VIDEO HOSTING USAGE AND DISTRIBUTION SERVICES AGREEMENT
IF YOU ARE EMPLOYED BY, OR ARE OTHERWISE WORKING WITH, A WEBCAM MODEL REPRESENTATIVE, THEN, IN ADDITION TO THIS AGREEMENT, PLEASE ALSO HAVE THAT WEBCAM MODEL REPRESENTATIVE EXECUTE A SEPARATE WEBCAM MODEL REPRESENTATIVE AGREEMENT.
2. "Content" shall mean information, communications, instant messages, bulletin board posts, webcam sessions, software, photos, videos, DVDs, graphics, music, images, audio, text, streaming video, video chat sessions, profiles, conduct, and/or other material or services available through our Services, including without limitation Point-to-Point Communication Sessions.
3. "Gross Revenue" shall mean all revenue actually generated under a given ID Card's screen name in a designated Point-to-Point Communication Session.
4. "ID Card" refers to the user account a webcam model establishes with our Services (including without limitation all information provided in order to establish the account with our Services), and any and all screen name(s) licensed to the user account.
5. "Net Revenue" shall mean all revenue actually collected by us on behalf of, and generated under, a given ID Card, minus the chargebacks, reserve accounts, and any free promotions, discounts, or future use credits used by Subscribers in direct relation to such ID Card.
6. "Personally-identifiable information" shall mean any Records, information, or data that relate to your subscription or use of the Services and identify you or your individual account, including without limitation your account information, Content, personal data, and/or sensitive information.
7. "Point-to-Point Communication Session(s)" refers to the Content that webcam models and/or webcam model Representatives Produce while interacting with Subscribers outside of our direct control, including without limitation streaming video, chat, and instant messages.
8. "Produces" refers to any Content that webcam model or webcam model Representative actually films, videotapes, photographs, creates, digitizes, assembles, streams, transmits, manufactures, publishes, duplicates, reproduces, reissues, inserts, uploads, posts, or otherwise manages or makes available on or through our Services, in any medium or technology whatsoever, now known or to be developed in the future.
9. "Services", "our", "us", or "we" shall mean any interactive computer services, electronic communications services, remote computing services, products, software, websites, platforms, and/or URLs owned by, managed by, or operated by WebPower, Inc.
10. "Subscriber(s)" shall mean a third party registered or authorized user of our Services who has not entered into a Video Hosting Usage and Distribution Services Agreement or a Webcam Model Representative Usage and Distribution Services Agreement with our Services.
11. "Usage Payout(s)" shall mean revenue generated on or through our Services minus the applicable platform usage fees paid for the support services we provide.
12. "Webcam Model", "Webcam Model Client","I", "my", "you", or "your", shall mean a registered user of our Services who has entered into a Video Hosting Usage and Distribution Services Agreement with our Services.
13. "Webcam Model Representative" shall mean a third party registered user of our Services who has entered into a Webcam Model Representative Usage and Distribution Services Agreement with our Services. (Webcam models are not required to work with a webcam model Representative to Produce Content on or through our Services, but if a webcam model elects to independently contract with a webcam model Representative, that webcam model Representative will receive all Usage Payouts generated by a webcam model's ID Card and will be solely responsible for any and all payments to webcam model for the revenue generated by such webcam model's ID Card on or through our Services.)
A. GENERATING REVENUE THROUGH OUR SERVICES:
1. Usage Payouts: Subscribers pay you, the webcam model, for the Content you Produce on or through our Services, according to the fees that you independently set for access to that Content. As a part of the support services we provide, we collect, aggregate, and process the revenue you generate from your Content and we remit Usage Payouts to you (or your webcam model Representative, if applicable) on a weekly basis. If you are affiliated with a webcam model Representative and, as a result, the revenue associated with your Video Host ID Card is sent to your webcam model Representative, that webcam model Representative is solely responsible for any and all payments to you.
1.1 Standard Webcam Model Usage Payout
1.1.1 Regular Payment Option: Under the Regular Payment Option, your Usage Payout will be equal to fifty percent (50%) of the Net Revenue we collect on your behalf.
1.1.2 Guaranteed Payment Option: For Content you provide in live video chat sessions eligible and designated under the Guaranteed Payment Option, your Usage Payout will be equal to thirty-five percent (35%) of the Gross Revenue generated by you, whether or not collected, from such video chat sessions.
1.2 AFS Webcam Model Usage Payout
1.2.1 AFS Regular Payment Option: Under the Regular Payment Option, your Usage Payout will be equal to fifty-five percent (55%) of the Net Revenue we collect on your behalf.
1.2.2 AFS Guaranteed Payment Option: For Content you provide in live video chat sessions eligible and designated under the Guaranteed Payment Option, your Usage Payout will be equal to forty percent (40%) of the Gross Revenue generated by you, whether or not collected, from such video chat sessions.
2. Direct Link Revenue: When users follow a link that is encoded with your designated screen name and, from that link, access the Content you Produce, you may choose to receive one hundred percent (100%) of the Net Revenue we actually collect on your behalf from those Subscribers who use that link to directly access Content you Produce. Alternately, you may choose to receive sixty-five percent (65%) of the Gross Revenue generated from those Subscribers who use that link to directly access video chat sessions you Produce, and one hundred percent (100%) of the Net Revenue we actually collect on your behalf from those Subscribers who use that link to directly access all Content you Produce other than video chat sessions.
3. Live Cam Spy Revenue: When Subscribers access your Content in Live Cam Spy sessions and directly click through to paid video chat sessions with you from such Live Cam Spy sessions, you will receive twenty percent (20%) of the Net Revenue collected by us for those Live Cam Spy sessions from such Subscribers, in addition to the applicable Usage Payout.
4. Webcam Model Networking Revenue: When an independent third party becomes a webcam model on our Services as a direct result of your networking efforts, you are eligible to receive the following revenue:
4.1 Downstream Revenue: One percent (1%) of the Net Revenue generated directly from his or her video chat sessions, and an additional one percent (1%) of all Net Revenue generated from video chat sessions by each webcam model that your networking contacts also introduce to our Services, and so on, up to 16 different levels. (If you introduce two friends and they introduce two friends, and so on, between levels 1 and 16 downstream from you.)
4.2 Networking Bonus: A one-time bonus equal to one hundred dollars ($100) for each webcam model you introduce to our Services, once the webcam model creates Content in video chat sessions for a cumulative total of at least one hundred and twenty (120) hours within a consecutive six (6) week time period.
5. ClickCash.com Commissions: You may also enter into a ClickCash.com Marketing Affiliate relationship with us and generate additional revenue. (To explore your ClickCash.com revenue generating opportunities, use your webcam model screenname and password to login at ClickCash.com.)
6. Payment Conditions:
6.1 Direct Link Revenue: The Usage Payouts stated in Section A.1 apply to all revenue generated from Subscribers who access your Content, other than Subscribers from whom you receive the Direct Link Revenue stated in Section A.2.
6.2 Webcam Model Networking: To earn revenue as a result of your networking efforts, your introductions to our Services must be to third party adults, at least 18 years old. They must not be (i) a member of your household; (ii) a business associate or related entity; (iii) working with the same webcam model Representative; or (iv) a previously-registered webcam model with our Services.
6.3 AFS Revenue Eligibility: To be eligible to participate in the revenue-generating programs described in Section A.1.2 of this Agreement, you must be a verified Adult Film Star ("AFS"). To be an AFS, you must either (i) have starred in a currently-available adult movie and have your name listed in the credits (as verified by providing us with the name of such movie) or (ii) have a significant fan base or follower base on an existing third party social networking website, as determined in our sole discretion (as verified by providing us with the URL of the social networking website).
6.4 Authorized Payee: As a precondition to receiving any revenue under this Agreement, (i) you must be an active webcam model in compliance with the terms of this Agreement; (ii) you agree that the revenue received will be directed solely to you (and/or your webcam model Representative, if applicable); (iii) you agree that neither you nor your webcam model Representative, if applicable, are authorized to transfer your actual revenue checks to or deposit them with any third parties other than bona fide financial institutions; and (iv) you represent and warrant that you are not an individual, organization, or entity listed on The Office of Foreign Assets Control Specially Designated Nationals and Blocked Persons list, as published and updated by the U.S. Department of The Treasury.
7. Payoneer Prepaid Card Services: If and by participating in the Payoneer prepaid card services, you acknowledge and agree that WebPower is not liable or legally responsible for your revenue once your revenue is deposited by WebPower with the third party financial institution providing the prepaid card services. If and by participating in the Payoneer prepaid card services, you hereby consent and agree that you will be subject to the third party financial institution's express terms and conditions for your use of, and access to, your bank card account and all revenue deposited by WebPower to your card account with the third party financial institution. See Payoneer.com for details.
B. OUR CLIENT SERVICES COMMITMENT:
2. We agree to forward you (or your webcam model Representative, if applicable) the Usage Payouts you generate for your Content, as further described in the "Generating Revenue through our Services" section above. If a dispute arises between you and a Subscriber about the amount or type of fees you charge for access to your Content, we will cooperate fully with the issuing bank responsible for the Subscriber's billing method, including without limitation a credit card company, and will abide by the decision or recommendation of the credit card company or issuing bank. For all revenue generated by you, except for revenue designated under the Guaranteed Payment Option, we may elect, in our sole discretion, to hold the amount in dispute until the subject of the amount in controversy is resolved.
3. The relationship between you and our Services is limited exclusively to access, usage, carriage, and support services, as expressly stated in this Agreement. We have no authority to bind or represent you, as it relates to third party matters, in any way. We do not specifically encourage, hire, contract for, manage, or otherwise arrange for your participation in any sexually explicit conduct or Content on or through our Services, and sexually explicit conduct or Content is never required in order to participate as a webcam model on or through our Services.
4. We grant you a non-exclusive, non-transferable, royalty-free, worldwide license to use and display our trademarks and/or service marks solely in connection with advertising and promoting the Content you Produce on or through our Services.
C. YOUR CLIENT SERVICES COMMITMENT:
1.1 You and/or your webcam model Representative shall be solely and exclusively responsible for the Content you Produce, and for all hiring, contracting, managing, and otherwise arranging for participation of any performers in the Content you Produce.
1.2 As the producer of your Content, you are solely responsible for your compliance with 18 USC 2257 and 2257A, as well as the corresponding regulations. As part of the services we offer, when you provide us with accurate ID Card information and bona fide documentation in conjunction with both this Agreement and our Age and Identity Verification Procedures, we will assist you in storing digital copies of your documentation for compliance with the above-stated statutes and regulations by providing custodian of records services to you; however, at all times you maintain independent and sole responsibility for maintaining your own documentation and ensuring your compliance with these statutes and regulations. To learn more about 18 USC 2257 and 2257A, please see the existing statutes and existing regulations. 18 USC 2257 18 USC 2257A 28 CFR 75
2. You warrant and ensure that the Content you Produce will comply at all times with the laws and regulations applicable in (i) your country of origin; (ii) your local community; and (iii) the United States.
3. All visible participants in the Content you Produce shall be consenting adults who are (i) at least 18 years of age; (ii) of legal majority age in your country and in the U.S.; and (iii) actively registered, documented and approved as webcam model with our Services.
4. Intellectual Property Rights.
4.1 You hereby warrant and agree that you possess all intellectual property rights, interests, and licenses necessary to enter into this Agreement. You may not post, make available, transmit, distribute, or reproduce any copyrighted material, trademarks, service marks, or other proprietary information of third parties on or through our Services without obtaining the prior written consent of the owner of such proprietary rights. 4.2 You hereby agree to grant us the rights to use any and all copyrights, trademarks, service marks, trade secrets, and all other proprietary rights in and to the Content you Produce on or through our Services, or any portion thereof, via an unlimited, perpetual, worldwide, royalty-free, irrevocable, sub-licensable, transferable, exclusive license. With the rights granted herein, we may, without limitation, use, distribute, reproduce, display, perform, publish, modify, adapt, translate, transmit, market, import, export, promote, carry, make available, and/or create derivative works of the Content, or any portion thereof, in any medium or technology whatsoever, now known or to be developed in the future. You further agree that, although you shall remain the producer of derivative works made from your Content, we shall solely own the royalty-free copyrights and all other proprietary rights in and to any such derivative works that are created from your Content, to the maximum extent permitted by law.
4.3 You may designate screen names for your use on our Services that are performer stage names or trade names established and owned by you prior to your association with our Services. When you do so, you will continue to exclusively retain all pre-existing intellectual property rights you hold in such names, but you agree to grant us uses and licenses relating to operation of our Services as specified in section 4.2 above. For screen name(s) otherwise selected by you in the ordinary course of using of our Services (i.e , names lacking established commercial use by you prior to registering with our Services), you agree that: (i) your designated screen names are our intellectual property; (ii) you shall not use the screen name(s) on any internet service deemed by us to be competitive with our Services; and (iii) in the event your relationship with us, and/or your relationship with your webcam model Representative, is terminated for any reason, you agree not to use the screen name(s) in any manner whatsoever. For any designated screen name(s) you elect to use on our Services, you agree that (i) your rights of publicity or privacy are not infringed by the Content that you Produce on or through our Services; (ii) you are voluntarily using our Services; and (iii) you are hereby waiving any and all moral rights you may have in the Content you Produce on or through our Services.
4.4 For designated screen names that are our intellectual property, we grant you a non-exclusive, non-transferable, royalty-free, worldwide license to use your designated screen name(s) and the Content you Produce to legitimately promote our Services. With the exception of the limited license rights expressly granted in this agreement, you shall not use any designated screen name(s) that are our intellectual property (or any Content you Produce via those screen names) for any commercial purpose without our prior written consent. At all times, you agree not to use your Content and/or your designated screen name(s) for any unlawful purposes.
4.5 Customization and Private-Branding Platform: If you choose to participate in the WebPower WebConferencing Enterprise Engine ("WWEE"), you agree, represent, and warrant that while you are in the WWEE program, (i) your WWEE-related domain names, sub domains, Content, marketing materials, and website(s) are expressly subject to the restrictions stated throughout this Agreement, including without limitation in the Adult Oath below; (ii) by using your independently registered domain name in the WWEE program, you grant us an exclusive, royalty-free, worldwide, non-transferable license to use, distribute, display, transmit, and publish that domain name for the sole purpose of operating and promoting WWEE; (iii) all Content that is accessible via your domain name and sub domains shall be Content that we license to you in this Agreement, except the SiteHeader graphic and skin, which may be unique to your domain name and which is not licensed to you by us; (iv) if your domain name includes the word "teen," you will clearly and conspicuously place the term "18+" next to the word "teen" wherever the word "teen" is most prominently displayed on your website; and (v) you remain solely responsible for your domain name, domain name registration, renewal, and all related fees as well as all domain name related agreements you have entered into with third parties (including without limitation your hosting and domain name registrar agreements). If you wish to use sub domains in the WWEE program, you must obtain WebPower's express, prior written consent (by postal mail, email, or fax transmission). At all times WebPower retains the right to deny or revoke such consent in our sole discretion. (For more information about WWEE, click here.)
5. You may not use our Services to promote any internet service that provides services or features that, in our sole discretion, are competitive with our Services. You agree not to contact or communicate with any Subscribers, webcam models, or webcam model Representatives for the purpose of circumventing our Services, including but not limited to the solicitation or encouragement of other users to leave our Services and/or to purchase, consume, or subscribe to webcam model's and/or webcam model Representative's content through computer services which are competitive with our Services (i.e. user theft).
6. Indemnity and Limitation of Liability:
6.1 You agree to indemnify us, as well as our Services, officers, directors, employees, consultants, agents, and/or any entities in common ownership with us (collectively "Entities") and hold the Entities harmless against any and all expenses and losses (including reasonable attorneys' fees and costs) directly or indirectly incurred by the Entities in connection with any claims of any kind arising from the breach of any terms, conditions, warranties, or representations made by you in this Agreement, including but not limited to any intellectual property disputes and/or other disputes or actions that may result from the Content you Produce or the subject matter governed by this Agreement.
6.2 IN NO EVENT WILL THE ENTITIES BE LIABLE TO YOU, AND/OR ANY THIRD PARTY RELATED TO THE CONTENT YOU PRODUCE, FOR LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OF DATA, INTERRUPTION OF BUSINESS, COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, OR FOR ANY SPECIAL CONSEQUENTIAL, EXEMPLARY, OR INCIDENTAL DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, HOWEVER CAUSED, AND WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF LIABILITY. THE LIMITS SET FORTH IN THIS SECTION WILL APPLY EVEN IF THE WEBCAM MODEL OR THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6.3 IN THE EVENT THE ENTITIES ARE HELD LIABLE IN ANY WAY TO YOU, OR TO ANY THIRD PARTY RELATED TO THE CONTENT YOU PRODUCE ON OUR THROUGH OUR SERVICES, THE ENTITIES' AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE AGGREGATE AMOUNTS ACTUALLY PAID TO US BY YOU FOR THE SUPPORT SERVICES WE HAVE PROVIDED.
7. No Criminal Background: You represent and warrant that you do not have a criminal history consisting of arrest or conviction by law enforcement agencies for felony or other serious crimes.
8. Our Relationship with You and/or Your Webcam Model Representative:
8.1 For tax and all other purposes, your relationship with us is that of a third party client who independently elects to use our Services to generate revenue; not that of a consultant and/or an employee.
8.2 YOU HEREBY AGREE THAT EITHER YOU AND/OR YOUR WEBCAM MODEL REPRESENTATIVE ARE THE SELLER OF ALL GOODS, CONTENT, AND/OR SERVICES MADE AVAILABLE AND/OR PRODUCED ON OR THROUGH OUR SERVICES, AND THAT YOU OR YOUR WEBCAM MODEL REPRESENTATIVE SHALL BE SOLELY RESPONSIBLE FOR ANY AND ALL TAXES ASSOCIATED WITH THE REVENUE RECEIVED FROM THE SALE OF SUCH GOODS, CONTENT, AND/OR SERVICES GENERATED ON OR THROUGH OUR SERVICES. WE ARE NOT RESPONSIBLE FOR, AND WILL NOT PAY ANY TAXES FOR, THE GOODS, CONTENT, AND/OR SERVICES MADE AVAILABLE AND/OR PRODUCED BY YOU OR YOUR WEBCAM MODEL REPRESENTATIVE, INCLUDING WITHOUT LIMITATION FEDERAL OR STATE TAXES, INCOME WITHHOLDING TAXES, SOCIAL SECURITY TAXES, UNEMPLOYMENT TAXES, DISABILITY TAXES, AND/OR TAXES LEVIED BY FOREIGN COUNTRIES, INCLUDING BUT NOT LIMITED TO INCOME AND VALUE ADDED TAXES (VAT).
8.3 You hereby agree that you, and/or your webcam model Representative, retain complete control of the Content you Produce. We do not maintain or impose a schedule or otherwise require you to work set shifts, and there is no minimum usage requirement whatsoever for using our Services. You will furnish, at your own or at your webcam model Representative's expense, all property, space, computers, computer equipment, furniture, and materials, etc., used in the creation of the Content you Produce.
9. You hereby agree to and expressly consent to the exercise of our right, in the ordinary course of our business as the provider of interactive computer services and as a necessary incident to the rendition of services or protection of our rights or property (including without limitation ordinary technical support and operational functions), to access, monitor, and/or record any or all webcam model Content to ensure compliance with our policies and/or the laws and regulations of (i) webcam model's country of origin; (ii) webcam model's local community; and (iii) the United States.
10. Your rights and obligations, as stated in this Agreement, shall not be assigned or transferred to any other person or entity; any such assignment or transfer is void. You are solely responsible for all data, account information, and Content associated with your ID Card. You must promptly inform us, in writing, of any apparent or actual breach of security, such as loss, theft, or unauthorized disclosure or use of a screen name, ID Card, username or password. You further agree to provide us with any and all updated information related to you and/or your webcam model Representative.
D. GENERAL TERMS:
2. Either party may unilaterally terminate this Agreement at any time and/or terminate screen names associated with an ID Card at any time. Notwithstanding the above, during the term of this Agreement and for as long as we provide you with administrative services (including without limitation ongoing custodian of records retention services, which survive termination of this Agreement), you agree to pay us an administrative fee of ten dollars ($10) per month. You agree that we may deduct this administrative fee from any revenue you have generated on or through our Services. You also agree that we may, at our sole discretion, modify or waive such fees, in whole or in part, based upon your ID Card account activity. If you elect not to distribute Content on or through our Services for a period of ninety (90) consecutive days, then, at any time following the close of such ninety (90) day period, your ID Card account may be designated as inactive at our sole discretion. (To reactivate an inactive ID Card account, contact us via our Online Contact Form.) Without limiting any other remedies that we may have, in the event of a material breach of this Agreement, including without limitation violation of our no spam policies, you may be subject to civil and criminal liability, and we reserve the right to suspend or terminate your ID Card immediately. Unless you have prior written authorization from us, you may not register for additional accounts with our Services after termination by us.
3. No software from our Services may be downloaded or otherwise exported or re-exported into (or provided to a national or resident of) any nation or country upon which the U.S. has placed an embargo of goods and/or services, or to anyone on the U.S. Department of Commerce Table of Deny Orders.
4. YOU AGREE AND UNDERSTAND THAT THE SERVICES ARE PROVIDED BY US ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OR GUARANTEES OF ANY KIND WHATSOEVER, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTY OF TITLE, WARRANTY OF NON-INFRINGEMENT, IMPLIED WARRANTY OF MERCHANTABILITY, IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, OR WARRANTIES OR GUARANTEES OF PROFITABILITY OR CONTINUOUS USE. NO ADVICE OR INFORMATION GIVEN BY US, OUR AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, AGENTS, EMPLOYEES, CONSULTANTS, OR OTHER REPRESENTATIVES SHALL CREATE A WARRANTY OR GUARANTEE OF ANY KIND WHATSOEVER.
5. You recognize that the terms of this Agreement and all policies incorporated by reference in this Agreement, as well as our Services themselves, may change from time to time. You agree and accept that as new products or services become available on or through our Services, your use of these products and services is subject to and governed by this Agreement. We reserve the right, in our sole discretion and at any time, to immediately change the Usage Payouts percentages for your ID Card. If we change your Usage Payouts percentages for any reason, you will be notified via email and your future payments will be calculated based upon the revised payout percentage we have designated. For any and all notice requirements stated in this Agreement, email notice is valid written notice. Notwithstanding anything to the contrary in this Agreement, our act of posting these changes online or emailing them to you or your webcam model Representative constitutes the effective date for such changes. YOU HEREBY AGREE THAT YOUR AND/OR YOUR WEBCAM MODEL REPRESENTATIVE'S CONTINUED USE OF OUR SERVICES, OR YOUR AND/OR YOUR WEBCAM MODEL REPRESENTATIVE'S ACT OF CASHING, DEPOSITING, AND/OR PROCESSING THE REVENUE YOU GENERATE ON OR THROUGH OUR SERVICES IS YOUR WAY OF MANIFESTING ACCEPTANCE TO THE TERMS OF THIS AGREEMENT OR OUR SERVICES AND/OR ANY SUCH MODIFICATIONS TO THIS AGREEMENT OR OUR SERVICES.
6. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. You may not assign or otherwise transfer, by operation of law or otherwise, this Agreement or any rights or obligations herein. We may assign this Agreement to any entity at our sole discretion and without additional notice to you. This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns.
7. This Agreement, including the Age and Identity Release Form and those portions of the policies stated throughout our Services which are expressly incorporated by reference herein, constitutes the entire agreement between you and us relating to the subject matter of this Agreement and shall supersede any prior agreements between you and us related to the subject matters herein. Both parties further agree that, should any policy or statement appear on our Services which contradicts the terms stated in this Agreement, the express terms of this Agreement shall prevail.
8. Governing Law/Arbitration. This Agreement shall be interpreted, construed, and enforced under the laws of the state of Florida and the United States, without regard to conflicts of law. By using our Services, you expressly consent to personal jurisdiction in the state of Florida. To the greatest extent permissible by law, all controversies or claims, including without limitation claims in tort, arising out of or relating to this Agreement, or breach thereof, including without limitation your use or misuse of our Services, will be settled and enforced by arbitration in the federal Southern District of Florida in accordance with the Commercial Arbitration Rules of the American Arbitration Association then in effect (the "Rules"). The matter will be heard by three arbitrators who will be appointed in accordance with the Rules. To the greatest extent permissible, a decision of the arbitrators will be final, binding, and conclusive upon the parties. The decision and award of the arbitrators will be in writing, and counterpart copies thereof will be delivered to each of the parties. In rendering such decisions and awards, the arbitrators will not add to, subtract from, or otherwise modify the provisions of this Agreement. Judgment may be had on the decision and award of the arbitrators so rendered in any court of competent jurisdiction. Notwithstanding the above, we may, in our sole discretion, elect to have any and all equitable or injunctive relief submitted to the federal or state courts, and not settled by arbitration. In the event we elect to pursue equitable or injunctive relief in a federal or state court, the federal and state courts located within the federal Southern District of Florida shall have exclusive jurisdiction and venue, to the greatest extent permissible.
9. California Resident Notices. Pursuant to California Civil Code Section 1789.3, California webcam model users are entitled to the following additional specific consumer rights information: The Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA, 95814, or by telephone at U.S. 916-445-1254.
10. Sections A.7, B.2, C.1-C.11, D.1, D.4-D.10 and all Definitions will survive termination of this Agreement.
OBSCENITY and HARDCORE PORNOGRAPHY is FORBIDDEN: In the United States of America, the following acts are generally considered obscene (even when not before a public audience) and therefore may be illegal: Bestiality, excretory functions including urination/defecation, fisting (all five knuckles penetrate), incest, extreme sado-masochism or bondage presented in a sexual context (depictions of rape, torture, etc.), any presentation of minors engaged in intimate physical contact or sexual situations, actual or depicted, and any conduct which may be deemed "obscene" by the standards of your local community, or the community of those with whom you interact and to which you transmit and/or distribute your Content. (To report misconduct, please use any of the "Contact Us" links throught the site.) Nude performances and/or mature-themed activity before a local public audience while using our Services, such as nudity presented in your bedroom window which is visible to your neighbors or passersby, is also strictly forbidden. Any webcam model found to have Produced Content, or engaged in conduct, classified under the above categories, or who has otherwise Produced obscene or illegal Content under U.S. law or local law faces immediate cancellation and forfeiture of all revenue generated on or through our Services, and permanent termination from our Services. This is a ZERO TOLERANCE policy.
ADVISORY: Under current applicable U.S. law, determinations of obscenity are based on "local community standards." If your use of our Services involves depictions of sexually explicit conduct, we strongly advise that you consult a local attorney who can advise you on whether your use of our Services might constitute publication of obscene material under your local community standards.
THE ADULT OATH:
1. I am at least 18 years of age, anyone appearing in the Content I Produce is also at least 18 years of age, and I, and all such person(s), have supplied the Services with all required Age and Identity Verification documentation.
2. I will not Produce any prohibited or unlawful Content, as described in this Agreement or as otherwise described throughout the Services.
3. I will not Produce any prohibited or unlawful Content, according to the standards of my local community.
4. I will take all reasonable precautions necessary to ensure that my Content production environment and my Content are not directly or indirectly accessible by, or exposed to, any person under the age of 18. I will not Produce any Content on or through the Services if minors or unconsenting adults are present in my production environment.
5. Any nude or sexually explicit Content I Produce will be presented or portrayed in a normal, healthy, positive, non-violent, and consensual manner, and will relate only to normal, healthy sexual desires.
6. I will not Produce nude or sexually explicit Content that is presented or portrayed in an unhealthy, violent, painful, non-consensual, morbid, shameful, sick, degrading, prurient, or patently offensive manner, or which does not otherwise relate to normal, healthy sexual desires.
7. I will only Produce Content and/or engage in conduct that I enjoy and find fulfilling; I will not Produce Content and/or engage in conduct that I do not enjoy or do not find fulfilling.
8. I will not attempt to portray myself as someone under the age of 18. (For example, I will not represent myself to others on the Services as a "high school cheerleader.")
9. I will not attempt to portray myself as a "teen" or a "teenager." If I am 18 or 19, and use the word "teen" or "teenager," I must also use the supporting words "18," "19," "eighteen," or "nineteen." (For example, "19yo teen" is permitted; "teen" by itself is not permitted.)
10. I recognize that I am solely in control of the Content I Produce. I am under no obligation to satisfy requests made of me by Subscribers or others on the Services. I am acting under my own volition and without coercion, and I warrant that acts depicted in the Content I Produce are not and will never be the product of actual or threatened serious harm or physical restraint against any person, or of actual or threatened abuse of the legal process in order to induce conduct with which I am uncomfortable complying. If anyone ever attempts to threaten or coerce me in such ways, I will report such attempts to iFriends. In addition, I recognize that the Services have created software tools for me to use, at my discretion, so that I can block any user(s) from my videochat room if such user(s) make me feel uncomfortable, and that I am able to reject any user request with which I am uncomfortable complying.
11. I will not use the Services as a means to promote or facilitate any direct physical contact with any Subscriber, webcam model, and/or webcam model Representative for the purposes of prostitution, escorting, or related activities.
12. In the Content I Produce on or through the Services, I will not engage in physical intimacy with any other webcam model(s) unless I am already involved in a pre-existing intimate relationship with that adult.
13. I understand that if I violate this Adult Oath, my ID Card may be terminated and I may forfeit any revenue that I have generated as a result of the Content that I have Produced on or through the Services.
14. I understand that I can help keep the Services responsible and safe by reporting any misconduct I observe, including violations of this Adult Oath, to iFriends.