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SUBMISSION AGREEMENT
These are the On-line Content Provision Terms and Conditions of Bound Heat Films and or their Assigns (further BHF). In addition to what is stated herein, BHF Terms and Conditions of Use and Privacy Policy are available in full text at www.boundheat.com apply at all times to your use of the Website and shall be deemed part of these terms and conditions for the purposes of your provision of your Content to BHF. In the event of any inconsistency between this Agreement and the BHF Terms and Conditions of Use and Privacy Policy, this Agreement shall prevail to the extent of the inconsistency.
DEFINITIONS: For the purposes of this Agreement the following words and phrases shall have the following meanings:- "Content": All text, written materials, information, data, software, executable code, images, audio or video material in whatever medium or form provided to BHF by you pursuant to this Agreement; "Derivative Work": Original content based on the Content, such as a translation, musical arrangement, dramatisation, fictionalisation, motion picture version, sound recording, art reproduction, abridgement, condensation or any other form in which the footage may be recast, transformed or adapted; "Intellectual Property Rights": all intellectual property rights wherever in the world arising, whether registered or unregistered (and including any application), including copyright, "Website": the website at www.boundheat.com and any other URL from which BHF decides to display your Content and or materials derived therefrom from time to time.
GRANT OF RIGHTS: In consideration of the terms of this Agreement and by submitting your contribution to us, you agree to grant us free and perpetual, royalty-free, non-exclusive, sub-licensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, play, make available to the public, and exercise all copyright and publicity rights with respect to the Content worldwide and/or to incorporate your Content in other works in any media now known or later developed for the full term of any rights that may exist in your Content. You are free to grant further rights to the Content to other parties on non exclusive bases only, however you hereby confirm and agree that such other grants of rights to others such rights will NOT in any way infringe on BHF rights as granted by you to BHF herein. If you do not want to grant us the rights set out above, please do not submit your contribution to www.boundheat.com.
PAYMENTS: It is at BHF sole discretion to review or to use the content in whole or in part and/or to incorporate the said Content in whole or in part into any Derivative Work created by BHF or its sub licensees. It is also at the sole discretion of BHF to assess the value of the Content if any or any portion thereof . Should BHF in its sole discretion find any tangible value in the Content, then it may offer to the Content provider ( you) one time courtesy fee. The amount of such fee ( if any) is at BHF sole valuation and discretion and it is intended as a courtesy only, NOT as fee for service and/ or to imply a grant of return of any other rights to the Content provider already granted by the Content provider to BHF or to its sub licensees hereinabove.
CONTENT: You shall be responsible for the accuracy and completeness of the Content. BHF has no obligation to you to use the Content or to display the Content on the Website and undertakes no responsibility to review the Content to determine whether the Content may result in any liability to any third party.
INTELLECTUAL PROPERTY RIGHTS: BHF retains all non exclusive Intellectual Property Rights in the Content and/or any Derivative Works, and nothing in this Agreement shall be taken to grant any rights to Content Provider (you) in respect of such Intellectual Property Rights. You hereby irrevocably and unconditionally waive (or has procured the waiver of) all rights in respect of the Content to which you (or any third party) is now or may in the future be entitled pursuant to the Copyright, Designs and Patents and any other moral rights to which you may be entitled under any legislation now existing or in future enacted in any part of the world.
WARRANTIES AND LIMITATION OF LIABILITY: EACH PARTY WARRANTS TO THE OTHER THAT IT HAS FULL POWER AND AUTHORITY TO ENTER INTO AND PERFORM THIS AGREEMENT. YOU WARRANT TO BHF THAT THE CONTENT:-
DOES NOT INFRINGE ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS, OTHER PROPRIETARY RIGHTS OR RIGHTS OF PUBLICITY OR PRIVACY AND THAT IT SHALL OBTAIN AND MAINTAIN ALL INDIVIDUAL AUTHORISATIONS, LICENCES AND CLEARANCES NECESSARY OR ADVISABLE FOR THE DISPLAY, SALE AND SUB-LICENSING OF THE CONTENT;
DOES NOT VIOLATE ANY LAW, STATUTE, ORDINANCE OR REGULATION (INCLUDING THE LAWS AND REGULATIONS GOVERNING EXPORT CONTROL);
IS NOT DEFAMATORY, TRADE LIBELLOUS, UNLAWFULLY THREATENING OR UNLAWFULLY HARASSING;
DOES NOT VIOLATE ANY LAWS REGARDING UNFAIR COMPETITION, ANTI-DISCRIMINATION OR FALSE ADVERTISING;
INDEMNITY. YOU SHALL INDEMNIFY BHF AGAINST ANY AND ALL ACTIONS, CLAIMS, COSTS (INCLUDING LEGAL COSTS), DAMAGES, DEMANDS AND EXPENSES BROUGHT AGAINST, SUFFERED OR INCURRED BY BHF AS A RESULT OF THE DISPLAY OF YOUR CONTENT OR ANY DERIVATIVE WORK BASED ON THE CONTENT ON THE WEBSITE AND ANY BREACH OR NON-OBSERVANCE BY YOU OF ANY OF YOUR AGREEMENTS, UNDERTAKINGS, REPRESENTATIONS OR WARRANTIES SET FORTH IN THIS AGREEMENT.
ASSIGNMENT: BHF may assign, sub-license, sub-contract or transfer any of its rights or obligations this Agreement to, or allow the exercise of its rights under this Agreement by any third party, and you acknowledge that BHF includes BHF, its sub-contractors, successors and assignees.
CO-OPERATION: You agree to afford every co-operation to and compliance with all reasonable requests of BHF or its representative in respect of this Agreement. If you become aware of any actual or suspected unauthorized use or infringement of the Content (including any Intellectual Property Rights or confidential information relating thereto) or any infringement of the Content, you shall promptly notify BHF. BHF shall, at its sole cost and expense, have first option to take such action (including without limitation, bringing a suit against such third party) as may be reasonably required in order to protect fully the Content (including any related Intellectual Property Rights). In such event, you (at BHF's sole cost and expense) shall provide any assistance in the prosecution of such action reasonably requested by BHF, including (if necessary) assigning to BHF and your right to prevent and protect against the unauthorized use or infringement of the rights referred to hereinabove.
CONFIDENTIALITY: Each party shall keep confidential:-
1. the terms of this Agreement; and
2. any and all confidential information that it may acquire in relation to the business or affairs of the other party. Neither party shall use the other's confidential information for any purpose other than to perform its obligations under this Agreement. The obligations on each party under this Condition shall not apply to any information which is publicly available through no act or omission of that party or a party is required to disclose by order of a court of competent jurisdiction or a regulatory body.
MISCELLANEOUS: No failure or delay by either party in exercising any right, power or privilege under this Agreement shall operate as a waiver thereof nor shall any single or partial exercise by either party of any right, power or privilege preclude any further exercise thereof or the exercise of any other rights, powers or privilege. This Agreement constitutes the entire agreement between the parties hereto and no amendment or discharge of this Agreement or of any of its terms shall be valid unless in writing and signed by an authorized signatory of each of the parties hereto. Nothing in this Agreement is intended to or shall be deemed to constitute a partnership between the parties hereto and, save as contained herein, neither party shall have any authority to bind the other in any way. This Agreement is made solely for the benefit of the parties to it and is not intended to benefit, or be enforceable by, any other person.
GOVERNING LAW: This Agreement shall be governed by, and construed in accordance with, the laws of Czech republic. All disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the Courts of Czech republic, to which the parties hereby submit.
USER AGREEMENT
BHF User Agreement
Bound Heat Films (BHF) and its Assigns
Terms Of Use Agreement
July 15, 2006
This page contains our full User Agreement. You may wish to print this page for reference.
Limited use of the Site is offered to you by BHF subject to, and conditioned upon your acceptance of, these Terms of Use. Your use of the Site constitutes your legally binding acceptance of and agreement to these Terms of Use. Under these Terms of Use only, BHF grants you a license to view and use the interactive features of this Site. If you do not agree to these Terms of Use, you are not an authorized user and should discontinue any use of the Site.
BHF reserves the right to change or modify these Terms of Use at any time without notice to you. Please read these Terms of Use
carefully, as you are bound to comply with the provisions herein.
1. OWNERSHIP AND INTELLECTUAL PROPERTY
1.1. Management of Content.
BHF is the management and operator of the site. The Site Content and Site Codes ( as they are understood in the industry ) as they exist on the Site are offered to you by BHF for limited use pursuant to these Terms and Use. Site Content and Site Code (s) may sometimes be collectively referred to herein as the "Materials."
1.2. Copyright.
The Site Content and Site Code are owned by BHF and/or its licensors and content providers and are protected by applicable domestic and international copyright laws.
2. USE OF THE SITE, GENERAL TERMS
2.1 License. BHF grants you a non-exclusive, non-transferrable, limited right and license to access and use this Site, and view and privately display the Site Content by way of one (or more) computers or other authorized devices connected
to the Site via IP networks only, and in strict conformity with these Terms of Use. You may not sublicense, alter, adapt, transmit, publicly perform or display, distribute, customize, modify, add to, delete from, create derivative works based
upon any portion of the Site Content, link or forward any web address to this Site, copy, counterfeit or paste the Site Content to any other website or web page. Any other use or exploitation of this Site, including the Site Content or Site Code, is strictly prohibited. You agree and acknowledge that you shall not acquire any ownership rights by downloading
the Materials from the Site. If you violate any provision of these Terms of Use, your permission to use the Materials automatically terminates and you must immediately destroy any copy you may have of any of the Materials.
2.2 Non-Commercial/Personal Use Limitation.
BHF grants you this license for the limited purpose of personal use, and not for any commercial purpose.
2.3 Not Intended for Minors.
The Site is intended for use by persons over the age of eighteen (18) years of age.
2.4 Nature of Services.
BHF offers its Site services for entertainment purposes only.
2.5 Streaming/Downloading of Site Content.
The Site Content may be available on both, a streaming and download basis, all as determined by BHF in its sole discretion from
time-to-time. The format, availability and price for each piece of Site Content is indicated as such on the Site. Depending upon the geographic location of the user, the equipment that the user is using to access the Site, the bandwidth available to the user
and other factors, certain users may not have access to streaming and/or downloadable Site Content. ALL INFORMATION AND CONTENT ON THE SITE ARE THEREFORE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND as to the availability of the Site Content to all potential users.
2.6 Username/Password.
BHF may issue you (or you may create) a username and/or password for access to certain portions of, or services provided via, the Site. You shall hold and secure any such username or password as strictly confidential. Accordingly, you shall not allow
friends, family, business associates or other persons access to or use of such username or password. You shall not post the username or password on any website nor transmit it through unsecured sites. BHF shall not be responsible whatsoever in the
event that your password is misappropriated by a third party.
2.7 Compliance with these terms.
BHF reserves the right to expel you from or suspend your access to any or all parts of the Site for violating the law or these Terms of Use.
2.8 Objectionable Material.
You understand that through your use of the Site you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as such. You agree to use the Site at your sole risk and that BHF shall have no liability
to you for the type of content that you may access, including without limitation content that you may find offensive, indecent, or objectionable.
2.9 Your Information.
You agree to provide accurate, current, and complete information required to use the Site and at other points as may be required in the course of using the Site.
2.10 Security.
You understand that the content purchased through the Site may be altered with technology and/or rules that protect digital information from access and may limit or restrict your usage of content to certain Usage Rules established by BHF in accordance with these Terms of Use. You agree to comply with such Usage Rules. Usage Rules may be controlled and monitored by BHF for compliance purposes, and BHF reserves the right to enforce the Usage Rules with or without notice to you.
2.11 Delivery And Storage Of Content.
You acknowledge that use of content may require the use of other hardware and software products and that such hardware and software is your responsibility. Once you rent or purchase a copy of content and you receive it, it is your responsibility not to lose, destroy, or damage the content, and BHF shall be without liability to you in the event of any loss, destruction, or damage
3. TERMS RELATING TO FEE BASED CONTENT
Any one or more of the following types of Fee-Based Services may be available: (i) pay-per-view ("PPV") Video Content offerings
(also referred to as "rental" or "Rental") in which you must pay a set price to view that one particular piece of Video Content during a specified time period; (ii) retained downloaded Video Content ("Retained Content" or €œBuy €) in which you must pay a set price to download that one particular piece of Video Content and may view said piece of Video Content an unlimited number of times during an unlimited time period, all as more fully set forth herein;
3.2 Terms relating to Pay-per-View /Rent offerings.
3.2.1 Our pay-per-view (PPV/Rent) offerings are available at price points as set forth on the Site. We reserve the right to change those at any time. At any event, whatever the price, it will always be clearly marked on the launch page for the film and clearly marked when you enter your credit card information.
3.2.2 Currently, each film is available to you for 48 hours, from the time that you start watching the film. We reserve the right to change the time period with respect to future films but will not change the time period with respect to films that you have already paid for. You can watch the film whenever you want, as many times as you want during the authorized time period of 48 hours. After that time, if you want to watch the movie, you will have to pay the PPV/ "Rent" fee again.
4.2 Terms Relating to Retained/ Buy Content.
4.2.1 Our Retained Content (Buy) offerings are available at price, as indicated on the Site. We reserve the right to change those at any time. At any event, whatever the price, it will always be clearly marked on the launch page of the Video Content and clearly marked when you enter your credit card information.
4.2.2 Once you pay the fee for the applicable piece of Retained Content, you will have the right to download that piece of Retained Content to one computer. You will have the right to view that piece of Retained Content an unlimited number of times for an unlimited
period of time. If the piece of Retained Content that you have purchased does not download and play correctly, please contact admin@boundheat.com and we will endeavor to provide you with a working version of that piece of Retained Content or refund your
purchase price. Once you have downloaded a working copy of a piece of Retained Content we will not refund your purchase price or provide another copy of said piece of Retained Content in the event that your computer crashes, your hard drive fails, the file becomes corrupt or in the event that said piece of Retained Content does not play, for whatever reason.
4.3 General Terms Relating to all Fee-Based Services.
4.3.1 In addition to the charges set forth above, you are responsible for all charges associated with connecting to the Site, including without limitation all telephone access lines (including long-distance charges, when applicable), telephone and computer equipment and any service fees necessary to access the Fee-Based Services.
4.3.2 For purposes of identification and billing, you agree to provide BHF with accurate, complete, and updated information required by the site subscription registration to the Fee-Based Services ("Registration Data"), including your legal name, address, email address(es).
4.3.3 You agree to promptly update your Registration Data, following help instructions, in the event of any known or suspected unauthorized use of your subscription, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or credit card information.
4.3.4 You agree not to assign, transfer or sublicense your rights as a customer of the Fee-Based Services.
4.3.5 Use Of Purchased Content. Your exclusive and sole remedy with respect to content for which you have paid but that you are not able to use will be either replacement (for example, make available for re-download) of such content, or refund of the purchase price paid for
such content, which will be at BHF's sole discretion. BHF will not replace content or issue refunds if you have not complied with the system requirements set forth herein.
4.3.6 Terms Relating to Refunds. If you purchase a piece of Fee Based Content and are unable to view your selected film(s), please send an e-mail to admin@boundheat.com. We will work with you to try to solve your problem. If we are unable to do so we will refund your purchase.
5. TERMS RELATING TO OUR ADULT CONTENT:
6.1 If you access any adult or mature content on the Site, you represent and warrant that you (i) are at least 18 years of age (21 years of age in AL, MS, NE, WY, and any other location where the age of majority is greater than 18); (ii) are interested in accessing and viewing sexually oriented content; (iii) will not expose the content to a minor or any person who may find the content offensive; (iv) are familiar with the standards in your community regarding sexually oriented materials; (v) believe that the content on this site appeals
to the healthy and normal human interests and standards in your community; and (v) understand and accept that you may be exposed to visual
images and sounds that graphically depict nudity and sexual activity, or are otherwise sexual and erotic in nature.
6.2 18 U.S.C. Section 2257 Compliance Notice - This Section is located at BHF main site.
6. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY
1. BHF as the management and operator of this site and the Proprietor of this site is not responsible or liable for any infections or contamination of your system or
delays, inaccuracies, errors, or omissions arising out of your use of this Site or with respect to the Materials contained on this Site.
2. THE SITE CONTENT IS NOT GUARANTEED TO BE ACCURATE, TIMELY OR VERIFIED. THE SITE AND THE SITE CONTENT ARE DISTRIBUTED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITE AND THE ACCURACY OR COMPLETENESS OF THE CONTENT OR DATA MADE AVAILABLE VIA THE SITE IS ASSUMED SOLELY BY YOU
3. BHF SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SITE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
4. In addition to any other rights of the parties set forth herein, BHF may cancel or terminate this Agreement at any time in accordance with the help instructions.
5. You hereby agree to indemnify, defend and hold harmless BHF and its Affiliates from and against any and all liability and costs incurred by BHF or the Affiliates in connection with any claim arising out of any breach or alleged breach of any of your obligations
set forth herein. You shall cooperate as fully as reasonably required in the defense of any claim. BHF reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any
event settle any matter without the written consent of BHF.
6. Nothing contained in these Terms of Use shall be construed to constitute you and BHF as partners or joint venturers or to constitute employment or any type of agency
7. You agree that your use of the Site constitutes your acceptance of and agreement to use such content solely in accordance with the Usage Rules and the other terms and conditions of these Terms of Use and that any other use of the content may constitute a copyright
infringement of the rights of the content owners and/or of BHF. The Usage Rules shall govern your rights with respect to the content, in addition to any other rights or remedies that the content owners may have against you. BHF reserves the right to modify the Usage Rules
at any time in its sole discretion.
Thank you.
BHF
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