Information We Collect
- Information You Provide Directly to Us: You may be asked to directly provide the Company with certain categories of personal information/PII (e.g., name, gender, geographic location, e-mail address, etc.). We reserve the right to collect this statistical information through, without limitation, account registration forms, e-mail newsletter sign-ups, and information that you provide to us directly via Company websites and mobile applications. Statistical information is the type of personal information, provided directly or indirectly, that may be collected from you at any time when you are in contact with Company websites or mobile applications. We do not collect your credit card information unless you make a purchase through Company websites or mobile applications (ONLY PAYPAL COLLECTS ACTUALLY, RIGHT?)
- Information We May Collect During Your Visit to Company Websites or Mobile Applications: When you contact Company websites or mobile applications, the Company and its third party service providers may also collect your usage information. This usage information may be collected through automated or passive means and may include a variety of technologies that collect information whenever you come into contact with Company websites or mobile applications. For example, these technologies record and collect your browser information, the “click-through URL” that linked you to Company websites or mobile applications, your usage information about pages and/or features that you visited, the date and time of your contact, and other similar information. We may also collect your internet protocol (“IP”) address or other automatically assigned identifiers that allow us to identify the device or mechanism through which you contact Company websites or mobile applications. We treat device and mechanism identifiers, as well as your usage information, to be the type of personal information that may be collected from you at any time when you are in contact with Company websites or mobile applications.We may also use this personal information in order to rememberyou and your preferences.
- How We Collect Your Personal Information: During your visit to Company websites or mobile applications, we may use the following technologies, without limitation, to collect your personal information: (1) cookies; (2) Flash cookies; (3) small graphic images or web beacons; (4) embedded script; and (5) similar technologies. Cookies are data files placed on the device that is used to access a website. A Flash cookie is a data file placed on a device via a third party plug-in (which may be built into your device or downloaded to your device). Small graphic images or web beacons, other web programming code that may be invisible to you, may be included on Company websites, mobile applications, and in Company e-mail messages. Web beacons may be used to count the number of users accessing Company websites and mobile applications, monitor how users navigate our websites and mobile applications, and count the number of e-mails that were sent and actually opened or the number of particular articles or links that were actually viewed. An embedded script is programming code that is designed to collect information about your interactions with Company websites or mobile applications (e.g., a link that you click on). This code is temporarily downloaded onto the devise that you use to access Company websites and mobile applications from our web server or a third party service provider, and is only active while you are in contact with Company websites. This code is deactivated or deleted thereafter.
- If you send a third party a communication from Company websites or mobile applications, such as sending a friend a news article or information about a job opening, we may use this information on a one-time basis to facilitate the communication. We will not use it for any other marketing purpose, unless we obtain consent from that third party.
How We Use Your Personal Information
Information We May Share
- We may use third party vendors to perform certain services on behalf of the Company, such as hosting Company websites and mobile applications, designing and/or operating website features, tracking website analytics, enabling you to purchase any goods and/or services, and allowing us to send you e-mail newsletters or perform other administrative services. We may provide third parties with access to your information, including your personal information, to carry out the services that these parties are performing for you or for us.
- Access to certain areas of Company websites and mobile applications may be provided to you in association with third parties and may require you to disclose personal information in order to register for and access products and/or services. Such co-branded areas will identify the third party associates. If you elect to register for products and/or services at co-branded areas you may be providing your information to both us and the third party associates. Further, if you sign-in to a co-branded area with a username and password obtained on Company websites and mobile applications, your personal information may be disclosed to the identified third party associates for that co-branded area and will be subject to the third party associates’ privacy policies.
- Business Transfer: We may share your personal information with our subsidiaries and affiliates for internal purposes. We also reserve the right to disclose and transfer all information related to Company websites and mobile applications, including, without limitation, your personal, demographic, and usage information for the following purposes: (1) to a subsequent owner, co-owner, or operator of Company websites and mobile applications or an applicable database, or (2) in connection with a corporate merger, consolidation, restructuring, the sale of substantially all of our stock and/or assets or other corporate change, including, without limitation, during the course of any due diligence process.
- Sweepstakes, Contests and Promotions (collectively, “Promotions”): We may offer Promotions through Company websites and mobile applications that require registration. By participating in a Promotion, you are agreeing to the terms, conditions, or official rules that govern that Promotion, which may contain specific requirements of you, including (except where prohibited by law) allowing the sponsor(s) of the Promotion to use your name, voice and/or likeness in advertising or marketing associated with the Promotion. If you choose to enter a Promotion, your personal information may be disclosed to third parties or the public in connection with the administration of such Promotion, including, without limitation, in connection with winner selection, prize fulfillment, and as required by law or permitted by the Promotion’s official rules.
Information That You Share Publicly
User Generated Content:
- We may use and publish your name, voice or likeness, or other personal information that is part (or the whole) of your UGC for marketing, promotional activities, publicity, and advertising purposes.
Third Party Content and Links
- Protection of Your Personal Information: The Company employs commercially reasonable efforts to protect the personal information that you share when you contact Company websites or mobile applications as required by applicable law. However, note that it is not possible to secure all transmissions made over the internet or through other content/information sharing devices. WE DO NOT WARRANT OR REPRESENT THAT WE CAN GUARANTY THE SECURITY OF ANY INFORMATION THAT YOU TRANSMIT TO US WHEN YOU USE COMPANY WEBSITES AND MOBILE APPLICATIONS. YOU PROVIDE SUCH PERSONAL INFORMATION AT YOUR OWN RISK. In the event of a data or security breach that may compromise your personal information, the Company will make commercially reasonable efforts to notify you and/or the requisite governmental or other regulatory agency promptly and as required by law.
- Children Under the Age of 13: Company websites and mobile applications are intended for the general audience over the age of 18 We do not knowingly collect personal information from children under the age of 13. If we learn that we have collected the personal information of a child under the age of 13 we will take steps to delete the information as soon as possible.
Your Ability to Review your personal information and Request Changes
- To change the types of communication that you receive from the Company or how you receive such communications, simply cancel or modify your communication preferences by following the instructions in the e-mail or communication that you received [or by logging into your account with any of the Company websites or mobile applications and changing your communication preferences].
If You are Outside of the United States
- Company websites and mobile applications are located in the United States. If you are located outside of the United States, please be aware that the information we collect will be transferred, stored, and processed in the United States. When you contact Company websites and mobile applications, you are automatically consenting to our standard practice of processing, storing, and transferring your personal information within the United States. Note that data protection and privacy laws are different in every country. You are responsible for learning the data protection and online privacy laws of your own country. The Sites may be viewed internationally. Accordingly, you should take care to make sure that any UGC you upload coplies in general with international law. You should also consider cultural sensitivities if you intend for your UGC to be viewed in other countries (other than the U.S.). It is your sole responsibility to know and abide by the laws of the jurisdiction in which you reside and where your UGC may be viewed and you are solely responsible should you violate those laws!
Term of Use
The Sites are intended for a general audience over the age of eighteen (18) interested in displaying, viewing and creating short videos (“Videos”). For purposes of this TOU Agreement, a short Video shall be of 15 minutes or less in duration. Use of Sites is only permitted for users over the age of eighteen (18). You must be eighteen (18) years or older to become a Member (as defined below), to Subscribe and/or to download any Videos from the Sites and/or to upload any Videos to the Sites.
Acceptance of Terms
In the event that any of the terms, conditions, and notices contained herein conflict with the Additional Terms, or other terms and guidelines contained within any particular section of the Sites or with any terms that accompany any product purchased from us, the terms stated in this TOU Agreement shall control.
Site Licenses and Access
The Company grants you a limited license to access and make personal use of the Sites but does not grant you the authority to download or modify any portion of the Company’s proprietary information, Content found on the Sites, or the Sites themselves, except as expressly provided herein and subject to this TOU Agreement. This license does not include any derivative use of the Sites, Videos or Content or any use of data mining, robots, or similar data gathering and extraction tools.
You may not frame or utilize framing techniques to enclose any materials located on the Sites, including, without limitation, any trademark, logo, or other proprietary information (including images, text, page layout, or form) of the Company, third parties, or Company affiliates without express written consent from the Company. (In the case of third parties, express written consent from the appropriate third party owner/licensee of any materials, including Content, is required). You may not use any Company tags or any other “hidden text” utilizing the Company’s name or trademarks without the express written consent of the Company. Any unauthorized use terminates any permission or license granted to you by the Company. For purposes of clarity, this TOU Agreement and the license(s) granted to you hereunder expressly excludes the right to use any Content except as made available to you on the Sites. You may not copy or disseminate any Content or other materials from the Sites.
The Company grants to you a limited, revocable, and non-exclusive license to create a hyperlink to www.itsashort.com, so long as the link does display any
Videos and does not portray the Company, Content, or the Company’s products or services in a false, misleading, derogatory, or otherwise offensive manner.
You may not use any Company logo or other proprietary graphic or trademark as part of the link without first obtaining express written permission from the
NOTHING HEREIN SHALL ACT TO GRANT YOU ANY RIGHTS, TITLE, OR INTEREST TO THE SITES MATERIALS, VIDEOS OR CONTENT. By using the Sites, you expressly agree that you shall respect the intellectual property rights of members who make Videos available, the Company, and any others who may provide materials and/or other Content to the Sites. We only display licensed content from third party provider(s) in their original form and as licensed, unless expressly otherwise permitted by the license.
No Unlawful or Prohibited Use
As an express condition of your use of the Sites, you agree, represent, and warrant that you will not use the Sites for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Sites in any manner which could damage, disable, overburden, or impair the Sites or the network(s) connected to the Sites or interfere with any other party’s use and enjoyment of the Sites. You may not attempt to gain unauthorized access to the Sites, other accounts, computer systems, or networks connected to the Sites through hacking, password mining, or any other means. You may not obtain, or attempt to obtain, any materials or information through any means not intentionally made available through the Sites. You further agree that you shall not use the Sites in any manner that would: (a) violate any law, statute, ordinance or regulation; (b) encourage, promote, facilitate or instruct others to engage in illegal activity; (c) promote hate, violence, racial intolerance, or the financial exploitation of a crime; (d) be considered by community standards for lewd or obscene purposes; (e) infringe or violate any copyright, trademark, right of publicity or privacy or any other proprietary right under the laws of any jurisdiction; (f) portray sexually explicit materials or services; or, (g) involve the sales of products or services identified by government agencies to have a high likelihood of being fraudulent.
Because of the volume of materials and/or Videos uploaded by users, we may not be able to view all Content uploaded to the Sites. However, we reserve the right to view and remove any Content or Videos uploaded to the Sites if the Content or Video violates this TOU Agreement and to terminate the memberships of any Members who violate this TOU Agreement.
From time to time, we test various aspects of our Sites, including service levels, plans, features, Video availability, content, downloads, uploads and pricing and we reserve the right to include you in or exclude you from these tests without notice.
When you visit the Sites or send emails to Company, you are communicating with us electronically. Unless you affirmatively “opt-out” of receiving electronic communications from Company, you consent to receive communication from us electronically. We will generally communicate with you by email or by posting notices on our main site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Personal Non-Commercial Use Limitation
Unless otherwise specified, the Sites are for your personal, educational, and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Content, information, software, products, or services obtained from the Sites.
Modification of the TOU Agreement/Access to Sites
The Company reserves the right to change the terms, conditions, and notices concerning your use of the Sites without notice. You are responsible for regularly reviewing this TOU Agreement and the Additional Terms posted on other sections of the Sites. We will always post the date that the TOU Agreement and/or the Additional Terms were last revised. Your continued use of the Sites constitutes your continued agreement to all such terms, conditions, and notices.
Termination of Access
The Company reserves the right, in its sole discretion, to terminate or limit your access to any or all of the Sites, or any portion thereof, at any time without notice.
You must be at least eighteen (18) years of age to use the Sites or to submit any personal information to the Company. As such, if you transact or attempt to transact any business with the Company or submit, or attempt to submit, any personal information to the Company, YOU AFFIRMATIVELY REPRESENT AND WARRANT THAT YOU ARE AT LEAST EIGHTEEN (18) YEARS OF AGE AND THAT YOU POSSESS THE LEGAL RIGHT TO USE THE SITES IN ACCORDANCE WITH THE STATED TOU AGREEMENT POLICIES.
You hereby agree to supervise usage by, and be responsible for the actions of, any minors who have access to use your computer or mobile device and/or account(s) to ensure compliance herewith.
Material Provided to the Company
If you submit any materials, feedback, your original Content, Videos or other communications (collectively, “Submissions”) to the Sites or to the Company, you grant the Company and its designees and sub-licensees an irrevocable and unlimited license to use your Submissions in connection with the operation of its businesses including, without limitation, the right to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission, and publish your name in connection with your Submission. No compensation will be paid with respect to the use of your Submission, except as provided herein or in applicable Additional Terms to which you will be required to agree. The Company is under no obligation to post or use any Submission that you provide and the Company may remove any Submission at any time in its sole discretion. Notwithstanding the foregoing, for those uploading Videos to make available for members or others to purchase viewing rights, Additional Terms may apply as to agreed compensation.
Copyrights and Trademarks
All of the materials, software and Content appearing on the Sites are either owned, licensed or sub-licensed (including, without limitation, through this TOU Agreement) to the Company and are used by the Company in accordance with the applicable licenses and laws. You may not copy, distribute, or otherwise disseminate any materials or Content (including any logos, Videos, images, or data), from the Sites unless you are the owner of said materials or Content or have express written permission from the owner of said materials.
If you are a copyright owner and believe that any of the Content appearing on Sites infringes on your copyright, please click the following link https://www.dropbox.com/s/jw2z6jgyds6pghl/20130430itsashortDMCAsignedagentform.pdf for information on how to submit a claim of copyright infringement.
Guilds and Unions
Company in recognition of Screen actors Guild, Writers Guild of America, Directors Guild and any other Guilds associated with the uploaded Video content, recognizes and supports the agreements struck with between membership and producers and therefore compels producers to adhere to the language, intent and action of all collective bargaining agreements. Company enthusiastically supports every artist's right to be compensated and recognized for their work, in accordance with negotiated contracts, and letters of agreements sanctioned by the above mentioned guilds. However, Company is not a guild signatory and therefore under no obligation to enforce any letters of agreement and/or contracts exacted by guild membership and/or agreed upon by producers, employers, representatives or any other parties associated with Video uploaded content. Contact your union or guild for guidelines of internet media agreements.
User Accounts, Ordering Content – itsashort.com Membership
We provide an organized website with links to third party software and technical support. We do not re-sell or license software downloaded from other sites. All software is freeware and/or shareware.
To set up a user account, please click here [LINK].
You may order Content from the Sites in two ways:
- Monthly Subscription: Once you have set up your user account (“Account”), you may pay a monthly subscription fee of $2.00 per month. If you choose this option, your subscription will be free of charge for the first month of your subscription. Subscribers may view any Video available on the Sites one time per month (per item).
- Individual Purchase: You may purchase access to a specific item of Content (such as a specific Video) for $1.49. If you choose this option, you will be able to view the specific Video for three (3) months on an unlimited basis. If you purchase a specific Video three (3) times, you thereafter will have unlimited access to that Video for as long as it remains available on the Sites.
All downloaded purchase sales are final.
Once you have set up your Account, you may order a membership. Memberships run from January 1 to December 31 of the calendar year in which they are purchased and are not pro-ratable. You have three options to upload your Content once you have established a calendar year to date membership. Your three options are:
Art House: Upload 1-13 short films over a calendar year for a low cost of $10.00 per year.
Festival: Upload 14-26 short films over a calendar year for a low cost of $15.00 per year.
Multiplex: Upload 26-39 short films over a calendar year for a low cost of $20.00 per year.
Please note that you can upgrade your membership at any time by simply modifying your membership level and paying the difference in membership fees. If a member fails to renew their calendar year to date membership on or before their anniversary date, their membership will be automatically cancelled.
A membership will continue to be in affect providing that the annual calendar year to date membership renewal fees and other requirements of membership
You may cancel your membership at any time, and the cancellation will be effective immediately. WE DO NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL-YEAR MEMBERSHIP. To cancel, follow the instructions on the itsashort.com website or forward an email to Customercare@itsashort.com to indicate your cancellation and the reason(s).
User reviews and other content
Company allows user reviews of uploaded videos for purposes of feedback, comments, suggestions, ideas, questions or other information, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing on intellectual property rights. You hereby consent and agree to such reviews being allowed and viewable (whether about you or by you). You will have the right as an account holder to respond to reviews.
Company has the right, but not the obligation to remove any Content and/or reviews in their entirety that contain X-Rated, pornographic, inappropriate, profane or indecent, abusive, libelous, controversial, terror/threatening, vulgar, obscene and/or offensive subject matter or material, without notice to you. We encourage the support of our visitors and viewers to assist us in identifying any trailer, short film or reviews that may contain some of the above materials mentioned. If you find any such materials, please email firstname.lastname@example.org.
Guidelines/Suggestions for Uploading Video
If you choose to compress a Video file you will sacrifice quality.
Do not upload Content to which you do not own all rights, title and permissions.
Do not upload Content if you do not own the rights to music or any video samples or other materials included in the Content.
Do not upload Content if you do not have all appropriate releases, including of the performers, or if you have not met the requirements of the Screen Actors Guild.
Our Preferred uploading formats are MP4 and FLV.
When uploading, your file size shouldn't exceed 500MB if uploading from a MAC. There is no file size limitation for uploading from a PC.
Compensation to Media Artists
Media Artists (those uploading videos for users to view) will be compensated as follows:
1. For each purchase of a Media Artist's video (at $1.49/per purchase), Media Artist will receive $1.00 directly from the purchase (Company will receive $.49). The monies owed to the Media Artist/member for short films purchased/downloaded will show as a credit in their Pay Pal account. You must have a Pay Pal account to be compensated. Media Artists do NOT receive direct compensation from subscription purchases.
2. At the time you set up your account and/or from time to time thereafter, Company will provide you with guidelines as to “target” sales. If you reach the target set and agreed upon between you and Company, you will be eligible to receive a grant from the Company for your next project. Terms for such grants will be available to Media Artists on the Sites and/or at the time of setting up their accounts and/or uploading content.
Members will be able to create an About Me/Bio, identify awards received in the Awards/Recognition section and proudly recognize the individuals that had an influence on them in the Influences section. Members will be able to participate in on line forums, blogging and more.
Forums and Blogs
Responsibility for what is posted on or in the forums, blogs and other public posting areas on the website lies with each user.
It is a condition of the use of the sections and the forums, blogs and other public posting areas that a person does not:
- Restrict or inhibit any other user from using and enjoying the section.
- Use the section to post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane or indecent information of any kind, including without limitation any transmission constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law.
- Use the section to post or transmit any information, software or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights or that is protected by copyright, trademark or other proprietary right or derivative works with respect thereto, without first obtaining permission from the owner or right holder.
- Use of the section to post or transmit any information, software or other material that contains a virus or other harmful component.
- Use the section to post, transmit or in any way exploit any information, software or other material for commercial purposes or that contains advertising.
- Use the section to advertise or solicit to anyone buy or sell products or services or make donations of any kind without the express written approval of Company.
- Use the section to gather for the purpose of spamming email addresses that have been posted by other users of the section.
Passwords and Security
Certain users and affiliates of the Company may receive a password from the Company to access certain information on the Sites. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are solely responsible for any and all activities that occur under your account. You agree to immediately notify the Company of any unauthorized use of your account or any other breach of security. The Company will not be liable for any loss that you may incur as a result of someone else using your account or password, either with or without your knowledge. However, you may be held liable for losses incurred by the Company or a third party due to someone else using your account or password. You may not use any account that is registered to another person at any time without the permission of the account holder and the Company.
Links to Third Party Websites
Any contact that you have with third parties (including advertisers) through the Sites or by your participation in promotions, including the delivery of and payment for goods and services, and any other terms, conditions, warranties, or representations associated with such dealings or promotions, are solely between you and that third party. The Company shall not be responsible or liable for any part of any such dealings or promotions.
We currently use Pay Pal to process transactions through the Sites. In order to make financial transactions through the site, you must have a valid Pay Pal account. For more information about using Pay Pal, see Pay Pal's Information Service Guidelines.
Accepted use of Pay Pal and Security Content policy
What is itsashort.com’s transaction limit?
The maximum amount allowed for a single transaction is $100.00 USD by a Pay Pal member.
Pay Pal Anti-Money Laundering and Counter-Terrorist Financing Statement:
As a global financial institution, Pay Pal and Company is committed to full compliance with all applicable laws and regulations regarding Anti- Money Laundering (“AML”). We share in Pay Pal’s policy in preventing people to engaging in money laundering, fraud, and other financial crimes, including terrorist financing, from using Pay Pal and Company’s services.
Pay Pal has robust policies and procedures to detect, prevent and report suspicious activity. To comply with OFAC (Office of Foreign Asset Control) requirements and global sanctions, Pay Pal has the right to screen our customer accounts against government watch lists. In addition, we or Pay Pal may request that you provide us with documentation to help prove your identity or for business verification purposes. We or Pay Pal may report suspicious transactions to the financial intelligence unit in the respective country.
How does this impact me?
As part of Pay Pal’s AML procedures, they (Pay Pal) may collect information from you to satisfy their “Know Your Customer” requirements. This means that they may request information from you due to a specific identification requirement or as a result of their watch list screening process. Pay Pal may ask you to provide documentation to help confirm your identity or provide additional information regarding your business. Pay Pal may also request that you seek pre-approval for utilizing the Pay Pal service if your account falls within a high risk compliance category. For further information, please visit www.paypal.com.
When is this information requested?
Pay Pal may ask for this information during account opening or as part of their account review process which may be periodically conduct on our existing
For further information, please visit www.paypal.com.
Disclaimer of Warranties, Indemnification and Limitation of Liability
THE INFORMATION, SOFTWARE, AND PRODUCTS INCLUDED IN OR AVAILABLE THROUGH THE SITES MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE SITES AND TO THE INFORMATION THEREIN. THE COMPANY AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE SITES AT ANY TIME.
THE COMPANY AND ITS SUPPLIERS DO NOT MAKE ANY REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES OR OTHER HARMFUL COMPONENTS, ACCURACY OF THE CONTENT, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS CONTAINED WITHIN THE SITES FOR ANY PURPOSE. ALL INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. THE COMPANY AND ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, AND NON-INFRINGEMENT.
YOU SPECIFICALLY AGREE THAT THE COMPANY SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED (OR NOT SENT OR RECEIVED), OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SITES. YOU EXPRESSLY AGREE THAT THE COMPANY IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OR ANY INFRINGEMENT OF ANOTHER’S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS, MADE BY YOU OR BY A THIRD PARTY. YOU EXPRESSLY AGREE THAT THE COMPANY IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING AND/OR INCLUDED IN THE SITES BY ANY THIRD PARTY.
IN NO EVENT SHALL THE COMPANY AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITES, WITH THE DELAY OR INABILITY TO USE THE SITES OR RELATED SERVICES, WITH THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS OBTAINED THROUGH THE SITES, OR OTHERWISE ARISING OUT OF THE USE OF THE SITES, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF THE COMPANY OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES AND/OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR DIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN THIS EVENT, THE COMPANY’S LIABILITY TO YOU WILL NOT EXCEED THE AMOUNT PAID BY YOU TO THE COMPANY TO ACCESS THE SITES IN THE TWELVE (12) MONTHS PRIOR TO THE ACCRUAL OF A CLAIM BY YOU AGAINST THE COMPANY. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITES, OR WITH ANY PART OF THIS TOU AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITES.
YOU EXPRESSLY AGREE, AT YOUR expense, to indemnify, defEND and hold harmless Company, its officers, directors, employees, agents, affiliates, distributors and licensees from and against any judgments, losses, deficiencies, damages, liabilities, costs and expenses (including reasonable attorney's fees and expenses) incurred in connection with any claim, demand, suit, action or proceeding arising out of YOUR breach of this Agreement or in connection with YOUR use of the Sites or any product or service related thereto AND/OR ASSERTED BY ANY THIRD PARTY DUE TO, OR ARISING OUT OF, YOUR USE OF THE SITES AND/OR ANY INFORMATION (TEXT OR GRAPHICAL), SOFTWARE, OR PRODUCTS OBTAINED THROUGH THE SITES AND/OR FROM COMPANY.
You hereby acknowledge that you are aware of and expressly waive the provisions of California Civil Code Section 1542, which provides THE FOLLOWING:
Applicable Law/Dispute Resolution
Both you and the Company (collectively, “Parties”) agree that the services provided by the Company shall be deemed solely based in California. Further, the Parties expressly agree that all disputes against the Company, including without limitation disputes as to this TOU Agreement, the licenses granted to the Sites, the access restrictions and/or termination provisions of the Sites, the Company’s trademarks, copyrights, patents, trade secrets, trade dress, and other intellectual property rights, including the intellectual property rights of you and/or third parties, member accounts, privacy, and disclaimer of warranties, shall be governed by the internal laws of the State of California without regard to choice of law principles.
The Parties expressly agree that any and all disputes that may arise out of this TOU Agreement or out of the relationship of the Parties with one another shall be resolved in a court of competent jurisdiction located within the Central District of California (if in Federal court) or in the Superior Court of California, Los Angeles County (if in state court). You hereby irrevocably consent to exclusive jurisdiction (and to be personally subject to said jurisdiction) and venue in such courts.
No waiver of any of the terms of this TOU Agreement will be valid unless previously provided by the Company and designated as such. No failure or delay in enforcing the rights of the Parties shall be construed as a waiver.
If any part of this TOU Agreement is determined to be invalid or unenforceable pursuant to applicable law including, without limitation, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by the valid and enforceable provision that is the closest match to the intent of the original provision and the remainder of this TOU Agreement shall remain in effect.
It is the express will of the Parties that this TOU Agreement, and all related documents, be prepared in English. In the event that this TOU Agreement is translated into another language or otherwise reprinted, this English language version of the TOU Agreement (as amended) shall govern if any inconsistencies from such translation arise.
Unless otherwise specified herein or in a writing executed by the Parties, this TOU Agreement constitutes the entire agreement between you (the user) and the Company with respect to the use of the Sites. This TOU Agreement supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and the Company with respect to the Sites.
Errors, Omissions, and Changes
While the Company makes every effort to ensure the accuracy of the materials and Content presented, this TOU Agreement explicitly warns you that this service may include typographical errors and/or technical inaccuracies. The Company reserves the right to make improvements and/or changes to this TOU Agreement and/or to the products and services described on the Sites at any time.
If you have any questions, comments, or concerns, please contact the Company’s customer service department, Monday through Friday by telephone at 1-866-844- or e-mail at email@example.com.