Terms of Use Effective Date: 06/15/18

Last Updated Date: 06/15/18

BY ACCESSING FINEFOOTAGE.COM, COMPLETING THE REGISTRATION PROCESS, AND/OR MERELY BROWSING THE WEBSITE, YOU REPRESENT THAT (1) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH FINE FOOTAGE, (2) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS OF USE, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS OF USE PERSONALLY OR ON BEHALF OF THE ENTITY YOU HAVE NAMED AS THE MEMBER, AND TO BIND THAT ENTITY TO THESE TERMS. THE TERM “YOU” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE MEMBER WHEN YOU REGISTERED ON THE WEBSITE. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.

PLEASE NOTE THAT THE TERMS ARE SUBJECT TO CHANGE BY FINE FOOTAGE IN ITS SOLE DISCRETION AT ANY TIME.

Updates- You understand that the Website and the Services are evolving. As a result, Fine Footage may change the functionality of the Website and Services at any time. You acknowledge and agree that Fine Footage may update the Website, and/or the Services with or without notifying you. You may need to update third party software from time to time in order to receive the Services or use the Website.

1. Use of the Services and Fine Footage Materials.

Pursuant to these Terms, Fine Footage grants you permission to access and use the Website and in the Services (as these terms are defined below) for your non-commercial purposes. The information and content available on the Website and in the Services apart from the Stock Files (collectively, the “Fine Footage Materials”) and the Stock Files are protected by copyright laws throughout the world. Unless otherwise specified by Fine Footage in a separate license, your right to use any Fine Footage Materials or Stock Files that you access or download through the Website or the Services is subject to the Terms. Any use of the Stock Files will be governed by the Supplemental Terms in the Royalty Free License Agreement.

Certain Restrictions- Except to the extent expressly permitted in any Supplemental Terms, the rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Website or any portion of the Website, including any Fine Footage Materials, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Fine Footage Materials (including images, text, page layout or form) of Fine Footage; (c) you shall not use any metatags or other “hidden text” using Fine Footage’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Fine Footage Materials except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website; (f) access the Fine Footage Materials in order to build a similar or competitive website or service; (g) except as expressly stated herein, no part of the Fine Footage Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Fine Footage Materials. Any future release, update or other addition to the Fine Footage Materials shall be subject to these Terms. Fine Footage, its suppliers and service providers reserve all rights not granted in the Terms. Any unauthorized use of the Website or the Services terminates the licenses granted by Fine Footage pursuant to the Terms.

2. Registration.

Registering your Account- In order to access certain features of the Website, and the Services you may be required to become a Registered User. For purposes of these Terms, a “Registered User” is a User who has registered an account on the Website (“Account”).

Account Sharing- You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to (1) notify Fine Footage immediately of any unauthorized use of your password or any other breach of security; and (2) exit from your Account at the end of each session.

Registration Data- In registering for the Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the Services’ registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (1) at least eighteen (18) years old; (2) of legal age to form a binding contract; and (3) not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Fine Footage Materials or the Services by minors.

Unauthorized Use or Access- You agree that you will not, under any circumstances:

a. Interfere with the proper functioning of the Website or Services or connect to or use the Website, Services or Fine Footage Materials in any way not expressly permitted by the Terms; • Systematically retrieve data or other content from our Website, Services or Fine Footage Materials to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise; • Make any automated use of the Website, Services, or Fine Footage Materials, or take any action that imposes or may impose (in Fine Footage’s sole discretion) an unreasonable or disproportionately large load on the infrastructure for the Website, Services or Fine Footage Materials; • Bypass any robot exclusion headers or other measures Fine Footage takes to restrict access to the Website, Services or Fine Footage Materials or use any software, technology or device to send content or messages, scrape, spider or crawl the Website, Services or Fine Footage Materials or harvest or manipulate data.

b. In connection with your use of the Website, Services, and Fine Footage Materials, you shall not, except as expressly permitted in the Terms: • Use the Content from the site to create work that (i) is unlawful, tortious, defamatory, vulgar, obscene, libelous, or racially, ethnically or otherwise objectionable; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person; or (v) promotes illegal or harmful activities; • Harm minors in any way; • Impersonate any person or entity, including, but not limited to, Fine Footage personnel, or falsely state or otherwise misrepresent your affiliation with a person or entity; • Make available any Content that you do not have a right to Make Available under any 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 non-disclosure agreements); • Make Available any Content that infringes the rights of any person or entity, including without limitation, any patent, trademark, trade secret, copyright, privacy, publicity or other proprietary or contractual rights; Intentionally or unintentionally violate any applicable local, state, national or international law or regulation, or any order of a court; • Register for more than one Account or register for an Account on behalf of an individual other than yourself; or • Advocate, encourage or assist any third party in doing any of the foregoing activities in this section.

3. Fees and Purchase Terms

Payment-You agree to pay all fees or charges to your Account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. You must provide Fine Footage with valid credit card (Visa, MasterCard, or any other issuer accepted by us) or other payment account that we accept (“Payment Provider”), or purchase order information as a condition to signing up for the Services. Your Payment Provider agreement governs your use of the designated credit card or other payment account, and you must refer to that agreement and not this Agreement to determine your rights and liabilities. By providing Fine Footage with your credit card number or other payment account and associated payment information, you agree that Fine Footage is authorized to immediately invoice your Account for all fees and charges due and payable to Fine Footage hereunder and that no additional notice or consent is required. These credentials will be stored securely and used for future subscription payments or other purchases on our site. You agree to immediately notify Fine Footage of any change in your billing address or the credit card or other payment account used for payment hereunder. Fine Footage reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Website or with four weeks’ notice by e-mail delivery to you.

Taxes- Fine Footage’s fees are net of any applicable Sales Tax. If any Services, or payments for any goods or services, under this Agreement are subject to Sales Tax in any jurisdiction, you will be responsible for payment of such Sales Tax, and any related penalties or interest and will indemnify Fine Footage for any liability or expense Fine Footage may incur in connection with such Sales Taxes.

Service Subscription Fees- You will be responsible for payment of the applicable fee for any Services (each, a “Service Subscription Fee”) at the time you create your Account and select your annual package (each, a “Service Commencement Date”). Except as set forth in these Terms, all fees for the Services are non-refundable. No contract will exist between you and Fine Footage for the Services until Fine Footage accepts your order by a confirmatory e-mail or other appropriate means of communication.

Automatic Renewal- Your subscription will continue indefinitely until terminated in accordance with the terms of this Agreement. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically commence on the first day following the end of such period (each a “Renewal Commencement Date”) and continue for an additional equivalent period, at Company’s then current price for such subscription. You agree that your Account will be subject to this automatic renewal feature unless you cancel your subscription at any time prior to the Renewal Commencement Date by emailing us. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term; your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. By subscribing, you authorize Company to charge your Payment Provider now, and again at the beginning of any subsequent subscription period. Upon renewal of your subscription, if Company does not receive payment from your Payment Provider, (i) you agree to pay all amounts due on your Account upon demand, and/or (ii) you agree that Company may either terminate or suspend your subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received.). We reserve the right to change the subscription fee for any renewal term to be effective upon the renewal of your subscription.

Free Trials and Other Promotions- Any free trial or other promotion that provides Registered User level access to the Services must be used within the specified time of the trial. You will be asked for valid credit card information when you sign up for the free trial. We will use the payment information for future subscription fees should you fail to terminate the trial subscription within the timeframe provided by Fine Footage. We will start your 7-day free trial upon completion of your trial signup. You may cancel your trial subscription without charge at any time within 7 days of placing your order. If you do not cancel your free trial subscription within 7 days of the date you start your trial, your subscription will continue automatically and the monthly fee will be billed to the credit card or other billing source provided by you when you signed up for the trial, on the first day of each successive subscription term.

Such billing will occur without further notice to you. You must cancel your subscription before the end of the trial period in order to avoid being charged a subscription fee.

Disputes- You must notify us in writing within seven (7) days after receiving your credit card statement, if you dispute any of our charges on that statement or such dispute will be deemed waived. Billing disputes should be notified to the following address: jason@finefootage.com.

4. Indemnification-

You agree to indemnify and hold Fine Footage Parties harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of, or inability to use, the Website or the Services; (c) your violation of the Terms; (d) your violation of any rights of another party, or (e) your violation of any applicable laws, rules or regulations. Fine Footage reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Fine Footage in asserting any available defenses. This provision does not require you to indemnify any of the Fine Footage Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account or the Services.

5. Remedies-

Violations- If Fine Footage becomes aware of any possible violations by you of the terms; Fine Footage reserves the right to investigate such violations. If, as a result of the investigation, Fine Footage believes that criminal activity has occurred, Fine Footage reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities

Breach- In the event that Fine Footage determines, in its sole discretion, that you have breached any portion of these Terms, or have otherwise demonstrated conduct inappropriate for the Website or the Services, Fine Footage reserves the right to: • Warn you via e-mail (to any e-mail address you have provided to Fine Footage) that you have violated these Terms; • Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or • Pursue any other action which Fine Footage deems to be appropriate.

No Subsequent Registration. If your registration(s) with or ability to access the Website or the Services, or any other Fine Footage community is discontinued by Fine Footage due to your violation of any portion of these Terms or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access the Website, the Services or any other Fine Footage community through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those materials or Services to which your access has been terminated.

6. International Users-

This Website can be accessed from countries around the world. The Website and Services are controlled and offered by Fine Footage from its facilities in the United States of America. Fine Footage makes no representations that the Website or the Services are appropriate or available for use in other locations. Those who access or use the Website or the Services from other jurisdictions do so at their own volition and are responsible for compliance with local law.

7. Disclaimer of Warranties

THE FINE FOOTAGE PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE WEBSITE OR THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEBSITE OR SERVICES WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN THE WEBSITE OR THE SERVICES WILL BE CORRECTED.

ANY CONTENT OR FINE FOOTAGE MATERIALS DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE WEBSITE OR THE SERVICES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR PERSON, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE WEBSITE OR THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.

THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. FINE FOOTAGE MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM FINE FOOTAGE OR THROUGH THE WEBSITE OR THE FINE FOOTAGE MATERIALS WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

DISCLAIMER OF CERTAIN DAMAGES. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL THE FINE FOOTAGE PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE, THE SERVICES OR THE SITE CONTENT, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT FINE FOOTAGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE WEBSITE OR THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM ANY MATTER RELATED TO THE WEBSITE OR THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATIONS OF LIABILITY APPLY TO THE FULLEST EXTENT ALLOWED BY LAW. CAP ON LIABILITY. UNDER NO CIRCUMSTANCES WILL THE FINE FOOTAGE PARTIES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT RECEIVED BY FINE FOOTAGE AS A RESULT OF YOUR USE OF THE WEBSITE AND THE SERVICES IN THE SUBSCRIPTION PERIOD DURING WHICH YOU FIRST ASSERT CLAIM. IF YOU HAVE NOT PAID FINE FOOTAGE ANY AMOUNTS IN THE SUBSCRIPTION PERIOD DURING WHICH YOU FIRST ASSERT ANY SUCH CLAIM, FINE FOOTAGE’S SOLE AND EXCLUSIVE LIABILITY SHALL BE LIMITED TO TEN DOLLARS ($10). THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A FINE FOOTAGE PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY FINE FOOTAGE’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A FINE FOOTAGE’S FRAUD OR FRAUDULENT MISREPRESENTATION. THE FOREGOING LIMITATIONS OF LIABILITY APPLY TO THE FULLEST EXTENT ALLOWED BY LAW.

8. General Provisions.

Electronic Communications. The communications between you and Fine Footage use electronic means, whether you visit the Website or send Fine Footage e-mails, or whether Fine Footage posts notices on the Website or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Fine Footage in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Fine Footage provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.

Choice of Language- It is the express wish of the parties that these Terms and all related documents have been drawn up in English. C’est law expresse des parties presente convention que les documents qui rattacent rediges en anglais. Dispute Resolution-If you believe that Fine Footage has not adhered to these Terms, please contact Fine Footage by emailing us at Jason@finefootage.com. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation.

Choice of Law and Venue- This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of Florida, without giving effect to any conflict of laws principles that require the application of the law of a different state, consistent with the Federal Arbitration Act. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

Notice- Where Fine Footage requires that you provide an e-mail address, you are responsible for providing Fine Footage with your most current e-mail address. In the event that the last e-mail address you provided to Fine Footage is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by these Terms, Fine Footage’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Fine Footage at the following address: Fine Footage, Inc., 500 Belcher Rd. S. Unit 59, Largo, FL 33771.