TERMS AND CONDITIONS
We are pleased that you have elected to visit this Website (referred to herein as the “Website” or the “Site”), operated by, or on behalf of, Smitten Films, LLC (“Smitten Films”). Smittenfilms.com is a website operated by Smitten Films. Smitten Films creates films from the media provided to it by its clients.
Use of this Website
By visiting and participating in the activities offered on this Site, you affirm, represent and warrant that: (a) you are 18 years of age or older; (b) all information you submit via the Site shall be truthful and accurate, and you will maintain the accuracy of such information; (d) you will abide by these Terms and Conditions; and (c) your use of the Website shall not otherwise violate any applicable law, rule or regulation.
Use of Materials
Material on this Website, including but not limited to sound recordings, images, logos, User Content, trademarks and Works (collectively referred to as the “Material”), is protected under various intellectual property laws and owned or controlled by Smitten Films, or used with permission of the owner(s) of such Material.
Smitten Films hereby grants you permission to use the Website as set forth in these Terms and Conditions, provided that:
(i) your use of the Website as permitted is solely for your personal, noncommercial use;
(ii) you will not copy or distribute any part of the Website in any medium without Smitten Films’ prior written authorization;
(iii) you will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website; and
(iv) you will otherwise comply with the terms and conditions of these Terms and Conditions.
In order to access some features of the Website, you will have to create an account. When creating an account, you must provide accurate and complete information and you may not use a fake identity or any other individual’s identity.
Except as otherwise indicated on this Website, copying, reproduction, uploading, downloading, transmitting or any other use of this Website or of any of the Material, in whole or part, without the express permission of Smitten Films, is prohibited. You may download digital files where expressly permitted. Any unauthorized use of this Website and/or the Materials may subject the user to criminal prosecution and/or civil liability under applicable law.
Promotions, Sweepstakes and Contests
On occasion, Smitten Films or certain advertisers or suppliers to this Site may elect to conduct certain promotions, sweepstakes or contests (collectively, “Promotions”) on this Site. Each such Promotion may have specific rules and regulations, which will be made available to users and which shall be deemed incorporated in and become a part of these Terms and Conditions.
From time to time, the Smitten Films Website may contain links to other websites that are not controlled and/or maintained by Smitten Films. Access to and use of such other websites is at your own risk and subject to any terms and conditions of use which govern such websites. By providing such links, Smitten Films shall not be deemed to endorse, recommend, approve, guarantee or introduce any third parties or their services or products, or any facts, views, advice, information and/or products found on such websites. Smitten Films is not responsible for the content contained on any such websites, or for the failure of any product or service offered for sale or advertised on any such websites or for any damages that may result therefrom. Copyrights in the materials or information on the linked websites are owned by other organizations. Moreover, such other websites may have privacy policies or terms and conditions of use that differ from those of the Smitten Films and/or may provide their users with less security than the Smitten Films Website.
These Terms and Conditions shall remain in full force and effect while you are a Visitor of the Website. Smitten Films may terminate your right to access and/or use this Website at any time.
We will give you a password to access the secure portion of the Website, which may be required when you are seeking to participate in certain offerings of the Site. You are responsible for maintaining the confidentiality of your password. You agree not to use the account, username or password of any other Visitor to the Site at any time or to disclose your password to any third party. You agree to notify Smitten Films immediately if you suspect any unauthorized access to or use of your account or password. You are solely responsible for any and all use of your account and password.
You may not use the Website or any Materials provided herein in connection with any commercial endeavors except those that are specifically endorsed or approved in writing by Smitten Films’ management.
User Submitted Content
On certain sections of this Site, Visitors may be permitted to: post, display and/or publish (“post”) comments, information, creative works (including but not limited to text, images, and/or photos) or other materials (“User Content”). You acknowledge and agree that you are solely responsible for any User Content that you post. You further acknowledge and agree that Smitten Films has no responsibility for, and makes no representations concerning, any User Content posted at this Site and will not be liable for any User Content that is in violation of these Terms and Conditions. With respect to all User Content that you post, you represent and warrant that: (i) the material is either fully original to you or that you have all necessary rights, licenses and permissions needed to post the material at this Site (including but not limited to all copyright and right of publicity/privacy rights); (ii) such User Content will not infringe the rights of any person or entity, or violate any governmental rule, regulation statute or law, or the Terms and Conditions; (iii) no money will be owing to any party as a result of the posting or use of the User Content or its use as contemplated by these Terms and Conditions; and (iv) you will be responsible for all User Content submitted through your account, and for all purposes under these Terms and Conditions, all User Content submitted from your account shall be deemed to have been submitted by you.
Smitten Films has no control over, and does not endorse, any User Content and expressly disclaims any and all liability in connection with any User Content. However, in connection with User Content posted at this Site, in addition to all other rights it has under this Agreement, at law or in equity, Smitten Films reserves the right, in its sole and absolute discretion, to remove without notice, or refuse to post in the first instance, any User Content.
Any private or public communications, including any User Content, sought to be posted at the Site must conform, in the sole and exclusive opinion of Smitten Films, to the following rules and standards. It must: (i) conform to all applicable laws, (ii) be appropriate in the context of the general purposes of the Site; (ii) not be obscene, pornographic, patently offensive, hateful, abusive or promote racism or discrimination of any kind; (iii) not provide personal information, or solicit such information from any other user of the Site; (iv) not involve or result in the transmission of junk e-mail, unsolicited mass e-mailings, “spamming,” “spimming” or “phishing;” (v) not transmit or distribute any potentially harmful programs such as Trojan horses, worms, viruses, spyware or any malicious software or code; and (vi) not contain any material or images owned by any other person or entity unless you have obtained all necessary rights, licenses and permissions needed to post the material and have it used as contemplated by these Terms and Conditions. You may not commercially exploit any User Content or other information or Materials obtained from the Site.
User Content License
After posting your User Content on or through the Website, you will continue to retain all ownership rights in such User Content except as specifically set forth herein. However, by posting any User Content on or through the Website, you hereby agree to abide by the Terms and Conditions of the Site and grant to Smitten Films a perpetual, irrevocable, nonexclusive, worldwide, royalty-free, fully paid, sublicensable (through multiple tiers) and transferable license to use, modify, publicly perform, publicly display, publish, republish, copy, broadcast, transmit, reproduce, edit, aggregate, translate, reformat, prepare derivative works based upon, distribute and otherwise exploit such User Content, in whole or in part, in connection with the Website and the promotion and marketing of the Website and of Smitten Films (collectively, the “Services”). You also hereby grant each Visitor a non-exclusive license to access your User Content through the Website, and to use, reproduce, distribute, display and perform such User Content as permitted by these Terms and Conditions. Further, you understand and agree that Smitten Films may retain, but not display, distribute or perform, server copies of User Content that has been deleted or removed. You understand that Smitten Films performs technical functions necessary to offer the Website and its Services, including but not limited to transcoding and/or reformatting content to allow its use through the Website. You agree that you will make no commercial use of any portion of the Website, or of any User Content, without the express written agreement of Smitten Films.
Copyright Infringement Policy
Smitten Films values intellectual property and respects the intellectual property rights of others, and will remove materials on its Website that infringe the copyrights of others. If you believe that your copyrighted material may have been infringed by material contained on this Website, then pursuant to Title 17, United States Code, § 512, you may notify Smitten Films’ Designated Agent in writing as follows:
Name of Designated Agent: Copyright Administrator
Smitten Films, LLC
81 Murray Street
New York, NY 10007
Telephone number: 917-280-6022
Electronic Mail Address: email@example.com
In your notice, you must include the following:
(i) a physical or electronic signature of the owner of an exclusive right that is being infringed or of a person authorized to act on behalf of such owner;
(ii) identification of the copyrighted work(s) that is (are) allegedly being infringed;
(iii) identification of the materials that are causing the infringement and that are to be removed, along with sufficient information to allow Smitten Films to locate such materials;
(iv) contact information (i.e., name, address, email address) sufficient to enable Smitten Films to contact you;
(v) a statement to the effect that you have a good faith belief that the complained of use of the material was not authorized by the owner of the copyright, its agent or the law; and
(vi) a statement that the information in the notification is accurate, and under penalty of perjury, and that the complaining party is authorized to act on behalf of the owner of the exclusive right that is allegedly being infringed.
Certain pages or sections of this Website may contain terms and conditions of use which are in addition to or different from these Terms and Conditions. In the event that there is a conflict between such additional or different terms and conditions of use and these Terms and Conditions, the additional or different terms and conditions of use will govern with respect to the specific pages or sections to which they apply.
Limitation of Liability and Use Disclaimer
Smitten Films endeavors to make sure that all information and data it originates on the Website is accurate. However, Smitten Films is not responsible for any damages or loss related to the use of this Website.
THIS WEBSITE, ALL MATERIAL CONTAINED ON THIS WEBSITE, AND ALL LINKS OR OTHER ITEMS RELATED THERETO ARE TRANSMITTED AND DISTRIBUTED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THAT THE WEBSITE, ITS FEATURES AND FUNCTIONS, WILL BE AVAILABLE FOR USE OR WORK AS DESCRIBED. THERE ARE NO WARRANTIES REGARDING TITLE, SECURITY, ACCURACY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE WEBSITE OR THE MATERIALS CONTAINED HEREON. ANY INFORMATION CONTAINED WITHIN THIS WEBSITE IS SUBJECT TO AMENDMENT, REVISION OR UPDATING. SMITTEN FILMS RESERVES THE RIGHT TO SUSPEND OR WITHDRAW ACCESS TO THE PAGES OF THIS WEBSITE WITHOUT NOTICE AT ANY TIME AND ACCEPTS NO RESPONSIBILITY FOR THESE PAGES NOT BEING AVAILABLE AT ALL TIMES. SMITTEN FILMS SHALL NOT BE LIABLE FOR ANY ALLEGED DAMAGE OR INJURY, INCLUDING BUT NOT LIMITED TO ANY COMPENSATORY, PUNITIVE, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT AND/OR SPECIAL DAMAGES, THAT RESULT FROM YOUR USE OR INABILITY TO USE OR ACCESS THIS WEBSITE OR FROM ANY MATERIALS CONTAINED HEREON OR FROM ANY COMPUTER VIRUS, MALFUNCTION OR OTHER FAILURE.
SMITTEN FILMS MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OF THE SITE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (I) MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER FROM ACCESS TO AND/OR USE OF THIS WEBSITE, (III) ANY UNAUTHROIZED ACCESS TO OR USE OF SMITTEN FILMS’ SECURE SERVER AND/OR ANY PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREON, (IV) ANY INTERRUPTION OF OR CESSATION OF THE SITE, (V) ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE WHICH MAY BE TRANSMITTED VIA THE SITE AND/OR BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR ANY LOSS OF TRANSMITTED INFORMATION OR DATA, OR DAMAGE THAT IS THE RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE BY OR THROUGH THE WEBSITE.
Certain jurisdictions prohibit the limitation of liability for certain types of damages or prohibit waivers against future fraud, and accordingly, such limitations or waivers may not apply to you. In such jurisdictions, Smitten Films’ liability is limited to the greatest extent allowable under applicable law.
You are responsible for undertaking suitable precautions to scan for computer viruses and maintaining a backup of all data and/or equipment.
By using this Website, you agree that you will be responsible for maintaining the confidentiality of your password and account information, and that you will restrict access to your computer to avoid disclosure of such. You further agree that you will be responsible for all activity taken under your password and/or account.
You will indemnify Smitten Films, the Artists and each of their respective parent, subsidiary and affiliated entities, furnishing entities, officers, directors, members, employees, representatives, licensees, agents, successors, assignees and partners, from and against any and all claims, demands, losses, liabilities, damages, costs and expenses (including but not limited to attorneys’ fees) relating to, or arising from or in connection with: (i) your breach or alleged breach of any of your representations and/or warranties set forth in these Terms and Conditions; (ii) your use of the Website; and/or (iii) any violation of these Terms and Conditions. You agree that your representations and warranties, and your obligation to indemnify Smitten Films, shall survive beyond any term that these Terms and Conditions are in effect.
When you communicate with Smitten Films electronically, via email or otherwise, you consent to receive electronic communications from Smitten Films. You agree that all communications (including, but not limited to all notices, agreements and disclosures) provided to you electronically by Smitten Films satisfy any legal requirement that such communication be in writing. Smitten Films encourages you to retain your own copies of relevant information, however, upon your written request; Smitten Films will provide you with a copy of the information you provided to Smitten Films when creating your Member account. To make such a request please contact firstname.lastname@example.org
With respect to all communications you make to or through the Website, including but not limited to feedback, questions, comments, suggestions and the like: (i) you shall have no right to confidentiality in your communications and Smitten Films shall have no obligation to protect your communications from disclosure; (ii) Smitten Films shall be free to reproduce, use, publish, display, disclose and distribute your communications to others without limitation; and (iii) Smitten Films shall be free to use any ideas, concepts, know-how, information, data content or techniques contained in your communications for any purpose whatsoever, including but not limited to the development, production and marketing of products and services that incorporate such information.
Changes in Policy
From time to time, the policies set forth in these Terms and Conditions may change. We will post changes to the Terms and Conditions on this Website. Please review these Terms and Conditions often so that you will remain abreast of our current policies.
Effective Date: April 8, 2013
These Terms and Conditions were last updated on April 8, 2013
Acquisition of Business
In the event that Smitten Films is involved in a merger, acquisition, consolidation, restructuring, reorganization, liquidation, sale or similar transaction relating to any portion of its business and/or assets, you hereby acknowledge and agree that this Website, all data collected on this Website, and all of Smitten Films’ rights hereunder may be included in the assets of, and/or transferred pursuant to, such transaction. If that occurs, Smitten Films will post a notice to such effect on this Website.
If you have any questions concerning this Website or any of the policies set forth in these Terms and Conditions, please contact us at:
Smitten Films, LLC
81 Murray Street
New York, NY 10007
U.S. Export Controls
Software from or related to this Website (the “Software”) may be subject to United States export controls. No Software may be downloaded from the Website or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.
Use of this Website and these Terms and Conditions shall be governed by the laws of the State of New York of the United States of America, without regard to its conflict of law provisions. In the event that any portion of these Terms and Conditions are deemed unenforceable, unlawful or void by a tribunal of competent jurisdiction, in any jurisdiction for any reason, including but not limited to the scope, duration or area of its applicability, unless narrowed by construction, such provision shall for purposes of such jurisdiction only, be construed as if such invalid, prohibited or unenforceable provision had been more narrowly drawn so as not to be invalid, prohibited or unenforceable (or if such language cannot be drawn narrowly enough, the tribunal making any such determination shall have the power to modify, to the extent necessary to make such provision or provisions enforceable in such jurisdiction, such scope, duration or area or all of them, and such provision shall then be applicable in such modified form in such jurisdiction). If, notwithstanding the foregoing, any such provision would be held to be invalid, prohibited or unenforceable in any jurisdiction for any reason, such provision, as to such jurisdiction only, shall be ineffective to the extent of such invalidity, prohibition or unenforceability, without invalidating the remaining provisions. No narrowed construction, modification or invalidation of any provision shall affect the construction, validity or enforceability of such provision in any other jurisdiction. No waiver by Smitten Films of any term or condition of these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or of any other term or condition, and Smitten Films’ failure to assert any right or demand compliance with any provision of these Terms and Conditions shall not be deemed to constitute a waiver of any such right or provision.
Any dispute concerning your use of this Website shall be submitted to binding arbitration in New York within one (1) year from the date that the cause of action arose (or, if multiple cause of actions are involved, from the date that the first cause of action arose), with such arbitration conducted pursuant to the then prevailing rules of the American Arbitration Association. To the fullest extent permitted by law, no arbitration brought pursuant hereto shall be joined to any other action or arbitration.
Notwithstanding anything to the contrary set forth in these Terms and Conditions, Smitten Films may at any time seek injunctive or other appropriate relief against you and/or against others, in any state or federal court in the state of New York, in the event that Smitten Films believes that there is a violation, or a threatened violation, of any of Smitten Films’ intellectual property rights and, in such case, you hereby consent to the exclusive jurisdiction and venue of such court.