IMPORTANT! PLEASE CAREFULLY READ THESE TERMS OF USE ("TERMS") BEFORE USING THE WEB SITES (DEFINED BELOW), AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. FanFlash LLC ("FanFlash" or "we," "our," or "us") owns or controls and provides access to MyFanFlash.com and the FanFlash branded web pages (collectively, the "Web Sites"). These Terms govern your use of the Web Sites or other interactive features that are accessible or downloadable through the Web Sites and only apply to the Web Sites or other interactive features that are accessible or downloadable through the Web Sites, and not to any other third party or linked web site. You agree to these Terms by accessing or using the Web Sites. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THESE TERMS DO NOT USE THE WEB SITES.Please also review the FanFlash Privacy Policy [HERE]

Table of Contents

Ownership of Site Materials
Information/Content You Submit
Membership & Registration
Acceptable Use Policy
Your Warranties
User Interactions and Disputes
Software and Other Items Available for Download
Copyrights and Copyright Agents
Disclaimer of Warranties
Disclaimers/Limitations of Liability
Indemnification
Term and Termination
Promotions
Linking to Third Party Web Sites
Linking from Third Party Web Sites
Location of Web Sites
Disputes/Governing Law
Miscellaneous
Modifications

Ownership of Site Materials

Unless otherwise explicitly specified, all materials that are included in or are otherwise a part of the Web Sites (including past, present and future versions), including, without limitation: graphics; layout; text; images; audio videos; designs; advertising copy; logos; domain names; trade names; service marks and trade identities; any and all copyrightable material (including source and object code); the "look and feel" of the Web Sites; the compilation, assembly and arrangement of the materials of the Web Sites; and all other materials related to the Web Sites (collectively, the "Materials”) are owned, controlled or licensed by Fan Flash, its subsidiaries or affiliates and are protected from unauthorized use, copying and dissemination by copyright, trademark, patent, publicity and other laws, rules, regulations and international treaties.  “Fan Flash” is a trademark of FanFlash LLC. All other trademarks or service marks appearing on the Sites are the marks of their respective owners. FanFlash specifically disclaims any ownership of or relationship with any third party website, links (RSS Feeds) and related headlines, provided on the site.

Without limiting the foregoing, and except as may be expressly permitted by FanFlash or as may be a result of standard search engine or internet browser usage, you will not use any robot, spider, rover, scraper, or any other data mining technology or automatic or manual process to monitor, cache, frame, mask, extract data from, copy or distribute the Materials.  Unless otherwise expressly authorized in these Terms or on the Web Sites, you further agree that you will not, in whole or in part, modify, frame, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate to any third party or on any third-party web site, or otherwise use the Materials in any way for any public or commercial purpose. FanFlash may add, change, discontinue, remove or suspend any of the Materials at any time, without notice and without liability. For purposes of clarity, posting links to site to the home page located ayMyFanFlash.com is expressly permitted.

Subject to your strict compliance with these Terms, FanFlash grants you a limited, personal, non-exclusive, non-commercial, revocable, non-assignable and non-transferable license to download, view and/or play one copy of the Materials (excluding source and object code) on any single computer for your personal, non-commercial use only, provided that: (a) you keep intact all copyright and other proprietary notices contained in the original Materials or any copy you may make of the Materials; (b) you do not use the Materials in a manner that suggests an association with any of our products, services or brands; (c) you make no modifications to the Materials; (d) you do not allow or aid or abet any third party (whether or not for your benefit): (i) to copy or adapt the object code of any Web Site’s software, HTML, JavaScript or other code; or (ii) reverse engineer, decompile, reverse assemble, modify or attempt to discover any source code that the Web Sites create to generate its web pages or any software or other products or processes accessible through the Web Sites; and (e) you do not insert any code or product to manipulate the Materials in any way that affects any user’s experience.

Information/Content You Submit

The Web Sites may provide you and other users with the opportunity to participate in  interactive consumer surveys (“User Content”). You grant to FanFlash the unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual and royalty-free right and license to host, cache, store, use, copy, distribute, sell, re-sell, sub-license, display, perform, publish, broadcast, transmit, modify, reformat, translate or otherwise exploit in any manner whatsoever, all or any portion of your User Content for any purpose whatsoever in all formats, on or through any media or medium now known or hereafter developed and with any technology or devices now known or hereafter developed. You further agree that FanFlash and its affiliates and partners whether disclosed or undisclosed, are free to use any ideas, concepts, know-how or techniques contained in any User Content you send to the Web Sites or Fan Flash, for any purpose whatsoever, including, without limitation, developing, manufacturing and marketing products using such User Content. You also grant to FanFlash and its affiliates and partners whether disclosed or undisclosed, the right to sub-license and authorize others to exercise any of the rights granted to FanFlash under these Terms; and each such third party will be entitled to benefit from the rights and licenses granted to FanFlash under these Terms.
You agree that your User Content will be treated as non-confidential and non-proprietary and will not be returned.

Membership & Registration
Use of the Web Sites may require registration or may otherwise ask you to provide information to participate in certain features or access certain Materials or User 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 Materials or User Content or participate in certain features of the Web Sites. When you provide information to the Web Sites, you agree to provide only true, accurate, current and complete information.
If you register with us, 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 so that others may not access the password protected portion of the Web Sites using your name in whole or in part. FanFlash reserves the right to terminate your account or otherwise deny you access in its sole discretion without notice and without liability.

Acceptable Use Policy

You agree that:

• you will not violate these Terms or any local, state, federal or international law, rule or regulation or any other requirements or restrictions posted by FanFlash on the Web Sites;

• you will not upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses or other material that interferes with any third party's uninterrupted use and enjoyment of the Web Sites, the Materials or the User Content or modifies, impairs, disrupts, alters or interferes with the use, features, functions, operation or maintenance of the Web Sites, the Materials or the User Content;

• you will not upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats, 1x1 pixels, web bugs, cookies or other similar devices (sometimes referred to as "spyware," "passive collection mechanisms" or "pcms");

• you will not use or launch any automated system, including without limitation, any spider, robot (or "bot"), scraper or offline reader that accesses the Web Sites or use or launch any unauthorized script;

• you will not cover or obscure any banner or other advertisement on the Web Sites;

• you will not manipulate identifiers to disguise the source of your User Content; and

• you will not interfere with or circumvent any security feature of the Web Sites or any feature that restricts or enforces limitations on use of or access to the Web Sites, the Materials or the User Content. 

Your Warranties
You represent and warrant that: (i) you are not a minor and you have the legal right and capacity to enter into these Terms in your jurisdiction and to comply with these Terms or, if you are a minor, your parent or legal guardian has read and agreed to these Terms on your behalf; (ii) all information you provide to FanFlash is accurate and complete; and (iii) you hold and will continue to hold all rights necessary to enter into and perform your obligations under these Terms.

User Interactions and Disputes
You are solely responsible for your interaction with other users of the Web Site, whether online or offline. We are not responsible or liable for the conduct of any user. We reserve the right, but have no obligation, to monitor or become involved in disputes between you and other users.

Software and Other Items Available for Download

Any items that we make available for download or use from the Web Sites and/or our servers (the "Downloadable Items") are the copyrighted work of FanFlash or its partners, affiliates, licensors or suppliers. Your use of the Downloadable Items may be governed by the terms of an end user license agreement that accompanies or is included with the Downloadable Items (the "License Agreement"). Please carefully read the License Agreement (if any) to determine the full extent of conditions governing the use of such Downloadable Items. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE DOWNLOADABLE ITEMS TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE AGREEMENT APPLICABLE TO SUCH DOWNLOADABLE ITEMS.

Copyrights and Copyright Agents

In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512, we have designated a copyright agent to receive notice of claims of copyright infringement on this Web Site. Our copyright agent is Michael Jaffa, who may be reached by telephone at 860-866-5509, by email at dmcanotice@myfanflash.com or by postal mail at 11 Fieldstone Drive; East Granby, CT 06026

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. § 512: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single Web Site are covered by a single notification, a representative list of such works at that Web Site; (c) 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; (d) information reasonably sufficient to permit us to contact the complaining party such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; (e) 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; and (f) 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.

Disclaimer of Warranties

THE WEB SITES, INCLUDING, WITHOUT LIMITATION, THE MATERIALS, ARE PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS.  TO THE FULLEST EXTENT PERMISSIBLE BY LAW, FAN FLASH, ITS AFFILIATES, AND PROMOTIONAL PARTNERS FOR THE WEB SITES AND THEIR RESPECTIVE PARENTS, SUBSIDIARIES OR AFFILIATES OR THE DIRECTORS, OFFICERS, EMPLOYEES, AND OTHER REPRESENTATIVES OF EACH OF THEM (COLLECTIVELY, "FANFLASH PARTIES") MAKE NO REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOVER, EXPRESS OR IMPLIED, AS TO: (A) THE WEB SITES; (B) THE MATERIALS ON OR PROVIDED THROUGH THE WEB SITES; (C) THE DOWNLOADABLE ITEMS; (D) USER CONTENT; (E) THE FUNCTIONS MADE ACCESSIBLE ON OR THROUGH THE WEB SITES; (F) ANY THIRD PARTY WEBSITES OR CONTENT  MADE AVAILABLE THROUGH LINKS (RSS FEEDS) ON THE SITES (G) ANY PRODUCTS OR SERVICES OFFERED OR REFERENCED AT THE WEB SITES; AND/OR (H) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TRANSMITTED TO FANFLASH OR VIA THE WEB SITES. IN ADDITION, THE FANFLASH PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.

THE FANFLASH PARTIES DO NOT REPRESENT OR WARRANT THAT THE WEB SITES OR THE FUNCTIONS CONTAINED THEREIN WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE WEB SITES OR THE SERVER THAT MAKES THE WEB SITES AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE FANFLASH PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION ON THE WEB SITES IS ACCURATE, COMPLETE, CORRECT, ADEQUATE, USEFUL, TIMELY, RELIABLE OR OTHERWISE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITES, THAT YOUR USE IS AT YOUR SOLE RISK.  THE FANFLASH PARTIES DO NOT WARRANT THAT YOUR USE OF THE WEB SITES IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND THE FANFLASH PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES.  SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO THIS AGREEMENT.

BY ACCESSING OR USING THE WEB SITES YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SITES.

Disclaimers/Limitations of Liability

YOU UNDERSTAND AND AGREE THAT THE FANFLASH PARTIES LIMIT THEIR RESPONSIBILITY AND LIABILITY IN CONNECTION WITH THE TALENT SEARCH AS SET FORTH IN THESE TERMS, INCLUDING WITHOUT LIMITATION AS FOLLOWS:
UNDER NO CIRCUMSTANCES SHALL THE FANFLASH PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO (1) THE WEB SITES, MATERIALS OR USER CONTENT; (2) THE USE OF, INABILITY TO USE, OR PERFORMANCE OF THE WEB SITES (3) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY FANFLASH OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE THE WEB SITES (4) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (5) ANY ERRORS OR OMISSIONS IN THE WEB SITES, EVEN IF FORESEEABLE OR EVEN IF THE FANFLASH PARTIES BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE WEB SITES). IN NO EVENT WILL THE FANFLASH PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU; HOWEVER. IN NO EVENT SHALL THE FANFLASH PARTIES TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED TEN DOLLARS ($10).
BY ACCESSSING THE WEB SITES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."
You recognize and confirm that in the event you incur any damages, losses or injuries that arise out of the FanFlash Parties’ acts or omissions, the damages, if any, caused to you are not irreparable or sufficient to entitle you to an injunction preventing any exploitation of any web site, property, product, program, or other audio/visual content owned or controlled by company and/or its parents, subsidiaries, and/or affiliates, and you will have no rights to enjoin or restrain the development, production, distribution, advertising, exhibition or exploitation of any company web site, property, product, program, or other audio/visual content or your User Content or any and all activities or actions related thereto.

Indemnification

You agree to defend, indemnify and hold the FanFlash Parties harmless from and against any and all claims, damages, costs, investigations, liabilities, judgments, settlements and expenses, including attorneys’ fees, that directly or indirectly arise from or are otherwise directly or indirectly related to: (a) User Content; (b) your use of the Web Sites or activities in connection with the Web Sites; (c) your breach of these Terms; (d) 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; (e) information or material transmitted through your computer, 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) the FanFlash Parties' use of your information.  You will cooperate as fully required by the FanFlash Parties in the defense of any claim. The FanFlash Parties 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 the FanFlash Parties.

Term and Termination

FanFlash reserves the right to terminate your access to and use of the Web Sites in its sole discretion, without notice and liability, including, without limitation. 

Upon termination of your access to the Web Sites, or upon demand from Fan Flash,  all rights granted to you under these Terms will cease immediately, and you agree that you will: (a) immediately discontinue use of the Web Sites; (b) destroy all materials obtained from the Web Sites and all related documentation; and (c) as applicable, pay any amounts owed to FanFlash in full within thirty (30) days from the date of such termination and continue to pay any other amounts owed under these Terms.

Promotions

The Web Sites may contain or offer sweepstakes or other promotions, which may be governed by a separate set of rules that describe the sweepstakes 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 or promotion. For any third party sweepstakes or promotion accessed through the sites, FanFlash will act only as a conduit and specifically disclaims any liability for such sweepstakes or promotion. By accessing any particular sweepstakes or promotion through the FanFlash Sites you agree to look solely to those third party providers for any claims and agree to hold FanFlash LLC and the FanFlash sites harmless from any liability or claims based on those sweepstakes or promotions.

Linking to Third Party Web Sites

There will be links from the Web Sites to other third party web sites. Accessing those third party sites requires you to leave the Web Sites.  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 sites.  FanFlash encourages you to review all policies, rules, terms and regulations, including the privacy policies, of each third party site that you visit.

Linking from Third Party Web Sites

Any third party web sites that link to the Web Sites: (a) may only link to the Web Sites’ home page unless it has received prior, written consent from FanFlash to link to other pages; (b) must not frame or create a browser or border environment around any of the content on the Web Sites or otherwise mirror any part of the Web Sites; (c) must not imply that FanFlash or the Site is endorsing or sponsoring it or its products, unless FanFlash has given it prior written consent; (d) must not present false information about FanFlash or its products or services; (e) must not use any FanFlash trademarks without the prior written permission from Producer; and (f) must not contain content that could be construed as distasteful, offensive or controversial.  By linking to the Web Sites, you agree that you do and will continue to comply with the above linking requirements. Notwithstanding anything to the contrary contained in these Terms, FanFlash reserves the right to prohibit linking to the Web Sites for any reason in our sole and absolute discretion.

Location of Web Sites

FanFlash controls and operates the Web Sites from offices located in the State of Massachusetts in the United  States of America and makes no representations or warranties that the information, products or services contained on the Web Sites are appropriate for use or access in other locations. Anyone using or accessing the Web Sites from other locations does so on their own initiative and are responsible for compliance with local United States laws, if and to the extent applicable.  We reserve the right to limit the availability of the Web Sites 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.

Disputes/Governing Law

Except where prohibited, you agree that any and all disputes, claims and causes of action arising out of or connected with the Web Sites or activities available on the Web Sites will be resolved individually, without resort to any form of class action.  You waive any rights to trial by jury in any action or proceeding instituted in connection with these Terms, the Web Sites or activities available on the Web Sites. Any controversy or claim of any nature arising out of or relating to these Terms the Web Sites or activities available on the Web Sites will be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association.  Any such controversy or claim will be arbitrated on an individual basis, and will not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration will be conducted in the State of Massachusetts, City of Boston. All issues and questions regarding your rights and obligations will be governed by, and construed in accordance with, the laws of the State of Massachusetts, without giving effect to the conflict of laws rules thereof. Any matters or proceedings for entering any judgment on an arbitration award will take place in the courts situated in the State of Massachusetts, City of Boston.

Miscellaneous

The failure of FanFlash to act with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit Fan Flash’s rights with respect to such breach or any subsequent breaches.  No waiver by FanFlash of any of these Terms will be of any force or effect unless made in writing and signed by a duly authorized office of Fan Flash’s. Neither the course of conduct between the parties nor trade practice will act to modify these Terms. FanFlash 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 Fan Flash’s prior written consent. If any provision of these Terms will be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.  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 FanFlash by virtue of having drafted them.

Modifications

FanFlash reserves the right to change, modify, amend and/or update these Terms at any time with or without prior notice.

The Effective Date of these Terms of Use is August 15, 2009.