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LAST MODIFIED: October 18, 2006
Welcome to the NossaTV website and service (the "Site"). Please read the following important terms and conditions (these "Terms of Use") carefully. These Terms of Use and our Privacy Policy (http://www.NossaTV.com/privacyPolicy/), incorporated herein by reference, govern your access to and use of the Site, including any content, information products or services therein. This is a legal agreement between you and NossaTV, Inc. ("NossaTV").
1. NossaTV reserves the right, in its sole discretion, at any time and for any reason or no reason, to (i) modify, discontinue or terminate the Site, or (ii) modify these Terms of Use or any related terms and conditions governing your use of the Site (including but not limited to our Privacy Policy and Content Licensor Agreement) at any time without notice. All modified terms and conditions will be effective immediately after they are initially posted on the Site. If any modified terms and conditions are not acceptable to you, your only recourse is to cease using the Site and, if applicable, terminate your Account (defined below). By continuing to use the Site following posting of any modified terms and conditions, you accept and agree to be bound by the modified terms and conditions.
2. CONTENT.
3. For convenience, we will refer to various kinds of content as follows:
3.1. Content means, collectively, all User Content and Video Content.
3.2. NossaTV Content means all content, excluding User Content and Video Content, relating to or available from or through the Site (and any derivative works or enhancements thereof), including but not limited to all software, technology, information, content, materials, guidelines and documentation.
3.3. Site Content means, collectively, all NossaTV Content, User Content and Video Content.
3.4. User Content means any content, excluding Video Content, that is not created by NossaTV but that you or another user upload to the Site and is made available to you or others users from or through the Site, including without limitation (i) text, graphics, music, photos, animation, artwork, data, information, hypertext links, scripts or other material, and (ii) websites and contents proximately reachable from such content.
3.5. Video Content means any content, excluding User Content, that is not created by NossaTV but that third parties (after becoming a NossaTV Filmmaker) or another Member upload to the Site and is made available to you or others users from or through the Site, including without limitation (i) video, text, graphics, music, photos, animation, artwork, data, information, hypertext links, scripts or other material, and (ii) websites and contents proximately reachable from such content.
4. BECOMING A MEMBER.
4.1. You may register to become a member on the Site (a "Member") if you are at least thirteen (13) years or older. During registration, you will create a user name and password (your "Account"), which may permit you access to certain secure areas of the Site not available to non-members. You are responsible for safeguarding and maintaining the confidentiality of your Account. You agree not to disclose your password to any third party. You agree that you are entirely and solely responsible for any and all activities or actions that occur under your Account, whether or not you have authorized such activities or actions. You agree to immediately notify NossaTV of any unauthorized use of your Account or any other breach of security known to you. You have the right to cancel your Account by following the cancellation steps at http://www.NossaTV.com/learnMore/cancel.
4.2. If you become a Member and create an Account, you consent to the use of: (a) electronic means to complete these Terms of Use, to use the Site and to provide you with any notices given pursuant to these Terms of Use; and (b) electronic records to store information related to these Terms of Use or your use of the Site. You can request a copy in paper form of these Terms of Use, and any other records relating to these Terms of Use or your use of the Site, by sending a written request to NossaTV, Inc., 500 San Marcos Street, #108B Austin Texas 78702. You understand and agree that these Terms of Use and any notices given pursuant to these Terms of Use are enforceable in electronic format.
5. YOUR OBLIGATIONS IN USING OR ACCESSING THE SITE.
6. You may use certain areas of the Site without becoming a member. The Site is intended for persons who are at least thirteen (13) years or older. If you are under thirteen (13), please do not use the Site. In using or accessing the Site, whether as a Member or as a non-member, you agree to comply with the following.
6.1. You are solely responsible for, and will exercise caution, discretion, common sense and judgment in, using and accessing the Site and all content contained therein.
6.2. If you are not a Member, you may not download Site Content.
6.3. You may upload, email, post, publish, transmit or otherwise submit User Content to the Site as available - for example, in a discussion group, chat area, bulletin board, feedback area, news group, letter to NossaTV, its webmaster or employees, or email function - if offered as part of this Site. User Content includes any comments or rating features that you may have the opportunity to post regarding Video Content ("Third Party Comments").
6.4. If you become a Member, you may download, view, "frame," "mirror" or otherwise copy portions of the Site and NossaTV Content; provided that you may not modify or alter the Site or such NossaTV Content in any way other than as permitted herein. NossaTV reserves the right, in its sole and absolute discretion, to revoke your license to "frame," "mirror" or otherwise copy portions of the Site and NossaTV Content at any time, upon notice to you.
6.5. If you become a Member, you may download, use and distribute portions of NossaTV Content for re-distribution as set forth in Section 8.4 ("NossaTV's License to You"); provided that you may not modify or alter such Content in any way other than as permitted herein.
6.6. You will not use the Site for any purpose or in any manner, nor upload, email, post, publish, distribute, transmit, submit or otherwise make available through the Site any Content, that: (i) is of an adult, sexual or controversial nature (as further described in Section 6 ("Adult Content") below); (ii) violates or infringes another's rights, including but not limited to privacy, publicity or intellectual property rights (as further described in Section 7 ("Copyright Infringement") below); (iii) is unlawful, in violation of or contrary to the laws or regulations in any state or country where your Content is created, displayed or accessed; (iv) is in breach of these Terms of Use; (v) is fraudulent, false or misleading; (vi) is hateful, tortuous, defamatory, slanderous or libelous; (vii) harasses another user, promotes bigotry, racism, hatred or harm against any group or individual, promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age, or otherwise interferes with another party's use or enjoyment of the Site; (viii) is profane, vulgar, obscene; (ix) is violent or threatening, or promotes violence or actions that are threatening in any way to anyone; (x) promotes illegal or harmful activities or substances (including but not limited to activities that promote or provide instructional information about activities such as making or buying illegal weapons or illegal substances); or (xi) constitutes unsolicited bulk email, "junk mail," "spam" or chain letters.
6.7. You agree that you are solely responsible for your Content. NossaTV has no responsibility to control or monitor any Content, and, as a result, does not manage, control or guarantee, nor is responsible for, the truth, accuracy, completeness, integrity, safety, timeliness, quality, appropriateness, legality or applicability of such. Although NossaTV does not accept responsibility for Content, NossaTV does reserve the right to remove at any time, without notice, Content that NossaTV in its sole discretion considers to be in violation of these Terms of Use.
6.8. You agree to cooperate fully with NossaTV to investigate any suspected or actual activity that is in breach of these Terms of Use.
6.9. NossaTV has no responsibility to control or monitor any information or Content exchanged, and, as a result, does not manage or control, nor is responsible for the truth, accuracy, completeness, safety, timeliness, quality, appropriateness, legality or applicability of anything said, depicted or written by users, including without limitation any information obtained by using the Site.
6.10. You will not attempt to gain unauthorized access to any Account other than your own.
6.11. If you become a Member, you will provide true, accurate and complete registration information and shall maintain as current and promptly update relevant personal contact information provided to NossaTV . You will not use false identities or impersonate any other person or use a name that you are not authorized to use.
6.12. You will not attempt to obtain any information or materials relating to the Site through any means not intentionally made available through the Site, or attempt to gain unauthorized access to NossaTV's database, technology, computer systems or networks associated with the Site. You will not attempt to modify, translate, adapt, edit, decompile, disassemble or reverse engineer any technology applications or software programs used by NossaTV in connection with the Site, or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of or impairs the functionality of the Site.
6.13. You are solely responsible for all equipment necessary to access and use the Site.
6.14. You will not encourage or instruct any other individual to do any of the foregoing or to violate any of these Terms of Use or NossaTV policies.
6.15. (p) You acknowledge, agree and accept that: (i) the Site may be provided to you by NossaTV or its affiliates, distribution partners or third-party service providers; (ii) your Content may be included on the websites and advertising networks of NossaTV's affiliates, distribution partners or third-party service providers (and/or their downstream users), in addition to, or instead of, those websites and advertising networks of NossaTV; and (iii) there is no guarantee that your Content will be included on the Site or the website or advertising network of NossaTV or a NossaTV affiliate, distribution partner or third-party service provider and NossaTV and its affiliates, distribution partners or third-party service providers bear no liability relating to such exclusion.
6.16. NossaTV reserves the right, in its sole and absolute discretion, to reject or remove: (i) any Content it deems unsuitable for the Site or in violation of these Terms of Use; and (ii) any single-frame Video Content or Video Content that is less than one (1) second in duration.
6.17. You understand and agree that neither NossaTV nor any NossaTV affiliate intends, or will be required, to edit or review for accuracy, ownership or appropriateness any of your Content. However, you agree that all Content, including any search terms and descriptions, may be subject to NossaTV's approval. NossaTV reserves the right, at any time, to reject, suspend, cancel or remove Content, to assign new search terms to any Content, or to refuse to provide access to your Content. NossaTV, its employees, consultants and other agents shall have no liability for taking such actions or decisions.
6.18. NossaTV does not refer, endorse, recommend, verify, evaluate or guarantee any information provided by users or Members, any specific Member or any Content, and nothing shall be considered as a referral, endorsement, recommendation or guarantee of any information, Member or Content. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials, or include links to any sites which offer such information, containing or suggesting an endorsement by NossaTV of you or your Content. NossaTV reserves the right to warn, suspend or terminate at any time and without notice your access to or use of the Site if NossaTV determines, in its sole discretion, that you are transmitting or otherwise connected with such prohibited endorsement.
7. CLICK FRAUD.
8. You shall not, and shall not authorize any party to generate automated, fraudulent or otherwise invalid impressions or clicks. If, in NossaTV's reasonable business judgment, activity related to your Account is suspected or determined to be so-called "click-fraud" or "impression fraud" (the illicit manipulation of advertising revenue), whether in any automated or human way, by the use of a person, an automated script or a computer program (for example, online robots or "bots") to click on a Site advertisements, or any other fraudulent means, to increase impressions, skew results or imitate a legitimate user of a web browser clicking on an ad for the purpose of generating an improper click value and generating revenue, NossaTV may suspend or otherwise disable your Account until such time as the matter is resolved to NossaTV's satisfaction. You acknowledge that NossaTV, or a third-party designated by NossaTV, may use cookies to monitor visitor information in order to track suspicious clicks through source and behavior of the click traffic in accordance with the Privacy Policy (http://www.NossaTV.com/privacyPolicy/). As further described in Section 3 ("Payment") of the Content Licensor Agreement, (http://www.NossaTV.com/contentLicensor) NossaTV retains the right not to credit your Account for those clicks that it reasonably determines or suspects are fraudulent.
9. ADULT CONTENT.
10. You agree not to submit any Content that NossaTV considers to be of an adult, sexual or controversial nature (collectively, "Adult Content"). Examples of Content that NossaTV, in its sole discretion, considers to be Adult Content include, but are not limited to, the following material:
10.1. Any pornographic, sexually explicit or sexually related themes, language, text, music or images (of partial or full nudity), including any sexually graphic "wallpaper".
10.2. Descriptive sexual language or images.
10.3. Any content whose purpose is to sexually arouse a user or cause lascivious or lustful thoughts.
10.4. Any reference to or inclusion of any image in any form of sexual intercourse or behavior, actual or simulated.
10.5. Any content which is intended to let users know that you have Adult Content materials, submissions, content or websites.
10.6. Any content which, because of the nature, images, music, tone or description appears to be designed solely to solicit sexual/adult talk or thoughts, such as "I will talk about anything", "Tell me your wildest dreams", etc.
10.7. Any submission whose feedback consistently indicates that the author is engaging in sexually-oriented conduct or Adult Content.
10.8. Any content related to bestiality, rape, sex, incest, sex with graphic violence or degradation, excretory functions, bodily fluids, fisting and any other content, whether expressed or implied, which may be judged as obscene.
10.9. Any content containing or referring to child pornography, including references to "Lolita" or inclusion of images of or references to nude "girls", "teens" or "children".
11. If NossaTV finds Content that it determines, in its sole discretion, contains Adult Content, NossaTV may, without notice, remove or block access to such Content. NossaTV reserves the right to suspend or cancel at any time and without notice a Member's Account that NossaTV, in its sole discretion, determines to be in violation of this Section. NossaTV will take all appropriate steps with Content that NossaTV believes violates applicable laws, including cooperation with any investigation. If you see Content that you believe is Adult Content or is in violation of law or this Section, please contact NossaTV immediately.
12. COPYRIGHT INFRINGEMENT.
13. YOU SHALL NOT USE THE SITE TO TRANSMIT, ROUTE, PROVIDE CONNECTIONS TO OR STORE ANY MATERIAL THAT INFRINGES COPYRIGHTED WORKS OR VIOLATES OR PROMOTES THE VIOLATION OF THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. NossaTV retains the right not to credit your Account for any click revenue generated from Content that NossaTV suspects or determines to infringe a third party's intellectual property rights in accordance with these Terms of Use.
13.1. NossaTV provides the Site and access to Content as a service to our users. NossaTV does not monitor, supervise or control Content posted or stored on its servers at the direction of its Members, users or partners, nor does it control or supervise the content of pages that are accessed via third party links. You are responsible for complying with all applicable federal and state laws, including, without limitation, the copyright laws.
13.2. NossaTV has adopted and implemented a policy pursuant to which NossaTV may terminate a Member's Account, or deny access to the Site by a user, who infringes or is believed to be infringing, a copyright or other intellectual property right. Furthermore, NossaTV reserves the right to terminate a Member's Account, or deny access to the Site by a user, if NossaTV believes that the user's conduct is harmful to the interests of NossaTV or its affiliates, distribution partners or third-party service providers or other users, or for any other reason in NossaTV's sole discretion, with or without cause. In addition, NossaTV reserves the right to remove, or disable access to, infringing material.
13.3. In accordance with the Digital Millennium Copyright Act of 1998 (the text of which may be found on the U.S. Copyright Office website at http://lcweb.loc.gov/copyright/), NossaTV will respond expeditiously to claims of copyright infringement that are reported to NossaTV's "Designated Copyright Agent" identified below. If you are a copyright owner, or are authorized to act on behalf of an owner of the copyright or of any exclusive right under the copyright, and believe that your work has been copied in a way that constitutes copyright infringement, please report your notice of infringement to NossaTV by providing NossaTV's Copyright Agent listed below with the following information:
13.3.1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
13.3.2. Identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at the Site;
13.3.3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit NossaTV to locate the material
13.3.4. Information reasonably sufficient to permit NossaTV to contact the complaining party, including a name, address, telephone number and, if available, an email address at which the complaining party may be contacted;
13.3.5. A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
13.3.6. A statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
13.4. All claims of copyright infringement on or regarding this Site should be delivered to NossaTV's "Designated Copyright Agent" at the following address:
13.5. Copyright Agent
13.6. NossaTV, Inc.
13.7. 9720 Wilshire Blvd, 3rd Floor
13.8. Beverly Hills, CA 90212
13.9. Fax: (323) 871-2820
13.10. Email: copyright@NossaTV.com
14. INTELLECTUAL PROPERTY OWNERSHIP AND RIGHTS.
14.1. NossaTV Content. Excluding your Content, NossaTV owns all right, title and interest, including without limitation all intellectual property rights, and all derivative works or enhancements thereof, relating to the Site and the NossaTV Content (and any derivative works or enhancements thereof), including but not limited to all information, content, materials, products, services, URLs, software, technology, editorial or user guidelines, documentation and the NossaTV Upload Client, developed in whole or in part by, with or for NossaTV . You shall not acquire any right, title or interest therein, except for the limited use rights expressly set forth in these Terms of Use. Any rights not expressly granted herein are deemed withheld.
14.2. Your Content. Subject to the licenses you have granted herein, you retain all right, title and interest, including without limitation all worldwide intellectual property rights, in and to your Content submitted, posted or displayed by you. NossaTV shall not acquire any right, title or interest in or to such Content, except as expressly provided herein. Any rights not granted by you herein are deemed retained by you. Subject to the terms of this Agreement you have the right to terminate this Agreement and revoke the licenses you are granting in this Agreement, with respect to all Content you provide or with respect to particular works you provide. NossaTV will use commercially reasonable efforts to remove your Content from the Site reasonably promptly upon receipt of your notice of revocation. NossaTV will make reasonable efforts to notify authorized syndicators (i.e., those distributing your Content) for whom it has current and up-to-date information, if you choose to revoke any of your licenses. You acknowledge that you are aware that NossaTV has limited practical ability to control or monitor possible infringement of your intellectual property rights by other parties. However, NossaTV cannot and does not assume responsibility for controlling,or monitoring such intellectual property rights, and NossaTV is not responsible for enforcing your intellectual property rights or for suing or taking other legal action against infringers or against syndicators who fail to cease using your works upon revocation. You are responsible for protecting your intellectual property rights.
14.3. (a) Your License to NossaTV. In connection with your use of the Site, you hereby grant (or warrant that the owner of such rights has expressly granted) to NossaTV a worldwide, revocable, non-exclusive, sublicensable, limited right and license to use, copy, adapt (solely to permit NossaTV to conform and adapt your Content to technical requirements, including the right to adapt to streaming, downloading, broadcast, digital, thumbnail, scanning or other technologies), excerpt, publish, transmit, publicly perform, display, reference, store, host, index and cache, in any form, medium or technology now known or later developed, your Content and any materials you submit to NossaTV, in whole or in part, whether created by or for you. (b) Your License to the NossaTV Distributors. In order to allow NossaTV and other users to distribute your Content as contemplated in this Agreement, you hereby grant (or warrant that the owner of such rights has expressly granted) to NossaTV and the NossaTV affiliates (including other NossaTV Members), distribution partners and third-party service providers a limited, revocable right to distribute and display your Content pursuant to the terms and conditions of the Creative Commons "Attribution-NoDerivs 2.5 license" located at http://creativecommons.org/licenses/by-nd/2.5/legalcode. (c) Reserved Rights. Excluding your Content, you shall and hereby do assign to NossaTV all right, title and interest in and to any part of the Site that you may have or acquire. Any rights not expressly granted herein are deemed withheld. In addition, you warrant that all so-called moral rights in the Content have been waived. In the event of any conflict between the aforementioned Creative Commons license and this Agreement, the terms of this Agreement shall prevail.
14.4. NossaTV's License to You. If you become a Member, and subject to your compliance with the terms and conditions of these Terms of Use, you have a limited, revocable, non-sublicensable right to use and distribute Content made available to you under the terms and conditions of the Creative Commons "Attribution-NoDerivs 2.5 license" located at http://creativecommons.org/licenses/by-nd/2.5/legalcode. Upon termination of this Agreement or any individual Content right granted hereunder, either by NossaTV or by a Content provider, you will promptly stop using or displaying the applicable Content.
15. REPRESENTATIONS AND WARRANTIES.
16. You represent and warrant that: (a) you have full power and authority to enter into these Terms of Use; (b) the execution and delivery of these Terms of Use, and the performance of your obligations hereunder, will not constitute a breach or default of or otherwise violate any agreement to which you or any of your affiliates are a party or violate any rights of any third parties arising therefrom; (c) you have and will maintain throughout your use of or access to the Site all rights, authorizations, consents and licenses that are required with respect to, and in order to submit, your Content to the Site and permit NossaTV to post such Content, perform its services and provide access to and use of the Site as contemplated under these Terms of Use, which rights, authorizations, consents and licenses have been obtained and will be maintained in compliance with all applicable laws, rules and regulations and without violating any rights or interests of any third party; (d) your Content does not violate any law or regulations and you will use the Site and any information provided to you by NossaTV (including, but not limited to, NossaTV's proprietary search indices) in a manner that complies with applicable laws; (e) you have full technical and editorial control of your Content; (f) your Content does not and will not, directly or indirectly, infringe any copyright, trademark, United States patent, trade secret right, moral right, rights of publicity or privacy, or any other intellectual property or proprietary right of any third party; (g) you have obtained any and all necessary and appropriate publicity releases from any third party appearing in your Content; (h) your Content does not and will not in any way violate any laws relating to consumer fraud, product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity; (i) your Content (or any material used in your Content) will not contain any "back door," "trap door", "time bomb," "Trojan Horse," "worm," "drop dead device," "Easter Eggs", "cancelbots" or other computer programming routines or viruses that are intended to damage, interfere with, intercept or expropriate any system data or personal information, permit access to or use of the Site or other software or hardware by unauthorized parties, or disable, damage or erase any portion of the Site or Content processed or stored therein; (j) you shall use the Site solely for the purposes intended; and (k) if you exercise the license rights granted in Section 8.4 ("NossaTV's License to You") above, your primary intention in doing so is not for commercial advantage or private monetary compensation.
17. INDEMNITY.
17.1. You agree to indemnify, defend and hold NossaTV and its officers, directors, employees, successors, agents, affiliates, distribution partners or third-party service providers (collectively, the "NossaTV Entities") harmless from and against any claims, liabilities, losses, damages or expenses (including reasonable attorneys' fees and costs) arising out of or in any way connected with: (a) your Content or any materials in any form whatsoever that are provided by you or through use of your Account; (b) your conduct, including your access to or use of the Site or, as applicable, your use of the NossaTV Upload Client or your participation in the NossaTV Program; (c) any actual or alleged violation or breach of these Terms of Use or any NossaTV policies; (d) any breach of any representation or warranty you made hereunder, including but not limited to any to claims relating to a violation of a third party's patent, copyright, trademark or other intellectual property rights or NossaTV's determination that your Content was obscene, defamatory, libelous, slanderous or threatening; (e) your violation of rights of privacy, publicity, confidentiality or property; or (f) any actual or alleged violated of any applicable law or regulation. You agree that you are solely responsible for defending any such claim as set forth above, and for payment of losses, costs, damages or expenses resulting from the foregoing to both a third party and to the NossaTV Entities. NossaTV shall have the right to withhold payments to you to offset liabilities and expenses covered hereunder. You agree that you will not enter into any proposed settlement or resolution of any claim (whether having been finally adjudicated or otherwise) brought against you or NossaTV, if such settlement or resolution results in any obligation or liability for NossaTV .
17.2. You agree that NossaTV shall have the right, in its sole discretion, to select its own legal counsel to defend NossaTV from any such claim (but by doing so shall not excuse your indemnity obligations) and that you shall be solely responsible for the payment of all NossaTV's reasonable attorneys' fees incurred in connection therewith.
17.3. You agree to notify NossaTV immediately if you become aware of any actual or potential claims, suits, actions, allegations or charges pertaining to your Content or that could affect either party's ability to fully perform its duties or to exercise its rights under these Terms of Use.
18. DISCLAIMERS.
18.1. YOU EXPRESSLY AGREE THAT YOUR USE OF OR INTERACTION WITH THE SITE, INCLUDING USE OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION OR OTHER MATERIAL AVAILABLE FROM OR THROUGH THE SITE, IS AT YOUR OWN RISK AND AT YOUR OWN DISCRETION. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE, THE SITE, AND ALL CONTENT, MATERIALS, INFORMATION, SOFTWARE, PRODUCTS AND SERVICES PROVIDED ON THE SITE, INCLUDING ALL NOSSATV CONTENT, INDICES, SEARCH ENGINES AND YOUR USE THEREOF, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
18.2. NOSSATV AND THE NOSSATV ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COURSE OF DEALING OR COURSE OF PERFORMANCE RELATED TO THE SITE OR THESE TERMS OF USE. NOSSATV MAKES NO WARRANTY THAT: (A) THE SITE OR SITE CONTENT WILL MEET YOUR REQUIREMENTS; (B) THE SITE OR SITE CONTENT WILL OPERATE OR WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR ANY PRODUCTS, SERVICES, CONTENT, INFORMATION OR OTHER MATERIAL AVAILABLE FROM OR THROUGH THE SITE, INCLUDING BUT NOT LIMITED TO ALL SITE CONTENT, WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, SITE CONTENT, INFORMATION OR OTHER MATERIAL AVAILABLE FROM OR THROUGH THE SITE WILL MEET YOUR EXPECTATIONS.
18.3. NOSSATV SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE USE OF THE SITE, ANY PRODUCTS, SERVICES, SITE CONTENT, INFORMATION OR OTHER MATERIAL AVAILABLE FROM OR THROUGH THE SITE. Some jurisdictions do not allow the exclusion of warranties, so some of the above exclusions may not apply to you.
18.4. As more fully described in the Content Licensor Agreement, NossaTV disclaims all guarantees regarding positioning, levels of, timing of or success of: (a) your Content, (b) click rates, or (c) delivery of your Content (or any ads) on the Site or NossaTV affiliate, distribution partner or third-party service provider sites.
18.5. You fully understand that Third Party Comments may be disparaging, defamatory, embarrassing, unwelcoming or otherwise be of an unfavorable nature. NossaTV expressly disclaims any liability for any Third Party Comments. You acknowledge and agree that NossaTV shall have the right: (a) to include any Third Party Comments on the Site and in any and all forms of advertising, promotion and publicity for the Content; and (b) to broadcast and otherwise exploit the Content and advertisements containing Third Party Comments in any manner, by any method, and in any and all media, whether currently existing or hereafter developed, as long as such Content is included on the system. You expressly and hereby forever waive and relinquish all so-called "moral rights" associated therewith.
18.6. If you have a dispute with a Member or another user of the Site, or suffer any harm arising out of or connected with your access or use to the Site, you hereby waive all claims against and release NossaTV and the NossaTV Entities from any and all liability for claims, demands, damages (actual and consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with the Site or any Content or with regard to such disputes. If you are a California resident, you waive and relinquish your rights under California Civil Code ยง; 1542, which states, "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." Residents of other states and nations waive their rights under analogous laws, statutes or regulations.
19. LIMITATION OF LIABILITY.
19.1. UNDER NO CIRCUMSTANCES WILL NOSSATV OR THE NOSSATV ENTITIES BE LIABLE TO YOU OR TO ANY OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, OR FOR THE COST OF PROCURING SUBSTITUTE PRODUCTS, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, YOUR ACCESS TO OR USE OF THE SITE OR ANY PRODUCTS, SERVICES, CONTENT, INFORMATION OR OTHER MATERIAL AVAILABLE FROM OR THROUGH THE SITE, INCLUDING AS APPLICABLE ANY DAMAGES RESULTING FROM THE INTERRUPTION, SUSPENSION OR TERMINATION OF THE SITE, THE NOSSATV PROGRAM OR NOSSATV UPLOAD CLIENT, CONTENT, INCLUDING YOUR POSTING, TRANSMITTING OR DISTRIBUTING CONTENT, OR ANY INTERRUPTIONS OR ERRORS THERETO, IN ANY MANNER WHATSOEVER, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT NOSSATV HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so some of the above limitation or exclusion may not apply to you.
19.2. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NOSSATV'S AGGREGATE LIABILITY TO YOU ARISING WITH RESPECT TO THESE TERMS OF USE WILL NOT EXCEED ONE HUNDRED DOLLARS ($100). NOSSATV WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OF OR ERRORS RELATED TO THE SITE OR ANY SITE CONTENT. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential, so some of the above limitations and exclusions may not apply to you.
20. TERM AND TERMINATION.
20.1. NossaTV may terminate your Account (if applicable) or block your access to the Site upon notice if: (a) you have failed to comply with any provision of these Terms of Use or any policies established by NossaTV; (b) NossaTV is unable to verify or authenticate any billing or payment information you provide; or (c) NossaTV reasonably suspects that you may be misusing the Site or that your actions may be illegal or cause liability, harm or disruption for you, other users of the Site, NossaTV or the Site.
20.2. If you become a Member, you may terminate your Account by following the cancellation steps located at http://www.NossaTV.com/learnMore/#general17.
20.3. Any suspension, termination or cancellation shall not affect your obligations to NossaTV or the NossaTV Entities under these Terms of Use (including but not limited to ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension, termination or cancellation.
21. LINKS TO OTHER WEBSITES.
22. The Site may provide links to websites and access to content, products and services from third parties, including users, advertisers, affiliates and sponsors of the Site. Such links are provided for reference only, and NossaTV neither controls such websites nor endorses any of the content on any such websites or any association with their operators. You agree that NossaTV is not responsible for the availability of, and content provided on, such third party websites. You should refer to the policies posted by other websites regarding privacy and other topics before you use them. You agree that NossaTV is not responsible for third party content accessible through the Site, including opinions, advice, statements and advertisements, and understand that you bear all risks associated with the use of such content. If you choose to access services from a third party, your relationship is directly with the third party. You agree that NossaTV is not responsible for: (a) the quality of third party products or services; and (b) fulfilling any of the terms of your agreement with the seller, including delivery of products or services and warranty obligations related to purchased products or services. You agree that NossaTV is not responsible for any loss or damage of any sort you may incur from dealing with any third party.
23. PRIVACY POLICY.
24. NossaTV is concerned about your privacy and has developed a policy to address privacy concerns. You can find the current privacy policy at http://www.NossaTV.com/privacyPolicy/, which is incorporated herein by reference.
25. EXPORT RESTRICTIONS/LEGAL COMPLIANCE.
26. You may not access, download, use or export the Site or any Site Content, including if applicable the NossaTV Upload Client, the NossaTV Ad Insertion Technology or any related technology, in violation of U.S. export laws or regulations, or in violation of any other applicable laws or regulations. You agree to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority, and not to directly or indirectly provide or otherwise make available the services and products of NossaTV in violation of any such restrictions, laws or regulations, or without all necessary approvals. As applicable, you shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to your own use of the services of NossaTV outside the U.S. Neither the services of NossaTV nor the underlying information or technology may be downloaded or otherwise provided or made available, either directly or indirectly, (a) into Cuba, Iran, Libya, North Korea, Sudan, Syria or any other country subject to U.S. trade sanctions, to individuals or entities controlled by such countries, or to nationals or residents of such countries other than nationals who are lawfully admitted permanent residents of countries not subject to such sanctions; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department's Table of Denial Orders. By agreeing to these Terms of Use, you agree to the foregoing and represents and warrants that you are not located in, under the control of, or a national or resident of any such country or on any such list.
27. MISCELLANEOUS PROVISIONS.
27.1. Governing Law. These Terms of Use will be governed by and construed in accordance with California law, without reference to conflict of laws principles.
27.2. Arbitration. All matters relating to your access to, and use of, the Site, and any dispute, controversy or claim arising out of or relating to these Terms of Use, the breach thereof or its subject matter, shall be settled by binding arbitration in accordance with the consumer "Commercial Arbitration Rules" of the American Arbitration Association by one arbitrator reasonably familiar with the business pertaining to the products and services covered by these Terms of Use, appointed in accordance with such Rules. The arbitrator shall apply California law to the merits of any dispute or claim. The decision of the arbitrator shall be final and unappealable. The arbitration shall be conducted in Los Angeles County, California, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. In the event any action is brought by either party in connection with these Terms of Use, the substantially prevailing party will be entitled to recover from the other party all the costs, attorneys' fees and other expenses incurred by such party. Notwithstanding the foregoing, you agree that certain breaches by you would cause irreparable injury to NossaTV, including but not limited to your breach of Section 4 ("Your Obligations in Using or Accessing the Site") or Section 7 ("Copyright Infringement"), for which there are no adequate remedies at law, and thus agree that NossaTV may seek a temporary restraining order, preliminary injunction, specific performance or other interim or conservatory relief from any court having jurisdiction, without any abridgment of the power of the arbitrator. All offers, promises, conduct and statements, whether oral or written, made in the course of the arbitration by any of the parties, their agents, employees, experts and attorneys, and by the arbitrator and any American Arbitration Association employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any litigation or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the arbitration.
27.3. General. These Terms of Use, and the related rules, restrictions and policies contained herein, constitute the complete and exclusive understanding and agreement between the parties regarding its subject matter, and supersede all prior or contemporaneous agreements, proposals, understandings or communications between the parties, oral or written, regarding its subject matter. By using this Site or creating an Account, you agree to be bound by these Terms of Use. If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remaining provisions will remain in full force and effect. NossaTV's failure to act with respect to a breach by you or others, does not waive NossaTV's right to act with respect to subsequent or similar breaches. The failure of NossaTV to exercise or enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision. The titles and/or headings contained in these Terms of Use are for convenience only and shall have no legal affect. You agree that these Terms of Use, and NossaTV's enforcement thereof, are not intended to confer and do not confer any rights or remedies upon any person other than you and NossaTV . Except as expressly set forth in these Terms of Use, the exercise by either party of any of its remedies under these Terms of Use will be without prejudice to its other remedies under these Terms of Use or otherwise.
27.4. No Assignment. You shall not assign these Terms of Use or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily, by operation of law, change of control or otherwise, without the prior written consent of NossaTV . Any such purported assignment or delegation by you without the appropriate prior written consent of NossaTV will be null and void and of no force or effect, unless otherwise expressly consented to in writing by NossaTV at its sole and absolute discretion. NossaTV may assign these Terms of Use or any rights hereunder without your consent and without notice.
27.5. Relationship of the Parties. NossaTV acts as an interface to facilitate publication of Content. For purposes of these Terms of Use, including if you become a Member and create an Account, you are not an employee, agent or contractor of NossaTV, and you shall not represent that you are any of the foregoing. Each party shall be independent and act independently and not as a contractor, partner, joint venturer, agent, employee or employer of the other and shall not bind nor attempt to bind the other to any contract. Each party shall be solely responsible for their own costs and expenses incurred in the performance of their obligations under these Terms of Use, including, without limitation, any expenses associated with the implementation of these Terms of Use.
27.6. Note About Children. To become a Member, you must be at least thirteen (13) years old and otherwise capable of forming legally binding contracts under applicable law. If you are under thirteen (13), please do not use the Site.
27.7. Notice. Any notice or other communication to be given hereunder will be in writing and given (a) by NossaTV via facsimile, receipt confirmed, United States mail or email (in each case to the number or address that you provide), or (b) by you via email to notice@NossaTV.com or to such other addresses as NossaTV may specify in writing. The date of receipt shall be deemed the date on which such notice is transmitted in the case of facsimile or email, and five (5) days after receipt by the U.S. Postal Service in the case of United States mail. If to you, at the address you set forth in your Account.
28. Contact Information. If you have any questions regarding these Terms of Use, please contact NossaTV at http://www.NossaTV.com/aboutNossaTV/. If you have any other questions regarding the Site, please contact NossaTV at http://www.NossaTV.com/aboutus/.