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Site Use Terms & Conditions

Home Video Licensing Terms of Use

Last Updated: December 11, 2012

Welcome!  You have arrived at our website operated at the address www.homevideolicensing.com (the “HVL Website”), however accessed and/or used, whether via personal computers, mobile devices or otherwise).  The HVL Website is owned and operated by Cara Communications, Inc. (“Cara,” “we,” “our,” or “us”).    These Terms of Use (“Terms”) govern your use of the HVL Website and, if applicable, the technology platform incorporated in the HVL Website, and any third party technology used by Cara in connection with the HVL Website (the “Platform”).  These Terms also apply to your use of interactive features or downloads that:  (i) we own or control; (ii) are available through the HVL Website; or (iii) interact with the HVL Website and post these Terms. 

In some instances, both these Terms and any separate terms of service, guidelines or rules document setting forth additional conditions may apply to a service or product offered via the Sites (“Additional Terms”).  The Additional Terms are incorporated by reference into these Terms.  To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise.  You consent to the collection and use of your data in accordance with the Sites’ Privacy Policy.

You must be at least 18 years of age or the legal age of majority in your jurisdiction of residence to use the HVL Website, including registration and licensing any of our content.

By accessing the HVL Website, the Platform, or logging into your account and utilizing the HVL Website or Platform, including the viewing, licensing or downloading of any Content, you enter into an express agreement with us, which includes your agreement to these Terms.

Encompassed in this express agreement, you agree you have read and agreed to all of the Terms contained herein and in our Privacy Policy. In order to access and utilize the HVL Website, you need our permission, and we reserve the right to deny access and utilization of the HVL Website at our sole discretion. We reserve the right to deactivate or otherwise cancel or block your account at our sole discretion.

IF YOU DO NOT AGREE TO THE BOUND BY ALL THESE TERMS, DO NOT USE THIS HVL WEBSITE.

Table of Contents

1. Account Information

2. Competence to Accept Terms of Use

3. Ownership of the Website

4. Use of the Website

5. Downloading of Content

6. Syndication of Content

7. Disclaimer and Limitation of Liability

8. Privacy Policy

9. Your Warranties

10. Indemnity

11. Promotions

12. Third Party Links and Content

13. Linking Policy

14. Mobile

15. No Unlawful or Prohibited Use

16. Licensing Restrictions

17. Notice and Procedure for Making Claims of Copyright Infringement

18. Termination and Modification

19. Location of Sites and Territorial Restrictions

20. Binding Arbitration and Class Action Waiver for U.S. Residents

21. Updates to Terms

22. Miscellaneous

23. Contact Information

1. Account Information (top)

Certain areas of the HVL Website may require registration or may otherwise ask you to provide information to participate in certain features, such as to be able to license any of our Content.  The decision to provide this information is purely optional; however, if you elect not to provide such information, you may not be able to access certain Content or participate in certain features of the HVL Website.  When you provide information to the HVL Website,  you agree to:(i) provide true, accurate, current and complete information about yourself and/or your company as prompted by the HVL Website’s registration form (such information being the “Account Data”); and (ii) maintain and promptly update the Account Data to keep it true, accurate, current and complete. You shall receive a password and user name upon completing the registration process. You are responsible for maintaining the confidentiality of the password and user name, and are fully responsible for all activities that occur under your password or user name. You further agree to: (i) immediately notify us of any unauthorized use of your password or user name or any other breach of security; (ii) ensure that you exit from your account at the end of each session; and (iii) defend, indemnify and hold harmless Cara, its licensors, suppliers, officers, directors, employees, and agents from any loss or damage arising from unauthorized use of your password or user name.

If you register on the HVL Website and/or create a user account, you agree to accept responsibility for all activities that occur under your account or password, if any, and you agree you will not sell, transfer or assign your membership or any membership rights.  You are responsible for maintaining the confidentiality of your password, if any, and for restricting access to your computer (or other Internet access device, as applicable) so that others may not access the password protected portion of the HVL Website using your name in whole or in part.  We reserve the right to terminate your account or otherwise deny you access in our sole discretion without notice and without liability.

These terms of use constitute a legal agreement between You and Cara. If you are using the HVL Website and/or the Platform on behalf of your employer, principal or client, each of you and your employer, principal or client are subject to these terms, as amended from time to time.

2. Competence to Accept Terms of Use (top)

By using the HVL Website, accessing or creating an account with us, if applicable, you affirm that you are at least 18 years of age or the legal age of majority in your jurisdiction of residence, fully able and competent to agree to these Terms and any other obligations, affirmations, representations, and warranties set forth herein and on the HVL Website or in our License Agreements, that you have the power and authority to agree to these terms on behalf of yourself or your principal, and that you have read and agree to such Terms.

3. Ownership (top)

The HVL Website is owned and operated by Cara. All aspects of the HVL Website, including, but not limited to the design and “look and feel” thereof, and all of the content featured or displayed therein, including, but not limited to text, graphics, photographs, images, moving images, animation, sound, illustrations and software and compilations thereof (together with the Marks (as defined below)) are referred to herein as “Content”) and are owned by Cara and/or its licensors and/or Content providers. “Home Video Licensing,” “HVL,” its respective logo, and all other marks (the “Marks”) are owned by Cara (and are trademarks of Cara and may not be used without the prior written permission of Cara. Any graphical marks, logos, other proprietary rights or slogans contained in the HVL Website are trademarks of Cara or its suppliers or licensors and may not be copied, or used, in whole or in part, without prior consent of Cara or the applicable trademark owner.

All elements of the HVL Website and Platform, including but not limited to, the Content thereof are protected by trade dress, copyright, moral rights, trademark, and other laws relating to property rights. Except as explicitly permitted under separate agreement with Cara, or as applicable, the Platform owner, no portion or element of the HVL Website, the Platform, or the Content may be reproduced, distributed, modified, publicly performed or displayed, transmitted, reverse engineered, decompiled, sold, sublicensed or otherwise exploited via any means or in any way, and the HVL Website, the Platform, the Content, and all related rights shall remain the exclusive property of Cara, its licensors, Content providers, and/or its Platform service provider, unless otherwise expressly agreed.

4. Use of the HVL Website and Content (top)

The HVL Website and any Content available for licensing via the HVL Website or from us is intended to be accessed and utilized by users who browse the HVL Website, and to the extent applicable, our customers and registered users. You are specifically prohibited from: (i) copying or re-transmitting any portion or the entire HVL Website; (ii) downloading and/or using any of the Content available from the HVL Website without a valid license agreement issued by us; or (iii) manipulating or otherwise displaying the HVL Website or any Content available from the HVL Website or us by using framing, linking or other navigational technology. You are also prohibited from using any data mining, automated, robotic or similar data aggregation or extraction methods or technologies on or in connection with this HVL Website. Any unauthorized use of this HVL Website, the Platform, or any Content available from this HVL Website or us may violate applicable copyright and trademark laws, right of privacy or right of publicity, and/or other proprietary rights and applicable federal, state and local laws, rules, orders or regulations, which shall entitle  Cara to take action against you, your employer or principal including, without limitation, seeking injunctive relief, as well as damages in the form of actual damages for loss of income, profits derived from the unauthorized use, and, where appropriate, attorneys’ fees, other costs of collection, and/or statutory damages.

By accessing the HVL Website, the Platform, or logging into your account and utilizing the HVL Website or Platform, including the viewing, licensing or downloading of any Content, you agree that you have read and agreed to all the Terms contained herein and in our Privacy Policy for the site and that you will comply with such terms and all applicable laws and regulations, and all privacy and other intellectual property and export laws.

5. Downloading of Content (top)

In order to license, download and use copyrighted Content from the HVL Website, you must also enter into and agree to be bound by the terms and conditions set forth in our License Agreement or other applicable agreements with us for your use of Content prior to the delivery or download of such Content. In the event you receive or download Content without a valid License Agreement, you must return the Content to us, make no public use of the Content, and retain no copies of the Content. In the event you make any commercial, editorial or public use of any Content without a valid License Agreement, your use shall constitute copyright infringement, along with other possible claims and entitle Cara to all legal and equitable relief against you for such use, and you shall indemnify Cara, its licensors, suppliers, officers, directors, employees, and agents against all claims, damages, liabilities, costs and expenses, including reasonable attorneys’ fees, arising from or in connection with your use or exhibition of such Content, and for your negligent or willful misconduct.

We may use certain technology including, but not limited to, watermarks or other digital rights management technologies to protect the data and Content on our HVL Website. This technology may be embedded within the Content available on this HVL Website. Cara reserves the right to use such technology to track, monitor and protect the Content and data available on this HVL Website and distributed or otherwise made available by Cara. Failure to agree to the use of such technology requires that you discontinue use of the HVL Website or any Content available or downloaded from the HVL Website. When you access the HVL Website or download Content from Cara, you agree not to disrupt the use of such technology by disabling such technology.  Further you will not attempt to remove any proprietary rights notices, including but not limited to copyright notices, embedded in the Content or anywhere on the HVL Website. Use of the HVL Website represents your agreement not to engage in any activity that disrupts, evades, intercepts, impedes, or violates any technology enabled on the HVL Website or that violates any applicable federal, state or local laws or regulations, or these Terms of Use.

All license fees reflected on an invoice or quote in connection with any Content you download or otherwise receive or license from us include applicable fees associated with the access, processing, and fulfillment of Content through the HVL Website and the Platform. Depending on your requested or licensed use of Content and/or delivery method of Content, additional fees may apply and will be reflected on your invoice or quote associated with the Content you download or otherwise receive or license from Cara.

6. Syndication of Content (top)

We may at our sole election permit from time to time the embedding of certain links to Content available on the HVL Website into blogs and/or other websites. Any person who obtains permission and chooses to embed such links is specifically put on notice that Cara has the right, in its sole discretion, at any time and without notice to turn off or otherwise disable any such embedded link and any individual who syndicates or embeds a link from the HVL Website expressly agrees to be bound by these Terms when you undertake any action of syndication.

7. Disclaimers and Limitations of Liability (top)

You expressly understand and agree that:

  1. The HVL Website is provided on an “as is” and “as available” basis. To the fullest extent permissible pursuant to applicable law, Cara expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.

  2. Cara makes no warranty that: (i) the HVL Website shall meet your requirements; (ii) the HVL Website shall be uninterrupted, timely, secure, error-free or free of viruses or other harmful components; (iii) the content or the results that may be obtained from the use of the HVL Website shall be accurate or reliable; (iv) the quality of any products, services, information, or other material purchased or obtained by you through the HVL Website shall meet your expectations; (v) any errors in the content or HVL Website shall be corrected; and (vi) the HVL Website or any content is merchantable, fit for a particular purpose or does not infringe upon another’s rights.

  3. No advice or information, whether oral or written, obtained by you from Cara or through or from the HVL Website shall create any warranty, unless expressly stated in these terms of use or in any applicable agreement, between you and Cara.

unless otherwise provided in an applicable written agreement between you and Cara with respect to all other claims related to your use of the HVL Website or content, and except as otherwise set forth in a written license agreement for use of the content with Cara, you acknowledge that neither Cara nor any of  its content providers, shall be responsible or liable for any direct, indirect, incidental, special, consequential, exemplary or punitive damages resulting from:  (a) your access to or use of the HVL Website or the content thereon; (b) any downloadable items;  (c) any action taken in connection with an investigation by us or law enforcement authorities regarding your use of the HVL Website; (d) any action taken in connection with copyright or other intellectual property owners; (e) any errors or omissions in the HVL Website’s technical operation; or (f) any damage to any user’s computer, hardware, computer software, wireless devices, cellular phone, modem or other equipment or technology, including, without limitation, damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line or network failure or any other technical or other malfunction, including, without limitation, damages for lost profits, loss of goodwill, loss of data, work stoppage, accuracy of results, or computer failure or malfunction, even if foreseeable or even if we parties have been advised of or should have known of the possibility of such damages, whether in an action of contract, negligence, strict liability or tort (including, without limitation, whether caused, in whole or in part, by negligence, acts of god, telecommunications failure, or theft or destruction of the HVL Website).  In no event will we be liable to you or anyone else for loss, damage or injury, including, without limitation, death or personal injury.  In no event shall Cara’s liability for all damages, losses or causes of action exceed Five Hundred U.S. dollars ($500.)

Cara uses reasonable efforts to keep the HVL Website and its services available 24 hours a day 7 days a week. There will be occasions, however, when the HVL Website, the Platform, or Cara services will be interrupted, whether for maintenance, upgrades, and emergency repairs or due to failure of third party equipment, accidents, inadvertence or telecommunication vendors that are beyond the control of Cara, or an error committed by Cara.  Every reasonable step will be taken to minimize any disruptions. You agree that Cara shall not be liable to you for any modification, suspension, or discontinuance of the HVL Website or the Platform. You are responsible for securing any content you obtain from the HVL Website or the Platform.

By accessing or using the HVL Website, you represent and warrant that your activities are lawful in every jurisdiction where you access or use the HVL Website.

8. Privacy Policy (top)

Cara is committed to respecting and protecting your privacy, as provided in our Privacy Policy. Please review our Privacy Policy for information regarding how we collect, use, and disclose personal information.

9. Your Warranties (top)

You represent and warrant that: (i) you have the legal right and capacity to enter into these Terms (on your own behalf or on behalf of your employer, principal or client) in your jurisdiction where you reside and to comply with these Terms; (ii) all information you provide to us is true, accurate, complete and current; and (iii) you hold and will continue to hold all rights necessary to enter into and perform your obligations under these Terms.  You also agree that you will be responsible for obtaining and maintaining all modem, telecommunications equipment, computer hardware, wireless devices and other equipment needed for access to and use of the HVL Website and you will be responsible for all charges related thereto.

10. Indemnity (top)

You shall defend (if requested by Cara), indemnify and hold harmless Cara,  its subsidiaries, affiliates, licensors, Content providers and their respective officers, directors, employees, agents, successors and assigns, from any and all loss, damage, liability, cost and expense, including without limitation attorneys’ fees and costs, incurred by any or all of them that directly or indirectly arise from or are otherwise directly or indirectly related to:  (a) your breach or alleged breach (or anticipatory breach) of these Terms; (b) your unauthorized use of the HVL Website, the Platform, the Content, and/or other related rights; (c) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; (d) information or material transmitted through your computer or other device used to access the HVL Website, even if not submitted by you, that infringes, violates or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy or other right of any person or defames any person; (f) any misrepresentation made by you; or (g) our use of your information.  You will cooperate as fully required by us in the defense of any claim.  Notwithstanding the foregoing, we retain the exclusive right to settle, compromise and pay any and all claims, demands, proceedings, suits, actions or causes of action which are brought against them herein under the terms and provisions of this Section.  We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of a duly authorized employee of Cara.

11. Promotions (top)

The HVL Website may contain or offer sweepstakes, contests or other promotions, which may be governed by a separate set of rules that describe the sweepstakes, contest or promotion and may have eligibility requirements, such as certain age or geographic area restrictions.  It is your responsibility to read those rules to determine whether or not your participation, registration or entry will be valid and to determine the sponsor’s requirements of you in connection with the applicable sweepstakes, contest or promotion.

12. Third Party Links and Content (top)

There may be links from the HVL Website, or communications you receive from the HVL Website, to third party web sites or our HVL Website may include third party content that we do not control, maintain or endorse.  Accessing those third party sites requires you to leave the HVL Website.  We do not control those third party sites or any of the content contained therein and you expressly acknowledge and agree that we are in no way responsible or liable for any of those third party sites, including, without limitation, their content, policies, failures, promotions, products, services, actions and/or any damages, losses, failures or problems caused by, related to or arising from those third parties or their sites.  Your correspondence and business dealings with others found on or through the HVL Website, including, without limitation, the payment and delivery of products and services, and any terms, conditions, warranties and representations associated with any such dealings, are solely between you and the third party.  We encourage you to review all policies, rules, terms and regulations, including the privacy policies and terms of use of each and any third party site that you visit.  We disclaim any harm that may result from your choice to use any third party services, including, but not limited to, third party services hosted on the site which may ask to access, and may retain, your personal information.  You agree that your use of third party services is at your own risk.

13. Linking Policy (top)

We grant you the revocable permission to link to the HVL Website; provided, however, that your web site, or any third party web sites that link to the HVL Website: (a) may only link to the HVL Website’s home page unless we have provided prior, written consent to link to other pages; (b) must not frame or create a browser or border environment around any of the Content on the HVL Website or otherwise mirror any part of the HVL Website; (c) must not imply that we or the HVL Website are endorsing or sponsoring it or its products, unless we have given its our prior written consent; (d) must not present false information about, or disparage, tarnish, or otherwise, in our sole opinion, harm Cara or its products or services; (e) must not use any of our Marks without the prior written permission from us; (f) must not contain content that could be construed as distasteful, offensive or controversial or otherwise objectionable (in our sole opinion); and (g) must be owned and controlled by you or the person or entity placing the link, or otherwise permit you to enable such link subject to these Terms.  By linking to the HVL Website, you agree that you do and will continue to comply with the above linking requirements.  Notwithstanding anything to the contrary contained in these Terms, we reserve the right to prohibit linking to the HVL Website for any reason, in our sole and absolute discretion, even if the linking complies with the requirements described above.

14. Mobile (top)

Mobile Features - the HVL Website may offer features and services that are available to you via your mobile phone.  These features and services may, include, without limitation, the ability to receive messages from the HVL Website, download applications to your mobile phone or access the HVL Websites’ features (collectively, the “Mobile Features”).  Standard messaging, data and other fees may be charged by your carrier to participate in Mobile Features.  Fees and charges will appear on your mobile bill or be deducted from your pre-paid balance.  Your carrier may prohibit or restrict certain Mobile Features and certain Mobile Features may be incompatible with your carrier or mobile device.  Contact your carrier with questions regarding these issues.

Terms of Mobile Features - If we provide Mobile Features, You agree that the Mobile Features for which you are registered may send communications to your mobile device.  Further, we may collect information related to your use of the Mobile Features.  If Mobile Features are offered and if you register for Mobile Features, you agree to notify us of any changes to your mobile number and update your account on the HVL Website to reflect this change. 

15. No Unlawful or Prohibited Use (top)

As a condition of your use of the HVL Website or the Platform, if applicable, you represent and warrant to Cara that you shall not use the HVL Website or the Platform for any purpose that is unlawful or prohibited by these Terms.  You may not use the HVL Website or the Platform in any manner that could damage, disable, overburden, or impair the HVL Website or Platform or interfere with any other party’s use and enjoyment of the HVL Website or Platform. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the HVL Website or Platform, if applicable.

16. Footage Licensing Restrictions (top)

All of the Content available for license on the HVL Website is subject to the following restrictions and any other restrictions set forth in an applicable License Agreement:

  1. Users will not receive any exclusive rights to use any of the Content. 

  2. Territory restrictions – Cara will not grant a license to permit any of use of any Content:

    1. In a medium or in a manner for which the primary target audience is located in Japan or for any project for which the primary language is Japanese.

    1. Content is not to be used in connection with television programming that will be exhibited in the United Kingdom.  Cara may grant a worldwide license for use of Content that expressly excludes rights to use the Content in the UK and Japan-targeted programming, subject to these restrictions.  Cara may grant a license to use Content in commercial spots that would be broadcast on television in the UK. 

  3. Usage restrictions – Cara will not grant a license to permit any use of any Content:

    1. In television clip shows or television productions in which over 20% of the programming content is user-generated. This applies to both US and non-US-based productions. 

    1. For any project, in any medium, in which the footage will be used to solicit the submission of other user-generated content. 

    1. In connection with digital projects in which the licensee will primarily collect ad-based revenue for the use and display of the project (e.g. posting content within projects that will be monetized solely from pre-roll or banner advertising) or in connection with digital projects/programming in which the programming content consists of over 20% user-generated content. 

    1. Perpetuity terms are only available for uses in the media of films (features, independent, made-for-TV, straight to DVD, etc.) and in TV programming.  No term of perpetuity will be allowed for advertising projects.

    1. No use may be made in connection with advertising of any products or services that are considered illegal or vices, such as smoking, alcohol, drugs, gambling, sex-related products, etc.

    1. No use may be made in connection with any gambling, electronic gaming devices or services, including but not limited to computer and console video games, mobile and online games and gambling games.

    1. No use may be made in connection with promotional spots for television programs shows (i.e. use outside the program for promotion of the television program). 

17. Notice and Procedure for Making Claims of Copyright Infringement (top)

You may not use the HVL Website for any purpose or in any manner that infringes the rights of any third party.  In accordance with the Digital Millennium Copyright Act of 1998 (the “DMCA”) (text at http://www.copyright.gov), we have a designated agent for receiving notices of copyright infringement and we follow the notice and take down procedures of the DMCA.  We have a policy of terminating the accounts of users who (in our reasonable discretion) are repeat infringers.

Pursuant to Title 17, United States Code, Section 512, notifications of claimed copyright infringement on the HVL Website should be sent to our designated agent. If you believe that any work belonging to you has been used in a way that may constitute copyright infringement, please provide Cara’s designated agent the following information:

  1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

  2. A description of the copyrighted work that you claim has been infringed;

  3. A description of where the material that you claim is infringing is located on the Website;

  4. Your address, telephone number, and email address;

  5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

  6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Here is the contact information for our DMCA agent:

Name:                    HVL DMCA Agent
Mailing address:    12233 West Olympic Boulevard, Suite, 170, Los Angeles, CA 90064
Phone number:      310-442-5600
Fax number:          310-442-5627
E-mail address:      legal@homevideolicensing.com  

It is often difficult to determine if your intellectual property rights have been violated.  We may request additional information before we remove any infringing material.  If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove such content pending resolution of the matter.

18. Termination and Modification (top)

Termination - We reserve the right to terminate your access to and use of the HVL Website at any time, in its sole discretion, without notice and liability, including, without limitation, if we believe your conduct fails to conform with these Terms.  We also reserve the right to investigate suspected violations of these Terms, including, without limitation, any violation arising from any e-mails you send to the HVL Website or us.  Any violation, or potential violation, of these Terms may be referred to law enforcement authorities. 

Modifications -  We reserve the exclusive right to modify, withdraw, suspend or discontinue, temporarily or permanently, at any time and from time to time, any Content available on the HVL Website, without limitation, in whole or in part, including the cessation of all activities associated with the HVL Website, with or without notice.  You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the HVL Website or any part thereof. 

What happens upon Termination?  Upon termination of your access to the HVL Website, or upon demand from us, all rights granted to you under these Terms will cease immediately, and you agree that you will: (a) immediately discontinue use of the HVL Website, including links to the HVL Website; and (b) destroy all Content obtained or downloaded from the HVL Website (except for any licensed Content for which you have signed an agreement and all sums due have been paid) and all related documentation.

19. Location of Sites and Territorial Restrictions (top)

Location of HVL Website - The information provided on the HVL Website is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Cara to any registration requirement within such jurisdiction or country.  We control and operate the HVL Website from offices located in the United States and make no representations or warranties that the information, products or services contained on the HVL Website are appropriate for use or access in other locations.  Anyone using or accessing the HVL Website from other locations does so on his or her own initiative and is responsible for compliance with United States and local laws regarding online conduct and acceptable content, if and to the extent such local laws are applicable.  We reserve the right to limit the availability of the HVL Website and/or the provision of any content, program, product, service or other feature described or available thereon to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any such content, program, product, service or other feature that we provide.

Software - Software related to or made available by the HVL Website may be subject to United States export controls.  Thus, no software from the HVL Website may be downloaded, exported or re-exported (a) into (or to a national or resident of) Cuba, North Korea, Iran, Syria or any other country to which the United States has embargoed goods; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders.  By downloading any software related to the HVL Website Sites, you represent and warrant that you are not located in, under the control of, or a national or resident of, any such country or on any such list. 

20. BINDING ARBITRATION AND CLASS ACTION WAIVER FOR U.S. RESIDENTS (top)

This section applies to any dispute except it does not include a dispute relating to the enforcement or validity of your, Cara’s, or any of our Platform service provider or content licensor’s intellectual property rights,  a “dispute” means any dispute, claims, causes of action, actions, or controversy between you and Cara arising under, out of, or relating to the HVL Website, the Platform, or the content or your use or access thereof, or these terms, whether in  contract, warranty, tort, statute, regulation, ordinance, or any other legal or equitable basis. Notwithstanding the following provisions, Cara may bring an action in a court of law against you for any infringement of intellectual property rights and for related equitable relief.

Arbitration - You agree that any dispute shall be finally resolved and decided on an individual basis in accordance with the comprehensive arbitration rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by a single arbitrator appointed in accordance with such rules.  The arbitration shall take place in Los Angeles, California in the English language and the arbitral decision may be enforced in any court of appropriate jurisdiction.   You are giving up the right to resolve or litigate any dispute in a court before a judge or jury.

No class actions - Any proceedings to resolve or litigate any Dispute will be conducted solely on an individual basis.  To the fullest extent permitted by applicable law, neither you nor Cara will seek to have any Dispute heard as a class action, private attorney general action, or in any other proceeding in which either party acts or proposes to act in a representative capacity.  No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings. 

If the class action waiver above is found to be illegal or unenforceable as to all or some parts of a Dispute, then it will not apply to those parts.  Instead, those parts will be severed and proceed in arbitration.  If any other provision of this section (such as the arbitration provision) is found to be illegal or unenforceable, that provision will be severed with the remainder of this section remaining in full force and effect, and with any Dispute then subject to litigation exclusively in a court of appropriate jurisdiction only in the County of Los Angeles, California, United States.

One-year period to file claims -   To the extent permitted by law, any claim or cause of action for a Dispute must be submitted to arbitration within one (1) year after such claim or cause of action arises.   The one-year period begins when the claim or cause of action for the Dispute could have been first filed.  If a claim or cause of action for a Dispute is not filed within one year, it is permanently barred.

21. Updates to Terms (top)

We reserve the right to modify or add to these Terms or any Additional Terms, at any time without prior notice (“Updated Terms”).  You agree that we may notify you of the Updated Terms by posting them on the HVL Website so that they are accessible via a link on the home page of the HVL Website, and that your use of the HVL Website after we have posted the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your agreement to the Updated Terms.  Therefore, you should review these Terms and any Additional Terms before using the HVL Website.  The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the HVL Website from that point forward.

22. Miscellaneous (top)

These Terms and their interpretation shall be governed by and construed pursuant to the laws of the State of California, without regard to such state’s conflict of law rules, and specifically will not be governed by the United Nations Conventions on Contracts for the International Sale of Goods, if otherwise applicable.

If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision shall be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and, in any case, the remainder of the Terms shall continue in effect. Unless otherwise specified herein, these Terms constitute the entire understanding between you and Cara with respect to the HVL Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Cara with respect to the HVL Website.

The failure of Cara to act with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit Cara rights with respect to such breach or any subsequent breaches.  No waiver by Cara of any of these Terms will be of any force or effect unless made in writing and signed by a duly authorized officer of Cara.  Neither the course of conduct between the parties nor trade practice will act to modify these Terms.  We may assign its rights and duties under these Terms to any party at any time without any notice to you.  These Terms may not be assigned by you without Cara’s prior written consent.  The Section titles are inserted only as a matter of convenience and have no legal or contractual effect.  You agree that these Terms will not be construed against Cara by virtue of having drafted them.

23. Contact Information (top)

All questions regarding the Terms of Use should be directed to HVL at: legal@homevideolicensing.com.

© 2012 Cara Communications Corporation. All rights reserved.