Effective May 1, 2010:
Elite Casting Network, LLC. ("Elite Casting Network," "ECN," "Site," "us," "our," "Website," or "we") operates EliteCastingNetwork.com, which is a social networking service that allows Members to create unique personal profiles online in order to find and communicate with friends, talent, colleagues, entertainers, entertainment industry professionals, and others. The services offered by Elite Casting Network include any Elite Casting Network-branded URL (the "Elite Casting Network Website"), the Elite Casting Network instant messaging service, the Elite Casting Network application developer service and other features (for example, music, community forums, chat, and video embedded players), Elite Casting Network mobile services, and any other features, content, or applications offered from time to time by Elite Casting Network in connection with Elite Casting Network’s business (collectively, the "ECN Services").
This Agreement includes Elite Casting Network's policy for acceptable use of the ECN Services and Content posted on or through the ECN Services and your rights, obligations and restrictions regarding your use of the ECN Services and Content posted on or through the ECN Services. In order to participate in certain ECN Services, you may be notified that you are required to download software or content and/or agree to additional terms and conditions from Elite Casting Network. Unless otherwise provided by the additional terms and conditions applicable to the ECN Services in which you choose to participate, those additional terms are hereby incorporated into this Agreement.
Elite Casting Network may modify this Agreement from time to time and such modification shall be effective upon posting by Elite Casting Network on the Elite Casting Network Website. Your continued use of the ECN Services after Elite Casting Network posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.
Please choose carefully the information you post on or through the ECN Services and that you provide to other Users. Your Elite Casting Network profile may not include any form of Prohibited Content, as outlined in Section 8 below. Despite this prohibition, information, materials, products or services provided by other Elite Casting Network Members (for instance, in their profile) may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and Elite Casting Network assumes no responsibility or liability for this material. If you become aware of misuse of the ECN Services by any person, please click on the "Contact Us” link at the bottom of the Elite Casting Network Website pages.
Elite Casting Network reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the ECN Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. Elite Casting Network expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the ECN Services if Elite Casting Network determines, in its sole discretion, that you have violated this Agreement or pose a threat to Elite Casting Network and/or its Users.
To register with ECN, you must provide a valid e-mail address, username, and password as well as certain other information. You may provide only true, complete and current information about you. Your Login gives you access to your ECN account and ECN-powered features. You may not allow anyone else to access or use your ECN account. You are responsible for all activities that occur under your ECN account. If you are between 13 and 17 or under the age of majority where you live, you must provide your parents or legal guardians with your current Login details at all times. You may not disclose your Login to anyone else. You agree to immediately notify us if you believe there may be any unauthorized access or use of your ECN account, or any other security concern. You may not sell, assign or transfer your ECN account.
When you join ECN, you may select a display name or use your First name, which will be displayed next to your profile picture within the Site. Display names are not exclusive, users may choose the same or similar display names. You may change your display name. When you join ECN, you may also select an exclusive Profile URL ('permalink' domain address) to associate with your profile. If you do not select a Profile URL, your profile will be unaffected except that it will have first and last name in web address ( i.e. http://JulieBerns.EliteCastingNetwork.com). When logged-in, you may manage your Profile URL by going to your Account Settings and clicking the link that says "Edit Your Profile URL/Address". We reserve the right, in our sole discretion, to modify or delete your display name and/or Profile URL at any time, without notice or responsibility to anyone.
- Deactivation/Termination of Your Registration or Use. If you are registered to use the Site, you may deactivate your account on the Site, at any time and for any reason, by logging in to your account, clicking your display name at the top of the Site, then selecting "Account Settings" and going to the "Delete Account" link to deactivate your account. We may terminate your use of and registration on the Site, at any time and for any reason, with or without cause, without prior notice to you and without any liability or further obligation of any kind whatsoever to you or any other party. Even after Membership is terminated, this Agreement will remain in effect, including Sections 5-27.
- Payments & Fees. You acknowledge that Elite Casting Network reserves the right to charge for any portion of the ECN Services and to change its fees (if any) from time to time in its discretion. If Elite Casting Network terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any). If you purchase or use Elite Casting Network Credits, or make direct payments, you agree to our Payment Terms.
- Shopping. If e-commerce is offered on the Site, all e-commerce is brought to you by ECN or an operational service provider and Affiliate under this Agreement. All goods and services offered for sale on the Site ("Products") are guaranteed by the manufacturer, licensor or distributor against defects in material and workmanship for 30 days from the date of the invoice. Within that time period, just contact Customer Service and we will coordinate attempting to correct, repair or replace the defective Product or, if applicable, in obtaining a refund for you. We have no responsibility or liability whatsoever for goods or services you may obtain from or through other websites or web pages, even if you were directed or linked to such a site or page through the Site, nor are we responsible for assisting you in correcting any problem you may experience with Products if you do not notify us within the 30 day period noted above or for any goods or services not obtained directly on the Site. You agree that your sole and exclusive remedy and our sole, exclusive and maximum liability arising from or relating in any way to any Product shall be the amount you actually paid us (or our suppliers, operational service providers, or other e-commerce partners) for it. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY ARISING FROM OR RELATING IN ANY WAY TO ANY AND ALL PRODUCTS. EXCEPT AS SPECIFICALLY MADE IN WRITING, WE EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES OF ANY AND EVERY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY AND ALL PRODUCTS, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE.
Products may be purchased while supplies last. If a Product is listed at an incorrect price or with incorrect information, we reserve the right to refuse or cancel orders placed for that Product, whether or not the order has been confirmed and even if your account has been charged (in which event we will issue a credit to your account in the amount of the charge).
Our creation or transmission of an order confirmation does not signify acceptance of your order, nor constitute a binding confirmation of an offer to sell any Product and we reserve the right to accept or decline your order for any reason up until the time the Product is actually delivered to you. We reserve the right at any time, without prior notice, to limit or reduce the quantity you ordered of any Product and we will notify you if we do so. All orders placed over $500.00 (U.S.) must obtain pre-approval with an acceptable method of payment, as established by our credit and authorization policies and practices in effect at the time of your order. We may contact you and require additional information from you before we grant such pre-approval. Products on the Site are offered for sale only to end user customers or as personal gifts to end user customers and not for resale. We do not knowingly accept orders from dealers, exporters, wholesalers, distributors, resellers or other similar persons or companies, and reserve the right to refuse, cancel or seek the return of any Products that are purchased in violation of the foregoing restrictions.
You are responsible for any taxes imposed on the sale or use of Products and applicable taxes will be added to the amount charged for Products purchased on the Site. If an order consists of multiple items, they may be shipped separately depending on availability.
- Password. When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify Elite Casting Network immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.
- Contests, Promotions, Sweepstakes, Auctions. From time to time, we or our service providers, licensees, suppliers or Advertisers may conduct promotions on or through ECN or Community Sites, including, but not limited to, auctions, contests or sweepstakes ("Promotions"). Each Promotion may have Additional Terms, which will be posted or otherwise made available to you, and for purposes of each Promotion, will be deemed incorporated into this Agreement. It is your responsibility to read and abide by the Additional Terms.
- Hyper Links to Third Party Sites. We and the Parent Companies are not responsible for links to third-party sites ("Outside Sites") that are made available, or that you use, on or in connection with ECN or Community Sites. We do not verify, endorse or have any responsibility for Outside Sites, their business or privacy practices, or any associated goods or services. If an Outside Site obtains or collects Personal Information from you, we are not responsible. Therefore, always use your own best judgment when dealing with an Outside Site.
- Advertising, Malware. From time to time, as a result of your use of ECN or the Community Sites, you may communicate with, interact with, be re-directed to, or obtain or use goods and services of third parties such as our advertisers, sponsors or promotional partners (collectively, "Advertisers"). All such communication, interaction and use is solely between you and Advertisers. We are not responsible for these activities or transactions, including, but not limited to, any contracts, promises, representations, warranties or other terms or conditions that may exist between you and any Advertiser, or any goods or services you may buy or obtain from any Advertiser.
We take great care and pride in creating ECN and we are always on the lookout for technical glitches that effect how it works. When we find any on our end, we will fix them. Unfortunately, your Device may cause some glitches that affect how you experience ECN and that is beyond our control. If you experience any unusual behavior, content or ads, it may be the result of Malware on your Device. Malware (malicious software) is software installed on a computer system with malicious intentions, usually without the owner's knowledge or permission. Malware includes, but is not limited to, computer viruses, key loggers, malicious active content, rogue programs and dialers. While we continuously work closely with our partners to ensure that everything on ECN is working properly, sometimes Malware may interfere with your experience on ECN, ECN Sites and other sites or services that you visit. We suggest that you take some of the following actions, which may help to clean your Device and which could prevent future installations of Malware:
- Update your computer or other Device via Windows Update (found in the Tools menu in your Internet Explorer web browser)
- Install a SpyWare Removal Tool such as Spybot Search and Destroy or AdAware to clean your computer or other Device of Malware
- Install antivirus software, such as Clam Win or McAfee Virus-Shield
- Install Microsoft Defender (for Windows computers)
Please note that we cannot be responsible for the effects of any third-party software including, but not limited to, Malware on your Device or system. Please carefully read the Help or Customer Support areas of any software download site. If you do discover any Malware on your Device or system, we also suggest you speak with a qualified computer technician. If, after taking the above actions, you are still experiencing any problems, please feel free to contact us.
- Use by Members. The ECN Services are for the personal use of Members and may be used for promotional purposes as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by Elite Casting Network. Elite Casting Network reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the ECN Services, including collecting usernames, user id numbers, and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Elite Casting Network Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. Elite Casting Network reserves the right to take appropriate legal action for any illegal or unauthorized use of the ECN Services.
- Certain Products & Services.
a. RSS Feeds and Podcasts
The Site may provide RSS Feeds ("RSS Feeds") consisting of selected text, audio, video, and photographic content ("Content") from the Site that is provided over the Internet using an XML feed. Certain RSS Feeds may be podcasts ("Podcasts") which may include as part of the Content an associated audio, video and/or photographic file where the audio and/or video file may be downloaded and played from a user's Device or transferred to a portable listening device. Certain software and hardware is required for users to download and view and/or play Content through RSS Feeds.
Content is protected by U.S. Federal and State laws, and applicable foreign laws, regulations and treaties, and all rights in and to the Content are reserved to ECN or the content provider. Content is available for personal, noncommercial use only and you may download, copy and/or transfer to a Device or through a Device to another Device the RSS Feeds and associated Content for your personal, non-commercial use only. You shall not, nor will you allow any third party to, reproduce, modify, create derivative works of, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party, or otherwise use any Content except as expressly authorized in this Section 11.
By your access to and use of RSS Feeds, you understand, acknowledge and agree that the Site, ECN, the Parent Companies and their Affiliates do not warrant that its RSS Feeds will operate on all user equipment. Please see the "Disclaimer and Limitations of Liability" section below for further details.
b. Virtual Reality Features
or features, including without limitation the Avatar (as defined in the Virtual Reality Applications - Terms) creation and customization tool, the virtual reality application communities and environments, and the Virtual Reality Commerce Functionality (as defined in the Virtual Reality Applications - Terms). All use of such applications or features is governed by Additional Terms as set forth in the Virtual Reality Applications - Terms.
c. Mobile Applications
If ECN offers products and services through applications available on your wireless or other mobile Device (such as a mobile phone) (the "Mobile Application Services"), these Mobile Application Services are governed by the Additional Terms governing the applicable Mobile Application Service. We do not charge for these Mobile Application Services unless otherwise provided in the applicable Additional Terms. However, your wireless carrier's standard messaging rates and other messaging, data and other rates and charges will apply to certain Mobile Application Services. You should check with your carrier to find out what plans your carrier offers and how much the plans cost. In addition, the use or availability of certain Mobile Application Services may be prohibited or restricted by your wireless carrier, and not all Mobile Application Services may work with all wireless carriers or Devices. Therefore, you should check with your wireless carrier to find out if the Mobile Application Services are available for your wireless Device, and what restrictions, if any, may be applicable to your use of such Mobile Application Services. If you change or deactivate your wireless telephone number, you agree to promptly update your Mobile Application Services account information to ensure that your messages are not sent to the person that subsequently acquires your old number.
Under no circumstances will ECN, the Parent Companies or any Affiliates be responsible for any wireless email, text messaging or other charges incurred by a user (or any person that has access to a user's wireless device, telephone number, or email address) using any Mobile Application Services.
- Proprietary Rights In Content on Elite Casting Network.
- The ECN Services contain Content of Elite Casting Network ("ECN Content"). ECN Content is protected by copyright, trademark, patent, trade secret and other laws, and Elite Casting Network owns and retains all rights in the ECN Content and the ECN Services. Elite Casting Network hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the ECN Content (excluding any software code) solely for your personal use in connection with viewing the Elite Casting Network Website and using the ECN Services.
- ECN and ECN Sites, including, but not limited to, software, applications, databases, information, organization, text, graphics, look and feel, advertising copy and other intellectual property, are the proprietary property of us or our licensors, with all rights reserved. Provided that you meet our eligibility requirements and comply with this Agreement, we grant you a limited license to access and use ECN and ECN Sites. This limited license is non-exclusive, for your personal non-commercial use only, non-sublicensable, non-transferable and revocable at any time without notice for any reason. Except as expressly granted in this Agreement, you may not upload, download, display, distribute, copy, modify, create derivative works from, store, sell, transfer or use ECN or ECN Sites, or allow others to do so without our express consent. You must abide by, and not remove or interfere with, any proprietary notices, information or restrictions on ECN, ECN Sites or content available therein (other than your own User Content). Unless expressly stated herein, nothing in this Agreement may be construed as granting any license to intellectual property rights. Nothing in this Agreement may be construed as granting any rights of ownership in ECN or ECN Sites. ECN and ECN Sites are protected under United States federal and state laws and regulations, as well as applicable foreign laws, regulations and treaties, and any unauthorized use may subject you to civil liability, criminal prosecution or both.
- The ECN Services contain Content of Users and other Elite Casting Network licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the ECN Services.
- ECN and other ECN logos, designs, graphics, icons and service names are registered marks, marks or trade dress of us and/or the Parent Companies in the United States and/or other countries, and may not be used without the express consent of us and/or the Parent Companies.
- Elite Casting Network performs technical functions necessary to offer the ECN Services, including but not limited to transcoding and/or reformatting Content to allow its use throughout the ECN Services.
- User Content Posted on ECN. Your comments, suggestions and information are important to us. Portions of this Site may provide you and other users an opportunity to participate in forum services, blogs, web communities and other message and communication facilities ("Communities") and may provide you with the opportunity, through such Communities or otherwise, to submit, post, display, transmit and/or exchange (a) information, ideas, opinions, messages or other information ("Post" or "Postings") and (b) User Content (as defined in the User Content Submission Agreement), your submission of which is also governed by the terms and conditions therein, and considered a Posting for purposes of this Agreement. You understand, acknowledge and agree that such Postings are the sole responsibility of the person from which such Postings originated. This means that you are solely and entirely responsible for the consequences of all Postings that you upload, post, email, transmit or otherwise make available via the Site. Postings do not reflect the views of the Site, the ECN Channel, the Parent Companies or the Affiliates. We reserve the right to monitor, edit or screen any Postings. If we determine, in our sole discretion and judgment, that any Posting does or may violate any of the terms of this Agreement, we reserve the right, at any time and without limiting any and all other rights we may have under this Agreement, at law or in equity, to: (a) refuse to allow you to Post; (b) remove and delete Postings; (c) revoke your right to use the Site; and/or (d) use any technological, legal, operational or other means available to us to enforce the provisions of this Agreement, including, without limitation, blocking specific IP addresses or deactivating your registration on the Site.
- As a Member, you may submit, post and make available materials on or through ECN
and the Community Sites, including, for example, photos, images, sound recordings, video recordings,
audio-visual works, musical works, writings and other files, derivative works, translations,
adaptations or variations of these materials, accompanying metadata or other documentation or
descriptive information, and all tags and comments associated with the materials, whether associated
by you, other Members or users, us, or anyone else (collectively, "User Content"). You agree not to
submit, and we may reject, remove, or otherwise handle as we deem appropriate any improper User
Content, including, for example, User Content that, in our sole discretion:
- violates or infringes the rights of anyone else, including, for example, other people's copyright or right to privacy;
- is unlawful, threatening, bullying, harassing, exploitative, violent, offensive, hateful,
defamatory, obscene, sexually suggestive or explicit, indecent or otherwise harmful, or that may
impair other people's use or enjoyment of ECN or Community Sites;
- includes Personal Information about another person, without that person’s express consent;
- is fraudulent, false or misleading;
- is commercial in nature, including, for example, advertising, promotional or marketing materials,
or spam, phishing or other unsolicited messages;
- contains computer viruses or other disruptive, damaging or harmful files or programs;
- tries to gain unauthorized access to ECN, connected computers, Devices or networks, or user data, or that otherwise modifies or interferes with the use or operation of ECN;
- constitutes, endorses or solicits criminal activity, or is posted for an illegal purpose; or
otherwise violates this Agreement, any Additional Terms, or any applicable law or regulation.
material, hate speech, spam or phishing materials), please report it to us for review by clicking the
associated “Report Abuse” link. If you believe User Content or other material infringes your copyrights in your work, please follow the procedures in our Copyright Compliance Policy.
We have no responsibility for User Content. We do not guarantee the truthfulness, accuracy or
reliability of User Content, nor do we endorse or support any views or opinions expressed in User
Content. You are solely responsible for your own User Content, including, for example, any
communications and submissions made under your ECN account. Always keep a copy of anything you
submit because we are not responsible for lost or damaged User Content. Proof that you submitted User
- Content is not proof that we received anything. We do not control any User Content submitted. However, we reserve the right (without limiting our other rights) to monitor ECN at any time, without notice or responsibility to anyone. If we determine, in our sole discretion, that any of your User Content violates this Agreement or is unacceptable to us for any other reason, we may: (a) reject, edit, reformat or remove the User Content; (b) refuse to allow you to submit other User Content; and/or (c) terminate your access or use of ECN. We disclaim all responsibility related to any monitoring, modification or removal of User Content or any failure to do so.
- To protect our Members and partners from unauthorized advertising or solicitation, we reserve all rights, including, for example, to restrict the number of communications sent on or through ECN. If you are responsible for unsolicited communications in violation of this Agreement, you acknowledge that you will have caused us substantial harm, the amount of which would be extremely difficult to determine. As a reasonable estimate of such harm, you agree to pay us Fifty Dollars (US $50.00) for each such unsolicited communication.
- If we receive notice of any claim of infringement that satisfies certain legal
requirements, such as notice and takedown requirements under U.S. copyright law, we may remove User
Content associated with the claim. We reserve the right to provide information to law enforcement
officials, government agencies and pursuant to judicial or regulatory compulsion, in order to protect
the rights, interests or safety of our Members or users, us, the Parent Companies or public, or in
order to comply with legal, regulatory, audit or compliance obligations.
- We require others to respect our copyrights, trademarks and other intellectual
property rights. Likewise, we respect others' intellectual property rights. If you believe any User
Content or other material on ECN or Community Sites infringes your copyrights in your work, please
follow the procedures in our Copyright Compliance Policy.
- Elite Casting Network may reject, refuse to post or delete any Content for any or no reason, including Content that in the sole judgment of Elite Casting Network violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. Elite Casting Network assumes no responsibility for monitoring the ECN Services for inappropriate Content or conduct. If at any time Elite Casting Network chooses, in its sole discretion, to monitor the ECN Services, Elite Casting Network nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.
- You are solely responsible for the Content that you post on or through any of the ECN Services, and any material or information that you transmit to other Members and for your interactions with other Users.
- Elite Casting Network does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post on or through the ECN Services. After posting your Content to the ECN Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By displaying or publishing ("posting") any Content on or through the ECN Services, you hereby grant to Elite Casting Network a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on or through the ECN Services, including without limitation distributing part or all of the Elite Casting Network Website in any media formats and through any media channels, except Content marked “private” will not be distributed outside the Elite Casting Network Website. This limited license does not grant Elite Casting Network the right to sell or otherwise distribute your Content outside of the ECN Services. After you remove your Content from the Elite Casting Network Website we will cease distribution as soon as practicable, and at such time when distribution ceases, the license will terminate. If after we have distributed your Content outside the Elite Casting Network Website you change the Content’s privacy setting to “private,” we will cease distribution of such “private” Content outside the Elite Casting Network Website as soon as practicable after you make the change.
- The license you grant to Elite Casting Network is non-exclusive (meaning you are free to license your Content to anyone else in addition to Elite Casting Network), fully-paid and royalty-free (meaning that Elite Casting Network is not required to pay you for the use on the ECN Services of the Content that you post), sublicensable (so that Elite Casting Network is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the ECN Services), and worldwide (because the Internet and the ECN Services are global in reach).
- You represent and warrant that: (i) you own the Content posted by you on or through the ECN Services or otherwise have the right to grant the license set forth in this Section 6, and (ii) the posting of your Content on or through the ECN Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of any Content posted by you on or through the ECN Services.
- Your Proprietary Rights In User Content.
- We do not acquire ownership rights in User Content that you submit on or through ECN. We are acting only as a host, bulletin board or conduit for submitted User Content, with all the specific rights granted by you in this Agreement. After submitting User Content, you maintain any ownership and use rights that you may have in that User Content, subject to the consents, rights and licenses granted to us in this Agreement (below).
- You must own or have the rights to the User Content you submit, and you must own or have the rights to grant all consents, rights and licenses described in this Agreement. If you do not exclusively own these rights, you must have all necessary consents, rights and licenses to enter into and comply with this Agreement. Upon our request, you will provide us with any required documentation to verify your compliance with this Agreement.
You agree and promise that:
- all information you provide associated with your User Content is true, complete and current;
- your submission and use of User Content does not violate: (i) this Agreement, (ii) any law or regulation, or (iii) any intellectual property, privacy, publicity or other rights of any person or organization;
- we will not be required to pay or incur any sums to any person or entity as a result of our use or exploitation of your User Content; and
- the submission and use of your User Content is not subject to any guild or union collective bargaining agreement; and you understand we are not signatory to any such agreement and we are not responsible for providing guild or residual payments in connection with such submission and use.
- For any User Content that contains original videos, you agree to comply with any identification (ID) verification and record-keeping practices required by law or by us, including, for example, for individuals appearing in the videos: (a) their full name, address and date of birth; and (b) a legible photocopy of their valid government-issued ID. With the submission of such User Content, you may be required to provide us with a copy of these records and your own valid government-issued ID, and comply with our other requests in connection with the User Content. You acknowledge that other persons may have developed, submitted to us, or made public User Content that is similar or identical to your User Content. You understand you will not be entitled to compensation because of the use or exploitation of User Content, and its submission, posting or display is not any admission of novelty, priority or originality.
- Our License In User Content.
- By submitting User Content on or through ECN, you grant us and the Parent Companies a worldwide, perpetual license to host, reproduce, publicly display, publicly perform, distribute, broadcast, modify, reformat, translate or use the User Content on ECN, the Community Sites and any other channels, services and other platforms of us or the Parent Companies, whether currently existing or not yet developed (collectively, the "Channels"). By submitting User Content on or through ECN, you also grant us and the Parent Companies a worldwide, perpetual, fully-paid and royalty-free, non-exclusive and sub-licensable license to use and refer to your name, logo, marks, image or other distinctive identification in marketing, promotional and business materials in connection with the Channels. This license is fully-paid and royalty-free (meaning we and the Parent Companies need not pay or account to you for the license), non-exclusive (meaning you may also license your User Content to others), and sub-licensable (meaning we and the Parent Companies may use our affiliates and contractors, such as network providers, to provide the ECN service). The licenses granted to us and the Parent Companies will begin immediately upon submission of User Content and continue indefinitely, unless and until terminated by us. Nonetheless, you acknowledge that we need not accept, host, display, or use any submitted User Content (or take advantage of any particular licenses or rights granted or available to us) and we may, in our sole discretion, remove or refuse to use or do anything at all regarding User Content. You also acknowledge that neither User Content nor any associated commercial material need be submitted for approval before use.
- As between us, the Parent Companies and you, we and the Parent Companies reserve the exclusive right to sell advertising and otherwise exploit and benefit from the conduct of our business and operating ECN, any Community Sites or other Channels and any related arrangements, without accounting, obligation or other responsibility to you, regardless of any use of User Content.
- We and the Parent Companies have the right to license, authorize and otherwise arrange with third parties to do or perform any activities, exercise any rights and undertake any responsibilities granted or imposed under this Agreement, and each such third party will be entitled to all terms and conditions, rights and licenses granted to us and/or the Parent Companies under this Agreement.
- You release us and the Parent Companies from any claims demands or actions in connection with User Content, including, but not limited to, responsibility for any use or nonuse of User Content and claims for defamation, violation of the rights of privacy or publicity, emotional distress or economic loss. We and the Parent Companies may assign or otherwise transfer, sub-contract or delegate to or engage third parties to perform or benefit from its/their rights or obligations to other parties, without any accounting, reporting, notice or other responsibility to you. You also forever waive all moral rights (or 'droit moral') recognized in connection with User Content and any rights granted under this Agreement.
- Content/Activity Prohibited. The following are examples of the kind of Content that is illegal or prohibited to post on or through the ECN Services. Elite Casting Network reserves the right to investigate and take appropriate legal action against anyone who, in Elite Casting Network's sole discretion, violates this provision, including without limitation, removing the offending Content from the ECN Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to, Content that, in the sole discretion of Elite Casting Network:
- is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- harasses or advocates harassment of another person;
- exploits people in a sexual or violent manner;
- contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website;
- solicits personal information from anyone under 18;
- publicly posts information that poses or creates a privacy or security risk to any person;
- constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files;
- involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
- contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
- furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
- solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;
- involves commercial activities and/or sales without prior written consent from Elite Casting Network such as contests, sweepstakes, barter, advertising, or pyramid schemes;
- includes a photograph or video of another person that you have posted without that person's consent;
- for band, comedy, filmmaker and other profiles, uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile; or
- violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person.
The following are examples of the kind of activity that is illegal or prohibited on the Elite Casting Network Website and through your use of the ECN Services. Elite Casting Network reserves the right to investigate and take appropriate legal action against anyone who, in Elite Casting Network's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:
If you become aware of misconduct on ECN or Community Sites (for example, cyberbullying, harassment or other improper or criminal activity), please report it to us by going to our Contact Us page and in the dropdown menu select “Report Abuse”. “Report Abuse” is also available by clicking the link on a members profile page under their large Picture.
You are solely responsible for your use, including, but not limited to, all conduct that occurs in your ECN account or under your User ID. The information and materials on ECN and Community Sites are provided solely for your personal and private use and must not be used for any business or commercial purpose without our express consent. For example, you may not copy, transmit or reverse-engineer anything available on ECN or Community Sites, or use framing techniques to enclose any part of ECN or Community Sites, without our express consent. Unless we specifically indicate otherwise, you also may not modify information or materials available on ECN or Community Sites by making a “mash-up”, derivative work or otherwise. Your use of ECN and Community Sites is subject to all applicable laws, regulations and treaties.
- criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
- advertising to, or solicitation of, any Member to buy or sell any products or services through the unauthorized or impermissible use of the ECN Services. You may not transmit any chain letters or junk email to other Members. In order to protect our Members from such advertising or solicitation, Elite Casting Network reserves the right to restrict the number of emails which a Member may send to other Members in any 24-hour period to a number which Elite Casting Network deems appropriate in its sole discretion. If you breach this Agreement and send unsolicited bulk email, instant messages or other unauthorized commercial communications of any kind through the ECN Services, you acknowledge that you will have caused substantial harm to Elite Casting Network, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay Elite Casting Network $50 for each such unsolicited email or other unauthorized commercial communication you send through the ECN Services;
- circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the ECN Services;
- activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;
- covering or obscuring the banner advertisements on your personal profile page, or any Elite Casting Network page via HTML/CSS or any other means;
- any automated use of the system, such as, but not limited to, using
scripts to add friends or send comments or messages;
- interfering with, disrupting, or creating an undue burden on the ECN Services or the networks or services connected to the ECN Services;
- impersonating or attempting to impersonate another Member, person or entity;
- for profiles containing a Elite Casting Network player, copying the code for your Elite Casting Network Player and embedding it (or directing others to embed it) anywhere other than your profile on Elite Casting Network;
- using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;
- selling or otherwise transferring your profile;
- using any information obtained from the ECN Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;
- displaying an unauthorized commercial advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the ECN Services on behalf of that person, such as placing commercial content on your profile, posting blogs or bulletins with a commercial purpose, selecting a profile with a commercial purpose as one of your "Top 8" friends, or sending private messages with a commercial purpose; or
- using the ECN Services in a manner inconsistent with any and all applicable laws and regulations.
- Disclaimers, Limitation on Liability. Elite Casting Network is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the ECN Services, whether caused by Users of the ECN Services or by any of the equipment or programming associated with or utilized in the ECN Services and such User Content does not necessarily reflect the opinions or policies of Elite Casting Network. Profiles and third party applications created and posted by Members on the Elite Casting Network Website may contain links to other websites. Elite Casting Network is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by Elite Casting Network. Inclusion of any linked website on the ECN Services does not imply approval or endorsement of the linked website by Elite Casting Network. When you access these third party sites, you do so at your own risk. Elite Casting Network takes no responsibility for third party advertisements or third party applications that are posted on or through the ECN Services, nor does it take any responsibility for the goods or services provided by its advertisers. Elite Casting Network is not responsible for the conduct, whether online or offline, of any User of the ECN Services. Elite Casting Network assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. Elite Casting Network is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the ECN Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the ECN Services. Under no circumstances shall Elite Casting Network be responsible for any loss or damage, including personal injury or death, resulting from use of the ECN Services, attendance at a Elite Casting Network event, from any User Content posted on or through the ECN Services, or from the conduct of any Users of the ECN Services, whether online or offline. All materials, information, casting information, products, and services included in or available through this site (the "content") are provided "AS-IS" and "as available" for your use. The content is provided without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability. The ECN Services are provided "AS-IS" and as available and Elite Casting Network expressly disclaims any warranty of fitness for a particular purpose or non-infringement. Elite Casting Network cannot guarantee and does not promise any specific results from use of the ECN Services. ECN is not an employment agency, agent, manager, or teacher & does not procure, offer, get, or promise employment, jobs, or bookings. ECN only provides Internet exposure, social networking, resources & tools for you to match your talent with Auditions & Casting Calls. ECN does not recommend or endorse any casting call listings.
YOU FULLY UNDERSTAND AND AGREE THAT Elite Casting Network IS NOT A TALENT COUNSELING SERVICE, TALENT LISTING SERVICE, ADVANCED FEE TALENT SERVICE, TALENT PHOTOGRAPHY SERVICE, TALENT REPRESENTATION SERVICE, TALENT MANAGEMENT SERVICE, TALENT AGENCY, OR TALENT TRAINING SERVICE. ONLY A LICENSED TALENT AGENT MAY ENGAGE IN THE OCCUPATION OF PROCURING, OFFERING, PROMISING, OR ATTEMPTING TO PROCURE EMPLOYMENT OR ENGAGEMENTS FOR AN ARTIST. THE LIST OF CURRENT CASTING CALLS IS A FREE SERVICE PROVIDED TO ALL Elite Casting Network MEMBERS WHO PAY FOR ANY OF OUR UPGRADED MEMBERSHIPS WHICH OFFER A HOST OF VALUABLE BENEFITS VARYING BY MEMBERSHIP LEVEL.
ECN, ALL USER CONTENT AND ALL MATERIALS, SERVICES, PRODUCTS AND SOFTWARE USED OR MADE AVAILABLE ON OR THROUGH ECN (COLLECTIVELY, "ECN ITEMS") ARE PROVIDED STRICTLY 'AS IS.' YOU USE ECN ITEMS AT YOUR SOLE RISK AND WE DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES. WE DO NOT GUARANTEE ECN ITEMS OR SECURITY ASSOCIATED WITH TRANSMITTING PERSONAL INFORMATION THROUGH ECN ITEMS, THAT ECN ITEMS WILL OTHERWISE FUNCTION OR PERFORM IN ANY PARTICULAR MANNER, THAT ANY DEFECTS WILL BE CORRECTED, OR THAT ECN ITEMS (OR SERVERS, NETWORKS OR SERVICES THAT MAKE THEM AVAILABLE) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT GUARANTEE THAT YOUR USE OF ECN ITEMS IS LAWFUL IN ANY PARTICULAR JURISDICTION. IF YOU ARE DISSATISFIED WITH ECN ITEMS, THIS AGREEMENT OR ANY ADDITIONAL TERMS, YOUR ONLY REMEDY IS TO STOP USING ECN ITEMS.
Because of service capacity limits, some messages and transmissions may not be processed promptly or at all, and some features or functions may be restricted, delayed or become inoperable. The Released Parties are not responsible for any service failure or delay, so you should not rely on ECN Items for any particular transactions, communications or User Content. Further, the Released Parties are not responsible for any malicious code, delays, inaccuracies, errors, or omissions arising from your use of ECN Items. The Released Parties are not responsible for any problem, malfunction, delay, damage to or failure of the Internet or any hardware, software, system or service, whether resulting from, for example, any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay, computer line or network failure, technical problems, traffic congestion on the Internet and/or at any web site, or any other reason. The Released Parties are not responsible for any delay or failure in performance resulting from acts of nature, forces or causes beyond the Released Parties’ reasonable control.
TO THE EXTENT PERMITTED BY LAW, THE RELEASED PARTIES ARE NOT RESPONSIBLE FOR ANY LOSS, INJURY OR DAMAGES OF ANY KIND (WHETHER AS A RESULT OF CONTRACT LAW, TORT, STATUTORY DUTY OR OTHERWISE, AND EVEN IF FORESEEABLE OR IF THE RELEASED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) ARISING FROM OR RELATED TO: (I) ECN ITEMS; (II) THE USE, PERFORMANCE OR OPERATION OF ECN ITEMS; (III) ANY INVESTIGATION BY US, LAW ENFORCEMENT OR GOVERNMENT AUTHORITIES REGARDING ANY USE OF ECN ITEMS; (IV) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OWNERS; AND (V) ANY INTERACTION, COMMUNICATION OR TRANSACTION WITH, OR ANY CONDUCT OF, ANY MEMBER, USER OR ORGANIZATION FOUND ON OR THROUGH ECN ITEMS. THE RELEASED PARTIES WILL NOT BE RESPONSIBLE FOR ANY LOSS OR INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. NONETHELESS, IN NO EVENT WILL THE RELEASED PARTIES' TOTAL RESPONSIBILITY TO YOU FOR ALL DAMAGES, LOSSES, INJURIES OR CLAIMS EXCEED ONE HUNDRED DOLLARS (US $100.00).
YOU CONFIRM THAT, IF YOU INCUR ANY DAMAGES, LOSSES OR INJURIES ARISING FROM OR RELATED TO ACTS OR OMISSIONS OF THE RELEASED PARTIES, THE DAMAGES ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ECN ITEMS OR ANY OTHER WEB SITE OR CONTENT OWNED OR CONTROLLED BY THE RELEASED PARTIES.
IN NO EVENT SHALL Elite Casting Network BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE ECN SERVICES, EVEN IF Elite Casting Network HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, Elite Casting Network'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO Elite Casting Network FOR THE ECN SERVICES DURING THE TERM OF MEMBERSHIP. YOU AND Elite Casting Network AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE Elite Casting Network WEBSITE AND SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. This applies to you and your successors. It also applies to us and our successors and assigns.
ALL TRADEMARKS, LOGOS, LISTINGS, NAMES, WORDS OR PHRASES OF A COMPANY OR ORGANIZATION (INCLUDING A STUDIO, PRODUCTION COMPANY, NETWORK, BROADCASTER, LICENSED TALENT AGENCY, OR LABOR UNION) APPEARING ON THIS WEBSITE ARE NOT TO BE CONSTRUED BY ANYONE AS AN ENDORSEMENT, SPONSORSHIP, APPROVAL OR AFFILIATION OF THAT COMPANY OR ORGANIZATION WITH ELITE CASTING NETWORK.
By accessing or using ECN Items, you understand that you may be waiving rights with respect to unknown or unsuspected claims, and you acknowledge that you have read and understand, and expressly waive, the benefits of California Civil Code Section 1542 which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
- U.S. Export Controls. Software available in connection with the ECN Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the ECN Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
- Disputes. ARBITRATION REPLACES THE RIGHT TO GO TO COURT, INCLUDING THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING. IN ARBITRATION, A DISPUTE IS RESOLVED BY AN ARBITRATOR INSTEAD OF A JUDGE OR JURY. THE ARBITRATOR'S DECISION WILL GENERALLY BE FINAL AND BINDING. Any claim, dispute or controversy between You and Us (or made by or against anyone connected with you or Us, or claiming through You or Us) arising from or relating to Your membership (claim) including Claims regarding applicability or validity of this arbitration provision, shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association (AAA) (except for any AAA rules providing for class claims or class arbitration) then in effect, subject to this Membership Agreement any Claim regarding the validity or enforceability of the arbitration provision shall be governed by the laws of the State of South Carolina without giving effect to the choice of law provisions thereof. This arbitration provision is made pursuant to a transaction involving interstate commerce and, in all other respects, including the determination of any questions about whether Claims are within the scope of this arbitration provision and therefore subject to arbitration shall be governed by the Federal Arbitration Act, 9U.S.C. 1-16 (FAA), and shall be resolved by interpreting the arbitration provision in the broadest way the law will allow it to be construed. All Claims are subject to arbitration, no matter what theory they are based on or what remedy they seek. This includes Claims based on contract, tort (including intentional tort), fraud, agency, negligence, statutory or regulatory provisions, or any other source of law. Claims made and remedies sought as part of a class action, private attorney general or other representative action are subject to arbitration on an individual (non-class, non-representative) basis. As an exception to arbitration, We retain the right to pursue in a small claims court located in the federal judicial district that includes Your billing address at this time of the claim, any claim that is within the court’s jurisdiction and proceeds on an individual basis. The arbitration shall be conducted before a single arbitrator applying to the Claims the substantive laws of the state of South Carolina without giving effect to the choice of law provisions thereof. The arbitrator’s authority is limited solely to the claims between You and Us alone. The arbitration will not be consolidated with any other arbitration proceeding. You and We do not agree to any arbitration on a class action or representative basis, and the arbitrator shall not be authorized to treat any Claim on a class action or representative basis. Any decision rendered will be final and binding on the parties, and judgment may be entered in a court of competent jurisdiction. Claims shall be filed in any AAA office. However, any participatory hearing that you attend shall take place in Horry County, South Carolina.
Any claim or dispute (excluding claims for injunctive or other equitable relief as set forth below) in connection with this Agreement where the total amount of the award sought is less than five thousand U.S. Dollars (US$ 5,000.00) may be resolved in a cost effective manner through binding non-appearance-based arbitration, at the option of the party seeking relief. Such arbitration shall be initiated through an established alternative dispute resolution provider ("ADR Provider") that offers arbitration as set forth in this section and under the rules of such ADR Provider, except to the extent such rules are in conflict with this Agreement. The party demanding arbitration will propose an ADR Provider and the other party shall not unreasonably withhold consent to use such ADR Provider. The ADR Provider and the parties must comply with the following rules: a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; b) all arbitration proceedings shall be held in English, or any other language the parties may mutually agree upon; c) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and d) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Each party shall bear its own costs (including attorney fees) and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the ADR Provider. Notwithstanding the foregoing, Elite Casting Network may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction. Please note that the laws of the jurisdiction where you are located may be different from South Carolina law. You shall always comply with all the international and domestic laws, ordinances, regulations and statutes that are applicable to your use of the Services. This arbitration provision applies to all Claims now in existence or that may arise in the future.
- Member Interactions; Disputes. Your interactions, communications and transactions (online or offline) with any other Member, user, Advertiser, Outside Site or other organization that you find on or through ECN or the Community Sites are solely between you and them, and are your sole responsibility. We reserve the right, but have no responsibility, to monitor or become involved in disputes between you and such other Members, users or organizations. If you have such a dispute, you release us, the Parent Companies and our respective officers, directors, employees, agents, subsidiaries, affiliates, licensors, licensees, operational service providers, Advertisers and suppliers (collectively, "Released Parties") from all claims, demands and damages actual and consequential, know or unknown, arising from or related to the dispute.
- Indemnity. You agree to indemnify and hold Elite Casting Network, its subsidiaries, and affiliates, and their respective officers, agents, partners, subcontractors, and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising from or related to: (i) your use of ECN Items; (ii) any violation of this Agreement or applicable law and/or any breach of your representations and warranties set forth in this Agreement, rule or regulation; (iii) your submission, transmission, display, distribution, reproduction, modification, creation of derivative works, storage, sale, transfer or other use of User Content or other materials; or (iv) any theft, disclosure, sharing or other misuse of your User ID or ECN account. The Released Parties reserve the right to assume, at their sole expense, the exclusive defense and control of any such claim or action and all settlement negotiations. You agree to fully cooperate with the defense or settlement negotiations, as requested by the Released Parties. You agree not to settle any claim or action without the Released Parties' express approval.
- Your Guarantees. You guarantee that: (a) you have the legal right and ability to enter into and comply with this Agreement, or if you are under 18 or under the age of majority where you live, your parents or legal guardians have agreed to this Agreement on your behalf; (b) all information you provide to us is accurate, complete and current; (c) you own or have all rights necessary to perform under this Agreement; and (d) your activities are lawful in any jurisdiction where you use ECN or Community Sites.
- Other. This Agreement is accepted upon your use of the Elite Casting Network Website or any of the ECN Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and Elite Casting Network regarding the use of the ECN Services. The failure of Elite Casting Network to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Elite Casting Network is a trademark of Elite Casting Network, LLC. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.
This Agreement will remain in effect while you are a Member or user of ECN Items. Nonetheless, any provision that must survive in order to allow us to enforce its meaning (including, but not limited to, indemnifications, warranties and limitations of liability) will survive the termination of this Agreement; but no claim arising out of this Agreement or your use of ECN Items may be brought by you more than one year after the claim has arisen. Any failure of us to enforce any provision of this Agreement will not constitute a waiver. If any provision of this Agreement is held invalid or unenforceable, this will not affect any other provisions and the Agreement will be amended as necessary to make it valid and enforceable. No agency, partnership, joint venture, employment or franchise relationship is intended or created by this Agreement. Except as expressly provided herein, there are no third-party beneficiaries to this Agreement. Any section headings in this Agreement are for convenience only and have no legal effect.
To the extent that ECN-related software is subject to U.S. export controls, it may not be downloaded from us or otherwise exported: (A) into, or to a national or resident of, any country to which the U.S. has embargoed goods; or (B) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using ECN-related software, you confirm that you are not located in any such country, you are not a national or resident of any such country (or under their control) and you are not on any such list.
You understand and agree that we will determine your compliance with this Agreement in our sole discretion. We reserve the right to deny access to any ECN Items in our sole discretion, at any time, without notice or responsibility to you or anyone. Any violation of this Agreement may be referred to law enforcement authorities.