812 590 2620

Terms & Conditions Agreement

RED INK INC © INDIANA

limited liability company (the “Company”), welcomes you to the Rustic Frog Virtual Club (the “Website”). It is important to the Company that you and other visitors have the best possible experience while using the Website, and that, when you use the Website, you understand your legal rights and obligations. Please read this agreement, which governs your use of the Website, including any content, functionality, and services offered on or through the Website. Your access to the Website is on the condition that you agree to this agreement. Please pay special attention to the following sections: (1) disclaimer of warranties (section 20); (2) limit on liability and exclusion of damages (sections 21 and 22); (3) place for resolving disputes (section 25.2); (4) mandatory mediation and arbitration (sections 26.3 and 26.1); (5) class action waiver (section 26.5); and (6) limitation on time to file disputes (section 26.6). By accessing the Website, including registering for an account, you agree to this agreement. If you do not want to agree to this agreement, you must not access the Website.

Section 230(d) Notice: In accordance with 47 U.S.C. § 230(d), you are notified that parental control protections (including computer hardware, software, or filtering services) are commercially available that may help in limiting access to material that is harmful to minors. You may find information about providers of these protections on the Internet by searching “parental control protection” or similar terms. If minors have access to your computer, please restrain their access to sexually explicit material by using any of the following products, which the Company provides for informational purposes only and does not endorse: CYBERsitter™ | Net Nanny® | CyberPatrol | ASACP.

No Minors. The Website contains adult oriented content and is not intended for minors. Only adults (1) who are at least 18-years old and (2) who have reached the age of majority where they live may access the Website. The Company forbids all persons who do not meet these age requirements from accessing the Website.

No Child Pornography. The Company prohibits pornographic content involving minors. The Company only allows visual media of consenting adults for consenting adults on the Website. If you see any visual media, real or simulated, depicting minors engaged in sexual activity within the Website, please promptly report this to the Company at Webmaster@rusticfrog.com. Please include with your report all appropriate evidence, including the date and time of identification. The Company will promptly investigate all reports and take appropriate action. The Company fully cooperates with any law-enforcement agency investigating child pornography.

  1. Introduction
    1. The Website provides access to content posted by performers that is adult-oriented in nature. By accessing the Website, you may see graphic depictions, nudity, adult language, and descriptions of explicit sexual activity, including heterosexual, bisexual, homosexual, and transsexual situations of a sexual nature.
    2. This agreement applies to all users of the Website. By accessing any part of the Website, you agree to this agreement. If you do not want to agree to this agreement, you must leave the Website. If you breach this agreement, the Company may revoke your license to access the Website, block your access, and cancel your account.
    3. The Company may change this agreement on one or more occasions by updating this webpage. The top of the agreement will tell you when the Company last updated it. Changes will take effect on the “last updated” date stated on the top of this webpage. Changes will not operate retroactively. The Company will try to notify you when it changes this agreement if it can do so in a reasonable manner. But you should frequently check this webpage to make sure that you are operating under the most current version of the agreement. The Company will consider your continued use of the Website after it posts the changes as your acceptance of the changes even if you do not read them. If you do not agree to the changes, your sole remedy is to stop accessing the Website.
    4. If you have any questions about this agreement or any questions or comments about the Website, please email the Company at Webmaster@rusticfrog.com .
  2. Eligibility Requirements
    1. Only adults (1) who are at least 18-years old and (2) who have reached the age of majority where they live may access the Website. If you do not meet these age requirements, you must not access the Website and must leave now.
    2. By accessing the Website, you state that the following facts are accurate:
      1. You are at least 18-years old, have reached the age of majority where you live, and you have the legal capacity to enter into tahis agreement;
      2. All information you provide to the Company is accurate, and you will promptly update this information when necessary to make sure that it remains accurate;
      3. You own the credit card you pay with and authorize the Company (or its authorized payment processing agent) to charge your credit card for the content you purchase;
      4. You are aware of the adult nature of the content available on the Website, and you are not offended by content of this nature;
      5. You are familiar with your jurisdiction’s laws affecting your right to access adult oriented materials;
      6. You have the legal right to access adult oriented materials, and the Company has the legal right to transmit them to you;
      7. You are voluntarily requesting adult oriented materials for your own private enjoyment;
      8. You will not share these materials with a minor or otherwise make them available to a minor; and
      9. By logging on, you will have released and discharged the providers, owners, and creators of the Website from all liability that may arise.
  3. License
    1. License Grant The Company hereby grants you a nonexclusive, nontransferable, nonsublicensable license to access the Website and its content for your personal and noncommercial use in accordance with this agreement. By “access,” the Company means visit the Website, use its services, and view or download its content. “Content” includes the text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features, and other materials found on the Website.
    2. License Restrictions
      1. The license granted in section 3.1 does not include any of the following:
        1. resale or commercial use of the Website;
        2. distribution, public performance, or public display of the Website or the content;
        3. changing or otherwise making any derivative uses of the Website and the content, or any part of the Website or the content, unless the Company specifically authorizes change or derivative use in a separate written agreement with you;
        4. use of any data mining, robots, or similar gathering or extraction methods;
        5. downloading (other than web page caching) any part of the Website or the content except as permitted on the Website; or
        6. any other use of the Website or the content other than for its intended purpose.
      2. Your license to access the Website does not transfer ownership of or title to a copy of any content that you view or print, and the Company only authorizes you to use your copy in accordance with this agreement. If you download or print a copy of the content for your personal use, you must retain all copyright and other proprietary notices embedded in the content. Any use of the Website or the content except as authorized by this agreement will terminate the license granted here. Unauthorized use of the Website or the content may also violate intellectual property laws or other laws. Unless stated here, nothing in this agreement should be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. The Company may revoke this license at any time.
  4. Intellectual Property Rights
    1. Ownership of Website
      1. The Company owns or has a license to use:
        1. the Website, including its past, present, and future versions;
        2. all web pages found within the Website;
        3. all the material and information on the Website;
        4. all graphics, text, images, audio, videos, designs, compilation, advertising copy, articles, user interfaces, artwork, any computer applications, any copyrightable material (including source and object code), and all other materials, including the design, structure, “look and feel,” and arrangement of the content contained on the Website; and
        5. all trade names, trademarks, service marks, logos, domain names, and other distinctive brand elements, regardless of registration, contained on the Website.
        6. Intellectual property laws, including copyright, patent, service mark, trademark, trade dress, trade secret, international treatises, and various other intellectual property and unfair competition laws protect the Website and its content. In using the Website or the content, you will comply with all governing intellectual property laws, and any specific notices contained on the Website.
      2. Your license to access the Website does not transfer ownership of or title to a copy of any content that you view or print, and the Company only authorizes you to use your copy in accordance with this agreement. If you download or print a copy of the content for your personal use, you must retain all copyright and other proprietary notices embedded in the content. Any use of the Website or the content except as authorized by this agreement will terminate the license granted here. Unauthorized use of the Website or the content may also violate intellectual property laws or other laws. Unless stated here, nothing in this agreement should be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. The Company may revoke this license at any time.
    2. Trademarks
      1. The Company’s name, logos, domain names, and the term The Rustic Frog are the trademarks of the Company, and must not be copied, imitated, or used, in whole or in part, without the Company’s advance written permission. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and trade dress of the Company, and must not be copied, imitated, or use, in whole or in part, without the Company’s advance written permission.
      2. Other names of actual companies, products, or services mentioned on the Website may be the trademarks of their respective owners and reference to them does not suggest sponsorship, endorsement, or association by or with the Company, or that those owners endorse or have any affiliation with the Website. Nothing contained on the Website should be construed as granting, by implication or otherwise, any license or right to use any marks displayed on the Website, meta tags, or any other “hidden text” using marks that belong to the Company and its licencors, without advanced written permission from the Company or the third party who may own the mark.
  5. Your Account
    1. Account Creation You must complete the registration process by providing the Company with accurate information as prompted by the applicable registration form. You also will choose a password and a username.
    2. Responsibility for Account You are responsible for maintaining the confidentiality of your password and account. Further, you are responsible for all activities that occur under your account. You will promptly notify the Company of any unauthorized use of your account or any other breach of security.
    3. Liability for Account Misuse The Company will not be liable for any loss that may incur as a result of someone else using your password or account, either with or without your knowledge. You could be held liable for losses incurred by the Company or another person due to someone else using your account or password.
    4. Use of Other Accounts You will not use anyone else’s account at any time.
    5. Account Security The Company cares about the integrity and security of your personal information. But the Company cannot guarantee that unauthorized third parties will never be able to defeat the Website’s security measures or use any personal information you provide to the Company for improper purposes. You acknowledge that you provide your personal information at your own risk.
  6. Paid Services
    1. Payment The Company accepts payment via the current payment method indicated before the purchase. You must have a valid accepted form of payment on file in order to purchase paid services or participate in free trial offers or other free offers related to the paid services. You must abide by any relevant terms of service or other legal agreement, whether with the Company or a third party, that governs your use of a given payment processing method. Prices for any paid service may change at any time, and the Company does not provide price protection or refunds in the event of a price reduction or promotional offering. You will pay for any paid service that you order. The Company will charge your credit card or other form of payment for the price listed on the relevant paid service offer, along with any additional amounts relating to applicable taxes, bank fees, and currency fluctuations. If you purchase any automatically renewing subscriptions, you hereby authorize the Company to charge the payment method on file on the first day of each billing period for the relevant subscription, and if the payment method on file becomes invalid due to an expired credit card or other similar reason and the Company is unable to charge you on the next billing period, the Company may immediately revoke your access to any paid service you have ordered until you update your payment method. If you fail to update your payment method within a reasonable amount of time, the Company may cancel your subscription.
    2. TaxesIf the Company is required to collect or pay any taxes in connection with your purchase of a paid service, those taxes will be charged to you at the time of each purchase transaction. Additionally, if required by law, you are responsible for reporting and paying certain taxes in connection with your purchase and use of a paid service. These taxes may include duties, customs fees, or other taxes (other than income tax), along with any related penalties or interest, as applicable to your purchase or country of purchase.
    3. No Refunds Payments are nonrefundable and there are no refunds or credits for partially used periods. But the Company may approve a refund in the form of a credit on request if exceptional circumstances exist. The amount and form of a refund, and the decision to provide it, is at the Company’s sole discretion. The provision of a refund in one instance does not entitle you to a refund in the future for similar instances; nor does it obligate the Company to provide refunds in the future, under any circumstance.
    4. Subscription Cancellations If you purchase a subscription to a paid service that automatically renews, you may cancel the subscription any time before the end of the current billing period and the cancellation will take effect on the next billing period. You will retain access to the paid service from the time you cancel until the start of the next billing period, and will not receive a refund or credit for any remaining days in your current billing period. To cancel a subscription, login to https://www.rusticfrog.com/ and cancel the subscription from your dashboard or contact the payment processor that you subscribed through.
    5. Free Trials The Company may offer free trials to new paid service subscriptions. If you purchase a subscription to a paid service that includes a free trial, you will receive free access to that paid service for the duration of the free trial period. At the end of the applicable free trial period, you will be charged the price of the subscription and will continue to be charged until you cancel your subscription. To avoid any charges, you must cancel before the end of the free trial period.
    6. Billing Disputes If you believe that the Company has charged you in error, you must notify the Company in writing no later than 30 days after you receive the billing statement in which the error first appeared. If you fail to notify the Company in writing of a dispute within this 30-day period, you waive any disputed charges. You must submit any billing disputes by email to Webmaster@rusticfrog.com  and include a detailed statement describing the nature and amount of the disputed charges. The Company will correct any mistakes in a bill and add or credit them against your future payments.
  7. User Conduct
    1. You are solely responsible for all acts and omissions that occur because of your use of the Website. You must comply with all laws that apply to your access to the Website and its content, including laws relating to the Internet, data, email, privacy, or the sending of technical data exported from the United States or the country where you live.
    2. You must not engage in any of the following prohibited activities:
      1. recording or rebroadcasting any content or live performance;
      2. copying, distributing, or disclosing any part of the Website in any medium, including by any automated or non-automated “scraping;”
      3. using any automated system, including “robots,” “spiders,” “offline readers,” etc., to access the Website;
      4. transmitting spam, chain letters, or other unsolicited email;
      5. attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Website;
      6. taking any action that imposes, or may impose at the Company’s sole discretion an unreasonable or disproportionately large load on the Website infrastructure;
      7. uploading invalid data, viruses, worms, or other software agents through the Website;
      8. collecting or harvesting any personally identifiable information, including account names, from the Website;
      9. using the Website for any commercial solicitation purposes;
      10. impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity;
      11. interfering with the proper working of the Website;
      12. accessing any content on the Website through any technology or means other than those provided or authorized by the Website; or
      13. bypassing the security measures that the Company may use to prevent or restrict access to the Website, including features that prevent or restrict use or copying of any content or enforce limitations on use of the Website or the content located on it.
  8. Use of Communication Services
    1. The Website may contain forums, bulletin board services, chat areas, message boards, communities, or other message or communication facilities designed to allow you to communicate with performers and other users (collectively, “communication services”). You will use the communication services only to post, send, and receive messages and content that are proper and related to the particular communication service.
    2. Among other actions, when using a communication service, you will not post, send, submit, publish, or transmit in connection with the Website any material that:
      1. you do not have the right to post, including proprietary material of any third party, such as files containing software or other material protected by intellectual property laws (or by rights of privacy or publicity);
      2. advocates illegal activity or discusses and intent to commit an illegal act;
      3. is vulgar, obscene, offensive, or indecent;
      4. does not pertain directly to the Website;
      5. threatens or abuses others, libels, defames, invades privacy, stalks, is obscene, racist, abusive, harassing, threatening, or offensive;
      6. seeks to exploit or harm children by exposing them to inappropriate content, asking for personally identifiable details, or otherwise;
      7. falsifies or deletes any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is permissibly uploaded;
      8. advertises any commercial endeavor (e.g., offering for sale products or services) or otherwise engages in any commercial activity (e.g., conducting raffles or contests, displaying sponsorship banners, or soliciting goods or services) except as may be specifically authorized on the Website;
      9. solicits funds, advertisers, or sponsors;
      10. disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, or otherwise act in a way that affects the ability of other people to engage in real time activities via the Website;
      11. amounts to a “pyramid” or other like scheme, including contests, chain letters, and surveys;
      12. encourages or incites violence;
      13. requests or discusses child pornography;
      14. discusses sexual feelings directed toward children, the exploitation of children, age-play, rape, incest, or bestiality;
      15. solicits or discusses—directly or indirectly—prostitution or the exchange of sex for money or any other form of consideration;
      16. requests or discloses private or personal information about any person;
      17. constitutes antisocial, disruptive, or destructive behavior, including “bombing,” “flaming,” “spamming,” “flooding,” “trolling,” and “griefing” as those terms are commonly understood and used on the Internet;
      18. disobeys any policy or regulations including any code of conduct or other guidelines, established on one or more occasions regarding use of the Website or any networks connected to the Website; or
      19. contains hyperlinks to other websites that contain content that falls within the descriptions set out above.
    3. The Company does not control or endorse the content, messages, or information found in any communication service, and the Company will not be liable for the communication services and any actions resulting from your participation in any communication service. Performers are not authorized Company spokespersons, and their views do not necessarily reflect those of the Company.
  9. Monitoring and Enforcement
    1. The Company may do any of the following:
      1. Remove or refuse to post any material for any reason or no reason in the Company’s sole discretion;
      2. Take any action with respect to any material that the Company considers necessary or appropriate in its sole discretion, including if the Company believes that the material breaches this agreement, infringes any intellectual-property right of any person, threatens the personal safety of users of the Website or the public, or could create liability for the Company;
      3. Disclose your identity or other information about you to any person who claims that material posted by you violates their rights, including their intellectual-property rights or their right to privacy;
      4. Take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Website; or
      5. Terminate or suspend your access to all or part of the Website for any reason, including breach of this agreement.
    2. The Company will fully cooperate with any law enforcement authorities or court order requesting or directing the Company to disclose the identity of or other information about anyone posting any materials on or through the Website. You hereby waive any claims you might have against the Company—including its affiliates, licensees, and service providers—resulting from any action taken by the Company during or because of the Company’s investigations and from any actions taken as a consequence of investigations by either the Company or law enforcement authorities.
    3. The Company cannot and does not review all material before it is posted on the Website, and cannot ensure prompt removal of objectionable material after it has been posted. You remain solely responsible for the content of your submissions. The Company will not be liable for any action or inaction regarding submissions, transmissions, communications, or content provided by any user or third party. The Company will not be liable to anyone for performance or nonperformance of the activities described in this section 9. But if you know of any material posted that breaches this agreement, please contact the Company at Webmaster@rusticfrog.com. Please provide as much detail as possible, including a copy of the objectionable material or the location where the Company may find it, the reason the Company should remove it, and a statement certifying the accuracy of the information you provided to the Company.
  10. Links
  11. Third-Party Content
  12. Reliance on Information Posted
    1. The Company makes the information presented on or through the Website available for general information purposes only. The Company is not making any warranty about the accuracy or usefulness of this information. Any reliance you place on this information is strictly at your own risk. The Company will not be liable for any reliance placed on these materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.
    2. The Website includes content provided by third parties, including materials provided by other users, third-party licencors, syndicators, or aggregators. All statements or opinions expressed in these materials, and all responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person providing these materials. These materials do not reflect the opinion of the Company. The Company will not be liable to you or any other person for the content or accuracy of any materials provided by any third parties.
  13. No Endorsement
    1. The Company operates the Website as a neutral host, and the Company does not regularly monitor, regulate, or police the use of the Website by any of its participants. The participation in the Website by a visitor, user, performer, or other third party (collectively, the “participants”) does not constitute an endorsement by the Company of that participant. The Company is not responsible for the acts, omissions, agreements, promises, content, products, or other services, comments, opinions, advice, statements, offers, or information of any participant.
    2. Participants are independent parties and the Company does not, and will not, have any responsibility or liability for the acts, omissions, agreements, promises, comments, opinions, advice, statements, or offers of any participant.
  14. Privacy
  15. Copyright Policy
    1. The Company respects the intellectual property rights of others and expect users of the Website to do the same. The Company will respond to notices of alleged copyright infringement that comply with law and are properly provided to the Company. If you believe that your content has been copied in a way that constitutes copyright infringement, please provide the Company’s copyright agent with the following information in accordance with the Digital Millennium Copyright Act (DMCA):
      1. a physical or electronic signature of the copyright owner or a person authorized to act on their behalf;
      2. identification of the copyrighted work claimed to have been infringed;
      3. identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the Company to locate the material;
      4. your contact information, including your address, telephone number, and an email address;
      5. a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
      6. a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
    2. It is the Company’s policy to terminate the user accounts of repeat infringers.
  16. Promotions
  17. Termination
    1. Termination on Notice
    2. Termination by the Company
    3. Effect of Termination
    4. Survival of Provisions
  18. Changes to the Website; Availability
    1. Although the Company may update the content on the Website on one or more occasions, the content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and the Company is not required to update that material. If you believe you have found errors or omissions on the Website, you can bring them to the Company’s attention by contacting it at Webmaster@rusticfrog.com .
    2. While the Company will try to make sure that the Website is always available, it does not guarantee continuous, uninterrupted, or secure access to the Website. Many factors or circumstances outside of the Company’s control may interfere with or adversely affect its operation of the Website.
  19. Compliance with Law
  20. Acknowledgements and Disclaimers
    1. You acknowledge that the Company cannot and does not state that files available for downloading from the Internet or the Website will be free from loss, corruption, attack, viruses or other destructive code, interference, hacking, or other security intrusions. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for antivirus protection and accuracy of data input and output, and for keeping a means external to the Website for any reconstruction of any lost data. The Company will not be liable for any loss or damage caused by a distributed denial-of-service (DDoS) attack, viruses, or other technologically harmful material that might infect your computer equipment, computer programs, data, or other proprietary material due to your use of the Website or any services or items obtained through the Website or to your downloading of any material posted on the Website, or on any website linked to the Website.
    2. You acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, or objectionably, and you hereby waive any legal or equitable rights or remedies you have or may have against the Company with respect to this content.
    3. The Company will use reasonable efforts to protect information submitted by you in connection with the Website, but you acknowledge that your submission of this information is at your sole risk, and the Company will not be liable to you for any loss relating to that information.
    4. Your use of the Website, its content, and any services or items obtained through the Website is at your own risk. The Company provides the Website, its content, and any services or items obtained through the Website “as is,” “with all faults,” and “as available,” without making any warranty, either express or implied. The Company is not making any warranty (1) that the Website, its content, or any services or items obtained through the Website will be accurate, reliable, error-free, or uninterrupted; (2) that defects will be corrected; (3) that the Website or the server that makes it available are free of viruses or other harmful components; or (4) that the Website or any services or items obtained through the Website will otherwise meet your needs or expectations.
    5. The Company is not making any warranty, whether express, implied, statutory, or otherwise, including warranty of merchantability, title, noninfringement, privacy, security, and fitness for particular purpose. No advice or information, whether oral or written, obtained from the Company, the Website, or elsewhere will create any warranty not expressly stated in this agreement.
  21. Limit on Liability; Release
    1. The Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors will not be liable to you for any of the following:
      1. Errors, mistakes, or inaccuracies of content;
      2. Personal injury or property damage resulting from your access to and use of the Website or its content;
      3. Content or conduct that is infringing, inaccurate, obscene, indecent, offensive, threatening, harassing, defamatory, libelous, abusive, invasive of privacy, or illegal;
      4. Unauthorized access to or use of the Company’s servers and any personal or financial information stored in them, including unauthorized access or changes to your account, submissions, transmissions, or data;
      5. Interruption or cessation of transmission to or from the Website;
      6. Bugs, viruses, Trojan horses, malware, ransomware, or other disabling code that may be transmitted to or through the Website by any person or that might infect your computer or affect your access to or use of the Website, your other services, hardware, or software;
      7. Incompatibility between the Website and your other services, hardware, or software;
      8. Delays or failures you might experience in starting, conducting, or completing any transmissions to or transactions with the Website; or
      9. Loss or damage incurred because of the use of any content posted, emailed, sent, or otherwise made available through the Website.
    2. You hereby release the Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors from all liability arising out of user submissions or the conduct of other users or third parties, including disputes between you and one or more other users or third parties.
  22. Exclusion of Damages; Exclusive Remedy
    1. Unless caused by gross negligence or intentional misconduct, the Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors will not be liable to you for any direct, indirect, special (including so-called consequential damages), statutory, punitive, or exemplary damages arising out of or relating to your access or your inability to access the Website or the content. This exclusion applies regardless of theory of liability and even if you told the Company about the possibility of these damages or the Company knew or should have known about the possibility of these damages.
    2. The Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors also will not be liable to you for any damages for (1) personal injury, (2) pain and suffering, (3) emotional distress, (4) loss of revenue, (5) loss of profits, (6) loss of business or anticipated savings, (7) loss of use, (8) loss of goodwill, (9) loss of data, (10) loss of privacy, or (11) computer failure related to your access of or your inability to access the Website or the content. This exclusion applies regardless of theory of liability and even if you told the Company about the possibility of these damages or the Company knew or should have known about the possibility of these damages.
    3. If you are dissatisfied with the Website or have any other complaint, your exclusive remedy is to stop using the Website. The maximum liability of the Company and its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors to you for any claim will not exceed the greater of $100 or the amount you have paid to the Company for the applicable purchase out of which liability arose even if the remedy fails of its essential purpose.
  23. Scope of Disclaimers, Exclusions, and Limits
  24. Indemnification
    1. In General
      1. your access of the Website;
      2. your conduct on the Website, including your submissions to the Website;
      3. your breach of this agreement;
      4. your actual or alleged violation of rights of any person, including intellectual property and privacy rights;
      5. your actual or alleged violation of any law;
      6. your actual or alleged negligent, fraudulent, or intentional conduct; or
      7. your actual or alleged criminal conduct.
    2. Definitions
      1. “Loss” means an amount that the Indemnified Parties are legally responsible for or pay in any form. Amounts include, for example, a judgment, a settlement, a fine, damages, injunctive relief, staff compensation, a decrease in property value, and expenses for defending against a claim for a loss (including fees for legal counsel, expert witnesses, and other advisers). A loss can be tangible or intangible; can arise from bodily injury, property damage, or other causes; can be based on tort, breach of contract, or any other theory of recovery; and includes incidental, direct, and consequential damages.
      2. A loss is “caused by” an event if the loss would not have happened without the event, even if the event is not a proximate cause of the loss.
    3. Indemnified Parties’ Duty to Notify You
    4. Legal Defense of a Claim
    5. No Exclusivity
  25. Governing Law; Place for Resolving Disputes
    1. The laws of the state of California—without giving effect to any conflicts of law principles—govern all matters arising out of or relating to the Website or this agreement. The predominant purpose of this agreement is providing services and licensing access to intellectual property and not a “sale of goods.” This agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
    2. Except for disputes subject to arbitration, all disputes arising out of or relating to the Website or this agreement will be subject to the exclusive jurisdiction and venue of the United States District Court for the Central District of California or any state court in Los Angeles County, California. Each party hereby submits to the personal jurisdiction of the United States District Court for the Central District of California and state courts in Los Angeles County, California to resolve all disputes not subject to arbitration. Each party hereby waives any right to seek another forum or venue because of improper or inconvenient forum.
    3. For purposes of this section 25, the Website will be deemed solely based in the state of California and will be deemed a passive website that does not give rise to personal jurisdiction over the Company, either specific or general, in any other jurisdiction.
  26. Dispute Resolution
    1. In General
    2. Litigation Election
    3. Mediation
    4. Arbitration
      1. Procedure If the parties cannot settle a dispute through mediation, the parties will settle any unresolved dispute arising out of or relating to the Website or this agreement by arbitration administered by CPR in accordance with its Rules for Administered Arbitration. A single arbitrator will preside over the arbitration. The arbitrator, and not any federal, state, or local court or agency, will have exclusive authority to resolve all disputes arising out of or relating to the interpretation, enforceability, or formation of this agreement, including any claim that all or any part of this agreement is void or voidable.
      2. Location Unless the parties agree otherwise, the arbitration will take place in Los Angeles County, California.
      3. Fees Each party will be responsible for paying any filing, administrative, and arbitrator fees associated with the arbitration.
      4. Award The arbitrator may grant whatever relief that would be available in a court at law or in equity, except that the arbitrator must not award punitive or exemplary damages, or damages otherwise limited or excluded in this agreement. In accordance with section 26.3, the arbitrator’s award will include costs of arbitration, reasonable legal fees, and reasonable costs for expert and other witnesses. The arbitrator’s award will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
      5. Confidentiality Unless required by law, neither a party nor an arbitrator will disclose the existence, content, or results of any arbitration under this agreement without the advance written consent of both parties.
    5. Right to Injunctive Relief
    6. Recovery of Expenses
      1. In any proceedings between the parties arising out of this agreement or relating to the subject matter of this agreement, the prevailing party will be entitled to recover from the other party, besides any other relief awarded, all expenses that the prevailing party incurs in those proceedings, including legal fees and expenses.
      2. For purposes of section 26.3(a), “prevailing party” means, for any proceeding, the party in whose favor an award is rendered, except that if in those proceedings the award finds in favor of one party on one or more claims or counterclaims and in favor of the other party on one or more other claims or counterclaims, neither party will be the prevailing party. If any proceedings are voluntarily dismissed or are dismissed as part of settlement of that dispute, neither party will be the prevailing party in those proceedings.
    7. Jury Trial Waiver
    8. Class Action Waiver
    9. Limitation on Time to Bring Claims
  27. General
    1. Entire Agreement
    2. Copy of this Agreement
    3. Changes
    4. Assignment and Delegation
    5. No Waivers
    6. Sever-ability
      1. that if any provision of this agreement is held to be unenforceable, then that provision will be modified to the minimum extent necessary to make it enforceable, unless that modification is not permitted by law, in which case that provision will be disregarded;
      2. that if modifying or disregarding the unenforceable provision would result in failure of an essential purpose of this agreement, the entire agreement will be held unenforceable;
      3. that if an unenforceable provision is modified or disregarded in accordance with this section 27.6, then the rest of the agreement will remain in effect as written; and
      4. that any unenforceable provision will remain as written in any circumstances other than those in which the provision is held to be unenforceable.
    7. Notices
      1. Sending Notice to the Company
      2. Sending Notice to You—Electronic Notice
    8. Force Majeure
      1. Acts of God, including fire, flood, earthquakes, hurricanes, tropical storms, or other natural disasters;
      2. War, riot, arson, embargoes, acts of civil or military authority, or terrorism;
      3. Fiber cuts;
      4. Strikes, or shortages in transportation, facilities, fuel, energy, labor, or materials;
      5. Failure of the telecommunications or information services infrastructure; and
      6. Hacking, SPAM, or any failure of a computer, server, network, or software.
    9. No Third-Party Beneficiaries
    10. Relationship of the Parties
    11. Successors and Assigns
    12. Communication Preferences
    13. Electronic Communications Not Private
    14. Electronic Signatures
    15. Consumer Rights Information—California Residents Only
    16. Complaints—California Residents
    17. Feedback
    18. English language
    19. Your Comments and Concerns
    20. Usages
      1. Actions permitted under this agreement may be taken at any time and on one or more occasions in the actor’s sole discretion.
      2. References to a statute will refer to the statute and any successor statute, and to all regulations promulgated under or implementing the statute or successor, as in effect at the relevant time.
      3. References to numbered sections in this agreement also refer to all included sections. For example, references to section 6 also refer to 6.1, 6.1(a), etc.
      4. References to a governmental or quasi-governmental agency, authority, or instrumentality will also refer to a regulatory body that succeeds to the functions of the agency, authority, or instrumentality.
      5. “A or B” means “A or B or both.” “A, B, or C” means “one or more of A, B, and C.” The same construction applies to longer strings.
      6. “Including” means “including, but not limited to.”