FilmBreak

1. SCOPE: These Universal Terms of Service (hereinafter, the "Terms") govern your relationship with WhoYouKnow, LLC dba FilmBreak and its respective employees, agents, partners, affiliates, successors and assigns (collectively, "FilmBreak"), your use of any services provided to you by FilmBreak (each a "Service" or, collectively, the "Services") including without limitation the FilmBreak.com website (the "Website"). Certain Services have their own set of Terms that pertain solely to that Service, and any such service-specific Terms are intended to supplement and work in conjunction with these Terms.

2. MODIFICATIONS: FilmBreak reserves the right to, at its option and without notice to you, update, revise, supplement, and otherwise modify any Term on an as-needed basis. The most current version of the Terms will, unless otherwise designated, be available at http://www.filmbreak.com/termsofservice. Any such updates, revisions, supplements, modifications will be deemed effective immediately and incorporated by reference into these Terms as additional Terms (the "Additional Terms"). FilmBreak encourages you to regularly check for updates, as they may involve important changes affecting your legal rights. If you do not accept and agree to every applicable Term, you are not permitted to use any Services, including without limitation the Website.

3. ACCEPTANCE: Your use of the Website or any other Service will be deemed as an affirmative act showing your binding and unconditional acceptance to these Terms. Further, conducting any of these activities after one or more Additional Terms have been adopted constitutes your binding and unconditional acceptance of those Additional Terms. Notwithstanding the foregoing, you may not accept any Terms if: (a) you are not of legal age to form a binding contract with FilmBreak; or (b) you are barred from doing so under the laws of the country, state or territory in which you reside.

4. LIMITED LICENSE: FilmBreak hereby grants you a personal, worldwide, non-exclusive, non-assignable, non-sublicensable license to access and use the Services, including but not limited to the Website, in accordance with the Terms outlined herein. This license is limited solely to your use and enjoyment of the Services and no other purpose.

5. COST: Browsing the Website and setting up a basic account is free. However, certain Services and types of accounts incur additional fees, which will be designated at the time they are requested and covered by Terms specific to those offerings. [Hyperlink to For-Pay Annexes below]

6. USER ACCOUNTS: An account will be established for you upon registration and you will be assigned a user identification name ("User ID") and password for accessing your account, the Website and other Services. However, FilmBreak may, at its option, refuse to register you for any reason and without prior notice. If an account is, in fact, assigned to you, you may not sell, solicit, give, assign, license or otherwise transfer this account to another without the prior written consent of FilmBreak. You agree to be responsible for and deemed the "publisher" of any communications submitted by or through your user account. You further agree that you are solely responsible for maintaining the confidentiality and security of any passwords or other access credentials associated with this account.

7. ADDITIONAL OBLIGATIONS:

You agree to comply with all local, state, federal, and national laws, statutes, ordinances, and regulations that may apply.
You agree that you will not, without express, written permission from FilmBreak: (i) reproduce, duplicate, disseminate, copy, sell, resell or trade any materials or information obtained from FilmBreak. You also agree not to remove, obscure, or alter any legal notices, author attributions, or other proprietary rights designations (including, without limitation, copyright and trademark notices) that may be affixed to or contained within such materials.
You agree not to make use of any trademark, service mark or trade name of any company or organization (including without limitation, "FilmBreak") in a manner likely to cause confusion as to the source, sponsorship or affiliation of such mark or name.
You acknowledge that various materials provided by FilmBreak may contain security or access-control mechanisms that permit digital materials to be readily identified and/or protected from copying or dissemination, and agree not to circumvent, disable or modify any such mechanisms, or to encourage or assist others in doing so. You further agree not to attempt to gain unauthorized access to the Website or any other system or network connected thereto or interfacing therewith or otherwise belonging to FilmBreak or any of its clients affiliates or agents by "hacking," "cracking," "password mining," "social engineering" or other illegitimate means.
You agree not to defame, abuse, harass, stalk, threaten or otherwise violate or infringe upon the legal rights (including rights of privacy and/or intellectual property rights) of another.
You may not, at any time while using or interacting with the Website or any FilmBreak system or network, falsely represent that you are or that you represent some other individual or entity.
You agree not to upload, store, distribute or disseminate electronic files that are corrupted or contain viruses, "trojans," "spyware," "adware," "malware" or any other malicious components, or take any measures, such as implementing "denial of service" attacks, "email bombs" or other techniques that impose an unreasonable or disproportionately large burden on the Website or any other FilmBreak system or network, or that are otherwise connected to or interface such systems or networks.
You agree not to access, procure or use any materials provided by or belonging to FilmBreak (including without limitation the Website) via automated extraction methods or tools such as "robots," "screenscrapers," "spiders" and data mining tools without FilmBreak's consent (e.g. designation in a "robots.txt" file).
You may not download, save, store or "mirror" any copies of the Website or any materials or information displayed on or accessible via the Website or any other Service Website (save for your own User-Generated Content, as defined below) without FilmBreak's explicit consent (such as where it is clearly indicated that the item is intended for downloading). You may, however, load a transitory copy of the HTML code, scripts, video files, audio files images and other items displayed on or accessible via the Website into an Internet browser for basic viewing and navigation purposes.
You agree not to manipulate, display or access the Website or any materials or information found thereon using "framing," "deep linking" or similar techniques that bypass or circumnavigate the intended architecture and layout of the Website.
To the extent that your use of a particular Service involves entering into agreements (such as this one) and/or conducting transactions electronically, you agree that your electronic submissions constitute your assent and intent to be bound by and pay for such agreements and transactions, and that such agreement and intent will further apply to all of your dealings with FilmBreak in other contexts, including notices of cancellation, contracts, payments and applications, unless you specify otherwise.
You agree to provide FilmBreak with your most current contact information, and to take all reasonable steps to promptly notify FilmBreak when this information changes.
You agree to pay any and all applicable taxes, tariffs, duties or other governmental fees imposed by any government or legislative body in connection with or arising from your activities.

8. REPRESENTATIONS AND WARRANTIES: You hereby represent and warrant that:

You are of sufficient age and legal capacity to enter into a binding contractual agreement with FilmBreak.
Your activities will not violate any statute, regulation, judicial proclamation, agreement, contract, understanding, arrangement, bylaw, policy or procedure that you are obligated to comply with, or infringe upon the legal rights of another, including without limitation intellectual property rights, rights of publicity, "moral" rights or any other rights.
You own or have all necessary licenses, rights and permissions to use, reproduce, distribute, display, synchronize, perform and sublicense any User-Generated Content (as defined below) in any manner contemplated by these Terms.
You have had sufficient opportunity to review these Terms (either on your own or with counsel), you understand their contents and your consent hereto is freely given.
You knowingly and voluntarily assume the full risk of loss or damage arising from your activities.

9. CONTENT ON THE SERVICES: All designs, text elements, layouts, graphics, user interfaces, photographs, videos, logo designs, sounds, music, artwork and computer code found on or accessible via the Website or any other Service, including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such content, are owned, controlled by or licensed to FilmBreak and subject to a variety of legal protections, including copyright, trademark, trade dress, patent and contract. Nothing herein is intended to or shall convey any right or license in or to such content, except as specifically provided for herein.

You acknowledge and agree that during your use of the Services, including without limitation the Website, you may be exposed to materials or information that could have factual inaccuracies or omissions, or that may be considered offensive, indecent, objectionable or inappropriate. You further agree that FilmBreak shall in no way be liable or responsible for such exposure. Also, from time to time FilmBreak may offer information or materials designed to assist you in establishing and protecting your legal rights (such as a form contract). However, these offerings are solely for educational purposes, and are not in any way intended to create an attorney-client relationship between you and FilmBreak. FilmBreak is not a law firm, and cannot function as your attorney or representative. If you require legal advice, you should consult an attorney duly licensed in your specific area.

10. SERVICE CHANGES: FilmBreak reserves the right to make changes to any Service, including without limitation the Website or your user account, or to cease providing such Services (whether permanently or on an interim basis) at its option and without prior notice to you.

11. THIRD-PARTY MATERIALS AND WEBSITES: Certain Services, including without limitation the Website, may include access to materials or information created by or obtained via third parties, or links to other websites that have such items. You understand and agree that, due to the unique nature of digital content and the Internet generally, FilmBreak does not and cannot review or control the accuracy, appropriateness or completeness of such materials or information, and has no liability whatsoever arising from your exposure thereto.

12. DATA TRANSFER: By using one or more Services, including without limitation the Website, or conducting any business with FilmBreak, you may be causing communications or information to be sent through computers and electronic networks in other locations in the United States and abroad. You agree that FilmBreak is permitted to take such actions where reasonably necessary to facilitate these interactions as part of its providing Services to you.

13. ADVERTISING: Certain Services, including without limitation the Website, may include advertisements, whether from FilmBreak or third parties with whom FilmBreak partners. This advertising may be targeted to information found within one or more Services, whether submitted by you or by others. You consent to the placement, targeting and display of such advertising as consideration for your use of the Services. In addition, FilmBreak and/or its partners, affiliates or agents may, from time to time, send you pertinent information about the Services or other offerings which may be of interest to you. You consent to receive such communications as part of using the Services, including without limitation the Website. However, you may "opt-out" of any such communications at any time by sending an email to: contact@filmbreak.com with the words "Opt Out" in the subject line.

14. IDENTITY VERIFICATION: While using certain Services, including without limitation the Website, you may from time to time interact with third parties who are misrepresenting their identity or otherwise acting under false pretenses. You agree that FilmBreak does not and cannot confirm each user's purported identity, and is not responsible for any damage or loss resulting from these activities. You bear sole responsibility for evaluating and verifying with whom you are interacting and whether any information they may provide is accurate or trustworthy.

15. USER-GENERATED CONTENT: As a FilmBreak user, you are allowed to post and/or otherwise distribute various forms of content, such as videos, literary works, images, music compositions and other items via one or more of the Services, including but not limited to the Website. You may also generate various forms of content, such as user comments, "tags," "likes," and similar items within these Services. You are solely responsible for this content (collectively referred to as "User-Generated Content") and the effects of communicating it to others.

You retain all ownership or other interests in and to your User-Generated Content, but grant a non-exclusive, royalty-free, worldwide, fully sublicenseable and assignable license to copy, store, distribute, display, create derivative works from, perform, synchronize, disseminate and otherwise use your User-Generated Content to FilmBreak and each FilmBreak user, for purposes of and in connection with providing the Services, including without limitation the Website, to you and other FilmBreak users. This license shall continue unabated for each item of User-Generated Content unless and until either said item is deleted from FilmBreak's systems, whether by you or by FilmBreak.
While FilmBreak generally does not evaluate or assess the appropriateness of User-Generated Content, it reserves the right to, at its option and without notice, remove or disable access to any such content that is obscene, defamatory, infringing, or in any way contrary to the letter or spirit of these Terms. Further, FilmBreak may modify such content whenever and however it becomes reasonably necessary to display the content on or deliver it to various types of networks, devices and/or media.
You acknowledge and agree that FilmBreak shall have no duty to retain copies of your User-Generated Content for any specific length of time, and cannot guarantee access to such content at any given moment. You are encouraged to keep multiple, redundant backups of your User-Generated Content, either on your local computers or at one or more remote storage mediums, according to your specific needs and requirements.
FilmBreak also retains the right to, at its option and without prior notice, place limits on or charge additional fees for the amount and type of storage available for your User-Generated Content.

16. PROJECTS: FilmBreak provides, among other things, a platform for you to create and manage entertainment-related projects. FilmBreak is not, however, a guarantor of the success or failure of such projects. You agree that FilmBreak will not be held in any way responsible for any loss, damage or other form of injury associated with the success or failure of any project you create or participate in via any Service, including without limitation the Website. FilmBreak also has no responsibility to ensure or assist you with the clearance of any rights or permissions needed to complete a project you undertake. You are encouraged to, wherever feasible, hire or retain others on a "work-for-hire" basis, and mange all rights via a single person or entity. However, you bear sole responsibility for your business and creative decisions and FilmBreak will not be held liable for the choices you and/or your colleagues make. You further acknowledge and agree that FilmBreak does not provide, without an express, written agreement detailing same, any form of "uptime" or minimum accessibility guarantee for any Service, including without limitation the Website.

If a particular project has no meaningful activity for a period of six (6) months, FilmBreak reserves the right to, at its option and without prior notice, delete the project from its systems or disable public access to same. This includes, without limitation, any User-Generated Content associated with the project. Once a project has been deleted or disabled, FilmBreak has no duty or obligation to restore it or preserve any content or information associated therewith.

17. PROCEDURE FOR MAKING CLAIMS OF INFRINGEMENT: FilmBreak respects the legal rights of others, and we ask that our users do the same. It is FilmBreak's policy to respond to notices of alleged copyright or other forms of infringement that comply with the applicable international intellectual property laws (including, in the United States, the Digital Millennium Copyright Act). If you believe that your intellectual property rights have been infringed, please provide FilmBreak with written notice of such infringement that includes the following information:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Identification of the work claimed to have been infringed, or, if multiple works at a single online site are covered by a single notification, a representative list of such works at that site.
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 the service provider to locate the material.
Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
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 rights holder, its/his/her agent, or the law.
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.

Notices should be delivered to FilmBreak's Agent for Infringement Claims:
Don C. Moody, Esq.
c/o Genga & Associates, P.C.
15260 Ventura Blvd.
Suite 1810
Sherman Oaks, CA 91403
Tel: +1(818) 444-4580
Fax: +1(818) 444-4585
e-Mail: donm@gengalaw.com

Repeat offenders will, at FilmBreak's option, have their user accounts and/or access to the Services, including without limitation the Website, removed or disabled. If FilmBreak disables or removes your user account or any content or other materials you have posted, and you believe this was done in error, please forward a written notice stating same and providing any supporting documentation necessary to establish your rights. Said notice can be delivered to the agent referenced above.

18. INDEMINFICATION: Each party agrees to indemnify, defend and hold harmless the other party, along with its respective directors, officers, employees, parents, subsidiaries, affiliates, stockholders, agents and contractors, from any claim or demand, including reasonable attorneys' fees and costs of suit ("Claim" or collectively "Claims") made by any third party due to or arising out of a violation of the indemnifying party's breach or violation of any Term (including, without limitation, any representation or warranty) or the legal rights of another. The indemnified party shall provide prompt written notice to the indemnifying party of any such Claim immediately upon receipt thereof. Once notice is given, the indemnifying party shall have the right to assume, in its sole discretion, the exclusive defense and control of the matter or determine whether (and how) to resolve it amicably. The indemnified party shall cooperate fully with the indemnifying party's reasonable efforts.

19. TERMINATION: If you fail (or if FilmBreak suspects that you failed) to comply with the letter or spirit of any Term, or if you become insolvent, or if you initiate bankruptcy proceedings, or if FilmBreak is otherwise so compelled by law or unanticipated technical or security issues, FilmBreak may terminate, suspend or restrict any Term at its sole discretion and without notice to you.

20. UNSOLICITED SUBMISSION POLICY: Unless expressly requested by FilmBreak in writing, FilmBreak will not consider, review or evaluate unsolicited ideas, "pitches," scripts, treatments, compositions, business models, product or service descriptions or any other confidential or proprietary information that you submit to FilmBreak. This policy serves to avoid misunderstandings in the unlikely event that any of FilmBreak's business or creative activities have some coincidental similarities with the activities of another. If, in spite of this policy you still choose to submit any such items to FilmBreak , then you specifically agree that: (1) your entire submission will automatically become the sole and exclusive property of FilmBreak, and you will not receive any form of compensation for it; (2) FilmBreak will have no obligation to return your submission or respond to you in any way; (3) FilmBreak will have no obligation to keep your submission confidential or secret; and (4) FilmBreak has a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and license to copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, or display your submission for any purpose whatsoever.

Further, to the extent that you may choose to communicate such items to another user in the FilmBreak community, you act completely at your own risk and FilmBreak will in no way be responsible for ensuring that the recipient considers, reviews or evaluates your submission, or compensates you for them or preserves their confidentiality.

21. DISCLAIMER OF WARRANTIES: THE SERVICES, INCLUDING WITHOUT LIMITATION THE WEBSITE, ALONG WITH ANY MATERIALS OR INFORMATION OBTAINED FROM FILMBREAK, ARE TO BE CONSIDERED "AS IS" WITHOUT WARRANTY, REPRESENTATION, CONDITION OR PROMISE OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. FILMBREAK MAKES NO REPRESENTATION, WARRANTY, CONDITION OR PROMISE THAT ANY SERVICES, MATERIALS OR INFORMATION WILL MEET YOUR REQUIREMENTS OR THAT ANY USE BY YOU OR ANYONE ELSE WILL BE UNINTERRUPTED OR ERROR FREE. FURTHER, WHILE FILMBREAK MAKES EVERY EFFORT TO ENSURE THE ACCURACY AND RELIABILITY OF ITS CONTENT, IT BEARS NO RESPONSIBILTY FOR ANY LOSS, COST OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH ANY INACCURACIES, ERRORS OR OMISSIONS OR OBJECTIONABLE CONTENT CONTAINED THEREIN. FILMBREAK ALSO DOES NOT AND CANNOT GUARANTEE THAT ANY MATERIALS PROVIDED WILL BE FREE OF VIRUSES, SPYWARE, MALWARE OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.

22. LIMITATION OF LIABILITY: YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SERVICES INCLUDING WITHOUT LIMITATION THE WEBSITE. IN NO EVENT WILL FILMBREAK BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) IN CONNECTION WITH ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING OUT OF OR IN CONNECTION WITH A DISPUTE REGARDING ANY TERMS, EVEN IF FILMBREAK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER THE ACTION IS BASED ON CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE, INTERFERENCE, INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS AND/OR INVASION OF PRIVACY), STRICT LIABILITY OR OTHERWISE. NOTWITHSTANDING THE ABOVE, SOME JURISDICTIONS DO NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR SUCH DAMAGES, SO THE FOREGOING MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS, FILMBREAK'S LIABILITY SHALL NONETHELESS BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

23. PRIVACY: FilmBreak is committed to protecting your privacy. Please visit http://www.filmbreak.com/privacypolicy to learn about the practices FilmBreak follows with respect to the information you provide.

24. GENERAL:

Governing Law, Disputes: The validity, construction and/or interpretation of any Term shall be governed by the laws of the State of California, excluding its conflicts of law rules. Any dispute shall be resolved by a sole arbitrator in Los Angeles, California under the rules of JAMS Endispute (http://www.jamsadr.com). Both parties acknowledge that they have been advised by counsel or had sufficient opportunity to do so, and willingly submit to arbitration and relinquish their rights to a trial by jury. Notwithstanding the foregoing, either party may seek provisional or other emergency relief, or may obtain judgment on any arbitration award in the competent courts of the State of California, located in the County of Los Angeles, and both you and FilmBreak irrevocably submit to personal jurisdiction and venue for such purposes. If it becomes necessary for FilmBreak to take legal action to enforce any Term or any right obtained or obligation incurred thereunder, you agree to reimburse FilmBreak for its reasonable attorneys' fees and costs.

Remedies: Unless otherwise specified, each and every remedy shall be cumulative and shall be in addition to every other remedy, and the election of any one or more of such remedies shall not constitute a waiver of the right to pursue any other available remedies.

Headings: Any headings and subheadings are inserted for convenience only, and shall have no effect on or over the meaning or construction of any Term.

No Implied Waivers or Amendments: A waiver must be expressly stated in writing to have any effect. Further, no Term may be amended or altered unless in writing.

Entire Agreement: These Terms collectively represent the entire agreement and understanding between you and FilmBreak and supersede any other agreement or understanding (written, oral or implied) that you and FilmBreak may have had. Any statement, inducement, promise, covenant or condition not expressly found either in these Terms shall be deemed as void.

Force Majeure: Neither you nor FilmBreak will be deemed to have any liability whatsoever to the other or to any third party for any failure of performance hereunder occasioned by an act of God, force of nature, war or warlike activity, insurrection or civil commotion, labor dispute, transportation delay, governmental regulatory action whether or not with proper authority or other cause similar or dissimilar to the foregoing and beyond its reasonable control, provided the affected party gives prompt notice to the other party.

Severability: Each Term shall be deemed to be severable. If any Term or portion thereof is found to be invalid or unenforceable, such invalidity or unenforceability shall in no way effect the validity or enforceability of any other Term.

Notices: Both you and FilmBreak may give notice to one another as follows: (i) electronic mail transmission; (ii) first class mail or certified mail, postage prepaid; (iii) or express courier, cost prepaid. Unless otherwise specified, if such notice is sent to FilmBreak it should be directed to:
WHOYOUKNOW, LLC
5437 Corteen Pl., Suite 203
Valley Village, CA 91607
United States of America
Tel: (818) 631-2326
e-Mail: contact@filmbreak.com

Assignment/Sublicensing: These Terms, and any rights and licenses granted hereunder, may not be transferred, assigned or sublicensed by you without FilmBreak's express written consent. On the other hand, FilmBreak may assign, sublicense or otherwise transfer these Terms or any individual Term, at its option, without restriction and without prior notice to you.

Survival: Following termination of these Terms and/or your commercial relationship with FilmBreak generally, any Term logically extended beyond such termination shall survive to the fullest extent necessary to allow you and FilmBreak to enforce any rights obtained or obligations incurred hereunder. For purposes of clarity, and without limitation, the license granted to FilmBreak and its users in Section 4, the indemnity provisions found in Section 18, and each provision of this Section 24 would logically extend beyond such termination.

Third-Party Beneficiaries: No Term is meant or intended to benefit any third party.

Electronic Signatures: THESE TERMS ARE TRANSACTIONS AFFECTING INTERSTATE COMMERCE SUBJECT TO THE ELECTRONIC SIGNATURES IN GLOBAL AND NATIONAL COMMERCE ACT OF 2000 ("eSIGN") AND YOU INTEND THAT THIS LAW APPLY TO THE FULLEST EXTENT POSSIBLE. FILMBREAK RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO TERMINATE OR CHANGE THE BASIS UPON WHICH IT PROVIDES ELECTRONIC COMMUNICATIONS TO YOU. YOU FURTHER ACKNOWLEDGE AND AGREE THAT AN ELECTRONIC SIGNATURE WILL BE THE PREDOMINANT MEANS BY WHICH YOU EXPRESS YOUR ASSENT IN INTERACTING WITH FILMBREAK. THERE IS NO SPECIFIC FORMAT FOR THIS ELECTRONIC SIGNATURE, SO LONG AS FILMBREAK CAN BE REASONABLY CERTAIN THAT THE SIGNATURE IS ATTRIBUTABLE TO YOU AND ADEQUATELY EXPRESSES YOUR ASSET TO BE LEGALLY BOUND BY CONTRACT. FOR PURPOSES OF CLARITY, THESE ELECTRONIC COMMUNICATIONS WOULD INCLUDE, WITHOUT LIMITATION:

ALL LEGAL AGREEMENTS (INCLUDING ALL APPLICABLE TERMS) AND REGULATORY DISCLOSURES AND COMMUNICATIONS ASSOCIATED THEREWITH;

NOTICES CONCERING A CHANGE, ADDITION OR DELETION OF A PARTICULAR TERM;

PERIODIC BILLING INVOICES OR ACCOUNT STATEMENTS.

ALL ELECTRONIC COMMUNICATIONS PROVIDED TO YOU WILL BE PROVIDED EITHER: (1) VIA E-MAIL; (2) BY ACCESS TO AN INTERNET WEB SITE THAT FILMBREAK WILL DESIGNATE AT THE TIME THE INFORMATION IS MADE AVAILABLE; (3) OR BY REQUESTING YOU DOWNLOAD AN ELECTRONIC DATA FILE CONTAINING THE COMMUNICATION. REGARDLESS OF THE MEANS USED, YOU AGREE THAT SUCH COMMUNICATION WILL BE DEEMED TO BE "IN WRITING." IN ORDER TO ACCESS AND VIEW THE COMMUNICATIONS YOU WILL TYPICALLY NEED, AT MINIMUM:

A WORKING PERSONAL COMPUTER WITH AN OPERATING SYSTEM CAPABLE OF RECEIVING, ACCESSING, DISPLAYING, AND EITHER PRINTING OR STORING DATA ACCESSIBLE VIA THE INTERNET;

AN INTERNET BROWSER AND AN ACTIVE DATA CONNECTION TO THE INTERNET;

SUFFICIENT DATA STORAGE CAPACITY ON YOUR COMPUTER OR OTHER DEVICE TO VIEW AND RETAIN THE COMMUNICATION.

PLEASE BE ADVISED THAT PAPER COPIES MAY NOT BE AVAILABLE FOR THE MAJORITY OF COMMUNICATIONS BETWEEN YOU AND FILMBREAK.

Other laws: These Terms incorporate by reference the Copyright Act of 1976, as amended, but in no way include or are subject to the Uniform Computer Information Transactions Act ("UCITA") as adopted by any state.

Language: You agree that all Terms will be written in English.

California Civil Code Section 1789.3 Compliance: Californians have rights to certain information on providers of "electronic commercial services" pursuant to Civil Code Section 1789.3 and California Business and Professions Code Section 17538. The mailing address, telephone number and contact email address for FilmBreak is listed in the "Notice" paragraph of this Section. Currently, there are no fees or charges imposed by FilmBreak for simply viewing the FilmBreak.com website. However, there are costs for certain Services which are levied via separate subscription or transaction fees, as well as any applicable taxes or governmental fees. Please see the appropriate Service-specific Terms for clarification on such fees. If you wish to resolve a complaint about a particular transaction, please contact FilmBreak directly via any of the means listed above. Further, if you wish to contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs, their address is: 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, U.S.A., and their telephone number is (800) 952-5210.

Void Where Prohibited: FilmBreak is located in Los Angeles, California, in the United States of America. While certain Services, including without limitation the Website, may be accessible in other countries throughout the world, not all Services can or will be available or appropriate for use in other non-U.S. locations. FilmBreak may, at its option and without notice to you, restrict access to any Service or limit same to certain geographic areas. If you choose to utilize the Services from anywhere so limited or restricted, or from anywhere outside the United States generally, you do so at your own risk and you bear sole responsibility for complying with all applicable laws or regulations.

Last Revision Date: April 20, 2011.