IMPORTANT NOTICE TO USER: PLEASE READ THIS DOCUMENT CAREFULLY. These Terms of Service ("Agreement") is a legal agreement between you (referred to herein as "you" or "your") and Make Love Not Porn, LLC and its affiliates ("we", "our", or "us") for access to and use of our website available at http://www.makelovenotporn.tv (the "Website") and other related software, interactive features or downloads operated by us and that are available through the Website (whether accessed directly or through any software application) (collectively, the "Service").
BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, WHETHER OR NOT YOU ARE A REGISTERED USER OF OUR SERVICE. IF ANY OF THESE TERMS ARE UNACCEPTABLE TO YOU OR IN THE EVENT THAT ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE THE SERVICE. YOUR CONTINUED USE OF THE SERVICE NOW, OR FOLLOWING THE POSTING OF ANY CHANGES IN THIS AGREEMENT, WILL INDICATE ACCEPTANCE AND AGREEMENT BY YOU OF SUCH CHANGES.
YOU REPRESENT THAT YOU:
- ARE AT LEAST EIGHTEEN (18) YEARS OF AGE AND OF THE AGE OF MAJORITY IN YOUR JURISDICTION OF RESIDENCE, AND
- HAVE THE LEGAL AUTHORITY TO ENTER INTO THIS AGREEMENT AND TO BE BOUND BY ITS TERMS. NO BUSINESS ENTITY (e.g., A CORPORATION, PARTNERSHIP, SOLE PROPRIETORSHIP, ETC.) IS AUTHORIZED TO USE THE SERVICE.
ALL MATERIALS, INCLUDING MESSAGES, AND OTHER COMMUNICATIONS, CONTAINED IN THE SERVICE ARE INTENDED FOR DISTRIBUTION EXCLUSIVELY TO CONSENTING ADULTS IN LOCATIONS WHERE THE MATERIALS, MESSAGES AND OTHER COMMUNICATIONS CONTAINED IN THE SERVICE DO NOT VIOLATE ANY COMMUNITY STANDARDS OR ANY FEDERAL, STATE OR LOCAL LAW OR REGULATION OF THE UNITED STATES OR ANY OTHER COUNTRY. YOU HEREBY ACKNOWLEDGE AND REPRESENT THAT YOU KNOW AND UNDERSTAND THAT THE MATERIALS PRESENTED AT, DOWNLOADABLE FROM, AND/OR ABLE TO BE PURCHASED FROM THE SERVICE INCLUDE EXPLICIT PICTORIAL, VIDEO, AUDIO, AND/OR TEXTUAL DEPICTIONS OF SEXUAL ACTIVITIES; THAT YOU ARE FAMILIAR WITH MATERIALS OF THIS KIND; THAT YOU ARE NOT OFFENDED BY SUCH MATERIALS; AND THAT BY AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT YOU ARE WARRANTING TO US THAT YOU ARE INTENTIONALLY AND KNOWINGLY SEEKING ACCESS TO SUCH EXPLICIT SEXUAL MATERIALS FOR YOUR OWN PERSONAL ENJOYMENT.
Use of the Service by You
- The Service includes user-generated video Content (defined below). Submissions of video Content and related information and materials ("Video Submissions") are governed by the Video Submissions Agreement ("VSA") available at http://makelovenotporn.tv/policies/index#submission_agreement. Please read the VSA carefully. You may only upload or otherwise submit Video Submissions to us if:
- you meet the eligibility criteria set forth in the VSA,
- the Video Submissions satisfy the requirements of the VSA, and
- you otherwise agree to be bound by all of the provisions of the VSA and this Agreement. Payment terms for Video Submissions are described in the VSA.
- We provide the Service for entertainment, educational and promotional purposes only. You may not rely on any information or opinions expressed on the Service for any other purpose. In all instances, it is your responsibility to evaluate the accuracy, timeliness, completeness, or usefulness of Content (defined below). We do not endorse or warrant, and are not responsible for, the accuracy, timeliness, completeness, or reliability of any opinion, advice, or statement made on the Service by anyone other than our authorized employees or spokespersons while acting in their official capacities.
- The Service may contain links to other websites or services maintained by third parties. We do not operate or control, in any respect, or necessarily endorse the content found on third-party websites or services. You assume sole responsibility for your use of third-party links, websites, products and services.
- You agree that:
- you will use the Service solely for your own personal use in accordance with this Agreement and in accordance with any specific rules or usage provisions specified by us on the Service,
- all information supplied by you to us will be true, accurate, current and complete, and
- you will review the latest version of this Agreement posted on the Service from time to time to check for amendments that may apply to you (as more fully described below). We retain the right at our sole discretion to deny or suspend access to the Service to anyone, at any time and for any reason, without liability.
- You acknowledge and agree that your use of the Service, including, without limitation, the storage of any data, files, information and/or other materials on a server owned or under our control or in any way connected to the Service, shall be at your sole risk and responsibility and we shall have no obligation to back-up such data, files, information and/or other materials. We expressly reserve the right to limit storage capacity and to remove and/or delete any data, files, and/or other information stored or used in connection with the Service for any reason including, without limitation, if we deem, in our sole discretion, such data to be in violation of this Agreement and/or any rule or policy of ours and/or any local, state, or federal law or regulation.
- You are solely responsible for any breach of your obligations under this Agreement and for the consequences (including, without limitation, any loss or damage which anyone may suffer) of any such breach.
- We cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings, or other interruptions. We do not assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or settings.
- By connecting to the Service with a third-party service (e.g., Facebook), you give us permission to access and use information, content and/or material you have supplied to that service as permitted by that service, and to store your log-in credentials for that service.
- The Service includes social features designed to automatically share information with others. If you choose to make your profile on the Service visible, the information in your profile and your activity information (including, without limitation, your Rental (as defined below) history, social sharing history, and YES!-ing history) will be potentially visible to all other registered users of the Service. If you elect to keep your profile visible only to yourself, only your user name/handle will be viewable to other registered users of the Service. Please pay careful attention to your account/privacy settings on the Service, and adjust them accordingly. BY SELECTING TO MAKE YOUR PROFILE VISIBLE, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE CONSENTING TO THE CONTINUOUS RELEASE OF INFORMATION ABOUT YOU (INCLUDING, WITHOUT LIMITATION, YOUR RENTAL HISTORY) TO OTHER USERS OF THE SERVICE. EVEN IF YOU DO NOT MAKE YOUR PROFILE VISIBLE, YOUR USERNAME WILL BE VISIBLE TO OTHER USERS.
- Please remember that you are solely responsible for your interactions with other users of the Service. We reserve the right, but have no obligation, to monitor disputes between you and any other user of the Service, or any user's action or inaction.
- You represent, warrant, and agree that you will not:
- use the Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this Agreement and/or any and all applicable local, state, national and international laws and regulations and treaties;
- use the Service for the distribution, housing, processing, propagation, storage, or other handling of, any Content (as defined below) or other material prohibited by this Agreement, or any material that may create a risk of any loss or damage to any person or property, or any other material (including, without limitation, links to such material) that we deem, in our sole discretion, to be objectionable whether or not such material is unlawful;
- permit or otherwise enable unauthorized users to access and/or use the Service;
- use the Service to export software or data in violation of applicable U.S. laws or regulations;
- sell, copy, duplicate, rent, lease, loan, distribute, transfer, or sublicense the Service or Content, or otherwise permit any third party to use or have access to the Service or Content for any purpose (except as expressly permitted by us in writing) or decompile, reverse engineer, disassemble, modify, create a derivative work of, display in human readable form, attempt to discover any source code, or otherwise use any software that enables or comprises any part of the Service;
- remove any copyright, trademark, patent or other proprietary notices from the Service or any Content on the Service;
- distribute, publish, exhibit, or otherwise use the Service or Content, in any manner and for any purpose not expressly permitted under this Agreement;
- frame or utilize framing techniques to enclose the Service, or any portion thereof;
- exploit the Service or collect any data incorporated in the Service in any automated manner through the use of bots, metaspiders, crawlers or any other automated means;
- register as a user of the Service by providing false, inaccurate, or misleading information;
- post hyperlinks to commercial services or websites;
- impersonate any person or entity, including, without limitation, an employee of ours, or falsely state or otherwise misrepresent your affiliation with a person or entity;
- collect personal data about other users of the Service for commercial or any other purposes;
- post or otherwise make available irrelevant Content (as defined below), repeatedly post or make available the same or similar Content or otherwise impose an unreasonable or disproportionately large load on our infrastructure;
- attempt to gain unauthorized access to our computer systems (including any non-public areas of the Service) or engage in any activity that disrupts, diminishes the quality of, probes for vulnerability, interferes with the performance of, or impairs the functionality of, the Service (or the servers and networks which are connected to the Service);
- make available Content (as defined below) that in our opinion constitutes or contains "affiliate marketing," "link referral codes," "junk mail," "spam," "chain letters," "pyramid schemes," or unsolicited commercial advertisement, except to the extent such Content is provided to you by us or one of our affiliates for a purpose specifically authorized by us in writing;
- create or attempt to create multiple user accounts;
- access or use the Service if you have been previously removed from the Service by us;
- use the Service for any commercial purpose or for the benefit of any third party, except as otherwise explicitly permitted for you by us;
- use the Service to encourage any conduct that:
- violates any applicable law or regulation, or any term or condition of this Agreement, or
- could create a risk of harm, loss or damage of any kind; or
- attempt to access or search the Service or Content in order to scrape any Content or information from the Service, or otherwise use, upload Content to, or create new links, posts or referrals in the Service through the use of any computerized or mechanized process, engine, software, tool, agent, device or mechanism other than the software provided by us or other generally available third party web browsers.
- The Service includes user-generated video Content (defined below). Submissions of video Content and related information and materials ("Video Submissions") are governed by the Video Submissions Agreement ("VSA") available at http://makelovenotporn.tv/policies/index#submission_agreement. Please read the VSA carefully. You may only upload or otherwise submit Video Submissions to us if:
Provision of the Service by Us
We are constantly improving the Service in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Service which we provide may change from time to time without prior notice to you. As part of this continuing innovation, you acknowledge and agree that we may decline to provide you access to the Service or stop (permanently or temporarily) providing the Service (or any features or programs or Content within the Service) to you or to users generally at our sole discretion, without liability or prior notice to you. You may stop using the Service at any time. You do not need to specifically inform us when you stop using the Service. You acknowledge and agree that if we disable access to your account, you may be prevented from accessing the Service, your account details, or any files or other Content which is contained in your account. You acknowledge and agree that while we may not currently have set a fixed upper limit on the amount of storage space used for the provision of the Service, or the duration of time that we will store any information on your behalf, such fixed upper limits or temporal limits may be set by us at any time, in our sole discretion. Any new features that augment or enhance the current Service shall be subject to this Agreement.
Access to the Service; Reservation of Rights
- Subject to your compliance with this Agreement, we hereby give you a personal, worldwide, non-assignable and non-exclusive right to access and use the Service (and to view and privately display Content) in the manner and for the purposes expressly permitted by the Agreement. We also hereby grant you a limited, revocable, and non-exclusive right to create a hyperlink to the Website or subdomains thereof so long as the link does not portray us, our parents, subsidiaries, or affiliates, or products or services provided by us or our parents, subsidiaries or affiliates in a false, misleading, derogatory, or otherwise offensive manner in our sole judgment. You may not assign (or grant a sub-license of) your rights to use the Service, grant a security interest in or over your rights to use the Service, or otherwise transfer any part of your rights to use the Service and any such attempt shall be null and void at the time of such attempt.
- You may not publicly display any portion of the Service, or any films or other audiovisual or digital works available via the Service, without a written license signed by a party authorized to legally bind us to such a contractual arrangement. Any other use or exploitation of this Service, including the Content, is strictly prohibited. You agree and acknowledge that you shall not acquire any ownership rights by downloading the Content from the Service (including, without limitation, Content you access by virtue of Fee-Based Services (defined below)).
- We reserve all right, title and interest in and to the Service not expressly granted to you under this Agreement. There are no implied licenses under this Agreement.
- You recognize that the following areas constitute jurisdictions ("Prohibited Areas”) that have laws or regulations that may prohibit you from accessing, viewing, downloading, or otherwise receiving the Service, and by doing so, you represent and warrant that you are familiar with such laws and/or regulations and are in full compliance thereof:
- All parts of the following countries: Afghanistan, Germany, Kuwait, Iran, Iraq, Japan, Jordan, Libya, Pakistan, The Peoples' Republic of China, Singapore, Saudi Arabia, Syria, The United Arab Emirates; and
- All parts of every other geophysical place corresponding to a political entity or part thereof in which the access, viewing, downloading, dissemination of, or other use of the materials contained in the Website would constitute a violation of any law, regulation, rule or custom.
Password; Account Security
To use certain features and functionalities of the Service, you must create an account with us, and provide certain personal information about yourself to us. If you are under the age of eighteen (18) or under the age of majority in your jurisdiction of residence, then you are not permitted to create an account or otherwise submit personal information to us. You agree and understand that you are solely responsible for maintaining the confidentiality of passwords associated with any account you use to access the Service. Accordingly, you agree that you will be solely responsible to us for all activities that occur under your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify us immediately at
Content in the Service
- You understand that all information and materials (including, without limitation, data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) accessible as part of, or through the use of, the Service are the sole responsibility of the person from which such information originated. All such information is referred to as "Content".
- You acknowledge that Content presented to you as part of the Service may be protected by intellectual property rights which are owned by the persons and/or entities that provide that Content to us (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by us or by the owners of that Content, in writing.
- We reserve the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content.
- You understand that by using the Service you may be exposed to Content that you may find offensive, indecent or objectionable and that, in this respect, you use the Service at your own risk.
- You agree that you are solely responsible for (and that we have no responsibility to you or to any third party for) any Content that you create, transmit or display while using the Service and for the consequences of your actions (including, without limitation, any loss or damage which we may suffer) by doing so.
- Content that you create, transmit, or display while using the Service must be appropriate for the Service. We may reject, remove, or edit any Content that:
- is unlawful, harassing, defamatory, abusive, hateful, threatening, obscene, harmful, tortious, libelous, or invasive of another's privacy;
- attacks the character or damages the reputation of other users, name-calls, insults, ridicules, mocks, electronically stalks or otherwise harasses another individual;
- contains material or language that is, ethnically offensive, "off color," political, or propaganda;
- infringes or violates any party's rights, including, without limitation, using third-party copyrighted materials or the names or likenesses of others without appropriate permission and attribution, using third-party trademarks without appropriate permission or attribution or in a way that is likely or intended to cause confusion, or using or distributing third-party information (whether or not protected as a trade secret) in violation of a duty of confidentiality;
- has been broadcasted, streamed, published or televised in any form of media, including, without limitation, television, books and movies;
- contains any advertising, promotional materials, chain letters, spam, junk mail, or any other type of unsolicited mass email to people or entities that have not agreed to be part of such mailings;
- uses the Service to buy or solicit any goods, services, or money to advertise or sell products or services of others;
- discloses or references any personally identifiable information belonging to you or a third party;
- depicts or describes any activities that would violate the personal privacy rights of others, including, without limitation, collecting and distributing information about others without their permission;
- impersonates any person or entity; falsely states or otherwise misrepresents an affiliation with any person or entity; intentionally omits, deletes, forges, or misrepresents transmission information, including, without limitation, headers, return mailing, and Internet protocol addresses; or otherwise manipulates identifiers to disguise the origin of any Content transmitted to the Service;
- contains any worms, viruses, or other harmful, disruptive, or destructive files, code, or programs;
- interferes with, disrupts, or harms in any way the Service or any servers or networks connected to the Service;
- uses the Service for any illegal purpose, or violates any applicable local, state, national, foreign or international law or regulation, intentionally or unintentionally;
- promotes drugs or alcohol, illegal or inappropriate activities or any other dangerous behavior that may result in harm;
- posts on behalf of a banned user; or (xvii) we otherwise determine to be inappropriate for the Service or inconsistent with our image and reputation.
- Depending upon the geographic location of the user, the equipment that the user is using to access the Service, the bandwidth available to the user and other factors, certain users may not have access to streaming Content.
- In no event will we be liable for the removal of or disabling of access to any Content, materials or functionality of the Service. You specifically acknowledge and agree that third party Video Submissions may be removed or taken down at any time, by us, or our licensors, for any reason or no reason, and, except as otherwise expressly provided in this Agreement, we shall have no liability to you in connection therewith.
- You acknowledge and agree that we (or our licensors) own all legal right, title and interest in and to the Service, including, without limitation, any intellectual property rights which subsist in the Service (whether those rights happen to be registered or not, and wherever in the world those rights may exist) including, without limitation, all rights with respect to copyrights, patents, trademarks, service marks, moral rights, trade names, domain names, technology, mask works, know-how, design rights, trade dress, trade secrets, inventions, ideas, processes, formulas, source code and object code, data, and similar rights including, without limitation, the information in any application, registration, or renewal thereof that may be protected under the intellectual property laws, regulations, or rules of any country. Without limiting the foregoing, the "look and feel" of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material, and all intellectual property rights to the same, are owned or controlled by us, our licensors, or both.
- You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) which may be affixed to or contained within the Service.
- You agree that in using the Service, you will not use any trademark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
Grant of Rights
- You retain copyright and any other rights you already hold in all Content which you upload or otherwise submit to, or make available on, the Service.
- By uploading, submitting or otherwise making available Video Submissions, you grant us and other users of the Service the rights described in the VSA.
- By posting, uploading, submitting or otherwise making available Content (other than Video Submissions), you give us a worldwide, perpetual, fully-sublicensable (through multiple tiers), transferable, irrevocable, royalty-free, and non-exclusive license to use, host, store, reproduce, adapt, modify, translate, re-arrange, publish, publicly perform, publicly display, distribute and otherwise exploit such Content (in whole or in part) in any manner or media whatsoever, now known or hereafter developed, for any purpose whatsoever, including, without limitation,
- in connection with our business and
- in connection with the business of our successors, subsidiaries, and their related companies. The Service is a public platform and other users of the Service may, and you hereby grant all users of the Service the right to, search for, see, and/or use any Content that you make publicly available through the Service to the extent permitted by the features and functionalities of the Service.
- You agree that we may use your feedback, suggestions, or ideas (collectively, "Feedback") in any way, including, without limitation, in future modifications of the Service, other products or services, advertising or marketing materials, and without any compensation or accounting to you. You grant us a perpetual, worldwide, fully transferable, sublicensable, irrevocable, fully-paid up, royalty free license to use Feedback you provide to us in any way. In no event will Feedback you provide us be treated as confidential. Please also be aware that your Feedback will not be acknowledged and does not create a confidential, fiduciary or other special relationship between you and us, or place us in a position that is any different from the position held by members of the general public. You acknowledge and agree that we do not have now, or shall have in the future, any duty or liability, direct or indirect, vicarious, contributory or otherwise, with respect to the infringement or protection of any copyright in and to your Feedback, and that we are not responsible for the loss, deletion, failure to store or mis-delivery of any Feedback submitted.
- You agree that we are not responsible for protecting and enforcing any intellectual property rights granted by you to us in connection with this Agreement and that we have no obligation to do so on your behalf.
- By submitting Content, you also grant us the right to use your name, picture, likeness, voice, and biographical information in connection with the use or publication of your Content.
- In connection with Content you upload, submit, post, or otherwise make available via the Service, you affirm, represent, and warrant that: you own or have the necessary licenses, rights, consents, and permissions to use and authorize us to use such Content in the manner contemplated by this Agreement. You further agree that you will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including, without limitation, privacy and publicity rights, unless you are the owner of such rights or have written permission from their rightful owner to post the material and to grant to us all of the rights granted herein.
- You understand that we may:
- transmit or distribute your Content over various public networks and in various media;
- make such changes to your Content as determined by us in our sole discretion (including, without limitation, changes to conform and adapt Content to the technical requirements of connecting networks, devices, services or media); and
- display advertisements in connection with your Content and/or use your Content for advertising and promotional purposes. You agree that the rights and licenses you grant to us in this Agreement shall permit us to take these actions.
- You represent and warrant to us that you have the full right, capacity, power and authority necessary to grant the rights and licenses granted herein.
- Some of the audiovisual Content (the "Video Content") on the Service is available only on a fee basis (that is, you must pay to access the Video Content), including pay-per-view ("PPV") Video Content offerings (also referred to herein as "Rental" offerings) in which you must pay a set price to view that one particular piece of Video Content during a specified time period. Video Content we make available on a fee basis is sometimes referred to herein as the "Fee-Based Services".
- Our PPV films are available at the price points as set forth on the Service. We reserve the right to change those at any time. In any event, whatever the price, it will be clearly marked on the launch page for the PPV film and clearly marked when you enter your credit card information. A valid credit card (VISA, MasterCard or American Express) is required to pay for the PPV films. The PPV fee will be charged when you submit the credit card information to us. Currently, each PPV film is available to you for three (3) weeks (i.e., 21 consecutive days) of unlimited viewing, from the time your order is approved by us. We reserve the right to change the time period with respect to future films but will not change the time period with respect to films that you have already paid for. You can watch the PPV film whenever you want, as many times as you want during the authorized time period. After that time, if you want to watch the PPV film, you will have to pay the PPV fee again
- Upon payment of the applicable fees for the PPV films, we grant you a limited, non-exclusive, non-transferable license to access, use and privately display the PPV films solely as provided in this Agreement, on one computer at a time, solely for your personal, non-commercial use, and provided that you are not in breach of this Agreement. Please note that in order to access the PPV films, your computer(s) must be connected to the Internet. Additionally, the Services will only operate on certain hardware and software platforms specified at the "How it Works" feature of the Services. It is your sole responsibility to ensure that you have access to the appropriate platforms required to access the Service. Please check the requirements periodically, as we reserve the right to change or cease support of any hardware or software platforms at any time.
- Currently, each PPV film is available to you for three (3) weeks (i.e., 21 consecutive days) of unlimited viewing, from the time your order is approved by us (the "Rental Period”). We reserve the right to change the Rental Period with respect to future films but will not change the Rental Period with respect to films for which you have already paid the applicable fees. You can watch the PPV film whenever you want, as many times as you want during the Rental Period. After the initial Rental Period, you may renew the Rental Period at our then-current fees if the PPV film is then-currently available from the Service. Violation of this Agreement in any manner automatically terminates the license granted to you herein and obligates you to cease all use of the Service
- In addition to the charges set forth above, you are responsible for all charges associated with connecting to the Service, including without limitation all telephone access lines (including long-distance charges, when applicable), Internet service provider fees, telephone and computer equipment, and any service fees necessary to access the Fee-Based Services.
- For purposes of identification and billing, you agree to provide us and our third party payment processor(s), with accurate, complete, and updated registration and billing information required by us ("Registration Data"), including your legal name, address, telephone number(s), and applicable payment data (e.g., credit card number and expiration date).
- You agree to promptly update your Registration Data in the event of any known or suspected unauthorized use of your subscription, or any known or suspected breach of security, including loss, theft, unauthorized disclosure of your password or credit card information, and all other changes pertaining to your credit card information used to pay for Fee-Based Services pursuant to this Agreement which may affect our ability to expeditiously obtain payments due us. In the event of a breach of security, you will remain liable for any unauthorized use of your subscription until you notify us of the breach in writing and update your Registration Data. If your credit card expires, is canceled, is lost or is subject to use without your authorization, or if your subscription is subject to use without your authorization, update your Registration Data immediately.
- You specifically agree not to assign, transfer or sublicense your rights as a customer of the Fee-Based Services. You agree to be financially responsible for all usage or activity on your Fee-Based Services account. You hereby authorize us to charge your credit card (which you hereby acknowledge was entered by you as part of your Registration Data) to pay for the Fee-Based Services. You agree to be personally liable for all charges incurred by you during or through the use of the Fee-Based Services. Your liability for such charges shall continue after termination of your use of the Service.
- If you rent a PPV film and are unable to view your selected film(s), please contact . We will work with you to try to solve your problem. Your exclusive and sole remedy with respect to Video Content for which you have paid, but that you are not able to use, and our only obligation, will be either replacement of such PPV film, or refund of the fee paid for such PPV film, which will be at our sole discretion.
The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of users who repeatedly infringe or are repeatedly charged with infringing the copyrights or other intellectual property rights of others. If you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide our copyright agent with the following information: an electronic or physical signature of the copyright owner or of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Service; your address, telephone number, and e-mail address; a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf. Any notification by a copyright owner or a person authorized to act on such copyright owner's behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon us actual knowledge of facts or circumstances from which infringing material or acts are evident. Our copyright agent for notice of claims of copyright infringement can be reached as follows:
- Cindy Gallop, MakeLoveNotPorn
- 213 West 23rd St, #6S, New York, New York 10011
We suggest that you consult your legal advisor before filing a notice with our copyright agent. You should note that there can be penalties for false claims under the DMCA.
- you have no expectation of privacy in any public communication made to or by means of any portion of the Service, and
- no confidential, fiduciary, contractually implied or other relationship is created between you and us by reason of your transmitting a public communication to any area of the Service.
Changes to Agreement; Additional Rules & Policies
We reserve the right to change, amend and/or modify this Agreement, in whole or in part, at any time, upon the provision of reasonable notice thereof to you, which may include sending you an e-mail or posting an announcement on the Service. You hereby acknowledge and agree that such changes, amendments and/or modifications will become effective when posted on the Service or as otherwise provided by us. From time to time, we may post on the Service or otherwise notify you of additional or different rules and policies relating to the Service. These rules and policies shall thereafter be part of this Agreement. If you use the Service after the posting or other notice of changes in this Agreement or changed rules or policies, you are agreeing to follow and be bound by them for such use.
Hyperlinks to Third Party Sites.
The Service may link you to other sites on the Internet including, without limitation, sites owned or controlled by our licensors. These sites may contain information or material that some people may find inappropriate or offensive. These other sites are not under the control of us, and you acknowledge that (whether or not such sites are affiliated in any way with us) we are not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of any site by us or any association with its operators.
THE SERVICE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, QUALITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THE ACCURACY, RELIABILITY OR COMPLETENESS OF ANY INFORMATION PROVIDED BY US IN CONNECTION WITH YOUR USE OF THE SERVICE, OR THAT THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY DATA, FILES, AND/OR OTHER INFORMATION STORED ON A SERVER OWNED OR UNDER OUR CONTROL OR IN ANY WAY CONNECTED WITH THE SERVICE, WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE, UNINTERRUPTED, ERROR-FREE, VIRUS-FREE OR SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN DISCLAIMERS OR LIMITATIONS OF WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT. WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY CONTENT THAT YOU OR ANY THIRD PARTY SUBMITS, POSTS OR SENDS OVER THE SERVICE. YOU ARE SOLELY RESPONSIBLE FOR YOUR CONTENT AND THE CONSEQUENCES OF POSTING OR PUBLISHING IT, AND YOU AGREE THAT WE ARE ONLY ACTING AS A PASSIVE CONDUIT FOR YOUR AND OTHER USERS' ONLINE DISTRIBUTION AND PUBLICATION OF CONTENT PROVIDED BY YOU AND THEM.
DISCLAIMER OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE, OUR PARENTS, SUBSIDIARIES, AFFILIATES, OR ANY OF THEIR DIRECTORS, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS OR THIRD PARTY LICENSORS, BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OR LOSSES ARISING OUT OF OR RELATING TO THIS AGREEMENT AND/OR THE SERVICE PROVIDED HEREUNDER OR ANY OTHER INTERACTIONS WITH US, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, NEGLIGENCE, RECKLESSNESS, PROFESSIONAL NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER BASIS OR LEGAL THEORY. SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER OR NOT THE DAMAGES ARISE DIRECTLY OR INDIRECTLY FROM:
- THE USE OR MISUSE OF, OR RELIANCE UPON, THE SERVICE PROVIDED HEREUNDER;
- THE INABILITY TO USE THE SERVICE FOR ANY REASON, INCLUDING, WITHOUT LIMITATION, FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION, OR ANY FAILURE OF PERFORMANCE NOT LIMITED TO ACTS OF GOD, COMMUNICATION FAILURE, THEFT, OR DESTRUCTION;
- THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SERVICE; OR
- THE DELETION AND/OR CORRUPTION OF ANY DATA, INFORMATION, DOCUMENTS, FILES AND/OR ANY OTHER MATERIALS STORED ON A SERVER OWNED OR UNDER OUR CONTROL OR IN ANY WAY CONNECTED TO THE SERVICE. SUCH LIMITATION ON LIABILITY SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, THE TOTAL LIABILITY OF US, OUR PARENTS, SUBSIDIARIES, AFFILIATES, OR ANY OF THE DIRECTORS, MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, OR AGENTS THEREOF FOR ANY REASON WHATSOEVER RELATED TO USE OF THE SERVICE OR ANY CLAIMS RELATING TO THIS AGREEMENT OR ANY CONTENT SHALL NOT EXCEED THE AMOUNTS, IF ANY, PAID BY YOU TO US DURING THE PAST TWELVE MONTHS IN CONNECTION WITH YOUR ACCESS TO THE SERVICE OR CONTENT (OR, IF WE CHOOSE, TO SUPPLY YOU WITH ACCESS AND USE OF THE SERVICE OR CONTENT AGAIN).
The Service is controlled and operated from facilities in the United States. We make no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable national, state, local or other laws, statutes, directives, rules, regulations, and all interpretations or orders of any government, administrative or regulatory authority or court, including but not limited to those related to export and import of software, technical information or services. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
Release and Indemnification
You agree to release, indemnify and hold harmless us, our parents, subsidiaries, affiliates, directors, members, officers, employees, agents and third party licensors, from and against any and all liabilities, losses, damages, claims and expenses, including, without limitation, attorneys' fees, with respect to:
- your access, use or misuse of, or reliance upon, the Service,
- your actual or alleged violation or breach of this Agreement or rights of another,
- Content provided by you or through use of your account, and/or
- your acts or omissions.
You agree to cooperate fully with us in the defense of any claim that is the subject of your obligations hereunder. For the avoidance of doubt, this section shall survive the termination of this Agreement.
If you are a California resident, you waive California Civil Code 1542, which says:
"A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
Term and Termination
This Agreement is effective until terminated by us or you. We shall have the right to terminate this Agreement including, without limitation, your right to access and use the Service, at any time in our sole discretion and without advance notice to you. The licenses granted herein by us shall automatically terminate without advance notice if you fail to comply with any material provision of this Agreement. You may terminate this Agreement at any time by deleting your user account on the Service and discontinuing use of any and all parts of the Service. Upon termination of this Agreement for any reason, you shall immediately cease using the Service.
Governing law and Venue for Disputes
This Agreement, and your relationship with us under this Agreement, shall be governed by the laws of the State of New York without regard to its conflict or choice of laws provisions. Any dispute with us, or our parents, subsidiaries, affiliates, officers, directors, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively through the federal or state courts located in New York County, New York (and courts with appellate jurisdiction therefrom), except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case we may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, we are able to offer the Service at the terms designated, and that your assent to this provision is an indispensable consideration to this Agreement.
You also acknowledge and understand that, with respect to any dispute with us, our officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement:
- YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
- YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.
If any provision in this Agreement is invalid or unenforceable or contrary to applicable law, such provision shall be construed, limited, or altered, as necessary, to eliminate the invalidity or unenforceability or the conflict with applicable law, and all other provisions of this Agreement shall remain in effect.
No Assignment, Sublicense or Transfer
You may not assign, sublicense, or transfer this Agreement or any rights or obligations hereunder without our prior written consent. Any such attempted assignment, sublicense, or transfer will be null and void and we, in our sole discretion, shall have the right to immediately terminate this Agreement.
You agree that we may communicate with you electronically. Such electronic communications may consist of e-mail, notices posted on the Service, and other communications. You agree that all agreements, notices, disclosures, and other communications we send to you electronically will satisfy any requirement that such communication be in writing and, to the extent intended, such communication will be an enforceable and binding term or amendment to this Agreement.
This Agreement sets forth the entire understanding and agreement between the parties relating to its subject matter. All provisions that should by their nature survive the termination of this Agreement shall survive the expiration of this Agreement including, without limitation, the rights and licenses you have granted hereunder, indemnities, releases, disclaimers, limitations on liability, provisions related to choice of law, no class action, and no trial by jury. Any waiver of or promise not to enforce any right under this Agreement shall not be enforceable unless evidenced by a writing signed by the party making said waiver or promise. NO VENDOR, DISTRIBUTOR, DEALER, RETAILER, AGENT, SALES PERSON, OR OTHER PERSON IS AUTHORIZED BY US TO MODIFY THIS AGREEMENT OR TO MAKE ANY WARRANTY, REPRESENTATION, OR PROMISE THAT IS DIFFERENT THAN OR IN ADDITION TO THE WARRANTIES, REPRESENTATIONS, OR PROMISES EXPRESSLY SET FORTH IN THIS AGREEMENT.
A Special Note About Children
Children under the age of eighteen (18) and children under the age of majority in their jurisdiction of residence are not authorized by us to access or use the Service. We do not knowingly collect information from children via our Service, and do not target our Service to children. We encourage parents and guardians to take an active role in their children's online activities and interests.
Information Collection and Use
Personal Information We Collect
When you interact with us, we may ask you to supply us with Personal Information. For example, when you create an account with us, place an order to rent Content, submit Content or payments, subscribe to newsletters or promotional materials, or otherwise use our Service, we may ask you to provide information such as your name and/or e-mail address. If you submit audiovisual Content to us, we may request additional Personal Information such as your driver's license number and other data.
We also collect Personal Information when you register to join the Service (or choose to refresh your account data) by logging into an account that you already have with a third party social networking platform ("SNP") via our Service. For example, our Service allows you to create an account and login to the Service using your Facebook account credentials through Facebook Connect. If you create a user account by logging into an SNP via the Service, you are using the Personal Information you have already provided to the SNP (such as your "real" name, e-mail address, and other information you make available via the SNP) to create your account on our Service. Accordingly, if you use Facebook Connect to join the Service, you are allowing us to access the Personal Information in your Facebook account pursuant to Facebook's terms and conditions governing your use of the Service via Facebook. The information we receive from an SNP may depend on the privacy settings you have with the SNP, so please check the SNP's privacy and data practices.
Our Use of Your Personal Information
We mainly use your Personal Information, either alone or in combination with other information, so that we can provide, enhance and personalize our Service and related content, products, and marketing efforts.
The following are examples of a variety of ways that we may use your Personal Information. We may use your Personal Information:
- to provide you with the best user experience possible;
- to provide the products and services (e.g., rental Content) you purchase, respond to your questions, and carry out the transactions you have requested;
- to communicate with you regarding Service updates, offers, orders, alerts, promotions, and events;
- to help us develop, customize, deliver, support and improve our Service, products, content, and advertising;
- to help authenticate any account you create with us;
- to administer promotions and contests;
- to protect the rights or property of MLNP or our users, and prevent fraud and other prohibited or illegal activities;
- to protect the security of our products, services, and business;
- for our internal purposes (such as auditing, data analysis, and research to improve our products, services, and communications); and
- otherwise, as disclosed to you at the point of collection.
If you decide at any time that you no longer wish to receive communications from us, please follow any unsubscribe instructions that may be provided in our communications to you, or update your user preferences by logging into your user account on the Website. Please note that we may use your Personal Information to contact you with important notifications, such as notices with respect to purchases, safety, or changes to our terms, conditions, and policies; you may not opt out of these notifications.
Social Features and Public Forums
Collection and Use of Non-Identifying Information
We may collect, use, transfer, and disclose information in a form that does not personally identify you ("Non-Identifying Information") for any purpose. Non-Identifying Information can include certain personally identifiable information that has been de-identified; that is, information that has been rendered anonymous. We and/or our third party service providers obtain Non-Identifying Information about you from information that you provide us, either separately or together with your Personal Information. We and/or our third party service providers also automatically collect certain Non-Identifying Information from you when you access our Service.
Certain Non-Identifying Information about you would be considered a part of your Personal Information if it were combined with other identifiers in a way that enables you to be identified. However, the same pieces of information are considered Non-Identifying Information when they are taken alone or combined only with other Non-Identifying information. We may combine your Personal Information with Non-Identifying Information and aggregate it with information collected from other users or sources to attempt to provide you with a better experience, to improve the quality and value of our products and services, and to analyze and understand how our products and services are used. We may also use the combined information without aggregating it to serve you specifically.
Non-Identifying Information We Automatically Collect
When you access our Service, we and our third-party service providers may use a variety of technologies, now and hereafter devised, that automatically record certain usage information. This information may include your Internet Protocol address (and other unique identifiers for the particular device you use to access the Internet), browser type, your web or application request, your interaction with our Service, the webpage or other feature you were using before you came to our Service, pages of our Website that you visit, information you search for via our Service, access times and dates, and other similar information. We use this information for a variety of purposes, including analyzing and enhancing our products and services, and to help personalize our Service for you. We do not treat this information as Personal Information (except to the extent required by local law), although if we combine it with the Personal Information you provide, we will treat the combined information as Personal Information. We and our third-party service providers may automatically collect Non-Identifying Information using various methods, including, without limitation, cookies.
A cookie is a small data file transferred to your computer when it is used to access our Service. Cookies may be used for many purposes, including to enable certain features of our Service, to better understand how you interact with our Service and to monitor aggregate usage by visitors and online traffic routing. You may be able to instruct your browser, by changing its options, to stop accepting cookies or to prompt you before accepting a cookie from the online services you visit. If you do not accept cookies, however, you may not be able to use all portions of our online services or all functionality of our online services.
INFORMATION SHARING AND DISCLOSURE
Our Service Providers and Other Third Parties
We may engage third party companies and individuals to perform services on our behalf (e.g., without limitation, payment processing, software maintenance services, e-mail notifications, product delivery services, database management, web analytics and other services). These third parties may have access to your Personal Information. If they do, this access is provided so that they may perform these tasks on our behalf and they are not authorized by us to otherwise use or disclose your Personal Information, except to the extent required by law.
Compliance with Laws, Legal Process and Authorities
We cooperate with government and law enforcement officials and private parties to enforce and comply with the law. We will disclose any information about you to government or law enforcement officials or private parties as we, in our sole discretion, believe necessary or appropriate to respond to claims and legal process (including but not limited to subpoenas), to protect the property and rights of us or a third party, to protect the safety of the public or any person, or to prevent or stop activity we may consider to be, or to pose a risk of being, illegal, unethical or legally actionable.
MLNP processes personal information on our servers in the United States of America. Your Personal Information may be transferred to, and used by, entities located outside of your state, province, country or other governmental jurisdiction where the privacy laws may not be as protective as those in your jurisdiction. Such export is a requirement of providing your information to MLNP, and you hereby consent to such export in all respects.
Circumstances may arise where, whether for strategic or other business reasons, we may sell, transfer or otherwise disclose some or all of our assets, including your Personal Information, in connection with a merger, acquisition, reorganization or sale of assets or in the event of bankruptcy. It's MLNP's practice to seek appropriate protection for information in these types of transactions.
Changing or Deleting Your Information
MLNP makes good faith efforts to enable features on the Service that provide individuals with reasonable access to Personal Information that they have provided to MLNP for purposes of their user profiles and the reasonable ability to review and correct it or ask for deletion, as applicable, if it is not otherwise required to be retained by law or for legitimate business purposes. To view and change Personal Information that you have directly provided to MLNP via the Service, you can log in to your user account on the Service, or contact MLNP via e-mail to . Please note we may retain server/backup copies of all such data, and that we may decline to process change or deletion requests that we deem to be unreasonable, or require disproportionate technical effort, or jeopardize the privacy of others.
We employ appropriate security measures to protect your Personal Information from unauthorized access, alteration, disclosure, or destruction. These security measures include administrative, technical, and physical precautions to safeguard your Personal Information against loss, theft, and misuse. Please be advised, however, that while we strive to protect your Personal Information and privacy, we cannot guarantee or warrant the security of any information you disclose or transmit to us online and are not responsible for the theft, destruction or inadvertent disclosure of your personally identifiable information.
Third Party Products and Services
Our products and services may contain links to, or content from, third party websites and other products and services. The fact that we link to a website or display an advertisement or other third party content is not an endorsement, authorization or representation of our affiliation with any of those third parties, nor is it an endorsement of their privacy or information security policies or practices.
We do not exercise control over third party websites, products or services. These other products and services may place their own cookies or other files on your computer or other device, collect data or solicit personal information from you. Other persons and entities follow different rules regarding the use or disclosure of the information you submit to them or they collect from you. We encourage you to learn about the privacy practices of those third parties.
THIS VIDEO SUBMISSION AGREEMENT ("AGREEMENT") IS A LEGAL AGREEMENT BETWEEN YOU AND MAKE LOVE NOT PORN, LLC AND/OR ITS AFFILIATES ("MLNP", "US", "OUR", OR "WE"). BY MAKING AN ONLINE SUBMISSION OF ANY CONTENT (DEFINED BELOW) TO MLNP, YOU CONFIRM YOUR ACCEPTANCE OF ALL OF THE TERMS OF THIS AGREEMENT AND FORM A LEGAL CONTRACT BETWEEN YOU AND MLNP.
YOU ACKNOWLEDGE AND AGREE THAT ANY CONTENT YOU PROVIDE OR SUBMIT TO MLNP MAY BE USED AS DESCRIBED HEREIN INCLUDING, WITHOUT LIMITATION, IN CONNECTION WITH THE MLNP WEBSITES, SOFTWARE, FEATURES AND ONLINE SERVICES (THE "SERVICE"). YOU ACKNOWLEDGE THAT THE SERVICE WILL FEATURE USER GENERATED AND OTHER MATERIALS EXPLICITLY DEPICTING SEX BETWEEN CONSENTING ADULTS, AND OTHER INFORMATION AND MATERIALS OF A GRAPHIC AND SEXUAL NATURE.
BY SUBMITTING OR PROVIDING ANY VIDEO(S), YOU REPRESENT AND WARRANT THAT:
- YOU ARE OVER THE AGE OF EIGHTEEN (18) AND HAVE THE LEGAL AUTHORITY IN YOUR JURISDICTION OF RESIDENCE TO ENTER INTO THIS AGREEMENT AND TO BE BOUND BY ITS TERMS,
- YOU MEET THE AGE REQUIREMENTS SET FORTH IN SECTION 3 BELOW, AND
- EACH VIDEO YOU SUBMIT OR PROVIDE TO US CONFORMS TO THE CONTENT REQUIREMENTS SET FORTH IN THIS AGREEMENT. IF YOU ARE ACTING ON BEHALF OF A COMPANY OR ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY.
IF YOU DO NOT AGREE TO ANY OF THE TERMS OF THIS AGREEMENT, YOU MUST NOT SUBMIT OR PROVIDE US WITH ANY VIDEO(S) OR OTHER CONTENT.
- "Accounting Period" means the three month period commencing on January 1, April 1, July 1, or October 1, respectively, of each calendar year.
- "Applicable Profits" means Qualifying Revenue less Eligible Expenses.
- "Content" means Video(s) and all other Video-related messages, text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, and/or other materials that you provide or submit to us in any way in connection with this Agreement, including, without limitation, by means of online submission forms and features of our Service, or via other methods (e.g., via e-mail).
- "Eligible Expenses" means, for any Accounting Period, all distribution and transaction fees and expenses incurred by MLNP (as calculated by MLNP) in connection with the Service (including, without limitation, costs and fees associated with all servers, bandwidth, third party platforms and publishers, payment processors, advertising commissions, maintenance, and technical support) during such Accounting Period, divided by the total number of audiovisual works (from all sources) that were made publicly available to end users via the Service at any time during such Accounting Period (as calculated by MLNP).
- "Video(s)" means all video(s), films, video recordings, audio-visual works, and animated and/or motion pictures, and combinations of any or all of the foregoing, provided to MLNP by you pursuant to this Agreement, together with all accompanying metadata and other material (e.g., packaging), whether tangible or intangible.
- "Qualifying Revenue" means pay-per-view rental fees, if any, actually received by MLNP during an Accounting Period from end users of the Service for properly purchasing rentals of your Video(s) properly submitted hereunder, less any refunds or chargebacks related thereto.
- In order to be eligible to submit or provide any Video(s) to us, you must meet our Age Requirements (See Section 3 below) and all Video(s) you submit or provide must meet all of our Content Requirements (See Section 4 below). By submitting or providing any Video(s) to us, you represent, warrant and agree that you and the Video(s) meet such requirements in each instance.
- By submitting or otherwise providing a Video, you agree to pay MLNP the standard non-refundable per-Video submission fee in the amount designated on the Service at the time of your submission in connection with such Video. You agree to make this payment to MLNP using the third party electronic payment systems and services designated by MLNP on the Service. You acknowledge that, in the event your Video is not selected for display on the Service, you shall not be entitled to a refund of the related submission fee. You acknowledge that you may be required to establish and authenticate a third party payment processor account prior to your submission.
- When you submit a Video(s), you will also be required to provide some additional Content about yourself and the Video(s). This may include, without limitation, such Content as a descriptive title, full name, any alias(es) and ages of all persons appearing in the Video(s), the date(s) of the production(s) of the Video(s), a legible copy of two (2) government-issued picture identification cards, some information about each Video's content and length, the name and location of the producer of the Video(s), as well as your location and/or similar information. Always keep a copy of any Content you send to us (including Video(s)) because we shall not be responsible for lost, damaged, misdirected, unusable or unreadable Content. Proof that you submitted Content to us does not constitute proof that we received any Content.
- MLNP may reject Video(s) for any reason or no reason at any time, with or without notice to you.
- If MLNP selects your Video(s) for display on the Service, MLNP will take reasonable steps to prevent the unauthorized redistribution of Video(s) by third parties. However, MLNP does not and cannot guarantee that unauthorized third parties will not obtain access to Videos, or make unauthorized copies or unauthorized redistributions of Videos. You acknowledge that Videos may be seen and collected (and potentially redistributed) by other persons, including third parties that do not adhere to MLNP's standards and third parties over whom MLNP has no control. You agree that MLNP is not responsible for events arising from the distribution in accordance with this Agreement of any Content you choose to submit to us, or any unauthorized distribution of such Content.
Videos may be submitted or provided only by persons who are eighteen (18) years of age or older, and of the age of majority under all applicable laws of their state, province and/or country ("Age of Majority"). You may not submit or provide any Videos or other Content to us if you are under the Age of Majority.
- You represent, warrant, and agree that you will NOT provide, submit or attempt to submit any Content that:
- is patently offensive or promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- contains obscene material, including without limitation any material depicting bestiality, rape, torture, or scat;
- contains any material which constitutes child pornography or matter which involves depictions of nudity or sexuality by an age inappropriate-looking performer whether or not the performer is real or computer generated (i.e. someone who looks younger than 18 years of age), or by a performer who is portrayed or made to appear to be a person under the age of 18 years of age by virtue of the script, make-up, demeanor, costuming, setting, etc.;
- encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law;
- depicts any person that has not expressly consented in writing to:
- use their depiction in such Content, and
- our use of the Content in which they appear as permitted by this Agreement;
- harasses or advocates harassment of another person;
- is an advertisement for goods or services or a solicitation of funds, except to the extent we have authorized you to do so in writing;
- solicits personally identifiable information from anyone;
- includes any personal information such as telephone numbers, street addresses, last names, or email addresses, unless specifically requested by us;
- promotes information that is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- contains a formula, instruction, or advice that could cause harm or injury;
- promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
- involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
- the licensed use by us hereunder would result in us having any obligation or liability to any party;
- depicts any third party trademarks or products or services in any manner that violates their rights or could otherwise create liability;
- contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
- furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
- involves commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes; or
- violates this Agreement, the terms and conditions applicable to our Service (or any feature thereof), any additional rules posted on our Service, or any applicable laws or regulations.
- You must own or have the necessary licenses, rights, consents and permissions to publish the Content on the Service and grant to MNLP all rights granted hereunder. Upon our request, you will furnish us with any documentation, substantiation or releases necessary to verify your compliance with this Agreement.
- You shall not submit any Content protected by copyright, trademark, patent, trade secret, moral right, or other intellectual property, personal, contractual, proprietary or other third party right without the express permission of the owner of the respective right. You are solely liable for any damage resulting from your failure to obtain such permission or from any other harm resulting from Content that you submit.
- If you submit Video(s), such Video(s) must conform with any technical or other additional guidelines specified by us. We will endeavor to post such additional guidelines on our website(s) that enable you to submit Video(s).
- You represent, warrant, and agree that you will NOT provide, submit or attempt to submit any Content that:
Use of Video(s)
- MLNP is under no obligation to use, post, review, include or make reference to any Video(s). Subject to the limitation in Section 6(c) below, MLNP may, in its sole discretion, at any time, post, promote and/or include Video(s) on the Service. MLNP may also remove any or all of the Video(s) from the Service at any time in its sole discretion.
- MLNP does not intend to add any copyright notice for the benefit of you on any Video(s). You shall file a registration with the U.S. Copyright Office if you wish to have available the remedies provided under the US Copyright Act, as amended (Title 17 of the United States Code). If you include a copyright notice as part of any Video(s), you agree that MLNP shall have no liability if MLNP or any person removes, covers, or obscures such notice or if such notice is otherwise deleted from the Service.
- MLNP will provide appropriate attribution for Video(s) that appear on the Service, in such form, substance and placement as is determined by you within the range of attribution options offered by MLNP as part of the functionality of the Service.
- The selection of your Video(s) for display on the Service does not constitute an implied or express determination that the contents of such Video(s) conform to any applicable laws. You agree that MLNP has no obligation to you to display any Video(s) on the Service. MLNP reserves the right to reject, delete, or remove, without notice to you, any Video that MLNP deems, in its sole discretion, to be unacceptable or inappropriate for any reason or for no reason, including if MLNP deems such Video to be abusive, defamatory, obscene, in violation of copyright, trademark or other intellectual property or privacy rights, or to be otherwise in violation of this Agreement.
- You acknowledge that if MLNP receives notice of any claim of infringement that satisfies specific legal requirements, such as notice and takedown requirements under U.S. copyright law, MLNP may remove videos associated with such claim.
- We may delay or fail to launch, or suspend or discontinue operation of the Service, or any feature thereof, at any time. You have no right to maintain or access your Content on the Service and we have no obligation to return your Content or otherwise make it available to you. We may, in our sole discretion, delete, move, re-format, remove or refuse to exploit Content without notice or liability; provided, however, that we reserve the right to treat Content on the Service, or on certain portions of the Service, as content stored at the direction of users for which we will not exercise editorial control except to block or remove content that is obscene, violent, harassing or otherwise objectionable or to enforce the rights of third parties.
- It is solely your responsibility to monitor and protect any intellectual property rights that you may have in your Content, and we do not accept any responsibility for same, but you grant us the right to protect and enforce our licensed rights to your Content, including, without limitation, by bringing and controlling actions in your name and on your behalf (at our cost and expense, to which you hereby consent and irrevocably appoint us as your attorney-in-fact, with the power of substitution and delegation, which appointment is coupled with an interest).
- You also acknowledge that the Internet may be subject to breaches of security and should be aware that submissions of Content or other information may not be secure, and you should consider this before submitting any Content or other information to us.
Rights Granted to MLNP
- You acknowledge and agree that MLNP may use and otherwise exploit any ideas, suggestions, and concepts, in whole or in part, that you provide to MLNP, whether as part of your Content or otherwise, and without any compensation or accounting to you, including in products or services developed (now or in the future) by MLNP, without limitation or restriction whatsoever.
- In the event you use the functionality of the Service to remove your Video(s) from public display on the Service, MLNP agrees not to restore such Video(s) to public display on the Service; provided, however, you understand and agree that in order to remove any Video(s) from public display on the Service you must first obtain and maintain a user account for the Service which requires your agreement to the Terms of Service governing access and use of the Service.
- You waive any and all claims you may now or later have in any jurisdiction to so-called "moral rights" or rights of "droit moral" with respect to the Content.
- If you become aware that Content you have submitted includes any material for which you lack the unrestricted right to grant us the rights set forth above without obligations or liability to any party, you agree to promptly provide us with detailed written notice thereof to: .
Terms of Compensation
- If MLNP selects your Video(s) for display on the Service, you will be entitled to receive compensation as set forth herein.
- You acknowledge that all amounts of monetary compensation payable to you hereunder, if any, will be paid via the third party payment service designated by MLNP on the Service (e.g., Dwolla or such other payment service(s) as may be designated by MLNP on the Service, a "Payment Service"), and that, in order to be eligible to receive any compensation of any kind hereunder, you must first create and authenticate, and thereafter maintain, a user account with such Payment Service that continues to be approved by MLNP ("Account"). You hereby agree to maintain an Account at all times that you are entitled to receive compensation hereunder. The Account must be identifiable to payors by the principal e-mail address that you have provided to MLNP via the "User Profile" section of the Service at least ten (10) days prior to the date MLNP makes a payment hereunder. If you fail to correctly setup an Account with a Payment Service, or to maintain such account as set forth herein, or if for any reason the Payment Service is experiencing any malfunction at the time MLNP makes a payment hereunder, MLNP shall have no obligation to make any payment to such Account (or to you). You acknowledge and agree that MLNP has no obligation to independently verify whether any payment submitted via the Payment Service was actually received in an Account or actually collected by you. You agree that amounts payable to an Account will be returned or retained by MLNP in the event you fail to notify MLNP of your e-mail address for purposes of receiving payments on the Payment Service as set forth above, or in the event you fail to open and maintain an account on the Payment Service in accordance herewith.
- On behalf of you, and your heirs, executors and administrators, you hereby release and holds harmless MLNP (and MLNP's officers, directors, members, managers, employees, agents and affiliates) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with compensation not received by you due to:
- your failure to create and/or maintain an Account at all times as set forth herein, and/or
- any acts or omissions of the Payment Service.
- If, during an Accounting Period, MLNP receives Qualifying Revenue, you shall be eligible to receive an amount equal to fifty percent (50%) of Applicable Profits, if any, arising from such Qualifying Revenue.
- If you are eligible to receive a portion of the Applicable Profits for an Accounting Period, MLNP will pay to the Account, within ninety (90) days after the conclusion of such Accounting Period, the amount as calculated by MLNP in accordance with this Section 7. Notwithstanding anything to the contrary herein, in the event an amount payable hereunder for any given Accounting Period is less than One Dollar ($1.00), in no event shall MLNP be obligated to pay such amount, and you hereby waive any right to receive any such share of the Qualifying Revenue in connection with such Accounting Period.
- You acknowledge that, until such time that the Service becomes a profitable business for MLNP, if ever, and as determined solely by MLNP, it is unlikely Qualifying Revenue will exceed Eligible Expenses, and, as a result, you are not likely to receive payments in connection with your Videos until such time that the Service is widely adopted by end users who choose to rent your Videos.
- Any compensation you are entitled to receive pursuant to Section 7 will be based solely on the revenues derived by MLNP from rental fees received in respect of rentals of your Video(s) via the Service. MLNP reserves the sole and exclusive right to sell advertising and otherwise exploit, benefit from and/or realize revenue from the conduct of its business, including, without limitation, the operation of the Service, without accounting, obligation or liability to you other than as expressly set forth in Section 7.
- All monetary payments to you hereunder shall be in U.S. Dollars. You will be responsible for paying all taxes, if any, that are payable in connection with amounts paid or redeemed hereunder.
- In lieu of receiving monetary payments hereunder, MLNP may permit you to choose to receive compensation payable to you under this Agreement in the form of Service-related credits that you can apply towards purchases on the Service. You shall not be entitled to receive any monetary payments with respect to amounts you choose to receive in the form of Service credits.
- You hereby represent, warrant and covenant that:
- you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit;
- all Content is your original work and not based on any other work(s);
- you have the full right and authority to enter into this Agreement and to grant the rights granted hereunder;
- it is not necessary for MLNP to obtain the consent of or pay any amounts to any third party in order to fully enjoy and exercise the rights granted to MLNP hereunder;
- the Content supplied by you and the use thereof will not cause injury to any person or entity or violate any rights of any person or entity including, without limitation, rights of publicity or rights against defamation or libel or invasion of privacy;
- you hold and will continue to hold all the ownership, license, proprietary and other rights necessary to enter into, authorize, grant rights and perform your obligations under this Agreement as described;
- you shall comply with all of your obligations hereunder and all laws, rules and regulations that apply to your submission of Content and/or activities in connection with the Content;
- all Content is in accordance with all of our posted guidelines and does not contain any viruses or any computer programming routines that are intended to or which have the potential to damage, detrimentally interfere with, surreptitiously intercept the Service or any website, computer system, data or personal information;
- all information provided by you in connection with this Agreement and the Content is current, accurate, and complete; and
- all Content supplied by you shall has been produced in accordance with all applicable provisions of the Child Protection Restoration and Penalties Enhancement Act of 1990 (the "Child Protection Act"), as such act may be amended from time to time, and you shall keep all records required by the Child Protection Act or as requested by MLNP.
- You further represent, warrant and agree that, with respect to each Video, you have obtained (or, prior to submission, will obtain) written releases for the benefit of MLNP from each person participating or appearing in such Video, which releases include the right for MLNP to use such Video along with such person's name, photographs, likenesses, and voice in connection with the Service and MLNP's (and its affiliates' and successors') business. With respect to each Video, you shall maintain copies of all such releases for a period of five (5) years from the date such Video last appears on the Service, and shall provide copies of such releases to MLNP upon MLNP's request.
- Upon the request of MLNP, you will furnish MLNP any additional documentation, substantiation and releases necessary and reasonably required to verify and substantiate your compliance with any or all of the terms and conditions of this Agreement, including, without limitation, the foregoing representations, warranties and covenants.
- You hereby represent, warrant and covenant that:
MLNP shall have the right to transfer or assign its rights and/or obligations pursuant to this Agreement to any other person, corporation or entity, and shall be relieved of its obligations to you hereunder to the extent such obligations are assumed by such person, corporation or entity. You may not assign any rights or delegate any obligations hereunder, in whole or in part, without our prior written consent. Any such purported assignment or delegation by you without the appropriate prior written consent will be null and void and of no force and effect.
You hereby release MLNP and its affiliates, and its and their respective officers, directors, members, managers, partners, employees, agents, licensors, representatives, advertisers, service providers and suppliers harmless from any and all claims of any rights, encumbrances, liens, claims, demands, actions or suits and expenses (including legal fees and expenses) with respect to (i) your violation of this Agreement, or rights of us or any other person or entity, or any applicable law, and (ii) the Content. This release includes, without limitation, any and all liability for any use or nonuse of your Video(s), claims for defamation, libel, slander, invasion of privacy, right of publicity, emotional distress or economic loss.
If you are a California resident, you waive California Civil Code 1542, which says:
"A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
Ownership of Video(s) and Content
- Your Video(s) and your other Content shall remain your sole and exclusive property.
- You acknowledge that other persons may have submitted videos to us, may have made public or developed, or may originate, submit, make public or develop, material similar or identical to all or a portion of your Content or concepts contained therein, and you understand and agree you will not be entitled to any compensation from MLNP because of the use or exploitation thereof.
You agree to defend, indemnify and hold harmless MLNP, its affiliates, and its and their parent, subsidiaries, agents, managers, and other affiliated companies, and their employees, contractors, members, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys' fees) arising from
- your violation or alleged violation of any term of this Agreement, including without limitation, your breach or alleged breach of any of your representations and warranties herein;
- your violation or alleged violation of any third party right, including without limitation any right of privacy, publicity rights or intellectual property rights;
- your violation or alleged violation of any law, rule or regulation of the United States or any other country, state, or province;
- any Content that you submit or otherwise provide to MLNP; or
- your acts or omissions. You agree to cooperate fully with us in the defense of any claim that is the subject of your obligations hereunder.
Limitation of Remedies; Limitation of Liability
- You acknowledge and agree that the sole remedy available to you for MLNP's breach of or non-compliance with any of the provisions of this Agreement shall be an action at law for damages, it being agreed that in no event shall you seek or be entitled to injunctive or other equitable relief for any such breach or non-compliance.
- IN NO EVENT WILL MLNP BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR CONTENT. MOREOVER, IN NO EVENT WILL THE CUMULATIVE LIABILITY OF MLNP, ITS AFFILIATES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FOR ANY DIRECT DAMAGES EXCEED THE TOTAL COMPENSATION PAYABLE TO YOU PURSUANT TO SECTION 7 DURING THE MOST RECENT CALENDAR YEAR OR TEN DOLLARS ($10), WHICHEVER IS GREATER. FURTHERMORE, YOU AGREE THAT ANY CAUSE OF ACTION INITIATED BY YOU ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR ANY CONTENT OR THE SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
- In some jurisdictions limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitations may not apply to you. These limitations shall apply to the fullest extent permitted by law.
- You agree that MLNP may provide you with notices by email. MLNP may address such notices to the e-mail address provided in connection with the submission Content and/or any other address provided by you in connection with your user account, if any, on the Service.
- You agree to cooperate fully with MLNP to investigate any suspected or actual activity that is in breach of this Agreement or any applicable law. MLNP and its affiliates reserve the right to provide information to law enforcement officials, governmental agencies and pursuant to judicial or regulatory compulsion, to protect their respective interests, the Service or to comply with legal, regulatory, audit and compliance obligations.
- Neither this Agreement, nor any of the terms and conditions contained herein, will be construed as creating a partnership, joint venture, agency relationship or granting a franchise between the parties.
- MLNP will not be liable to you by reason of any failure or delay in performance because of events beyond MLNP's reasonable control, which may include, without limitation, denial-of-service attacks, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, earthquakes, or internet connectivity or failure issues experienced by major telecommunications providers, third party platforms or publishers or hosting service providers or co-location facilities.
- You agree that if MLNP does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which MLNP has the benefit of under any applicable law), this will not be taken to be a formal waiver of MLNP's rights and that those rights or remedies will still be available to MLNP.
- If any court of law, having the jurisdiction to decide on this matter, rules that any provision of this Agreement is invalid, then that provision will be removed from the Agreement without affecting the rest of the Agreement. The remaining provisions of the Agreement will continue to be valid and enforceable.
- The Agreement, and your relationship with MLNP under the Agreement, shall be governed by the laws of the State of New York without regard to its conflict of laws provisions. You and MLNP agree to submit to the exclusive jurisdiction of the courts located within the county of New York, New York, and courts with appellate jurisdiction therefrom, to resolve any legal matter arising from the Agreement or the use of Content. Notwithstanding this, you agree that MLNP shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
- TO THE EXTENT ALLOWED BY LAW, EACH OF YOU AND MLNP WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.
- TO THE EXTENT ALLOWED BY LAW, EACH OF YOU AND MLNP WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT OR OTHER PROCEEDING.
- This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements or communications. This Agreement can only be changed or terminated by a written agreement signed by both parties.