FilmStream Referral Service Terms of Use Agreement

Last Updated: October 10, 2006

FilmStream Referral Service is a networking service that allows Members to create unique personal profiles online in order to expand their professional network and provides the helpful tools needed when members are seeking employment. FilmStream Referral Service provides an incentive referral fee to those who find work for the job seeking Members in addition to a referral fee to the Members responsible for getting the successful job seeker a Membership on the FilmStream Referral Service site. The services offered by www.filmstreamer.net ("FilmStream Referral Service" or "we") include the www.filmstreamer.net website (the "FilmStream Referral Service Website"), the FilmStream Business Card E-mail Service, posting of member’s original screenplays, posting of member’s demo reels and any other features, content, or applications offered from time to time by www.filmstreamer.net in connection with the FilmStream Referral Service Website (collectively, the "FilmStream Referral Service Services"). The FilmStream Referral Service Services are hosted in the U.S.

This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the FilmStream Referral Service Services. By using the FilmStream Referral Service Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the FilmStream Referral Service Website) or you are a "Member" (which means that you have registered with www.filmstreamer.net). The term "User" refers to a Visitor or a Member. You are only authorized to use the FilmStream Referral Service Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and to this Agreement. Please read this Agreement carefully and save it. If you do not agree with it, you should leave the FilmStream Referral Service Website and discontinue use of the FilmStream Referral Service Services immediately. If you wish to become a Member, communicate with other Members and make use of the FilmStream Referral Service Services, you must read this Agreement and indicate your acceptance during the Registration process.

We may modify this Agreement from time to time and without prior notice, post amended terms on this website. You agree to be bound to any changes to this Agreement when you use the FilmStream Referral Service Services after any such modification is posted. So if you are out of work and find yourself looking for something to do, you can review this Agreement regularly to ensure you are updated as to any changes.

Please choose carefully the information you post on FilmStream Referral Service and that you provide to other Users. Your FilmStream Referral Service profile may not include the following items: any photographs containing nudity, or obscene, lewd, excessively violent, harassing, sexually explicit or otherwise objectionable subject matter. Keep it clean people! Despite this prohibition, information provided by other FilmStream Referral Service Members (for instance, in their Profile) may contain inaccurate, inappropriate, offensive or sexually explicit material, products or services, and FilmStream Referral Service assumes no responsibility or liability for this material. If you become aware of misuse of the FilmStream Referral Service Services by any person, please contact us at claims _(at)_filmstreamer _(dot)_ net.

FilmStream Referral Service reserves the right, in its sole discretion, to reject, refuse to post or remove any posting by you, or to restrict, suspend, or terminate your access to all or any part of the FilmStream Referral Service Services at any time, for any or no reason, with or without prior notice, and without liability.

1. Eligibility. Use of and Membership in the FilmStream Referral Service Services is void where prohibited. By using the FilmStream Referral Service Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your use of the FilmStream Referral Service Services does not violate any applicable law or regulation.

2. Term. This Agreement shall remain in full force and effect while you use the FilmStream Referral Service Services or are a Member. You may terminate your Membership at any time, for any reason, by notifying us at membership@filmstreamer.net . FilmStream Referral Service may terminate your Membership at any time, without warning. Even after Membership is terminated, this Agreement will remain in effect, including sections 5-17.

3. Fees and Referral Fees. You acknowledge that FilmStream Referral Service reserves the right to charge for the FilmStream Referral Service Services and to change its fees from time to time in its discretion. If FilmStream Referral Service terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of subscription fees. FilmStream Referral Service is not responsible for the reporting of any or all referral fees collected through the FilmStream Referral Service Services to the appropriate State and Federal Income Tax agencies. FilmStream Members are solely liable for the reporting of their Referral Fee income.

4. 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 secrecy 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 FilmStream Referral Service 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.

5. Proprietary Rights in Content on FilmStream Referral Service.

1. FilmStream Referral Service does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials (collectively, "Content") that you link or post to the FilmStream Referral Service Services. After posting your Content, you continue to retain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose. By displaying or publishing ("posting") any Content on or through the FilmStream Referral Service Services, you hereby grant to FilmStream Referral Service a limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content solely on and through the FilmStream Referral Service Services.

Without this license, FilmStream Referral Service would be unable to provide the FilmStream Referral Service Services. For example, without the right to modify Member Content, we would not be able to digitally compress profile photos that Members submit or otherwise format Content to satisfy technical requirements. The license you grant to FilmStream Referral Service is non-exclusive (meaning you are free to license your Content to anyone else in addition to FilmStream Referral Service), fully-paid and royalty-free (meaning that FilmStream Referral Service is not required to pay you for the use on the FilmStream Referral Service Services of the Content that you post), sublicensable (so that FilmStream Referral Service is able to use its affiliates and subcontractors such as Internet content delivery networks to provide the FilmStream Referral Service Services), and worldwide (because the Internet and the FilmStream Referral Service Services are global in reach). This license will terminate at the time you remove your Content from the FilmStream Referral Service Services. The license does not grant FilmStream Referral Service the right to sell your Content, nor does the license grant FilmStream Referral Service the right to distribute your Content outside of the FilmStream Referral Service Services.

2. You represent and warrant that: (i) you own the Content posted by you on or through the FilmStream Referral Service Services or otherwise have the right to grant the license set forth in this section, and (ii) the posting of your Content on or through the FilmStream Referral Service Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any Content posted by you to or through the FilmStream Referral Service Services.

3. The FilmStream Referral Service Services contain Content of FilmStream Referral Service ("FilmStream Referral Service Content"). FilmStream Referral Service Content is protected by copyright, trademark, patent, trade secret and other laws, and FilmStream Referral Service owns and retains all rights in the FilmStream Referral Service Content and the FilmStream Referral Service Services. We hereby grant you a limited, revocable, nonsublicensable license to reproduce and display the FilmStream Referral Service Content (excluding any software code) solely for your personal use in connection with viewing the FilmStream Referral Service Website and using the FilmStream Referral Service Services.

4. The FilmStream Referral Service Services contain Content of Users and other FilmStream Referral Service licensors. Except for Content posted by you, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the FilmStream Referral Service Services.

6. Content Posted.

1. FilmStream Referral Service may delete any Content that in the sole judgment of FilmStream Referral Service violates this Agreement or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person. FilmStream Referral Service assumes no responsibility for monitoring the FilmStream Referral Service Services for inappropriate Content or conduct. If at any time FilmStream Referral Service chooses, in its sole discretion, to monitor the FilmStream Referral Service Services, FilmStream Referral Service 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.

2. You are solely responsible for the Content that you post on or through any of the FilmStream Referral Service Services, and any material or information that you transmit to other Members and for your interactions with other Users. FilmStream Referral Service does not endorse and has no control over the Content. Content is not necessarily reviewed by FilmStream Referral Service prior to posting and does not necessarily reflect the opinions or policies of FilmStream Referral Service. We make no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Members or to potential Employers though the FilmStream Business Card E-mail Service.

7. Content/Activity Prohibited. The following is a partial list of the kind of Content that is illegal or prohibited to post on or through the FilmStream Referral Service Services. We reserve the right to investigate and take appropriate legal action against anyone who, in FilmStream Referral Service's sole discretion, violates this provision, including without limitation, removing the offending communication from the FilmStream Referral Service Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to Content that, in the sole discretion of FilmStream Referral Service:

1. is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group, individual or alien life form;

2. harasses or advocates harassment of another person;

3. exploits people in a sexual or violent manner;

4. contains nudity, violence, or offensive subject matter or contains a link to an adult website;

5. Falsely state, impersonate, or otherwise misrepresent your identity, including but not limited to the use of a pseudonym (other than your Member User name), or misrepresenting your current or previous positions and qualifications, or your affiliations with a person or entity, past or present;

6. stalk or harass anyone;

7. promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;

8. promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;

9. involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";

10. contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);

11. 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;

12. solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;

13. involves commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes; or

14. includes a photograph of another person that you have posted without that person's consent.

The following is a partial list of the kind of activity that is illegal or prohibited on the FilmStream Referral Service Website and through your use of the FilmStream Referral Service Services. We reserve the right to investigate and take appropriate legal action against anyone who, in FilmStream Referral Service's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:

1. criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;

2. covering or obscuring the banner advertisements on your personal profile page, or any FilmStream Referral Service page via HTML/CSS or any other means;

3. any automated use of the system, such as using scripts to add friends or send comments or messages;

4. interfering with, disrupting, or creating an undue burden on the FilmStream Referral Service Services or the networks or services connected to the FilmStream Referral Service Services;

5. attempting to impersonate another Member or person;

6. 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;

7. selling or otherwise transferring your profile;

8. using any information obtained from the FilmStream Referral Service Services in order to harass, abuse, or harm another person; or

9. using the FilmStream Referral Service Services in a manner inconsistent with any and all applicable laws and regulations.

8. Copyright Policy. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to others without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of FilmStream Referral Service to terminate Membership privileges of any Member who repeatedly infringes the copyright rights of others. Without limiting the foregoing, if you believe that your work has been copied and posted on the FilmStream Referral Service Services in a way that constitutes copyright infringement, please contact us at claims@filmstreamer.net.

9. Member Disputes. You are solely responsible for your interactions with other FilmStream Referral Service Members. We reserve the right, but have no obligation, to monitor disputes between you and other Members.

10. Privacy. Use of the FilmStream Referral Service Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

11. Disclaimers. FilmStream Referral Service is not responsible for any incorrect or inaccurate Content posted on the www.filmstreamer.net Website or in connection with the FilmStream Referral Service Services, whether caused by Users of the FilmStream Referral Service Services or by any of the equipment or programming associated with or utilized in the FilmStream Referral Service Services. Profiles created and posted on the FilmStream Referral Service Website may contain links to other websites. FilmStream Referral Service is not responsible for the Content, accuracy or opinions expressed on such websites, and such websites are in no way investigated, monitored or checked for accuracy or completeness by FilmStream Referral Service. Inclusion of any linked website on the FilmStream Referral Service Services does not imply approval or endorsement of the linked website by FilmStream Referral Service. When you access these third-party sites, you do so at your own risk. FilmStream Referral Service is not responsible for the conduct, whether online or offline, of any User of the FilmStream Referral Service Services. FilmStream Referral Service 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. FilmStream Referral Service 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 FilmStream Referral Service 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 FilmStream Referral Service Services. Under no circumstances shall FilmStream Referral Service be responsible for any loss or damage, including personal injury or death, resulting from use of the FilmStream Referral Service Services, attendance at a FilmStream Referral Service event, from any Content posted on or through the FilmStream Referral Service Services, or from the conduct of any Users of the FilmStream Referral Service Services, whether online or offline. The FilmStream Referral Service Services are provided "AS-IS" and as available and FilmStream Referral Service expressly disclaims any warranty of fitness for a particular purpose or non-infringement. FilmStream Referral Service cannot guarantee and does not promise any specific results from use of the FilmStream Referral Service Services.

12. Limitation on Liability. IN NO EVENT SHALL FILMSTREAM REFERRAL SERVICE 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 SERVICES, EVEN IF FILMSTREAM REFERRAL SERVICE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, FILMSTREAM REFERRAL SERVICE’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 FILMSTREAM REFERRAL SERVICE FOR THE FILMSTREAM REFERRAL SERVICE SERVICES DURING THE TERM OF MEMBERSHIP.

13. U.S. Export Controls. Software available in connection with the FilmStream Referral Service Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the FilmStream Referral Service Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

14. Disputes. If there is any dispute about or involving the FilmStream Referral Service Services, you agree that the dispute shall be governed by the laws of the State of California, USA, without regard to conflict of law provisions and you agree to exclusive personal jurisdiction and venue in the state and federal courts of the United States located in the State of California, City of Los Angeles. Either FilmStream Referral Service or you may demand that any dispute between FilmStream Referral Service and you about or involving the FilmStream Referral Service Services must be settled by arbitration utilizing the dispute resolution procedures of the American Arbitration Association (AAA) in Los Angeles, California, USA, provided that the foregoing shall not prevent FilmStream Referral Service from seeking injunctive relief in a court of competent jurisdiction.

15. Indemnity. You agree to indemnify and hold FilmStream Referral Service, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the FilmStream Referral Service Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above and/or if any Content that you post on the FilmStream Referral Service Website or through the FilmStream Referral Service Services causes FilmStream Referral Service to be liable to another.

16. International Use. Recognizing the global nature of the Internet, you agree to comply with all applicable local rules including but not limited to rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside.

17. Other. This Agreement is accepted upon your use of the FilmStream Referral Service Website or any of the FilmStream Referral Service Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and FilmStream Referral Service regarding the use of the FilmStream Referral Service Services. The failure of FilmStream Referral Service 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. 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.

Please contact us at info _(at)_filmstreamer _(dot)_ net with any questions regarding this Agreement.