Terms governing the OTHEZA website.

These Terms of Use govern your access to and use of the OTHEZA website, forms, pages, resources and other online features that link to these terms.

The website is operated by OTHEZA, operating as OTHEZA (“OTHEZA,” “we,” “us” or “our”).

By accessing or using this website, you agree to these Terms of Use and our Privacy Policy. If you do not agree, do not use the website.

1. About OTHEZA

OTHEZA provides consultation, virtual reveal, sales follow-up, client communication, payment-support and revenue-operations services for portrait and boudoir studios.

Information on this website describes OTHEZA’s general service capabilities. The specific services, responsibilities, authority limits, pricing, capacity, performance measures and commercial terms applicable to a studio partnership will be established in separate written documents.

2. Eligibility and authority

This website is intended for adults and business representatives.

By submitting an enquiry or using the website on behalf of a studio, company or other organization, you represent that:

- You are legally capable of agreeing to these terms.

- You are authorized to act for the organization you identify.

- The information you provide is accurate to the best of your knowledge.

- Your use of the website complies with applicable law.

The website is not directed to children.

3. Website use is not a studio partnership

Visiting this website, contacting OTHEZA, submitting a form, scheduling a conversation or receiving information from us does not:

- Create a studio partnership

- Create an agency, employment, fiduciary or joint-venture relationship

- Require OTHEZA to accept an enquiry

- Reserve service capacity

- Guarantee that a particular service will be offered

- Authorize OTHEZA to communicate with or act for a studio’s clients

- Create an obligation for either party to proceed

A studio partnership begins only after the required written agreements and onboarding requirements have been completed and OTHEZA has confirmed the service start date.

4. Studio partnership enquiries

When you submit a Studio Partnership Enquiry, you authorize OTHEZA to use the submitted information to:

- Review your studio’s stated needs

- Assess potential service fit

- Contact you about the enquiry

- Request additional information

- Prepare a conversation, recommendation or proposal

- Maintain an internal record of the enquiry

Submitting an enquiry does not guarantee acceptance.

OTHEZA may decline, pause or limit an opportunity based on service fit, capacity, operational requirements, conflict concerns, risk or other legitimate business considerations.

5. No guarantee of sales or business results

OTHEZA’s services are intended to support sales conversations, client follow-through and studio revenue operations.

However, OTHEZA does not guarantee:

- A specific booking rate

- A specific reveal conversion rate

- A particular average sale

- A minimum amount of revenue

- A specific return on investment

- A particular client response

- That every client will book, attend or purchase

- That every payment or payment plan will be completed

- That every lead or client will be suitable for a studio

Results depend on factors beyond OTHEZA’s control, including the studio’s offer, pricing, reputation, marketing, lead quality, photography, client experience, products, policies, scheduling, fulfilment and market conditions.

Examples, projections, estimates, testimonials, case studies or performance discussions are illustrative and are not promises of future results.

6. Website information is general

Website content is provided for general information about OTHEZA and its services.

It is not legal, financial, accounting, tax, employment, privacy or other regulated professional advice.

You are responsible for obtaining independent professional advice about your studio’s:

- Contracts and client agreements

- Tax obligations

- Employment and contractor relationships

- Consumer-protection obligations

- Privacy and data-management practices

- Payment plans and financing arrangements

- Call recording and communication requirements

- Marketing and advertising compliance

- Business decisions

You should not act or refrain from acting solely because of information presented on this website.

7. Service descriptions, pricing and availability

OTHEZA may change, expand, restrict or discontinue website content and service descriptions at any time.

Unless expressly stated otherwise in a signed agreement:

- Website service descriptions are summaries only.

- Displayed or discussed pricing is not a binding quotation.

- Pricing may depend on appointment volume, scope, systems, scheduling, complexity, follow-up requirements and service capacity.

- Taxes, transaction fees and third-party charges may be additional.

- Service availability is not guaranteed.

- A proposal may expire or be withdrawn.

- Capacity is not reserved until OTHEZA confirms it in writing.

If there is a conflict between the website and a signed agreement, the signed agreement controls.

8. Your responsibilities when submitting information

You agree to provide information that is accurate, current and reasonably complete.

You must not submit through a general website form:

- Passwords or authentication codes

- Complete payment-card information

- Banking credentials

- Government identification

- Client galleries or image files

- Medical or health information

- Highly sensitive personal information

- Confidential client records unrelated to the enquiry

- Information you are not authorized to disclose

If you provide information concerning another person, you represent that you have the authority and any required consent to provide it for the stated purpose.

9. Acceptable use

You may use this website only for lawful purposes.

You must not:

- Violate any applicable law or another person’s rights.

- Submit false, misleading, fraudulent or impersonated information.

- Attempt to gain unauthorized access to the website, systems or accounts.

- Interfere with the website’s security, operation or availability.

- Introduce malware, harmful code or automated attacks.

- Scrape, harvest or collect information without written permission.

- Use bots or automated systems to submit forms or create excessive requests.

- Test or probe system vulnerabilities without written authorization.

- Circumvent access restrictions or security measures.

- Copy or exploit website content for a competing service.

- Misrepresent an affiliation with OTHEZA.

- Use OTHEZA’s name, content or brand in a misleading manner.

- Submit material that is unlawful, threatening, defamatory, infringing or harmful.

- Use the website to send unsolicited or unauthorized communications.

We may restrict or block access where we reasonably believe these terms have been violated.

10. Intellectual property

Unless otherwise identified, the website and its contents are owned by or licensed to OTHEZA.

Protected content may include:

- The OTHEZA name and brand

- Logos and visual identity

- Website copy

- Service names

- Frameworks and processes

- Graphics and layouts

- Photographs and media

- Documents and downloads

- Training materials

- Scripts and operational resources

- Software, code and website structure

You may view the website and make a limited copy of publicly available content for your own internal evaluation of OTHEZA.

You may not reproduce, publish, distribute, sell, license, modify, create derivative works from or commercially exploit protected content without prior written permission.

Nothing in these terms transfers ownership of OTHEZA’s intellectual property to you.

Third-party names, trademarks and content remain the property of their respective owners.

11. Materials and feedback submitted to OTHEZA

You retain ownership of materials you submit, subject to any rights belonging to another person.

You grant OTHEZA a limited right to use submitted material as reasonably necessary to:

- Respond to your enquiry

- Evaluate a potential partnership

- Deliver a requested interaction

- Operate and secure our systems

- Meet legal and recordkeeping obligations

This permission does not give OTHEZA ownership of your confidential studio information, client information, photographs or intellectual property.

If you voluntarily provide general suggestions or feedback about OTHEZA, we may use that feedback to improve our business without compensation, provided we do not publicly identify you or disclose your confidential information without authorization.

12. Confidential information

The public website is not a secure channel for exchanging detailed confidential information.

Information submitted through an enquiry form is handled according to our Privacy Policy, but submitting information does not by itself create a broader confidentiality or non-disclosure agreement.

Confidentiality obligations relating to a studio partnership will be established in the applicable written agreement.

Do not submit trade secrets, client galleries, proprietary price lists, passwords or highly sensitive client records until OTHEZA has provided an authorized method and the appropriate agreements are in place.

13. Communications

When you submit your contact information, you authorize OTHEZA to contact you regarding the specific enquiry, request or business relationship.

Operational communications may include:

- Enquiry responses

- Appointment confirmations and reminders

- Proposal and onboarding communications

- Account and service updates

- Billing or payment notices

- Security and privacy messages

Marketing communications will be sent only where permitted. You may unsubscribe from marketing emails using the link provided or by contacting us.

Opting out of marketing does not prevent transactional, contractual, billing, security or service-related communications.

Telephone, text-message and internet-service charges imposed by your provider may apply.

14. Privacy

Our collection, use, disclosure and protection of personal information are described in our Privacy Policy.

By using the website, you acknowledge that information may be handled as described in that policy.

If you submit information belonging to another person or a studio client, you are responsible for ensuring that you have the authority and any required consent to do so.

15. Third-party services and links

The website may contain links to or integrate with third-party services, including:

- Scheduling systems

- Forms

- Payment processors

- Video-meeting platforms

- Email and communication services

- Social-media platforms

- Analytics or advertising services

- Other external websites

Third-party services operate under their own terms and privacy policies.

OTHEZA does not control and is not responsible for the availability, content, privacy practices, security or performance of independently operated third-party services.

A link or integration does not necessarily mean OTHEZA endorses every statement, product or service offered by that third party.

You use third-party services at your own discretion and subject to their applicable terms.

16. Website availability and security

We work to maintain a functional and secure website, but we do not guarantee that it will always be:

- Available

- Uninterrupted

- Error-free

- Compatible with every device or browser

- Free from harmful components

- Completely secure

- Accurate or current in every respect

The website may be temporarily unavailable because of maintenance, technical problems, provider outages, security concerns or circumstances beyond our control.

We may change, suspend or discontinue any portion of the website without notice.

You are responsible for using appropriate device security, maintaining backups and protecting your own accounts and credentials.

17. Disclaimer

To the maximum extent permitted by applicable law, the website and its publicly available content are provided on an “as is” and “as available” basis.

OTHEZA disclaims warranties or conditions that are not expressly stated in these terms, including implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

Nothing in these terms excludes a warranty, condition, right or remedy that cannot lawfully be excluded.

Any warranties or commitments concerning paid services will be governed by the applicable signed agreement.

18. Limitation of liability

To the maximum extent permitted by applicable law, OTHEZA and its owners, personnel, contractors and service providers will not be liable for indirect, incidental, special, exemplary, punitive or consequential losses arising from use of or inability to use the public website.

This includes loss of profits, revenue, data, business opportunity, goodwill or anticipated savings.

For claims arising solely from use of the public website, OTHEZA’s total liability will not exceed the greater of:

- The amount you paid directly to OTHEZA specifically for access to the website during the six months preceding the claim; or

- One hundred Canadian dollars.

This limitation does not apply where liability cannot lawfully be excluded or limited.

Liability arising from paid OTHEZA services will be governed by the applicable signed agreement rather than this website provision.

19. Indemnification

To the extent permitted by law, you agree to indemnify and hold OTHEZA and its owners, personnel and contractors harmless from third-party claims, liabilities, damages and reasonable expenses arising from:

- Your unlawful use of the website

- Your material violation of these terms

- Information or material you submit without proper authority

- Your infringement of another person’s intellectual-property or privacy rights

- Fraudulent, abusive or malicious conduct

This section does not require you to indemnify OTHEZA for conduct for which OTHEZA is legally responsible.

20. Suspension and termination

We may suspend or terminate access to the website where we reasonably believe that:

- These terms have been violated.

- The website is being used unlawfully or abusively.

- Access creates a security or operational risk.

- Suspension is required by law or a service provider.

- Continued access may harm OTHEZA, a partner studio, a client or another person.

Sections intended by their nature to continue after termination will survive, including provisions relating to intellectual property, disclaimers, liability, indemnification and governing law.

21. Governing law

These Terms of Use are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict-of-law principles.

Subject to any right or proceeding that cannot lawfully be restricted, disputes relating to the public website will be brought before a court of competent jurisdiction in Ontario.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

22. Changes to these terms

We may update these Terms of Use to reflect changes to the website, our services, technology or legal obligations.

The revised version will be posted on this page with an updated “Last updated” date.

Changes apply prospectively from the date they are posted unless otherwise stated or required by law.

Your continued use of the website after an updated version is posted constitutes acceptance of the revised terms.

Changes to a signed studio agreement must be made according to that agreement and are not accomplished merely by updating this website page.

23. General provisions

If a provision of these terms is found to be unlawful, invalid or unenforceable, it will be limited or removed only to the extent required, and the remaining provisions will continue in effect.

Our failure to enforce a provision is not a waiver of that provision or any other right.

You may not assign your rights or obligations under these terms without our written consent. OTHEZA may assign these terms as part of a business reorganization, financing, merger, acquisition or transfer of assets.

These Terms of Use and the Privacy Policy constitute the agreement governing use of the public website. They do not replace any separately signed agreement for OTHEZA services.

24. Contact OTHEZA

Questions about these Terms of Use may be directed to:

OTHEZA, operating as OTHEZA

Hamilton

Ontario, Canada

Email: [email protected]

Privacy enquiries: [email protected]