Terms of Use

Intro

Welcome to the Movieclips, Inc. ("Movieclips") web site and online services (the "Movieclips Site"). The following Terms of Use for the Movieclips Site is a legal contract between you, a visitor, user, or browser ("You"), and Movieclips regarding your use of the Movieclips Site. Visitors and users of the Movieclips Site are referred to individually as "User" and collectively as "Users".

PLEASE READ CAREFULLY THE FOLLOWING TERMS OF USE. BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE MOVIECLIPS SITE, YOU ACKNOWLEDGE THAT YOU ARE ACCEPTING A BENEFIT AND HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING ANY ADDITIONAL GUIDELINES AND FUTURE MODIFICATIONS (COLLECTIVELY, THE "TERMS").

1. Privacy Policy

Your privacy is important to Movieclips. Movieclips' Privacy Policy is hereby incorporated into these Terms by reference. Please read this notice carefully for information relating to Movieclips' collection, use, and disclosure of your personal information.

2. Additional Guidelines

When using the Movieclips Site, You will be subject to any additional posted guidelines or rules applicable to specific services and features which may be posted from time to time (the "Guidelines"). All such Guidelines are hereby incorporated by reference into these Terms.

3. Modification of these Terms

Movieclips reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms at any time. Please check these Terms and any Guidelines periodically for changes. Your continued use of the Movieclips Site after the posting of changes constitutes your binding acceptance of such changes. For any material changes to these Terms, such amended terms will automatically be effective thirty days after they are initially posted on the Movieclips Site.

4. Limited Right to Embed Movieclips Player in Personal Site

Subject to these Terms, You are granted a limited, non-exclusive right to embed the Movieclips Player found on the Movieclips Site on another site for noncommercial purposes, provided such placement of the Movieclips Player is via the embed code or proprietary player provided by Movieclips on the Movieclips Site and such placement of the Movieclips Player (a) does not portray Movieclips or any of its products, services, or clips in a false, misleading, derogatory or otherwise defamatory manner, and (b) is not placed on a site or location that contains any adult or illegal material or any material that is offensive, harassing or otherwise inappropriate or objectionable to Movieclips (in Movieclips’ sole discretion), and (c) does not infringe any right of any third party including intellectual property rights or link to infringing or inappropriate content. This limited right may be revoked by Movieclips at any time upon notice, and Movieclips reserves the right to prevent embedding to any site it deems inappropriate, in its sole discretion.

5. User Postings License Grant; Representations and Warranties

5.1 User Postings Generally

Movieclips may now or in the future permit the posting by You and other Users of notes, written works, images and videos or other communications (collectively, "User Postings") and the hosting, sharing, and/or publishing of such User Postings. You understand that whether or not such User Postings are published, Movieclips does not guarantee any confidentiality with respect to any submissions.

5.2 Limited License Grant to Movieclips

By submitting or distributing User Postings on or through the Movieclips Site, You hereby grant to Movieclips a worldwide, non-exclusive, transferable, assignable, fully paid-up, royalty-free, perpetual, irrevocable right and license to host, transfer, display, perform, reproduce, distribute and re-distribute, and otherwise exploit your User Postings, in whole or in part, in any media formats and through any media channels (now known or hereafter developed).

5.3 User Postings Representations and Warranties

You are solely responsible for your User Postings and the consequences of posting or publishing them. By uploading and publishing your User Postings, You affirm, represent, and warrant that: (1) You are the creator and owner of or have the necessary licenses, rights, consents, and permissions to use and to authorize Movieclips and Movieclips’ Users to use and distribute your User Postings as necessary to exercise the licenses granted by You in this Section and in the manner contemplated by Movieclips and these Terms of Use; (2) your User Postings do not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or (b) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; (3) your User Postings do not contain any viruses, adware, spyware, worms, or other malicious code. VIOLATORS OF THIRD-PARTY RIGHTS MAY BE SUBJECT TO CRIMINAL AND CIVIL LIABILITY. MOVIECLIPS RESERVES ALL RIGHTS AND REMEDIES AGAINST ANY USER WHO VIOLATES THESE TERMS OF USE.

5.4 User Postings Disclaimer

You understand that when using the Site You will be exposed to User Postings from a variety of sources, and that Movieclips is not responsible for the content of such User Postings (including, without limitation, the accuracy, usefulness, or intellectual property rights of or relating to such User Postings). You further understand and acknowledge that You may be exposed to User Postings that are inaccurate, offensive, indecent or objectionable, and You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against Movieclips with respect thereto. Movieclips does not endorse or adopt any User Postings or any opinion, recommendation or advice expressed therein, and Movieclips expressly disclaims any and all liability in connection with User Postings. If notified by a User or a content owner of a User Posting that allegedly does not conform to these Terms of Use, Movieclips may investigate the allegation and determine in its sole discretion whether to remove the User Posting, which it reserves the right to do at any time and without notice. For clarity, Movieclips does not permit copyright infringing activities on the Site.

6. Digital Millennium Copyright Act

It is Movieclips' policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to Movieclips' DMCA Notification Policy. Movieclips will promptly terminate without notice your access to the Movieclips Site if You are determined by Movieclips to be a "repeat infringer."

7. Prohibited Conduct

BY USING THE MOVIECLIPS SITE YOU AGREE NOT TO:

7.1 use the Movieclips Site for any purposes other than to view content on the Movieclips Site, share content from the Movieclips Site using methods provided by Movieclips, and/or access the Movieclips Site for any services and/or activities offered on the Movieclips Site;

7.2 rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted herein or any Materials (as defined below);

7.3 post anything on the Movieclips Site in any manner in which Users may be allowed to post content, including, but not limited to, comments, screen names, personal information, or trivia questions, that is unlawful, that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive, or otherwise inappropriate, or that disparages any film clip on the Movieclips Site, or any person appearing in or talent associated with any film clip on the Movieclips Site, as determined in Movieclips' sole discretion;

7.4 post any Movieclips content on a third party site or service that is unlawful, that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive, or otherwise inappropriate, or that disparages any film clip on the Movieclips Site, or any person appearing in or talent associated with any film clip on the Movieclips Site, as determined in Movieclips' sole discretion;

7.5 impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Movieclips Site accounts of others without permission, forge another person's digital signature, misrepresent the source, identity, or content of information transmitted via the Movieclips Site, or perform any other similar fraudulent activity;

7.6 delete the copyright notices or other proprietary rights on the Movieclips Site or User Postings;

7.7 make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Users of the Movieclips Site. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures;

7.8 use the Movieclips Site for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;

7.9 defame, harass, abuse, threaten or defraud Users of the Movieclips Site, or collect, or attempt to collect, personal information about Users or third parties without their consent;

7.10 use the Movieclips Site for any commercial use, it being understood that the Movieclips Site is for personal, non-commercial use only;

7.11 use the Movieclips Site if You are under the age of 13 years old, or access portions of the Movieclips Site which are for Users over 17 years old if you are under the age of 17;

7.12 remove, circumvent, disable, damage or otherwise interfere with security-related features of the Movieclips Site, features that prevent or restrict use or copying of any content accessible through the Movieclips Site or User Postings, or features that enforce limitations on the use of the Movieclips Site or User Postings;

7.13 reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Movieclips Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;

7.14 modify, adapt, translate or create derivative works based upon the Movieclips Site or any part thereof, except and only to the extent foregoing restriction is expressly prohibited by applicable law; or

7.15 intentionally interfere with or damage operation of the Movieclips Site or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code.

8. Account

If you register an account with Movieclips, You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and You agree to accept responsibility for all activities that occur under your account or password. You agree that the information You provide to Movieclips on registration and at all other times will be true, accurate, current, and complete. You also agree that You will ensure that this information is kept accurate and up-to-date at all times. If You have reason to believe that your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your account ID, password, or any credit, debit or charge card number, if applicable), then You agree to immediately notify Movieclips. You may be liable for the losses incurred by Movieclips or others due to any unauthorized use of your Movieclips Site account.

9. Third-Party Sites, Products and Services; Links

The Movieclips Site may include links or references to other web sites or services solely as a convenience to Users ("Reference Sites"). Movieclips does not endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Movieclips Site are solely between You and such advertiser. ACCESS AND USE OF REFERENCE SITES, INCLUDING THE INFORMATION, MATERIALS, PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH REFERENCE SITES IS SOLELY AT YOUR OWN RISK.

10. Termination; Terms of Service Violations.

10.1 MOVIECLIPS

You agree that Movieclips, in its sole discretion, for any or no reason, and without penalty, may terminate any account (or any part thereof) You may have with Movieclips or your use of the Movieclips Site and remove and discard all or any part of your account, and any User Postings, at any time. Movieclips may also in its sole discretion and at any time discontinue providing access to the Movieclips Site, or any part thereof, with or without notice. You agree that any termination of your access to the Movieclips Site or any account You may have or portion thereof may be effected without prior notice, and You agree that Movieclips will not be liable to You or any third party for any such termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Movieclips may have at law or in equity. As discussed herein, Movieclips does not permit copyright infringing activities on the Movieclips Site, and will terminate access to the Movieclips Site, and remove all User Postings or other content submitted by any Users who are found to be repeat infringers.

10.2 You

Your only remedy with respect to any dissatisfaction with (i) the Movieclips Site, (ii) any term of these Terms of Use, (iii) Guidelines, (iv) any policy or practice of Movieclips in operating the Movieclips Site, or (v) any content or information transmitted through the Movieclips Site, is to terminate this Terms of Use and your account. You may terminate this Terms of Use at any time by deleting your account with the Movieclips Site and discontinuing use of any and all parts of the Movieclips Site.

11 Ownership; Proprietary Rights

The Movieclips Site is owned and/or operated by Movieclips. The film clips, visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Movieclips Site provided by Movieclips (the "Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any User Postings that are provided and owned by Users, all Materials contained on the Movieclips Site are the property of Movieclips or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to Movieclips or its affiliates and/or third-party licensors. Except as expressly authorized by Movieclips, You agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. Movieclips reserves all rights not expressly granted in this Terms of Use.

12. Indemnification

You agree to indemnify, save, and hold Movieclips, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Movieclips Site, any violation by You of these Terms, or any breach of the representations, warranties, and covenants made by You herein. Movieclips reserves the right, at your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify Movieclips, and You agree to cooperate with MovieClips' defense of these claims. Movieclips will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.

13. Disclaimers; No Warranties

13.1 No Warranties

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, MOVIECLIPS, AND ITS AFFILIATES, PARTNERS, LICENSORS AND SUPPLIERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MOVIECLIPS OR THROUGH THE MOVIECLIPS SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS SECTION 13 THE TERM MOVIECLIPS INCLUDES MOVIECLIPS’ OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSORS AND SUBCONTRACTORS.

13.2 "As is" and "As available" and "With All Faults"

YOU EXPRESSLY AGREE THAT USE OF THE MOVIECLIPS SITE IS AT YOUR SOLE RISK. THE MOVIECLIPS SITE AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, USER POSTINGS, REFERENCE SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE MOVIECLIPS SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE", "WITH ALL FAULTS" BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.

13.3 Content

MOVIECLIPS, ITS SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT THAT THE DATA, USER POSTINGS, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE MOVIECLIPS SITE OR ANY REFERENCE SITES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.

13.4 Accuracy

MOVIECLIPS, ITS SUPPLIERS, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MOVIECLIPS SITE OR ANY REFERENCE SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.

13.5 Harm to Your Computer

YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE MOVIECLIPS SITE (INCLUDING RSS FEEDS) OR ANY REFERENCE SITES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPRERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.

14. Limitation of Liability and Damages

14.1 Limitation of Liability

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL MOVIECLIPS OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OF OR YOUR INABILITY TO USE THE MOVIECLIPS SITE OR ANY REFERENCE SITES, OR ANY OTHER INTERACTIONS WITH MOVIECLIPS, EVEN IF MOVIECLIPS OR A MOVIECLIPS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, MOVIECLIPS’ LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

14.2 Limitation of Damages

IN NO EVENT WILL MOVIECLIPS OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE MOVIECLIPS SITE OR YOUR INTERACTION WITH OTHER MOVIECLIPS SITE USERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE MOVIECLIPS SITE DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.

14.3 Reference Sites

THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN MOVIECLIPS AND RECEIVED THROUGH OR ADVERTISED ON THE MOVIECLIPS SITE OR RECEIVED THROUGH ANY REFERENCE SITES.

14.4 Basis of the Bargain

YOU ACKNOWLEDGE AND AGREE THAT MOVIECLIPS HAS OFFERED ITS PRODUCTS AND SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND MOVIECLIPS, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND MOVIECLIPS. MOVIECLIPS WOULD NOT BE ABLE TO PROVIDE THE MOVIECLIPS SITE TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

14.5 Limitations by Applicable Law

SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

14.6 Consumer End Users (Outside of the USA).

This Section 14.6 applies only to Users residing and using the Movieclips Site outside of the United States. The limitations or exclusions of warranties and liability contained in this Terms of Use do not affect or prejudice the statutory rights of a consumer, i.e., a person acquiring goods for solely personal use otherwise than in the course of business outside of the USA. The limitations or exclusions of warranties, remedies or liability contained in this Terms of Use apply to You to only the extent such limitations or exclusions are permitted under the laws of the jurisdiction where You are located.

15. Miscellaneous

15.1 Notice

Movieclips may provide You with notices, including those regarding changes to these Terms of Use, by email, regular mail or postings on the Movieclips Site. Notice will be deemed given twenty-four hours after email is sent, unless Movieclips is notified that the email address is invalid. Alternatively, we may give You legal notice by mail to a postal address, if provided by You through the Movieclips Site. In such case, notice will be deemed given three days after the date of mailing. Notice posted on the Movieclips Site is deemed given 30 days following the initial posting.

15.2 Waiver

The failure of Movieclips to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Movieclips.

15.3 Dispute Resolution and Arbitration

(a) Governing Law. These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law.

(b) Arbitration. For any claim related to these Terms of Use or the Movieclips Site, excluding claims for injunctive or other equitable relief, where the total amount sought is less than ten thousand U.S. Dollars ($10,000.00 USD), either Movieclips or You may elect at any point in or during a dispute or proceeding to resolve the claim through binding non-appearance-based arbitration. A party electing arbitration shall initiate it through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted, at the option of the party seeking relief, by telephone, online, or based solely on written submissions; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

(c) Jurisdiction. You agree that any action at law or in equity arising out of or relating to these Terms or Movieclips will be filed only in the state or federal courts in and for Los Angeles County, California, and You hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action, except as provided in Section 15.3(b) regarding arbitration. Notwithstanding this, either party shall still be allowed to apply for injunctive or other equitable relief to protect or enforce that party’s intellectual property rights in any court of competent jurisdiction where the other party resides or has its principal place of business.

(d) Improperly Filed Claims. All claims you bring against Movieclips must be resolved in accordance with this Section 15.3. All claims filed or brought contrary to this Section 15.3 shall be considered improperly filed. Should either party file a claim contrary to this Section 15.3, the other party may recover attorneys' fees and costs up to one thousand U.S. Dollars ($1,000.00 USD), provided that such party seeking such fees has notified the other in writing of the improperly filed claim, and the other has failed to promptly withdraw the claim.

15.4 Severability

If any provision of these Terms or any Guidelines is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

15.5 Assignment

These Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Movieclips without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.

15.6 Survival

Upon termination of these Terms, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, sections 10 through 15.

15.7 Headings

The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.

15.8 Entire Agreement

These Terms, the Privacy Policy, the Digital Millennium Copyright Notification Guidelines, and other Guidelines constitute the entire agreement between You and Movieclips relating to the subject matter herein and will not be modified except in writing, signed by both parties, or by a change to these Terms, Privacy Policy or Guidelines made by Movieclips as set forth in Section 3 above.

15.9 Claims

YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE MOVIECLIPS SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.