I. ABOUT CASTING NETWORKS, LLC
Casting Networks, LLC provides a range of content, hosting, communication and networking services, including content, features, functionalities and other services to allow Talent (as defined below) to connect with talent agents, managers, casting directors, and other professionals rendering professional services in motion picture, theatrical, radio, television and other entertainment enterprises (collectively the “Services”) that may be offered on our websites, mobile websites, apps, or from other services, products, tools, offers or communications provided by CN.
CN is a Talent Listing Service.
CN IS NOT A TALENT AGENCY AND THIS IS NOT A TALENT AGENCY CONTRACT. ONLY A TALENT AGENT LICENSED PURSUANT TO SECTION 1700.5 OF THE LABOR CODE MAY ENGAGE IN THE OCCUPATION OF PROCURING, OFFERING, PROMISING, OR ATTEMPTING TO PROCURE EMPLOYMENT OR ENGAGEMENTS FOR AN ARTIST. CN IS PROHIBITED BY LAW FROM OFFERING OR ATTEMPTING TO OBTAIN AUDITIONS OR EMPLOYMENT FOR YOU. IT MAY ONLY PROVIDE YOU WITH LISTING INFORMATION. FOR MORE INFORMATION, CONSULT CHAPTER 4.5 (COMMENCING WITH SECTION 1701) OF PART 6 OF DIVISION 2 OF THE LABOR CODE. A DISPUTE ARISING OUT OF THE PERFORMANCE OF THE CONTRACT BY THE TALENT SERVICE THAT IS NOT RESOLVED TO THE SATISFACTION OF THE ARTIST/TALENT SHOULD BE REFERRED TO A LOCAL CONSUMER AFFAIRS DEPARTMENT OR LOCAL LAW ENFORCEMENT, AS APPROPRIATE.
Pursuant to California state law, CN has posted a $50,000 bond with the labor Commissioner issued by Vigilant Insurance Company, Bond No. 8304-18-32.
Registration of Minors
Minors are not eligible to create accounts, maintain profiles or utilize our Services. Only Talent Representatives or parents or legal guardians of Talent who are under the age of majority in the state or country in which they reside (“Minors”) may register for Membership, create and maintain profiles and resumes, and utilize the Services on behalf of Minors (collectively referred to as “Authorized Representatives”). Under applicable European Data Privacy Laws, children ages 13 to 16 may provide valid consent to process their personal information. Where consent is required under such European Data Privacy Laws, the Talent Representative has the obligation to provide to us evidence of such consent or, as required under the European Data Privacy Laws, the authorization of the holder of parental responsibility for the child. We may refuse to process, or to continue to process, the child’s personal information until we receive this evidence of consent or authorization.
II. ACCEPTANCE OF TERMS
Legally Binding Agreement
Updates to Terms
The Terms may change at any time. CN will post the most current version on the home page of our website (https://www.castingnetworks.com/) or via a link on the applicable Service with a new Effective Date. Changes are effective from the Effective Date. Your continued access or use of the Services after we post changes to the Terms signifies your agreement to those changes. If you do not agree to the current Terms, you must discontinue using the Services.
Contact and Electronic Communications
By accessing or using the Services, you consent to having these Terms provided to you in electronic form and that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirements that such communications be in writing. You acknowledge that when you provide us with contact information in connection with a particular activity, such as an email address or telephone number (“Contact Information”), you agree that this establishes a business relationship with us and that we may communicate with you using the Contact Information you provided to us. You acknowledge the legal authority over any Contact Information. This means we may contact you in person or by recorded message, by e-mail, telephone and/or mobile telephone number (including use of automated dialing equipment), text (SMS) message, or any other means of communication that your wireless or other telecommunications device may be capable of receiving through the Contact Information
you have provided to us. Standard message and data rates may apply. We will not send you Marketing or ads without obtaining your specific express consent to such communications.
You must be an Industry Professional to participate in the Services. An “Industry Professional” is:
• An actor, model, dancer, voice-over talent, musician, a musical or performance group or other artist (“Talent”);
• A casting director;
• A production company;
• A filmmaker;
• Other entertainment industry professional; or
• A professional talent representative (e.g., talent agency or management company), or an employee or authorized representative thereof (“Talent Representative”).
Authorization to Act on Behalf of Talent
Each Talent Representative represents that it is legally authorized to represent its respective Talent in connection with the Services and utilize all aspects of the applicable Services on behalf of the Talent in accordance with these Terms, including where applicable, the completion of a Profile or Resume and the sharing of that information with third parties. A Talent Representative agrees to stop using the Services immediately when such authority from Talent is no longer in effect. We are not obligated, but we reserve the right at any time, to require evidence of a Talent Representative’s authority to enter into these Terms and act on behalf of Talent in connection with the Services. Each Talent Representative also represents and warrants that all personal information that he or she provides to us through the Site or otherwise is collected by such Talent Representative or on his or her behalf and disclosed to us in full compliance with the applicable Data Privacy Laws including, as required by such Data Privacy Laws, with the comprehensive consent from or comprehensive data processing information provided to the relevant individuals whose personal information is provide to us.
If you are an individual acting on behalf of a Talent Representative, corporate or other legal entity (which may have also agreed to these Terms or have a separate agreement with CN), you are individually bound by these Terms as an individual User.
Responsibility to Update Talent Representative Information
Talent or Talent’s Authorized Representative is responsible for promptly notifying CN when a Talent Representative has been terminated or changed. If Talent has no representation, CN will turn control of the Membership over to Talent or Talent’s Authorized Representative subject to their direct acceptance of these Terms. If changed, CN will transfer the membership to the new Talent Representative as directed by the Talent or Talent’s Authorized Representative. Any changes should be sent to email@example.com.
During the Membership registration process, you will be prompted to provide personal information that allows us to know who you are, such as your full name, age, street address, email address and phone number, as well as additional optional information such as height, weight, appearing ethnicity, and pictures (collectively, “Registration Information”). By using the Services, you represent and warrant that all Registration Information you submit is truthful, accurate, current and complete and you will maintain the accuracy of such Registration Information by updating and revising it promptly.
If you are a Talent Representative providing Registration Information on behalf of Talent, you warrant and represent that you have full authority to provide us with the Registration Information and any other personally identifying information of such Talent. If you are an Authorized Representative of Talent under the age of majority, a valid parent/guardian authorization may be required by law. The Services are not directed to children under the age of 13, and they are not permitted to sign up for or use the Services.
Validation of Registration Information
You authorize CN to make any inquiries, either directly or through third parties, to validate your Registration Information. CN reserves all rights to take legal action against anyone who provides inaccurate, false or incomplete personal information or is otherwise untruthful about their identity, and to suspend or cancel a Membership established using such information. Notwithstanding the foregoing, you acknowledge that CN cannot guarantee the accuracy of any information submitted by any User of the Services, including any identity information about any User.
IV. USER CODE OF CONDUCT
You agree to use the Services in a professional manner, provide complete and accurate Registration Information to us, and update it as necessary. You further agree to comply with all applicable laws, rules, and regulations.
You agree not to:
• use the Services or any personal information of any User for purposes other than in connection with utilizing the Services;
• collect, use, share or transfer any information available on the Services except as expressly permitted by these Terms, or by the owner of such information;
• use the Service in connection with any commercial endeavors except those that are specifically endorsed or approved by us;
• include information in a profile or resume (or elsewhere on the Services) that reveals sensitive personal information, such as government identifiers such as Social Security numbers or Tax ID numbers, except in the designated fields where collection is required by law;
• use the Services or any information obtained through the Services to stalk, abuse or attempt to abuse, or otherwise harass another individual;
• act dishonestly or unprofessionally, such as by posting inappropriate, inaccurate or objectionable content;
• take any action or upload, post, email or otherwise transmit any content that would violate any right or duty under any applicable law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
• upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, or promotional materials, including without limitation, promotional materials that are in the nature of “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation of similar nature;
• use manual or automated software, devices, scripts robots, or other means or processes to access, “scrape,” “crawl” or “spider” any content or other services contained in or through the Services;
• utilize information, content or any data you view on and/or obtain from the Services to provide any service that is competitive with the Services, including the use of CN trademarks or copyrighted material or confusingly similar marks;
• attempt to or actually transmit or post a link to another service within your profile or resume or anywhere else on the Services other than as expressly permitted;
• engage in or plan to engage in any illegal activity;
• post, disseminate or transmit statements or material that, to a reasonable person, may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious;
• disclose information that that you do not have the right to disclose, such as confidential information;
• use an image that is not your likeness or headshot on your profile or resume or otherwise misrepresent your identity, your affiliation with a person or entity, or the source of any communication;
• create, disseminate or transmit files, graphics, software or other material that actually or potentially infringes the copyright, trademark, patent, trade secret, publicity or other intellectual property or property rights of any person;
• export, re-export or permit the downloading of any message, software or content in violation of any export or import law, regulation or restriction of the United States and its agencies or authorities;
• interfere with, disrupt or attempt to gain unauthorized access to other accounts on the Services or any other computer network;
• disseminate or transmit viruses, worms, Trojan horses, RATs, keyboard loggers, time bombs, spyware, adware, cancelbots or any other malicious or invasive code or program;
• damage, disable, overburden, or impair any CN server, or the network(s) connected to any CN server, or interfere with any other party’s use and enjoyment of any of the Services;
• gain unauthorized access to any Services, accounts, computer systems or networks connected to any CN server or to any of the Services through hacking, cracking, distribution of counterfeit software, password mining or any other means;
• reverse engineer, decompile or disassemble any software accessed through the Services;
• transmit, post, or e-mail any misleading or false professional opportunities in your profile, resume or elsewhere on the Services;
• engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services;
• access the Services except through the interfaces expressly provided by CN;
• override any security feature of the Services; or
• engage in any other activity deemed by CN in its sole discretion to be in competition with or in conflict with the spirit or intent of Services and the requirements of these Terms.
V. USER RIGHTS AND OBLIGATIONS
Preventing and Reporting Abuse
You agree that CN may take whatever steps it deems necessary to stop or prevent behavior of any kind on the Services that violates this Agreement in its sole discretion, without notice. For example, CN has a zero-tolerance policy against child pornography, and will terminate and report to the appropriate authorities any User who publishes or distributes child pornography. You can report any violations of the User Code of Conduct or other abuse of the Services by emailing firstname.lastname@example.org.
Termination or Cancellation by CN
CN may restrict, suspend or terminate the Membership of any User who violates these Terms or otherwise abuses or misuses the Services without warning. Such restriction, suspension, or termination, shall be effective immediately or as specified in any notice. In the event that CN restricts, suspends or terminates your Membership, no refund or credit of any Membership or other fees or exchange of the Services will be offered, except in our sole discretion. If a User whose account has been restricted, suspended or terminated has re-registered or attempts to have re-registered with CN (including under a new name) that User may be permanently barred from the Services without recourse.
CN has adopted a policy of terminating accounts of Users (or blocking any associated IP address) and permanently barring without recourse any User who, in CN’s sole discretion, falsely represents that it is an Authorized Representative, Talent Representative, casting director or other Industry Professional, or any User who provides information that is false or misleading.
CN may also cancel your account (Subscription Membership or any other type of account) at any time for any of the Services for any reason. If CN cancels your month-to-month membership, prepaid membership or other paid account, you will receive a refund for any months that are not completely used. The amount of such a refund will be calculated by multiplying the monthly rate by the number of months remaining on the account. If CN cancels during a month that has been partially used, it will nonetheless refund the full amount you paid for that month.
Membership Security and Unauthorized Use
You are fully responsible for all activities conducted through your Membership (including complying with these Terms). During the registration process you will also be asked to choose a password. You are entirely responsible for maintaining the security of your password. You must try to choose a strong and secure password and keep your password confidential.
You may not use another Member’s account or password at any time, let an unauthorized third party access your account or use your Membership, or disclose your password information to any unauthorized third party. You agree to notify us immediately if you suspect any unauthorized use of your Membership or access to your account or password. You will be liable for our losses or the losses of others as a result of such unauthorized use until such time as you terminate your Membership or prove that your account security was compromised due to no fault of your own.
Fees and Billing Information
If you purchase any of our paid Services, on either a one-time monthly basis or recurring monthly billing subscription basis, you agree that CN (and its authorized service providers) may store your payment card information. CN will bill you the appropriate fee, applicable taxes and any other disclosed charges for the Services (“Fees”) using the billing information provided by you (“Billing Information”). You agree to pay CN all Fees at the prices then in effect for your use of the Services using your Billing Information, and you authorize CN to charge your Payment Provider (“Payment Method”) for the Fees associated with the Services selected. All subscriptions longer than one month will automatically renew at our monthly subscription rate and are billed on a monthly basis and are subject to our Subscription Terms, below and presented as agreed at the time of signup. The terms of your Payment Method may be determined by agreements between you and the financial institution, debit/credit card issuer or other provider of your chosen Payment Method (the “Payment Provider”), which may include additional fees, including foreign transaction fees. If CN does not receive payment from your Payment Provider, you agree to pay all amounts due on your account upon demand. In the event we have to collect unpaid Fees owed, you will be liable for any collection costs and fees (including reasonable attorneys’ fees). Note that for Services purchased by another party for your account (e.g., by your Talent Representative), the party paying for the Services is responsible for making prompt payment and failure to do so may result in termination of your Membership. All Fees are in US Dollars, unless otherwise indicated, and do not include Internet service provider, telephone, or other connection charges, if any, that are billed by third parties. Depending upon your credit card’s currency and the country in which your card was issued, your credit card provider may impose foreign exchange fees and other fees in accordance with your arrangements with that credit card provider.
If you choose a subscription Membership, the Membership will continue on a continuous basis until cancelled, as described below. You agree that CN is authorized to bill you each month using the Payment Method provided.
Subscription Memberships & Cancellation by You
YOU HAVE THE RIGHT TO CANCEL YOUR MONTH-TO-MONTH OR PREPAID MEMBERSHIP OR ANY OTHER ACCOUNT AND OBTAIN A FULL REFUND FOR ANY AMOUNT PAID WITHIN 10 BUSINESS DAYS OF INITIAL PURCHASE.
After the 10-day cancellation period, you may also cancel your account at any time for any of the Services. If you cancel a month-to-month subscription, you will avoid future charges but partial months are not refunded. If you cancel a prepaid subscription (e.g., six or twelve-month pre-paid subscription), you will be charged the regular monthly rate for the months that you have used.
For more information on your Subscription Membership and to cancel your Membership or other account at any point during your subscription term or otherwise, you can email us at email@example.com. We will cancel your account as soon as possible after resolving any outstanding account issues and in accordance with applicable law.
Interruption of Services
CN may at any time for any or no reason interrupt availability of some or all aspects of the Services, or modify, replace, refuse access to, or discontinue any Services, or change or modify our Fees in our sole discretion. Any changes to the Services or Fees are effective when posted on the Services or when communicated to you directly. CN is not liable for any interruption of Services, or delay or failure to perform, and you understand that in such cases you shall not be entitled to any refunds of Fees.
Content in Your Account
We may remove and or discard any content available as part of your Membership account, including your profile or resume, with or without notice, for any reason. CN has no obligation to store, maintain or provide you with a copy of any content that you or other Users provide when using the Services.
The Services are for the personal use of Users and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us. Please see Section IV. “User Code of Conduct” for details on the permitted and prohibited uses of the Services. Illegal and/or unauthorized use of the Services, including collecting names and/or email addresses of Users by electronic or other means for the purpose of sending unsolicited email or commercial solicitations, or unauthorized framing of or linking to the Services is prohibited. Commercial advertisements, affiliate and third party links, and other forms of solicitations may be removed from Member profiles or resumes without notice and may result in termination of Membership, in our sole discretion. Appropriate legal action may be taken for any illegal or unauthorized use of the Services.
Links to Third Party Services
VI. INTELLECTUAL PROPERTY RIGHTS
Access to Content on the Services
You acknowledge that: (i) by using the Services you may have access to pictures, digital images, graphics, music, video, audio, text, computer code and other creative output (collectively, “Content”); and (ii) this Content includes Content owned or licensed by CN (“CN Content”), or owned or licensed by Users (“User Content”). You acknowledge that CN, CN licensors, and Users have rights in their respective Content under copyright and other applicable laws and treaty provisions. You accept full responsibility and liability for your use of any Content in violation of any such rights.
CN may choose, but has no obligation, to pre-screen or monitor the Services for inappropriate User Content or conduct at any time, and it may delete any User Content that violates these Terms, as determined by CN in its sole discretion. However, if CN chooses to pre-screen or monitor User Content, CN nonetheless assumes no responsibility for such User Content, no obligation to modify or remove any inappropriate User Content, and no responsibility for the conduct of the User submitting any such User Content.
View Content at Your Risk
You understand that when using the Services, you will be exposed to Content from a variety of sources, and that CN is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, objectionable, or that contains errors or omissions.
Ownership of User Content Posted by Other Users of our Services
All User Content, including all project information posted on the Services by any user, including by casting directors, is either owned or licensed by the user that posted it. Therefore, other users of our Services may not distribute, modify, transmit, reuse, download, repost, copy, or use the User Content of others, including project information, for any reason without express prior written permission from the user that posted it. A violation of this Section is cause for immediate and permanent termination of your right to use our Services.
Our Ownership Rights
All right, title and interest in and to the Services is the exclusive property of CN and its licensors. We hereby grant you a limited, revocable, non-sublicenseable license to reproduce and display the CN Content (excluding any software code) solely for your personal use and to the extent necessary to access or use the Services. CN reserves all rights not expressly granted in and to the CN Content and the Services.
Software Use Restrictions
You acknowledge that any software and related documentation that may be available to download from the Services (the “Software”) is a copyrighted work owned or licensed by CN and that you do not acquire any ownership rights by downloading the Software. You agree that your use of the Software is governed by these Terms and is also governed by the terms of the license agreement, if any, that accompanies or is included with the Software (the “License Agreement”). Except as set forth in the applicable License Agreement, any further copying, reproduction or redistribution of the Software is expressly prohibited.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT IN NEW JERSEY AND AS SET FORTH IN THE LICENSE AGREEMENT, THE SOFTWARE IS PROVIDED TO YOU ON AN “AS-IS” AND “WHERE-IS” BASIS, AND ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE DISCLAIMED.
All comments, feedback or materials submitted by you to us, including feedback, testimonials, images, reviews, questions, comments, suggestions or ideas (collectively, “Feedback”), are received and treated by us on a non-confidential and unrestricted basis. CN has a limited, non-exclusive license to use, display, perform, distribute, copy, adapt, and promote the Feedback in any way, without any additional compensation to you. You agree that in submitting Feedback, it will not violate any right of any third party, including any confidentiality, copyright, trademark, privacy or other personal or intellectual property or proprietary rights, and will not cause injury to any person or entity or contain libelous or otherwise unlawful, threatening, abusive or obscene material, or contain viruses, commercial solicitations, or any form of “spam”.
Ownership and License of User Content
You represent that you have all rights necessary to grant us the License set forth in this section, that your User Content is accurate and not confidential, and the submission, transmission, posting and use of your User Content on the Services is not in violation of any applicable laws or contractual restrictions or other third party rights (including, without limitation, privacy, publicity, and intellectual property rights of persons or property appearing therein). You are solely responsible for your User Content or any other User Content you access through the Services.
Digital Millennium Copyright Act
CN has registered an agent with the United States Copyright Office in accordance with the terms of the Digital Millennium Copyright Act, 17 U.S.C. Sec. 512, (the “DMCA”) and avails itself of the protections under the DMCA. Further, we reserve the right to remove any User Content on the Services which allegedly infringes another person’s copyright and/or terminate, discontinue, suspend and/or restrict the account or ability to visit and/or use the Services or remove, edit, or disable any User Content on the Services which allegedly infringes another person’s copyright. It is our policy to terminate the access of repeat infringers. However, we respect the copyright interests of others and it is our policy not to permit materials known by us to infringe another party’s copyright to remain on the CN Services.
Filing a Complaint
If you believe any material on the Services infringes a copyright, you should provide us with a request to takedown the allegedly infringing material in the form of a written letter, sent by regular mail only, (“DMCA Takedown Notice”) that at a minimum includes:
• 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 us to locate the material;
• Your name, address, telephone number and email address (if available);
• A statement that the complaining party has 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;
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; and
• The signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Notwithstanding the foregoing, we reserve the right to ignore a DMCA Takedown Notice that is not in compliance with the DMCA.
Filing a Counter-Notice
If your material has been removed or blocked by us as a result of our receipt of a DMCA Takedown Notice, you may send us a request asking for the allegedly infringing material to be restored in the form of a written letter, sent by regular mail only, (“DMCA Counter-Notice”) that at a minimum includes:
• Identification of the copyrighted work or works that were removed by CN and the location at which the works appeared before they were removed, with information reasonably sufficient to permit us to identify the copyrighted work;
• Your name, address, telephone number and email address (if available);
• A statement that you consent to the jurisdiction of the U.S. Federal District Court for the judicial district in which your address is located, or California if your address is outside of the United States;
• A statement that you will accept service of process from the person (or an agent of such person) who provided the DMCA Takedown Notice to us;
• A statement that you have a good faith belief that the allegedly infringing material identified above as the copyrighted work was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
• A signature of a person authorized to act on behalf of the owner of the copyrighted work that was taken down.
When we receive the DMCA Counter-Notice, we will send a copy of the DMCA Counter-Notice to the party who originally sent us the DMCA Takedown Notice requesting the removal of the allegedly infringing material and we will reinstate the allegedly infringing material, unless that party obtains a court order supporting removal of the allegedly infringing material. Notwithstanding the foregoing, we reserve the right to ignore a DMCA Counter-Notice that is not in compliance with the DMCA.
Both the DMCA Takedown Notice and the DMCA Counter-Notice must be sent to our designated DMCA agent via email at firstname.lastname@example.org or by postal mail as follows:
CASTING NETWORKS, LLC
3250 WILSHIRE BLVD STE 1800
LOS ANGELES, CA 90010
Emails or letters sent to these contact addresses that do not relate to the DMCA will be ignored.
VII. INTERACTING WITH OTHER USERS
CN is a service provider so we don’t control each and every aspect of the Services. For example, we do not regularly monitor Users’ interactions with the Services or communications with each other on the Services. However, CN may, in certain circumstances, prohibit you from contacting other Users through use of the Services or otherwise limit your use of the Services. CN reserves the right to terminate your Membership if we determine, in our sole discretion, that doing so is necessary to enforce these Terms or to protect its business reputation or Users.
Communications with Users
You are solely responsible for your interactions with other Users.
As a condition of access to and use of the Services, you release CN, including its shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensors and distributors from any claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute you have or claim to have with one or more Users of the Services, including any claim against any individual or entity who creates an unauthorized account for you on your behalf.
You understand and agree that: (i) CN will have the right but not the obligation to assist Users in resolving disputes among Users relating to Users’ use of the Services; (ii) CN’s resolution of any particular dispute does not create an obligation to resolve any other dispute; (iii) to the extent CN assists in resolving such disputes, it will do so in good faith based solely on the general rules and standards of the Services; (iv) CN’s resolution of such disputes will be final with respect to the respective Users’ use of the Services; and (v) you release CN from claims, demands and damages of every kind and nature in any way connected with CN’s resolution of User disputes relating to the Services.
VIII. DISCLAIMERS OF WARRANTY AND LIABILITY
The Services are provided “As Is”
CN provides the Services strictly on an “AS IS” basis and does not guarantee that the Services will function without interruption or errors in functioning, or be virus-free. The operation of the Services may be interrupted due to maintenance, updates, or system or network failures. CN disclaims all liability for damages caused by any interruption, malfunction, impossibility of access, or poor use conditions of the Services for any reason. Use of the Services is at your own risk, to the fullest extent permissible under applicable law and except in New Jersey. CN EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
CN makes no warranty as to the quality, accuracy, completeness or validity of any information or Content you access or receive in connection with the Services, or that your use of the Services will meet your requirements. If you are dissatisfied or harmed by the Services, you may terminate your account in accordance with these Terms and such termination shall be your sole and exclusive remedy.
CN is not responsible for, and makes no representations or warranties for the delivery of any messages sent through the Services to anyone. In addition, we neither warrant nor represent that your use of the Services will not infringe the rights of third parties. Any material, service, or technology described or used on the Services may be subject to intellectual property rights owned by third parties who have licensed such material, service, or technology to us.
CN does not have any obligation to verify the identity of the persons accessing the Services or subscribing to the Services. CN disclaims all liability for identity theft or any other access to or misuse of your identity or information.
No Liability for Accumulated Content
When using the Services, you may accumulate Content that resides as data on CN’s servers. This data, and any other data, Membership account information or history, User personal information or names residing on CN servers may be deleted, altered, moved or transferred at any time for any reason in CN’s sole discretion. You acknowledge that, notwithstanding any copyright or other rights you may have with respect to User Content you upload, transmit, display and/or create using the Services, and notwithstanding any value attributed to such Content, you understand and agree that CN has the right, but not the obligation, to remove any Content (including your User Content) at any time, for any reason or no reason, with or without notice, and with no liability of any kind. CN EXPRESSLY DISCLAIMS ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON CN’S SERVERS.
Limitation of liability
IN NO EVENT IS CN OR ITS RESPECTIVE SUPPLIERS, LICENSORS OR DISTRIBUTORS IN HOSTING, OPERATING OR DELIVERING THE SERVICES LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR LOST PROFITS, EXCLUDING CLAIMS BASED ON GROSS NEGLIGENCE, FRAUD OR WILLFUL MISCONDUCT, ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICES (INCLUDING ITS MODIFICATION OR TERMINATION), YOUR MEMBERSHIP (INCLUDING THEIR TERMINATION OR SUSPENSION) OR THESE TERMS, WHETHER OR NOT CN MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
IN ADDITION, EXCLUDING CLAIMS BASED ON GROSS NEGLIGENCE, FRAUD OR WILLFUL MISCONDUCT, YOU AGREE THAT IN NO EVENT WILL CN’S CUMULATIVE LIABILITY TO YOU FOR DIRECT DAMAGES OF ANY KIND OR NATURE EXCEED THE LESSOR OF THE MOST RECENT MONTHLY FEE THAT YOU PAID FOR THE SERVICE, IF ANY, OR U.S. FIFTY DOLLARS ($50.00).
SOME STATES INCLUDING NEW JERSEY OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL OR OTHER DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
If you are a California resident, you hereby waive California Civil Code Section 1542 (and any similar provision in any other jurisdiction) which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.”
You agree to defend, indemnify and hold harmless CN and its shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensors and distributors from and against all damages, losses, liabilities, claims, and costs (including, but not limited to, reasonable attorneys’ fees and costs including costs to respond to regulatory inquiries, actions or subpoenas) related to all third party claims, charges, and investigations, arising from, relating to, or caused by (a) your use of the Services, (b) your failure to comply with these Terms, including, without limitation, your submission or use of Content in violation of third party rights or applicable laws, rules or regulations or (c) your Membership.
IX. DISPUTE RESOLUTION
These Terms shall be governed, construed, and enforced in accordance with the laws of the state where the Talent resides, as determined by the address on file with CN, without regard to its conflict of laws rules except that the arbitration provision shall be governed by the Federal Arbitration Act as stated herein.
Notice of Claims
In the event a dispute arises between you and CN we want to provide you with an efficient, neutral and cost-effective means of resolving the dispute through arbitration. A party who intends to seek arbitration must first send to the other a written Notice of Dispute describing the nature and basis of the Claim (as defined below) and setting forth the specific relief sought. All Notices of Dispute with CN shall be sent to the following address: Casting Networks, LLC, Attn: Dispute Resolution, 3250 Wilshire Blvd Ste. 1800, Los Angeles, CA 90010 USA.
All notices to Users will be sent to the email or street address provided in the User’s account. Upon receipt of such Notice of Dispute, the other party shall have a 60-day period in which it may satisfy the Claim against it by fully curing the Claim and/or providing all the relief requested in the Notice of Dispute, and/or entering into a settlement to resolve the Claim to the mutual satisfaction of the parties. After the expiration of such 60-day cure period, you or CN may commence an arbitration proceeding in accordance with the following procedure. This notice requirement is a condition precedent to any arbitration proceeding, as described below.
Arbitration and Class Action Waiver
YOU AND CN AGREE THAT ANY DISPUTE, CONTROVERSY OR CLAIM ARISING OUT OF, CONNECTED WITH OR RELATING TO THESE TERMS, ANY CONTRACT, TORT, MISREPRESENTATION, FRAUD OR OTHER LEGAL THEORY OR CAUSE OF ACTION, STATUTE, OR OTHERWISE RELATING TO THE SERVICES (“CLAIMS”) WHICH CANNOT BE SETTLED BY MUTUAL AGREEMENT OF THE PARTIES, SHALL BE RESOLVED BY ONE ARBITRATOR THROUGH BINDING ARBITRATION. HOWERVER, YOU OR CN MAY BRING ANY CLAIM IN SMALL CLAIMS COURT CONSISTENT WITH THE APPLICABLE JURISDICTIONAL LIMITS. THIS AGREEMENT TO ARBITRATE IS INTENDED TO BE BROADLY INTERPRETED. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, JUST AS A COURT WOULD, THE ARBITRATOR MUST HONOR THESE TERMS. THE ARBITRATOR’S DECISION AND AWARD IS FINAL AND BINDING, WITH SOME EXCEPTIONS UNDER THE FEDERAL ARBITRATION ACT, 9 U.S.C. §§ 1, ET SEQ., AND JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT WITH JURISDICTION. BY AGREEING TO THESE TERMS, YOU AND CN ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION.
Any Claim must be brought in the parties’ individual capacity in arbitration, and not as a plaintiff or class member in any purported class, collective, representative, multiple plaintiff, or similar proceeding (“Class Action”). The parties expressly waive any ability to maintain any Class Action in any forum. The arbitrator shall not have authority to combine or aggregate similar claims or conduct any Class Action nor make an award to any person or entity not a party to the arbitration. Any claim that all or part of this Class Action waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. YOU AND CN UNDERSTAND THAT YOU WOULD HAVE HAD A RIGHT TO LITIGATE THROUGH A COURT, TO HAVE A JUDGE OR JURY DECIDE YOUR CASE AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION. HOWEVER, BY AGREEING TO THESE TERMS AND USING THE SERVICES YOU UNDERSTAND AND CHOOSE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY THROUGH ARBITRATION. IF FOR SOME REASON THE PROHIBITION ON CLASS ARBITRATIONS SET FORTH ABOVE CANNOT BE ENFORCED, THEN THE AGREEMENT TO ARBITRATE WILL NOT APPLY. If for any reason a claim proceeds in court rather than through arbitration, you and CN agree that there will not be a jury trial. You and CN unconditionally waive any right to trial by jury in any action, proceeding or counterclaim arising out of or relating to these Terms in any way. In the event of litigation, this paragraph may be filed to show a written consent to a trial by the court.
Unless otherwise agreed to by you and CN in writing or for individual claims brought by you or CN in small claims court, the arbitration will be governed and conducted by JAMS before a single arbitrator from JAMS, or another established alternative dispute resolution (“ADR”) provider, chosen by CN, who is licensed to practice law. The arbitration proceeding will be located in Los Angeles, California, and for any non-frivolous demand, CN will: (1) pay the costs of the arbitration up to $10,000; (2) if you prefer will conduct the arbitration by telephone, and (3) will not seek attorney’s fees in the event CN prevails. Each party shall pay the fees and costs of its own counsel, experts and witnesses (as applicable) and will be conducted in accordance with JAMS rules. The JAMS rules, including the selection of an arbitrator, filing, administration, discovery and arbitrator fees will be conducted under the JAMS Comprehensive Arbitration Rules & Procedures, except as modified by these Terms or otherwise agreed to by you and CN in writing. The JAMS rules are available on its website at www.jamsadr.com. To the extent that this Dispute Resolution section conflicts with JAMS’s minimum standards for procedural fairness, the JAMS’ rules and/or minimum standards for arbitration procedures in that regard shall control. Neither party shall sue the other party other than as provided herein or for enforcement of this clause or for the arbitrator’s award; and any such suit may be brought only in Federal District Court or, if any such court lacks jurisdiction, in any state court that has jurisdiction. The arbitrator, and not any federal, state, or local court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, or enforceability of these Terms including any claim that all or any part of these Terms are void or voidable. However, the preceding sentence shall not apply to the clause in this Dispute Resolution provision regarding the Class Action waiver.
Any claim or action for (i) indemnification, (ii) any violation of CN intellectual property rights, (iii) contribution, (iv) interpleader, or (v) injunctive relief arising out of a Claim shall not be subject to arbitration.
This arbitration provision shall survive termination of these Terms, including the termination of any relationship between you and CN.
If any provision of this Section is declared or found to be unlawful, unenforceable or void, such provision will be ineffective only to the extent that it is found unlawful, unenforceable or void, and the remainder of the provision and all other provisions shall remain fully enforceable except that should the provision on class action waiver for any Claim be found to be unenforceable by a court of law, then the provision to arbitrate will not apply.
X. GENERAL PROVISIONS
The Services are controlled and operated by CN from its offices within the United States. CN makes no representation that any Content, Software or other products in the Services are appropriate or available for use in other locations, and access to such materials or use of the Services from territories where their contents are illegal is prohibited. Those who choose to access the Services from other locations do so on their own initiative and are responsible for compliance with applicable local laws. If you use the Services from other locations, you are responsible for compliance with applicable local laws including, but not limited to, the export and import regulations of other countries. Your use of the Services, including our Software, is subject to export and re-export control laws and regulations, including the Export Administration Regulations (“EAR”) maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department’s Office of Foreign Assets Control. You shall not, directly or indirectly, sell, export, re-export, transfer, divert, or otherwise dispose of any Software or Service to any end-user without obtaining the required authorizations from the appropriate government authorities. You also warrant that you are not prohibited from receiving United States origin products, including Services or Software.
CN may give notice to you by means of a general notice on the Services, at or after log-in to your Membership account, by electronic mail to your e-mail address in our records for your Membership, or by written communication sent by first class mail, postage prepaid, or overnight courier to your address on record for your Membership.
All notices given by you, whether or not required under these Terms, shall be emailed to email@example.com; or sent to us by postal mail or courier at:
CASTING NETWORKS LLC
ATTN DISPUTE RESOLUTION
3250 WILSHIRE BLVD STE 1800
LOS ANGELES, CA 90010
Any notices that you provide without compliance with this section shall have no legal effect.
The failure of CN to partially or fully exercise any rights under these Terms, or the waiver of CN of any breach of these Terms by you, shall not prevent a subsequent exercise of such rights by CN or be deemed a waiver by CN of any subsequent breach by you of the same or any other condition of these Terms. The rights and remedies of CN under these Terms, its policies, and any other applicable agreement between you and CN shall be cumulative, and the exercise of any such right or remedy shall not limit CN’s right to exercise any other right or remedy.
If any part of these Terms, other than the Class Action waiver as set forth above, is determined to be invalid or unenforceable, it will not impact any other provision of these Terms, all of which will remain in full force and effect.
Headings in these Terms are for convenience of reference only and shall not affect the interpretation or construction of these Terms.
Third Party Beneficiaries
These Terms do not create third party beneficiary rights enforceable by third parties.
These Terms, and the policies incorporated herein, are the entire agreement between you and CN. They supersede any and all prior or contemporaneous agreements between you and CN relating to your use of the CN Services.
Copyright © 2021, Casting Networks, LLC. All rights reserved.
Effective Date: June 15, 2020