TERMS OF USE, DISCLAIMER, AND LEGAL NOTICE
Access to and use of this World Wide Web site, FilmGo.net ("FilmGo") is provided subject to these terms and conditions. PLEASE READ THESE TERMS CAREFULLY AS USE AND/ OR VISITING FilmGo, collectively including all video, audio, artwork, text, pictures, promotional material and any and all content ("Materials") available through FilmGo and/ or 545 Productions LLC (collectively "545") CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS AND THE TERMS AND CONDITIONS OF FilmGo's PRIVACY NOTICE, WHICH ARE PUBLISHED AT http://www.FilmGo.net/privacy, WHICH ARE INCORPORATED HEREIN BY REFERENCE. If you do not agree to any of these terms, then please do not use FilmGo.
 
Materials contained on FilmGo are protected by copyright laws. You may only access and use the Materials for personal and recreational purposes. You may not modify or use the Materials for any other purpose without express written consent of 545 or the third-party owner of said Materials. Except as provided herein you may not reproduce, republish, post, transmit or distribute any Materials contained on FilmGo.
 
FilmGo Website
These Terms of Service apply to all users of FilmGo, including users who are also contributors of content, information, and other materials or services on FilmGo. FilmGo may contain links to third party websites that are not owned or controlled by 545. 545 has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, 545 will not and cannot censor or edit the content of any third-party site. By using FilmGo, you expressly relieve 545 from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave FilmGo and to read the terms and conditions and privacy policy of each other website that you visit.
 
Website Access
A. 545 hereby grants you permission to use FilmGo as set forth in this Terms of Service, provided that: (i) your use of FilmGo as permitted is solely for your personal, noncommercial use; (ii) you will not copy or distribute any part of FilmGo in any medium without 545 and when applicable any third-party including but not limited Filmmakers and Musician's prior written authorization; (iii) you will not alter or modify any part of FilmGo other than as may be reasonably necessary to use FilmGo for its intended purpose; and (iv) you will otherwise comply with the terms and conditions of these Terms of Service.
 
B. In order to access some features of FilmGo, you will have to create an account. You may never use another's account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure (if a password is given). You must notify 545 immediately of any breach of security or unauthorized use of your account. Although 545 will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of 545 or others due to such unauthorized use.
 
C. You agree not to use or launch any automated system, including without limitation, "robots," "spiders," "offline readers," etc., that accesses FilmGo in a manner that sends more request messages to the FilmGo servers in a given period of time than a human can reasonably produce in the same period by using a convention on-line web browser. Notwithstanding the foregoing, 545 grants the operators of public search engines permission to use spiders to copy materials from the site for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. 545 reserves the right to revoke these exceptions either generally or in specific cases. You agree not to collect or harvest any personally identifiable information, including account names, from FilmGo, nor to use the communication systems provided by FilmGo for any commercial solicitation purposes.
 
Intellectual Property Rights
The content on FilmGo, except all User Submissions (as defined below), including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like ("Content") and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to 545, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content on FilmGo is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. 545 reserves all rights not expressly granted in and to FilmGo and the Content and Materials. You agree to not engage in the use, copying, or distribution of any of the Content and Materials other than as expressly permitted herein, including any use, copying, or distribution of User Submissions of third parties obtained through FilmGo for any commercial purposes. If you download or print a copy of Content or Materials for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of FilmGo or features that prevent or restrict use or copying of any Content or Materials or enforce limitations on use of FilmGo or the Content and Materials therein.
 
User Submissions
A. FilmGo may now or in the future permit the submission of videos or other communications submitted by you and other users ("User Submissions") and the hosting, sharing, and/or publishing of such User Submissions. You understand that whether or not such User Submissions are published, FilmGo does not guarantee any confidentiality with respect to any submissions.
 
B. You shall be solely responsible for your own User Submissions and the consequences of posting or publishing them. In connection with User Submissions, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize 545 and FilmGo to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Submissions to enable inclusion and use of the User Submissions in the manner contemplated by FilmGo and these Terms of Service; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Submission to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Submissions in the manner contemplated by FilmGo and these Terms of Service. For clarity, you retain all of your ownership rights in your User Submissions. However, by submitting the User Submissions to FilmGo, you hereby grant FilmGo and 545 a worldwide, non-exclusive, royalty-free, sub-licenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Submissions in connection with FilmGo and 545's (and its successor's) business, including without limitation for promoting and redistributing part or all of FilmGo (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of FilmGo a non-exclusive license to access your User Submissions through FilmGo, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Submissions as permitted through the functionality of FilmGo and under these Terms of Service. Termination of this agreement must be made via email at producers@FilmGo.net and consists only of removing the content from FilmGo.
 
C. In connection with User Submissions, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant FilmGo all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage FilmGo, 545 or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business: (v) impersonate another person, natural or otherwise. Neither FilmGo nor 545 endorse any User Submission or any opinion, recommendation, or advice expressed therein, and 545 and FilmGo expressly disclaims any and all liability in connection with User Submissions. 545 does not permit copyright infringing activities and infringement of intellectual property rights on FilmGo, and 545 will remove all Content, Material and User Submissions if properly notified that such Content, Materials or User Submission infringes on another's intellectual property rights and such allegation is reasonably substantiated to the satisfaction of 545. 545 reserves the right to remove Content, Materials and User Submissions without prior notice. 545 will also terminate a User's access to FilmGo, if they are determined to be a repeat infringer. A repeat infringer is a User who has been notified of infringing activity more than twice and/or has had a User Submission removed from FilmGo more than twice. 545 also reserves the right to decide whether Content, Materials or a User Submission is appropriate and complies with these Terms of Service for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. 545 may remove such User Submissions and/or terminate a User's access for uploading such material in violation of these Terms of Service at any time, without prior notice and at its sole discretion.
 
D. In particular, if you are a copyright owner or an agent thereof and believe that any User Submission or other Content or Materials infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with complete information as required by the DMCA which can be found at http://www.FilmGo.net/DMCA.
 
E. You understand that when using FilmGo, you may be exposed to User Submissions from a variety of sources, and that 545 is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such User Submissions. You further understand and acknowledge that you may be exposed to User Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against 545 or FilmGo with respect thereto, and agree to indemnify and hold 545 and FilmGo, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the site.
 
Warranty Disclaimer
YOU AGREE THAT YOUR USE OF THE FILMGO SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, 545, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH FILMGO AND YOUR USE THEREOF. 545 MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF FILMGO'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO FILMGO AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF FILMGO, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM FILMGO, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH FILMGO BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONSIN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA FILMGO. 545 DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH FILMGO OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND 545 WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
 
Limitation of Liability
IN NO EVENT SHALL 545, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR MATERIALS, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF FILMGO, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM FILMGO, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH FILMGO BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA FILMGO, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
 
YOU SPECIFICALLY ACKNOWLEDGE THAT 545 SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
 
FilmGo is controlled and offered by 545 from its facilities in the United States of America. 545 makes no representations that FilmGo is appropriate or available for use in other locations. Those who access or use FilmGo from other jurisdictions do so at their own volition and are responsible for compliance with local law.
 
Indemnity
You agree to defend, indemnify and hold harmless 545, its officers, directors, employees, independent contractors and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to FilmGo; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your User Submissions caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of FilmGo.
 
Ability to Accept Terms of Service
You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. In any case, you affirm that you are over the age of 13, FilmGo is not intended for children under 13. If you are under 13 years of age, then please do not use FilmGo - there are lots of other great web sites for you. Talk to your parents about what sites are appropriate for you.
 
Assignment
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by 545 without restriction.
 
General
You agree that: (i) FilmGo shall be deemed solely based in New York; and (ii) FilmGo shall be deemed a passive website that does not give rise to personal jurisdiction over 545, either specific or general, in jurisdictions other than New York. These Terms of Service shall be governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. Any claim or dispute between you and 545 that arises in whole or in part from FilmGo shall be decided exclusively by a court of competent jurisdiction located in Suffolk County, New York. These Terms of Service, together with the Privacy Notice at http://www.FilmGo.net/privacy and any other legal notices published by 545 on FilmGo, shall constitute the entire agreement between you and 545 concerning FilmGo. If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and 545's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. 545 reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of FilmGo following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. YOU AND 545 AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO FILMGO MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
 
Terms of Use last modified: July, 2008