Description of the Website

1.1 General Description. The Website includes an online marketplace for uploading and downloading Works. Furthermore, the Website is divided generally into two sections: a public section and a private section. The public section offers to all visitors, among other things, general information about the Website, the ability to view and search for Works on the Website and the ability to view and post comments on our official web log and forum. The private section is only accessible by Members. The private section offers to Members (in addition to all services available in the public section) the ability to access our affiliate tools or to upload and download Works.

1.5 Privacy. The Privacy Policy at our website governs any personal information you provide to us and is incorporated into these terms by reference. By using the Services or Website you agree to the terms of the Privacy Policy.

Your Use of Works

3.1 Restrictions. You may only download Works from the Website in accordance with these terms and the Download Agreement. You may not use, reproduce, distribute, display or create derivative works based on any Works that appear on the Website unless you enter into a Download Agreement, and you may do so only to the extent expressly permitted under the Download Agreement.

3.2 Ownership. No ownership of any Works is transferred and no sale of any Works is effectuated on or through the Website. Only the rights expressly licensed in the Download Agreement are granted on or through the Website. We and our licensors retain all title and ownership rights in and to the Works. Such Works are covered and protected by our or our licensors’ copyright, trademark and other intellectual property rights.

 Your Use of the Website

4.1 General License to Your Content. In addition to the necessary licenses to the Work as stated in the Upload Agreement and Download Agreement, we require certain licenses from you to your content uploaded or posted on the Website. When you upload content (such as your comments on our blogs) to the Services, you grant us a non-exclusive, worldwide, royalty-free, sub-licensable, and transferrable license to use, reproduce, publicly display, distribute, modify (so as to better showcase your content, for example), publicly perform, and translate the content as needed in response to user driven actions (such as when you choose to store privately or share your content with others). This license is only for the purpose of operating and improving the Services.

4.2 Feedback. You have no obligation to provide us with ideas, suggestions, or proposals (“Feedback”). However, if you submit Feedback to us, then you grant us a non-exclusive, worldwide, royalty-free license that is sub-licensable and transferrable, to use, reproduce, publicly display, distribute, modify, and publicly perform the Feedback.

4.3 Responsibility. We have no obligation to review any Works or other content uploaded or posted onto the Website, and we have no responsibility for any such Works or other content. We have the right to accept or deny, delete, move or edit any Works or content uploaded or posted onto the Website. If you upload or post any Works or content onto the Website, or any Works or other content is uploaded or posted onto the Website using your account, then you remain solely responsible for such Works or other material or content.

4.4 Content on Other Websites. We have no responsibility for any content on other websites to which you may access from the Website, including any web log, comments to any web log, or any forum on the Website.

4.5 Modification. We may change, update, or discontinue any or all of the services on the Website at any time. We may remove or revise any materials on our Website for any reason at any time without notice to you, including without limitation due to concerns related to intellectual property rights, appropriate consents, or our contractual obligations or legal requirements. We have no obligation to make, or continue to make, the Website or any particular portion or related service available to you.

 Restrictions

5.1 You must not misuse the Services or the Website. For example, you must not:

1. Allow any other person access to your account;
2. sell or transfer your account to another person or entity;
3. use the Website in any manner that is not permitted by this Agreement or that violates any applicable law;
4. upload or post onto the Website, or use the Website to transfer, any Work or other material that is covered or protected by copyright, trademark or other intellectual property rights unless you own or control such rights or have received all necessary consents;
5. upload or post onto the Website, or use the Website to transfer, any Work or content that is libelous or slanderous or otherwise defamatory, obscene or indecent;
6. upload or post onto the Website, or use the Website to transfer, any Work or content that contains or constitutes viruses, worms, Trojan horses or other code with malicious, disruptive or destructive features;
7. attempt to gain unauthorized access to any hardware or software systems or networks associated with the Website, or obtain any services or information not intentionally made available to you on or through the Website;
8. attempt to gain unauthorized access to the account of any other person or entity, or otherwise interfere with any other person’s or entity’s use, of the Website; or
9. use any false or misleading information (e.g., false or misleading names, email addresses or URLs) when using the Website, including, without limitation, with respect to the origin or source of any Work or other material or content that you upload or any identifying information for your account.

5.2 You may not use the Website in a fraudulent manner, or otherwise in a manner for which the Website is not reasonably intended to be used. By way of example, you may not download works for the primary purpose of artificially inflating the ranking of a given contributor or for the primary purpose of artificially triggering payments to contributors. A contributor, or someone else on her behalf, may not download Works that such contributor has uploaded.

Restrictions

Please note that use of our files is prohibited in the following cases:

• Pornography;
• Adult entertainment clubs or escort services;
• Political endorsements;
• Logos, trademarks or service marks.

Disclaimer of Warranties

11.1 The Services, Works, and Website are provided “AS-IS.” To the maximum extent permitted by law, we disclaim all warranties express or implied, including the implied warranties of non-infringement, merchantability, and fitness for a particular purpose. We make no commitments about the Works or content within the Services. We further disclaim any warranty that (a) the Services or Works will meet your requirements or will be constantly available, uninterrupted, timely, secure, or error-free; (b) the results that may be obtained from the use of the Services will be effective, accurate, or reliable; (c) the quality of the Services or Works will meet your expectations; or that (d) any errors or defects in the Services will be corrected.

11.2 We specifically disclaim any liability for any actions resulting from your use of any Services or Works. You may use and access the Services or Works at your own discretion and risk, and you are solely responsible for any damage to your computer system or loss of data that results from the use and access of any Service or Works.

Limitation of Liability

We are not liable to you or anyone else for any special, incidental, indirect, consequential, or punitive damages (even if we have been advised of the possibility of these damages), including those (a) resulting from loss of use, data, or profits, whether or not foreseeable, (b) based on any theory of liability, including breach of contract or warranty, negligence or other tortious action, or (c) arising from any other claim arising out of or in connection with your use of or access to the Services or Works. Nothing in these terms limits or excludes our liability for gross negligence or for our (or our employees’) intentional misconduct. The limitations and exclusions in this section apply to the maximum extent permitted by law.

Termination and Suspension

13.1 We may terminate these terms or your account upon notice to you at our discretion, including, without limitation, for your breach of these terms (or act in a manner that clearly shows you do not intend to, or are unable to, comply with these terms), if it has become impractical for us to offer the Services in your region, or for inactivity by you with respect to use of the Website. You may at any time terminate these terms or your account by sending a termination request to us through your account page on the Website.

13.2 We will terminate a user’s access to the Website if we have determined the user to be a repeat infringer.

13.3 We may suspend your account at any time and for any length of time. During the time your account is suspended, you will not be able to upload any Works on the Website, but you may continue to access your account.

Effect of Termination

14.1 Upon any termination of these terms:

1. your account will be canceled and closed;
2. all Works uploaded by you will be removed from the Website; provided, however, that we may continue to use the Work for internal archival and reference purposes and all other Members who have downloaded your Work may continue to use your Work under the terms of their license;
3. You may continue to use the Work that you have downloaded and paid for;
4. you will forfeit all rights, title and interest in and to any and all Credits; and
5. We may prevent you from signing up to use or access the Services or the Website.

14.2 Termination of this Agreement does not relieve you of any obligations to pay any outstanding fees, or other obligations under any other agreement that has not been specifically terminated, such as an Upload Agreement or Download Agreement. The provisions of Sections 8, 9, 10, 11, 12, 14 and 16 will survive the termination of these terms.