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Terms & Conditions
Last Updated on ________
These Terms of Use (the "Agreement") form a binding agreement between you ("you") and On.com, LLC (collectively referred to herein as "On", "we" or "us") regarding your use of the On.com website (the "Site") and service. As this Agreement forms a binding, legally enforceable contract, you must review this Agreement thoroughly and carefully prior to using the Site or creating an Account (as that term is defined below) with us. By using the Site, you are agreeing to the terms of this Agreement, as well as our Privacy Policy [INSERT LINK] and all of these terms will govern your use of Site. If you do not agree to any term(s) in this Agreement, you must immediately cease use of the Site and if you have created an Account, you must immediately inform us by contacting customer support that you would like your Account closed.
Modification of Terms
We reserve the right to modify the terms of this Agreement from time to time. In the event that we revise any of these terms, the "Last Modified" date set forth above will be revised to reflect the effective date of such revisions. For this reason, you agree to regularly review this webpage to confirm the "Last Modified" date has not changed. In the event the "Last Modified" date is revised, you agree to immediately review this revised Agreement. If you disagree with any term of this Agreement as revised, you must immediately terminate your Account. Your continued use of the Service, as such term is defined below, following our posting of a revised Agreement shall be deemed your affirmative consent to be bound by such revised Agreement.
What's On.com?
On.com offers an interactive streaming video service (the "Service") which offers musicians, performers, actors, athletes and other well-known individuals and groups (collectively "Celebrities", each a "Celebrity") the opportunity to interact with On.com users through live performances, question and answer sessions and other live sessions (collectively, the "Sessions", each a "Session"). On.com also allows users to view previously recorded Celebrity Session on a pay-per-view basis.
Who Can Use On.com?
In order to use the Site and the Service you must be at least thirteen (13) years of age. If you are less than eighteen years of age, you must obtain your parents' permission prior to creating an Account and viewing any of the Sessions, whether paid or free, recorded or live. We do not permit members under the age of 13, regardless of whether or not they have the permission of their parent(s) and/or guardian(s). We will not and do not knowingly collect personal information from anyone under the age of 13. If we learn that we have personal information relating to someone who is not at least 13 years of age, we will delete that information from our systems and immediately disable the account associated with that information.
Creating an Account.
In order to access the content on On.com, you must create an "Account".
User Name and Password. In creating an account with us, you will create or be issued a unique username and password (the "Account Information"). You agree that by creating an Account with that you will be solely liable for any and all activity using the Account Information including all purchases. If at any time you have any reason to believe or suspect that your Account Information has been compromised or accessed by anyone other than you, you agree to immediately report such suspicion or belief so that the Account Information can be reset or the Account closed. If you are permitted to select your own username, you agree that you may not select a username which is or may tend to: Violate, plagiarize or infringe upon the rights of any third party, including but not limited to any copyright or trademark law, privacy or other personal or proprietary rights; Harass, defame or otherwise offend any third party or group; and/or, Racist, pornographic or otherwise offensive.
Purchases from On.
If you decide at any time that you would like to purchase a monthly access pass or pay per view access to a live or recorded Session, you will be required to provide your payment information which information may be provided either directly or through us to one of the third party payment processors used by us. You may also set up an auto pay for monthly pass subscriptions, which will authorize us or our third party processor to bill your payment method each month for the subscription fee. By providing any payment information to us or our third party payment processor, you represent and warrant that such payment information is your own information and that you agree to be personally and fully responsible for any and all charges made using your Account Information. If your purchase is processed directly through one of our third party payment processors, you will need to review the Terms of Use for such processor prior to completing such purchase. You agree that all sales are final and that you will not be entitled to a refund.
Accuracy of Information Provided to On.
You represent and warrant that the information provided to us by you upon registration and at all other times, will be true, accurate and complete. You acknowledge and agree that you will not use any false identities or impersonate any other person or use a username that you are not authorized to use. Although we are not obligated to review usernames, we reserve the right to reject any username selected by you at anytime and either terminate your Account or require you to select a new one.
Intellectual Property Rights.
In this Agreement, "Content" means all text, data, graphics, images, photos and audio and audio-visual files made available by us through the Site and Service. "User Submissions" means any text or other files uploaded by a user of the Site.
We reserve the right to remove and permanently delete any and all Content or User Submissions without notice.
All Content is the sole property of On.com, LLC or the respective Celebrity.
Prohibited Use of Copyrighted Materials.
The Site contains copyrighted materials. While you have an Account, you are granted a non transferable and non sub-licensable license to view the Content for your sole non-commercial use. You may not: (i) reproduce, broadcast, distribute or otherwise share any of the Content in any way without our express written permission; (ii) transmit, route, store or provide connections to any of the Content; or (iii) use any of the Content in a manner that infringes on the intellectual property rights of any third party. Any violation of this section may result in the immediate termination or suspension of your Account in addition to any other legal or equitable remedies which may be available to us.
Compliance with Laws.
It is your sole responsibility to ensure that your use of the Site and Service complies with the acceptable use policies or other requirements of any party you use to access the Site and Service, and that your use complies with local law. We are not responsible for any failure on your part to comply with such policies or laws, nor do we represent or warrant that your use of the Site or Service complies with any applicable law governing your activities on the Site.
Communications and Interactions By and Among On.com Users.
Some parts of the Service will allow you to interact with Celebrities or other users of the Service (e.g. Question and Answer Sessions with Celebrities). In such instances, you are solely responsible for your interactions with the Celebrities and other On.com users. We are not obligated to, nor do we screen our users. You will not communicate in any manner that in our opinion is discourteous, defamatory, rude, harassing or threatening to the Celebrities or other users of the Service. We may in our sole discretion, terminate or suspend your Account, without warning and remove any offending content from the Site submitted by you. You will exercise your reasonable judgment in giving out your personal information through the Service and in electing to meet any user offline. Your use of the Site and the Service is at your sole risk and we disclaim any liability to you or any third party with respect to the same.
No Responsibility for Celebrity or User Comments.
On.com LLC does not control and is not responsible for the comments of any user of the Site or Celebrity and does not endorse any position or statement made by the same.
Unlawful and Improper Activity.
We reserve the right but do not undertake the duty to investigate any suspected unlawful or otherwise improper activity or violation of this Agreement if we believe your Account has been used in violation of this Agreement or in any way which violates any applicable law. We further reserve the right to cooperate with Law Enforcement, the Courts or in response to other legal process, whether or not there is a subpoena.
We reserve the right to review and record any communications made through the Site and in connection with the Service per applicable law as more fully detail in our Privacy Policy.
Your Obligations to Us.
You agree that you will access the Site and use the Service only for lawful purposes and in a manner consistent with the laws of your jurisdiction. You further agree that you will not:
- Modify obscure or interfere with the functionality or any component of the website, including but not limited to links to or within the Site or attempt to reverse engineer any code relating to the Site, probe or scan our systems or interfere with any portion thereof in an attempt to identify any vulnerability therein, circumvent, disable or tamper with security features in the Site or any digital rights management features.
- Upload any User Submission that contains malicious code, malware, spyware, viruses, links to or directly containing any pornographic or illegal materials, or that contain any defamatory, obscene, harmful, threatening messages, or that violates the rights of any third party.
- Upload any advertising or promotional materials, pyramid schemes or any other form of solicitation.
- Attempt to collect or store any User Information for any User.
- Violate the terms of this Agreement.
- Encourage or request that any individual do any of the foregoing.
Indemnification.
You agree to indemnify and defend and hold harmless On.com, LLC, its officers, managers, members employees, agents and successors in interest (the "On.com Parties"), from and against any claims, liabilities or expenses (including our reasonable attorneys' fees and costs) arising out of a breach (alleged or actual) of this Agreement by you or your Account, your access or use of the Site, the Services or any Content, including without limitation any claim that your use of the Site, the Service or Content contained therein infringes the rights of any third party.
Disclaimer of Warranties.
Your use of the Site and the Services is at your own risk. The Site and the Services are provided on an "AS IS" and "AS AVAILABLE" basis without any warranties of any kind.
Third Party Links. The Site may provide links to third party websites or resources. We are not responsible for and do not endorse any such website or resource or its respective content, services or products, and your use of the same is at your own risk.
Limitation of Liability.
TO THE EXTENT PERMITTED BY LAW, THE ON.COM PARTIES SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES, WHETHER DIRECT OR INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE, WHETHER FORSEEABLE OR NOT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE OR SERVICES AND UNDER NO CIRCUMSTANCE WILL OUR LIABILITY TO YOU BE GREATER THAN THE LESSER OF THE AMOUNT YOU HAVE SPENT ON THE SERVICES IN THE LAST 3 MONTHS, OR $100.00.
Account Termination/Cancellation by Us.
We may immediately terminate or suspend your access to the Site and your Account without notice in the event that you breach this Agreement. We reserve the right to terminate the Site or any portion of the Service at any time and for any reason without any liability to you. Our rights and obligations under this Agreement may be assigned by us without your consent.
We may take any additional actions we deem appropriate, without any notice to you, if in our sole discretion we believe that you have:
- Failed to comply with the terms of this Agreement or any other relevant policy or rules established by us to govern your Account and use of the Service;
- Are using the Site or Services in a manner that is illegal, harassing, abusive, or disruptive to us or other users of the Site or Service.
Account Termination by You.
You may terminate your account at any time by selecting the appropriate option to close your account from the online menu after you have logged in.
Effect of Termination.
Upon the termination of your Account, either by you or us:
- We will have no further obligation to provide you the Service and any license granted to you under this Agreement shall terminate immediately; and
- You will no longer have access to your Account, the Service, the Content or any User Submissions.
- We will not be liable to you for any reason for the termination of the Services and your access to your Account or the Site. Nothing contained herein shall affect your obligations to us under this Agreement, including but not limited to ownership of User Submissions and the limitations of our liability, which are intended to survive any suspension, termination or cancellation of your Account.
General Provisions.
Relationship of the Parties. Nothing contained herein shall be deemed to make you an employee or agent of On and you will not hold yourself out, or otherwise represent that you are an agent or employee of On. Each party hereto shall bear their own expenses with respect to their obligations under this Agreement, and neither party will attempt to bind the other.
No Assignment: You may not assign any rights or delegate any responsibilities under this Agreement without our prior written consent, which consent may be withheld for any reason by us in our sole discretion. Any attempted transfer without our prior, written consent is void ab initio. Notwithstanding the foregoing, we may assign our rights or delegate our duties hereunder without your consent.
Force Majeure. We will not be liable hereunder by reason of any failure or delay in the performance of our obligations hereunder on account of events beyond our reasonable control, which may include, without limitation, denial-of-service attacks, strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, governmental action, labor conditions, earthquakes, material shortages, extraordinary Internet congestion or extraordinary connectivity issues experienced by major telecommunications providers and unrelated to our infrastructure or connectivity to the Internet, or failure at our co-location facility, (each a "Force Majeure Event"). Upon the occurrence of a Force Majeure Event, we will be excused from any further performance of its obligations effected by the Force Majeure Event for so long as the event continues. Governing Law. This Agreement shall be governed by the laws of the State of Florida without regard to its conflict of law provisions. You and On.com agree to submit to the personal and exclusive jurisdiction of the courts located in Miami-Dade County, Florida.
Severability and Waiver. If any provision in this Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. No Waiver. The failure by us to enforce any right or provision of this Agreement will not be deemed a waiver of such right or provision. Entire Agreement. This Agreement represents the entire understanding of the parties with respect to the subject matter contained herein and supersedes any prior written or oral agreements.
Cumulative Remedies. All remedies provided to us under this Agreement or available at law or in equity shall be cumulative.
Notice. Any notice or other communication to be given hereunder will be in writing and given (i) by Us via email (in each case to the address that you provide), or (ii) a posting on the Site; or if by you to us, by email to _____________(email address).