faceONface.net ('faceONface') is a trademark that: (i) creates, produces and distributes entertainment content (as used herein, 'Content' shall include, without limitation, audio, visual, audiovisual, text and other elements and materials, in any media or format now known or hereinafter devised, whether physical, electronic, digital, analog or otherwise); and (ii) offers users the opportunity to participate in community media applications by submitting (e.g., 'uploading') content wholly- owned and/or controlled by such users (the 'User Materials,' as further defined below) to websites owned, controlled, operated or hosted (whether now or in the future) by faceONface and/or its corporate affiliates, including but not limited to the faceONface.com.com website (collectively the 'faceONface Sites') so that such User Materials can be distributed to the general public via the faceONface Sites and any licensees or sublicensees thereof (collectively, the 'faceONface Services').
This Agreement shall remain in full force and effect for as long as User uses any of the faceONface Sites or faceONface Services, whether as a Visitor, Registered User or Member (“Term”). User may terminate his/her free account or membership at any time, for any reason by requesting it by email to infoATfaceonface.net using the registered email. faceONface may terminate your free account or membership at any time, for any reason, effective immediately upon sending notice to you at the email address you provide during the account set-up process, or such other email address as you may subsequently provide to faceONface. If faceONface terminates User's free account or membership in the Service due to a breach of this Agreement, User shall not be entitled to the refund of any unused portion of membership fees (if any). Even after the free account and/or membership is terminated, this Agreement will remain in full force and effect, provided, however, that User Materials submitted by User may no longer be accessible on the faceONface Sites once User’s account has been cancelled. Notwithstanding the foregoing, User acknowledges that once User Materials are integrated into a faceONface production (e.g., photos, audio files or videos integrated within an animation, promotion, video or any faceONface production, regardless of media format), all of the licenses for such materials, as granted in Sections 6 and 7 of this Agreement, shall extend in perpetuity. By using the Service and/or by becoming a Registered User and/or Member, User acknowledges that faceONface reserves the right to charge for the faceONface Services and has the right to terminate a Registered User’s account or Member's membership should User breach this Agreement or fail to pay for the Service, as required by this Agreement. faceONface's subscription fees at registration (if any) may change from time to time.
Usage of the Service as a Visitor, Registered User or Member is void where prohibited. By using the faceONface Services, User represents and warrants that all registration information submitted directly or via third-party sign-on service (e.g., Facebook Connect) is truthful and accurate and User agrees to maintain the accuracy of such information. User further represents and warrants that User is 14 years of age or older and that User's use of the faceONface Sites and faceONface Services does not violate any applicable law or regulation. Users’ account information and data may be deleted without warning if it is found that User is misrepresenting his/her age or any other account and/or membership data. Usage of the faceONface Sites and faceONface Services is solely for personal use, corporate or commercial use is expressly prohibited, and User shall not authorize others to use his/her account, including profile or email address. User is solely responsible for all content (including, without limitation, User Materials) published or displayed through User's account or otherwise on the faceONface sites, including any email messages, and for User's interactions with other Visitors, Registered Users, and/or Members.
User agrees to act responsibly in a manner demonstrating the exercise of good judgment. For example and without limitation, User agrees not to: (a) violate any applicable law or regulation, (b) submit any materials that conflict with any of User’s representations and warranties set forth in Section 11 of this Agreement, (c) infringe the rights of any third party, including without limitation, intellectual property, privacy, publicity and/or contractual rights, (d) use any content or information available on the faceONface Sites or through the faceONface Services for any unauthorized purpose, (e) interfere with or damage any of the faceONface Sites or faceONface Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology, (f) use any of the faceONface Sites or faceONface Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others, personal contact information or account numbers, or any defamatory materials of any kind, except where User has obtained express permission from such other person or entity in connection with any of the foregoing, (g) use any of the faceONface Sites or faceONface Services in connection with the distribution of unsolicited commercial e-mail ('Spam') or advertisements, (h) 'stalk' or harass any other user of the faceONface Sites or faceONface Services, (i) collect or store any information about any other user other than in the course of the permitted use of the faceONface Sites and faceONface Services, (j) use any of the faceONface Sites or faceONface Services for any commercial purpose whatsoever (including, without limitation, to research, advertise, market, promote, sell or otherwise exploit any product or service), (k) sell or otherwise transfer any User information (e.g., user profiles) or other user's User Materials); or (l) assist any third party in doing any of the foregoing. faceONface may terminate the accounts and/or memberships of Users who violate the foregoing, and may prohibit them from creating new accounts with faceONface. For any Users who faceONface determines, in its sole discretion, are repeat infringers of third-party intellectual property rights, faceONface will terminate their accounts and/or memberships, as the case may be, and prohibit them from creating new accounts with faceONface. User is solely responsible for User's interactions with other users of the faceONface Services. faceONface will not be responsible for any damage or harm resulting from User's interactions with other users of the faceONface Services. faceONface reserves the right, but shall have no obligation, to monitor interactions between User and other users of the faceONface Services and take any action in good faith to restrict access to or the availability of any material that faceONface or another user of the faceONface Services may consider to be obscene, lewd, defamatory, lascivious, filthy, excessively violent, harassing or otherwise objectionable.
User's faceONface account may not include the following items: telephone numbers, street addresses, last names, and any photographs may not contain nudity, violence, or offensive subject matter. Information provided by other faceONface Users may contain inaccurate, inappropriate or offensive material, products or services and faceONface assumes no responsibility or liability for this material.
The faceONface Sites and faceONface Services are designed to allow Users to post content (e.g., photographs and information about themselves) for public review and comment, both in public forums and with private messaging. Accordingly, by submitting User Materials and/or any personal information on any of the faceONface Sites or through any of the faceONface Services, User thereby waives any and all privacy expectations (including the privacy expectations of any other individual who appears in the User Materials or otherwise) with respect to faceONface's use of the User Materials. If User chooses not to have his/her content, picture, video, or any other profile information about themselves viewable by a global audience, User should not use the faceONface Sites and faceONface Services.
User shall at all times retain all right, title and interest in and to the User Materials provided by User hereunder (including, without limitation, the copyrights therein and thereto), subject to the non-exclusive rights granted to faceONface under this Agreement. User is free to grant similar rights to others during and after the Term of this Agreement. For the avoidance of doubt, when User submits User Materials on any of the faceONface Sites or through any of the faceONface Services, User acknowledges that third parties may use the User Materials as described herein. User acknowledges and agrees that faceONface is, and shall at all times remain, the sole and exclusive owner of all right, title and interest (including, without limitation, copyright), in and to the faceONface Sites, faceONface Services, faceONface Marks (as defined in Section 19 of this Agreement) and any and all Content (excluding User Materials and Third Party Content) made available on the faceONface Sites and/or through the faceONface Services (collectively “faceONface Content”), and that User's right to use the faceONface Sites, faceONface Services, faceONface Marks and faceONface Content, as set forth herein, shall be for personal, non-commercial use only and shall not in any way transfer or convey any ownership rights or other proprietary interests therein to User.
Unless expressly otherwise stated in this Agreement or otherwise agreed between User and faceONface in a writing signed by both parties, User hereby grants to faceONface a worldwide, royalty-free, non-exclusive license to do the following things during the Term:
User hereby agrees not to assert any right, title, or interest in any and all material with which User Materials may be combined or into which all or any portion of User Materials may be incorporated. As used in this Agreement, the term 'User Materials' means User's content, photographs, videos, audio, comments, written work, name(s), trademarks, trade names, likenesses, biographical materials, artwork, liner notes, and other graphical or textual materials that User uploads, submits or otherwise provides to faceONface, and any and all computer-generated images or other artwork or images that User submits to faceONface. User acknowledges and agrees that all right, title and interest (including, without limitation, copyright, trademark and other intellectual property rights) in and to any and all content, elements and materials created by or for faceONface incorporating all or any portion of the User Materials shall be exclusively owned and controlled by faceONface.
Unless expressly otherwise stated in this Agreement or otherwise agreed between User and faceONface in a writing signed by both parties, User hereby grants to faceONface a worldwide, royalty-free, non-exclusive license to use: (i) User's name(s), photograph and/or likeness(es) and biographical materials; and (ii) any other individual's name, photograph and/or likeness and biographical materials, where such other individual appears in the User Materials, in connection with the distribution, exploitation, promotion, marketing and advertising of the User Materials, as described hereunder, during the Term.
User also agrees not to assert any privacy, publicity, moral or similar rights held by User (and to the extent any other person(s) whose name(s), photographs and/or likeness(es) and/or performances are embodied in the User Materials, User represents and warrants that it has obtained all necessary consents from such third parties consistent with the full scope of rights granted to faceONface pursuant to this Agreement, and User agrees that such persons shall not assert of any intellectual property, privacy, publicity, contractual, moral or similar rights, or make any claims that any User Materials are objectionable or otherwise defamatory) under the laws of the United States and any other country in connection with the exploitation of such materials as described hereunder.
The faceONface Sites may contain content from third parties ('Third Party Content'), either via the faceONface Services or through links to third party web sites. faceONface does not control Third Party Content and makes no representations or warranties about it. User understands that by using the Service, he/she may be exposed to Third Party Content that is false, offensive, indecent or otherwise objectionable. Under no circumstances will faceONface be liable in any way for any Third Party Content, including, without limitation, any errors or omissions in any Third Party Content or any loss or damage of any kind incurred as a result of the use of any Third Party Content posted, stored or transmitted via the faceONface Services. User agrees to bear all risks associated with using or relying upon Third Party Content, including without limitation, profiles of other users of the faceONface Services.
User agrees that all content and materials available on the faceONface Sites are protected by rights of publicity, copyright, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Except as expressly authorized by faceONface, User agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from materials or content available on the faceONface Sites, or otherwise use any content, copyrights, trademarks or intellectual property of faceONface in any way without faceONface's prior, written consent. User also agree not to retrieve data or other content or any materials from the faceONface Sites to create or compile, directly or indirectly, a collection, compilation, database, directory or the like, whether by manual methods, through the use of 'bots' or otherwise. User agrees not to use any of faceONface's content, names or trademarks as metatags on other web sites. User agrees not to display any of the faceONface Sites in a frame (or any of our content via in-line links) without faceONface's express written permission.
User who creates a faceONface account will select a username and password when completing the registration process. User is solely and fully responsible for maintaining the confidentiality of his/her username and password, and will be solely and fully responsible for all activities that occur under using that username and password to access the faceONface Sites. User agrees to: (a) immediately notify faceONface of any unauthorized use of User's username and password or any other breach of security and (b) log off from account at the end of each session. faceONface cannot and will not be liable for any loss or damage arising from User's failure to comply with this Section 11.
User represents and warrants that:
You are solely responsible for your interactions with other faceONface Visitors, Registered Users and Members. faceONface reserves the right, but has no obligation, to monitor disputes between you and other Visitors, Registered Users and Members.
User shall be responsible for all licensing, reporting and payment obligations of any kind to third parties in connection with the User Materials (including, without limitation, any such obligations that may arise from faceONface's use of such User Materials as authorized herein).
User agrees to defend, indemnify, reimburse and hold faceonface and its parent, subsidiary and affiliated entities, and its and their members, managers, officers, directors, representatives, employees, agents, successors, designees, licensees, sublicensees and assigns harmless from and against any and all liability, loss, damages, judgments, costs and expenses (including reasonable attorney's fees, costs and expenses and court costs) arising out of or related to:
User acknowledges and agrees that the operation of the faceonface Sites may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and faceonface shall not be responsible to User or others for any such interruptions, errors or problems or an outright discontinuance of the faceonface service. There are no assurances whatsoever that any of the User Materials or any part or element thereof shall actually be utilized on any of the faceonface Sites or if so utilized continue to be available for any particular time. faceonface has the right, in faceonface's sole and absolute discretion, to remove from the faceonface Sites at any time the User Materials or any part thereof and/or to revoke any sublicense granted by faceonface to any affiliate or unaffiliated third party. Notwithstanding the foregoing, faceonface does not control the content of the User Materials and does not have any obligation to monitor such content for any purpose. User acknowledges that User is solely responsible for all content submitted to the faceonface Sites. The faceonface Sites may be discontinued at any time, with or without reason and without any liability to User or to any third party for any modification or discontinuance of the faceonface Services.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, faceonface DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO
faceonface DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY THIRD-PARTY USE OF THE USER MATERIALS MADE AVAILABLE ON THE faceonface WEBSITE BY THE USER PURSUANT TO THE TERMS OF THIS AGREEMENT. USER SHALL BE SOLELY RESPONSIBLE FOR SEEKING RELIEF FOR ANY UNAUTHORIZED USE OF USER MATERIALS BY A THIRD-PARTY, AND NOT FROM faceonface. THIS MEANS, AMONG OTHER THINGS, THAT IF ANOTHER PERSON OBTAINS USER MATERIALS FROM faceonface (WHETHER OR NOT WITH faceonface'S PERMISSION), AND USES THOSE MATERIALS IN A WAY NOT AUTHORIZED PURSUANT TO THE LICENSES GRANTED HEREUNDER, USER WILL SEEK REDRESS FROM THE OTHER PERSON AND NOT FROM faceonface, AND THAT USER WILL NOT HOLD faceonface RESPONSIBLE OR LIABLE FOR SUCH UNAUTHORIZED USE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT (INCLUDING NEGLIGENCE) SHALL faceonface, ITS OFFICERS, DIRECTORS, MEMBERS, PARENTS, AFFILIATES, SUBSIDIARIES, LICENSEES, ASSIGNS, SUCCESSORS, AGENTS, REPRESENTATIVES, EMPLOYEES OR LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING OUT OF AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY AND DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS, INCIDENTIAL DAMAGES, CONSEQUENTIAL DAMAGES, PUNITIVE DAMAGES, EXEMPLARY DAMAGES), WHETHER OR NOT faceonface HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE faceonface SITES AND/OR THE faceonface SERVICES. IN NO EVENT SHALL faceonface'S TOTAL LIABILITY TO USER UNDER THIS AGREEMENT FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY EXCEED $200. USER EXPRESSLY WAIVES ANY AND ALL RIGHT TO SEEK OR OBTAIN EQUITABLE OR INJUNCTIVE RELIEF RELATING IN ANY WAY TO THIS AGREEMENT, THE SERVICES AND/OR THE USER MATERIALS (INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO ANY USE OF THE USER MATERIALS BY faceonface). THE PARTIES ACKNOWLEDGE AND AGREE THAT faceonface HAS ENTERED INTO THIS AGREEMENT IN RELIANCE ON THE LIMITATIONS OF LIABILITY SPECIFIED HEREIN, WHICH ALLOCATE THE RISK BETWEEN USER AND faceonface, AND FORM THE BASIS OF THE BARGAIN BETWEEN THE PARTIES.
User acknowledges and agrees that faceonface, the faceonface logos and characters, and the layout and design of the faceonface Sites, among other marks that may appear on the faceonface Sites are trademarks (the 'faceonface Marks'). Other trademarks and service marks on the faceonface Sites may be the property of the advertisers, content partners and/or providers, or other third parties. User may not use any of the faceonface Marks without faceonface's prior written permission, and User may not use any third-party marks without the third party's prior written permission.
THIS AGREEMENT SHALL BE GOVERNED IN ALL RESPECTS BY THE LAWS OF PORTUGAL WITHOUT REGARD TO ITS OR ANY OTHER JURISDICTION'S CONFLICT OF LAWS PRINCIPLES. THE SOLE VENUE AND JURISDICTION FOR DISPUTES ARISING FROM THIS AGREEMENT SHALL BE THE LISBON COURT, PORTUGAL, AND USER AND faceonface BOTH IRREVOCABLY AGREE TO SUBMIT TO THE JURISDICTION OF SUCH COURTS.
faceonface shall have the right to assign this Agreement in whole or in part to any person or business entity. User may not assign User's rights or delegate User's obligations under this Agreement without the prior written consent of faceonface.
All notices, requests and other communications ('Communications') under this Agreement must be sent to infoATfaceonface.net
No other form of notice shall be accepted under this Agreement.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
faceonface reserves the right to change the terms of this Agreement from time to time in its sole discretion. In the event of such changes, faceonface will post the changes on the faceonface Sites and/or notify User via email. Also, faceonface may ask User to review and consent to the changes at the time of User’s next account login or at the time of his/her next visit to the Site. By continuing to use any of the faceonface Sites or faceonface Services after such notice and consent, User agrees to be bound by the changes to this Agreement and the new terms of the Agreement shall govern all prior and future submissions of User Materials.