procedures expressly agreed in an applicable Enterprise Agreement or SLA, in accordance with clauses 20.9–20.10.

14. Changes To This Agreement

  • 14.1 We may need to change this agreement to reflect changes in law or best practice, to deal with additional features which we introduce, or other business changes.
  • 14.2 We will give you at least 30 days’ notice of any change by sending you an email with details of the change.
  • 14.3 Subject to clause 14.4, if you do not accept the notified changes, you will not be permitted to continue using the affected Platform service from the date those changes take effect. If you reject the changes, notify us using the contact details in section 3 so that we can end your access to the affected service on that date. Where access ends under this clause before the end of a prepaid period, the refund arrangements in clause 18.2 apply. Apple-billed subscription management remains subject to section 7; notifying Mavis does not cancel Apple billing. Nothing in this clause excludes or limits any rights or remedies that cannot lawfully be excluded or limited.
  • 14.4 This section does not authorise us to amend an Enterprise Agreement or SLA. Any change to either an Enterprise Agreement or SLA must follow its agreed variation procedure or, if none is specified, be expressly agreed in writing by Mavis and the customer. Changes to this agreement do not override the terms of an applicable Enterprise Agreement or SLA; clauses 20.9–20.10 continue to apply.

15. Confidentiality

  • 15.1 In this Clause, “Confidential Information” means any information that is clearly labelled or identified as confidential or ought to reasonably be treated as being confidential, including non-public terms of this agreement or any applicable Enterprise Agreement or SLA and non-public information about the Platform. Confidential Information excludes any information which:
    • 15.1.1 is or becomes publicly known other than through a breach of this agreement;
    • 15.1.2 was in the receiving party’s lawful possession before the disclosure;
    • 15.1.3 is lawfully disclosed to the receiving party by a third party without restriction on disclosure;
    • 15.1.4 is independently developed by the receiving party and that independent development can be shown by written evidence; or
    • 15.1.5 is required to be disclosed by law, by any court of competent jurisdiction or by any regulatory or administrative body.
  • 15.2 Each party will hold the other party’s Confidential Information in confidence and not make the other party’s Confidential Information available to any third party unless that third party is subject to an equivalent duty of confidentiality. Neither party will use the other party’s Confidential Information for any purpose other than the implementation of this agreement.
  • 15.3 Each party will take all reasonable steps to ensure that the other party’s Confidential Information to which it has access is not disclosed or distributed by its directors, employees, representatives, agents and sub-contractors in breach of the terms of this agreement.

16. Data Protection

  • 16.1 How we use any personal data you give us is set out in our Privacy Policy www.mavis.cloud/privacy-policy.
  • 16.2 You warrant that your provision of any personal data to Mavis in connection with this agreement (including the provision of any personal data to Mavis by an Authorised User) is made in compliance with all applicable laws and the processing and use of such personal data by Mavis as envisaged under this agreement shall not cause Mavis to breach any applicable law or infringe the rights of any third party. You further warrant that where you provide the personal data of any other person, you have all necessary authority and permission to provide it to Mavis and that you have informed such person that their personal data will be used for these purposes by third parties including Mavis.

17. Fair Usage Terms

  • 17.1 Scope and Purpose

    • 17.1.1 The Platform is intended to be used in a way that is fair, reasonable, and consistent with the service levels and resources made available to you.
    • 17.1.2 These Fair Usage Terms are designed to ensure that all users can access and use the Platform effectively without disruption or excessive strain on our resources.

  • 17.2 Prohibited Activities

    • 17.2.1 Excessive Upload Volume: For Mavis C2C, you must not regularly exceed 3 TB of uploaded data per calendar month. For this purpose, “regularly” means exceeding 3 TB in each of two consecutive calendar months. Uploaded data is measured in total across all devices using your Mavis C2C subscription. Exceeding 3 TB in a single calendar month does not by itself breach this upload-volume threshold. Any different upload allowance or fair-use threshold agreed in an Enterprise Agreement applies instead to the extent provided in clause 8.6.
    • 17.2.2 Automated or Programmatic Access: You may not use bots, scripts, or other automated methods to systematically access or exploit the Platform in a manner that exceeds or circumvents normal usage patterns.
    • 17.2.3 Resource Abuse: You may not use the Platform in any way that disrupts, degrades, or otherwise negatively affects the functionality or performance for other users or for our systems.
    • 17.2.4 Unauthorised Sharing: You may not share, resell, or otherwise allow unauthorised third parties to use the Platform through your account in a manner inconsistent with your purchased usage limits or subscription level.

  • 17.3 Usage Monitoring

    • 17.3.1 We reserve the right to monitor your usage of the Platform to ensure compliance with these Fair Usage Terms and the Usage Limits set out in your purchased plan.
    • 17.3.2 We may employ technical measures to track bandwidth, storage, or other metrics to detect excessive use or potential violations of these terms.

  • 17.4 Changes to these Fair Usage Terms are subject to section 14.

18. Ending Service Access And Subscriptions

  • 18.1 We may terminate your access to the affected Platform service by written notice if you:

    • 18.1.1 commit any material breach of this agreement, which is not remedied within 30 days of written notice from the non-breaching party to the breaching party;
    • 18.1.2 repeatedly breach clause 8.3 after the notice described there; or
    • 18.1.3 suffer an Insolvency Event.

  • 18.2 We may also terminate your access to the Platform at any time without cause with immediate effect, including if we close a Service. If we exercise this right in relation to a Service purchased directly through Mavis Cloud Hub, we will refund any prepaid Fees attributable to the unused period of the affected Service after your access ends. If Mavis C2C was purchased through Apple’s in-app purchase system, any refund request will be handled and determined by Apple in accordance with its applicable terms and conditions, as described in section 7. Nothing in this clause excludes or limits any rights or remedies you may have against Mavis or Apple that cannot lawfully be excluded or limited.

  • 18.3 For a direct service subscription purchased through Mavis Cloud Hub, you may request cancellation of renewal by contacting us under section 3, with service access ending at the end of your current Billing Period. Except where applicable law or another provision requires a refund, prepaid Fees are not refunded merely because you cancel renewal. For an Apple-billed subscription, use section 7 to cancel renewal; this clause does not cancel Apple billing.

  • 18.4 Consumer cancellation and refund rights under applicable law are preserved. For an Apple-billed purchase, use the routes in section 7. For a direct purchase through Mavis Cloud Hub, contact us under section 3 to exercise an applicable cancellation right.

  • 18.5 When your entitlement to an affected Platform service ends, you must stop using that service and pay any outstanding Fees properly due directly to Mavis within 30 days. Ending service access does not by itself terminate the separate app licence or require deletion of an App; the EULA governs app-licence termination. Apple-billed sums remain subject to section 7.

  • 18.6 Any provision of this agreement that expressly or by implication is intended to come into or continue in force on or after termination of this agreement shall remain in full force and effect.

  • 18.7 Termination of this agreement shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of this agreement which existed at or before the date of termination.

  • 18.8 When your paid Mavis C2C subscription expires or ends following cancellation of renewal, you lose access to the Mavis C2C service at the end of the applicable paid subscription period. Your account information is retained when your Mavis C2C subscription ends. Uploaded data held by Mavis as part of Mavis C2C is automatically deleted no later than seven days after upload.

  • 18.9 Any different service duration, cancellation, suspension, termination, notice or refund provisions expressly agreed in an applicable Enterprise Agreement or SLA take precedence in accordance with clauses 20.9–20.10. The account and uploaded-data provisions in clause 18.8 continue to apply unless expressly varied in an applicable Enterprise Agreement or SLA. The existence of an enterprise plan or SLA does not by itself change those provisions.

19. Limitation Of Liability

This section addresses liability concerning the Platform. App software licensing, warranties and liability are addressed in section 6 and Appendix A, subject in all cases to non-excludable rights and liabilities.

  • 19.1 You hereby acknowledge that complex software is never wholly free from defects, errors and bugs and relies on the availability of third-party services. Among other things, the operation and availability of the systems used for accessing the Platform, including public telephone services, computer networks and the internet, can be unpredictable and may from time to time interfere with or prevent access to the Platform. Subject to the express provisions of this agreement, the Platform is provided on an “as is” basis and Mavis gives no warranty that the Platform will be uninterrupted or wholly free from defects, errors and bugs or that the information obtained by you will meet any particular requirements.
  • 19.2 The Platform has not been developed to meet your individual requirements. Please check that the facilities and functions of the Platform (as described on the Website) meet your requirements.
  • 19.3 Nothing in this agreement excludes, limits or restricts liability for death or personal injury resulting from negligence, fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be excluded or limited. Nothing in this agreement excludes or restricts mandatory consumer rights.

Our liability to you if you are a consumer user:

  • 19.4 We are responsible for losses you suffer caused by us breaking this agreement unless the loss is:
    • 19.4.1 Unexpected. It was not obvious that it would happen and nothing you said to us before we accepted your order meant we should have expected it (so, in the law, the loss was unforeseeable).
    • 19.4.2 Caused by a delaying event outside our control. As long as we have taken the steps set out in clause 20.3, we are not responsible for delays outside our control.
    • 19.4.3 Avoidable. Something you could have avoided by taking reasonable action. For example, damage to your own digital content or device, which was caused by digital content we supplied and which you could have avoided by following our advice to apply an update or by correctly following the installation instructions or having the minimum system requirements advised by us.
    • 19.4.4 A business loss. Our liability for any loss you suffer in connection with your trade, business, craft or profession is limited, as described in our liability to business users below.

Our liability to you if you are a business user:

  • 19.5 Except as set out in this agreement and to the extent permitted under applicable law, all conditions, warranties and representations, expressed or implied by (i) statute, (ii) common law or (iii) otherwise, in relation to the Platform are excluded.
  • 19.6 Subject to clause 19.3, we are not liable to you for any loss of profit, revenue, data, goodwill, business opportunity or indirect or consequential loss or damage suffered by you.
  • 19.7 Subject to clause 19.3, Mavis’s liability to you whether in contract, tort (including negligence) or otherwise arising out of or in connection with the Platform or this agreement shall not exceed the Fees paid by you to Mavis under this agreement for the Service giving rise to that liability in the 12 months prior to the date that such liability arises.
  • 19.8 The general descriptions and disclaimers in clauses 19.1, 19.2 and 19.5 do not negate a service level, support commitment or remedy expressly agreed in an applicable Enterprise Agreement or SLA. Subject to clause 19.3 and any express variation in those documents, the exclusions and limitations in this section continue to apply. Any agreed service credits or other SLA remedies operate on the terms expressly agreed for them. The inclusion of an SLA remedy does not by itself vary the general liability cap or make that remedy the customer's exclusive remedy.

20. General

  • 20.1 Subject to mandatory law, this agreement and the applicable documents expressly identified in it set out the terms between you and Mavis for their respective subject matter. Section 6 and Appendix A identify the app licence, and section 7 identifies Apple purchase terms. Nothing in this clause excludes liability for fraud or fraudulent misrepresentation or excludes legally binding pre-contract information and representations that cannot lawfully be excluded. Any applicable Enterprise Agreement and SLA also form part of the terms between you and Mavis for the Platform services they cover, with priority determined under clauses 20.9–20.10.

    If you are a business customer, this agreement and the applicable documents expressly incorporated into it, including any applicable Enterprise Agreement or SLA, constitute the entire agreement between you and Mavis concerning their subject matter. No other terms, conditions, performance criteria, guarantees or prior representations, whether written or oral, form part of that agreement unless expressly incorporated into it. Each party acknowledges that, in entering into that agreement, it has not relied on any statement or representation that is not set out in or expressly incorporated into those documents. Nothing in this paragraph excludes or limits liability for fraud or fraudulent misrepresentation, or any rights, remedies or liabilities that cannot lawfully be excluded or limited.

  • 20.2 This agreement shall not operate so as to create a partnership or joint venture of any kind between the parties. Nothing contained in this agreement shall be so construed as to constitute either party to be the agent of the other. Neither party shall have any authority to make any commitments on the other party’s behalf.

  • 20.3 We shall not be liable for any failure to fulfil any of our obligations under this agreement insofar as such failure is due to a Force Majeure Event. In such circumstances, we shall notify you, and shall: (a) use all reasonable endeavours to overcome the Force Majeure Event; and (b) fulfil all of our obligations upon cessation of the Force Majeure Event. If we are prevented or materially hindered from satisfying a deadline as a result of a Force Majeure Event, such deadline shall be extended by the duration of the Force Majeure Event.

  • 20.4 Mavis may use the Outputs in its promotional and/or marketing materials only with your prior express written permission for the specific use. You agree that Mavis may publicise that it is working with you without seeking separate approval, provided that it accurately describes the relationship.

  • 20.5 If any provision of this agreement (or any part thereof) is held to be illegal, void, invalid or unenforceable, the validity and enforceability of the remainder of this agreement in that jurisdiction shall not be affected.

  • 20.6 No failure to exercise by Mavis, nor any delay in the exercise by Mavis, of any right, power, privilege or remedy under this agreement shall impair, or operate as a waiver of, such right, power, privilege or remedy.

  • 20.7 The parties agree that a person who is not a party to this agreement has no right under The Contracts (Rights of Third Parties) Act 1999 (“Third Parties Act”) to enforce any term of this agreement but this does not affect any right or remedy of a third party which exists or is available apart from the Third Parties Act.

  • 20.8 This agreement and any non-contractual obligations connected to it shall be governed by the laws of England. If you are a consumer then, wherever you live, you can bring claims against us in the courts of England and Wales and if you live elsewhere, you may also be able to bring claims against us in the courts of the country you live in (subject to local applicable laws). If you are a consumer, we can claim against you in the courts of the country you live in. If you are a business, you irrevocably agree to submit all disputes arising out of or in connection with this agreement to the exclusive jurisdiction of the courts of England and Wales.

  • 20.9 An applicable Enterprise Agreement or SLA takes precedence over the Platform provisions of this agreement to the extent that it expressly varies them or is inconsistent with them, and only for the customer, Services, subject matter and period it covers. All other provisions continue to apply. This priority applies to the Platform terms between you and Mavis; it does not amend the app licence in section 6 and Appendix A, alter Apple's applicable purchase terms or impose obligations on Apple. Nothing in this clause excludes or limits rights or liabilities that cannot lawfully be excluded or limited.

  • 20.10 If an Enterprise Agreement and an SLA conflict, any order of precedence expressly agreed in those documents applies. If no order of precedence is expressly agreed, the SLA takes precedence for service levels, support commitments and remedies expressly associated with them, and the Enterprise Agreement takes precedence for other commercial and usage terms. Clause 19.8 addresses the relationship between agreed SLA remedies and the standard liability provisions.

21. Definitions And Interpretation

  • 21.1 In this agreement, the following terms shall have the following meanings:
    • Authorised Users means (i) for business users, your directors, employees, agents, contractors and other workers who are end users of the Platform, and (ii) for consumer users, you;
    • Billing Period means the recurring payment period applicable to the relevant service subscription, as shown when purchased or specified in an applicable Enterprise Agreement; it does not imply all Mavis Cloud Hub access is paid or that cancelling one subscription closes an account;
    • Enterprise Agreement means a separate written customer contract or order form expressly agreed between Mavis and a business customer for identified Platform services;
    • Fees means the fees payable for the relevant Platform service, as shown when purchased or specified in an applicable Enterprise Agreement; Apple-billed service fees follow section 7 and direct service fees follow section 12, subject to any applicable Enterprise Agreement;
    • Force Majeure Event means all events beyond the control of the affected party including war, hostilities, invasion, riot, civil commotion, royal bereavement, strikes, compliance with any governmental (or other competent authority) order, rule, regulation or direction, lock-outs, epidemic, pandemic (including COVID-19), limitations on third party infrastructure, failure of a utility service or telecommunications network, fire, flood, storm or other natural catastrophe;
    • Intellectual Property Rights means any current and future intellectual property rights, including: (a) copyrights, trade marks, trade names, domain names, rights in logos and get-up, inventions, confidential information, trade secrets and know-how including commercial know-how, design rights, patents, utility models, semi-conductor topographies, all rights of whatsoever nature in computer software and data, rights in databases, privacy rights; (b) all intangible rights and privileges of a nature similar, analogous or allied to any of rights listed in (a); and (c) in every case in any part of the world and whether or not registered, including in relation to any of rights listed in (a) and (b): (i) all granted registrations and all applications for registration; (ii) all renewals, reversions or extensions; (iii) the right to sue for damages for past infringement; and (iv) all forms of protection of a similar nature which may subsist anywhere in the world;
    • Insolvency Event occurs when a party: (i) ceases, or threatens to cease, to carry on the whole or a substantial part of its business; (ii) becomes unable to pay its debts as and when they fall due, makes an arrangement or composition with its creditors or goes into liquidation; (iii) is the subject of the commencement of any insolvency proceedings, the passing of a resolution for its winding up, the giving of a notice of appointment or intention to appoint an administrator or liquidator (which is not dismissed, withdrawn or set aside within 14 days after presentation); (iv) has an administrator, an administrative receiver or trustee appointed over all or any of its assets; or (v) where you are an individual, you are the subject of a bankruptcy petition, application or order;
    • Outputs means the materials (including audio-visual materials) and content that are generated by your use of the Platform;
    • Payment Method means the method of payment you provide to Mavis;
    • Permitted Purpose means use of the Mavis C2C and Mavis Cloud Hub functionality made available to you for camera-to-cloud transfer and device/workflow management, within your service entitlement and Usage Limits; this definition does not promise any specific feature or editing capability;
    • SLA means a service level agreement expressly agreed in writing between Mavis and a business customer for identified Platform services, whether included in an Enterprise Agreement or agreed separately;
    • Usage Limits has the meaning given to it in clause 8.3, as varied where applicable under clause 8.6; and
    • Your Materials means all audio-visual material, data, content, documents and other materials in any form (whether owned by you or a third party), which are provided by or on behalf of you to Mavis in connection with the Platform or which are otherwise uploaded or incorporated by you or on your behalf into the Platform.
  • 21.2 The parties agree that:
    • 21.2.1 clause headings used in this agreement are inserted for ease of reference only and shall not affect construction;
    • 21.2.2 references to the word include or including (or any similar term) are not to be construed as implying any limitation; and
    • 21.2.3 references to statutory provisions or enactments shall include references to any amendment, modification, extension, consolidation, replacement or re-enactment of any such provision or enactment.

Appendix A. Apple’s standard Licensed Application End User License Agreement

Its own defined terms apply within this appendix. The official reference is Apple’s standard EULA.

Apps made available through the App Store are licensed, not sold, to you. Your license to each App is subject to your prior acceptance of either this Licensed Application End User License Agreement (“Standard EULA”), or a custom end user license agreement between you and the Application Provider (“Custom EULA”), if one is provided. Your license to any Apple App under this Standard EULA or Custom EULA is granted by Apple, and your license to any Third Party App under this Standard EULA or Custom EULA is granted by the Application Provider of that Third Party App. Any App that is subject to this Standard EULA is referred to herein as the “Licensed Application.” The Application Provider or Apple as applicable (“Licensor”) reserves all rights in and to the Licensed Application not expressly granted to you under this Standard EULA.

a. Scope of License: Licensor grants to you a nontransferable license to use the Licensed Application on any Apple-branded products that you own or control and as permitted by the Usage Rules. The terms of this Standard EULA will govern any content, materials, or services accessible from or purchased within the Licensed Application as well as upgrades provided by Licensor that replace or supplement the original Licensed Application, unless such upgrade is accompanied by a Custom EULA. Except as provided in the Usage Rules, you may not distribute or make the Licensed Application available over a network where it could be used by multiple devices at the same time. You may not transfer, redistribute or sublicense the Licensed Application and, if you sell your Apple Device to a third party, you must remove the Licensed Application from the Apple Device before doing so. You may not copy (except as permitted by this license and the Usage Rules), reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Licensed Application, any updates, or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with the Licensed Application).

b. Consent to Use of Data: You agree that Licensor may collect and use technical data and related information—including but not limited to technical information about your device, system and application software, and peripherals—that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the Licensed Application. Licensor may use this information, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you.

c. Termination. This Standard EULA is effective until terminated by you or Licensor. Your rights under this Standard EULA will terminate automatically if you fail to comply with any of its terms.

d. External Services. The Licensed Application may enable access to Licensor’s and/or third-party services and websites (collectively and individually, "External Services"). You agree to use the External Services at your sole risk. Licensor is not responsible for examining or evaluating the content or accuracy of any third-party External Services, and shall not be liable for any such third-party External Services. Data displayed by any Licensed Application or External Service, including but not limited to financial, medical and location information, is for general informational purposes only and is not guaranteed by Licensor or its agents. You will not use the External Services in any manner that is inconsistent with the terms of this Standard EULA or that infringes the intellectual property rights of Licensor or any third party. You agree not to use the External Services to harass, abuse, stalk, threaten or defame any person or entity, and that Licensor is not responsible for any such use. External Services may not be available in all languages or in your Home Country, and may not be appropriate or available for use in any particular location. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws. Licensor reserves the right to change, suspend, remove, disable or impose access restrictions or limits on any External Services at any time without notice or liability to you.

e. NO WARRANTY: YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE LICENSED APPLICATION IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSED APPLICATION AND ANY SERVICES PERFORMED OR PROVIDED BY THE LICENSED APPLICATION ARE PROVIDED "AS IS" AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND LICENSOR HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE LICENSED APPLICATION AND ANY SERVICES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NONINFRINGEMENT OF THIRD-PARTY RIGHTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE LICENSED APPLICATION OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

f. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL LICENSOR BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE LICENSED APPLICATION, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall Licensor’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

g. You may not use or otherwise export or re-export the Licensed Application except as authorized by United States law and the laws of the jurisdiction in which the Licensed Application was obtained. In particular, but without limitation, the Licensed Application may not be exported or re-exported (a) into any U.S.-embargoed countries or (b) to anyone on the U.S. Treasury Department's Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Licensed Application, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.

h. The Licensed Application and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.

i. Except to the extent expressly provided in the following paragraph, this Agreement and the relationship between you and Apple shall be governed by the laws of the State of California, excluding its conflicts of law provisions. You and Apple agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Clara, California, to resolve any dispute or claim arising from this Agreement. If (a) you are not a U.S. citizen; (b) you do not reside in the U.S.; (c) you are not accessing the Service from the U.S.; and (d) you are a citizen of one of the countries identified below, you hereby agree that any dispute or claim arising from this Agreement shall be governed by the applicable law set forth below, without regard to any conflict of law provisions, and you hereby irrevocably submit to the non-exclusive jurisdiction of the courts located in the state, province or country identified below whose law governs:

If you are a citizen of any European Union country or Switzerland, Norway or Iceland, the governing law and forum shall be the laws and courts of your usual place of residence.

Specifically excluded from application to this Agreement is that law known as the United Nations Convention on the International Sale of Goods.

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