Cinemasaurus Inc.

Terms of service

Welcome to the Clerkdogs website (the “Site”). Use of and access to the Site is subject to your compliance with these terms of use (the “Terms”), so please read these Terms carefully before using the Site. Cinemasaurus (“Cinemasaurus”, “we”, “us” or “our”) reserves the right to limit or terminate your access to the Site if you do not comply with these Terms.

OUR SITE IS NOT TARGETED TO USERS UNDER THE AGE OF 13. IF YOU ARE UNDER 13, YOU SHOULD NOT USE THIS SITE WITHOUT PARENTAL SUPERVISION. BECAUSE THE SITE MAY PROVIDE ACCESS TO OR INFORMATION ABOUT MOVIES OR MOVIE TRAILERS THAT CONTAIN EXPLICIT OR MATURE CONTENT INCLUDING STRONG LANGUAGE OR DEPICTIONS OF VIOLENCE, SEX OR SUBSTANCE ABUSE, PARENTAL DISCRETION IS ADVISED FOR ALL USERS UNDER THE AGE OF 17.

By accessing and using thE site in any way, you agree to be bound by these terms. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THE TERMS OF USE, DO NOT USE THIS SITE IN ANY MANNER. If you are using the Site on behalf of your employer, you represent that you are authorized to accept these Terms on your employer’s behalf.

Changes in Terms of Use

We reserve the right to modify these Terms from time to time. If we modify these Terms, we will indicate that we have done so on the Site. Use of the Site constitutes your acceptance of any modified Terms.

About the Site

The Site provides users with quality movie recommendations tailored to the user’s preferences and specifications. The Site includes collaborative data and input data from a number of sources including: movie editors, movie reviewers, movie writers, and video store owners or employees.

User Information

If you choose to register with Clerkdogs and create a user account (“User Account”), you must provide your name, e-mail address and other information as may be required by Clerkdogs. In submitting all such registration forms, you represent and warrant that the information contained therein is truthful and accurate and that you will update such information when it changes. Your willful provision of inaccurate or unreliable information shall constitute a material breach of these Terms and be a basis for termination of your right to use the Site.

During the registration process, you will specify a username or user ID and a password (your “Login Credentials”). You agree not to use any user ID or password that is obscene, defamatory, or derogatory. You are solely responsible in all respects for all use of (including any unauthorized use) of your Login Credentials, and for protecting the confidentiality of your Login Credentials. You agree to notify Clerkdogs immediately of any unauthorized use of your Login Credentials, your User Account and any other suspected breach of security regarding the Site. You are responsible for changing your password if you believe your password has been stolen or might otherwise be misused. We shall not be liable for any loss or damage arising from the unauthorized use of your user name and/or password.

Our Site is not directed to children under the age of 13. We respect the privacy of parents and children and are committed to complying with the Children’s Online Privacy Protection Act (“COPPA”). On those areas of our Site that ask for age, we do not collect personal information from individuals who identify themselves as under the age of 13 except in those limited circumstances where we believe that such collection is permitted under COPPA. If a parent believes that his or her child has provided us with personal information, he or she can contact us via e-mail or postal mail as listed below. We will promptly delete the information upon learning that it relates to a child under the age of 13.

We believe that parents should supervise their children’s online activities and consider using parental control tools available from online services and software manufacturers that help provide a kid-friendly online environment. These tools can also prevent children from otherwise disclosing online their name, address and other personal information without parental permission.

User Conduct and Responsibilities

You are responsible for obtaining access to the Site, which access may involve third party fees (such as Internet service provider, SMS or airtime charges). You are solely responsible for those fees. In addition, you must provide and are solely responsible for all equipment necessary to access the Site.

Your use of the Site is subject to all applicable local, state, national and international laws and regulations. You agree to use the Site for personal, non-commercial use only. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Site.

You agree not to or attempt to circumvent, disable or otherwise interfere with security related features of the Site or features that prevent or restrict use of any Site Content. Further, you agree not to interfere with or disrupt (or attempt to interfere with or disrupt) any web pages available at the Site, any servers or networks connected to the Site or the technical delivery systems of our providers or disobey any requirements, procedures, policies or regulations of networks connected to the Site. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Site.

Site Content

All content on the Site, including but not limited to designs, text, graphics, pictures, video, information, software, music, sound and other files, and their selection and arrangement (the “Site Content”), is the proprietary property of Cinemasaurus or its licensors. All rights are reserved.

Except as provided in these Terms and with respect to your own User Content (as defined below), no Site Content may be modified, copied, distributed, framed, reproduced, republished, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without Cinemasaurus’ or the content provider’s explicit permission.

Notwithstanding the foregoing, you are granted a limited license to access and use the Site and to download, upload, copy, and distribute Site Content, reviews, forum postings and other files and information that we explicitly provide for downloading on the Site, provided that you (a) keep all copyright or other proprietary notices intact; (b) use such content solely for personal and non-commercial use; (c) do not copy such content to or post such content on any networked computer or publish it in any medium, except as explicitly permitted by valid permission or license covering such materials; and (d) do not make any modifications to such content except as explicitly permitted by valid permission or license covering such materials. This license is revocable at any time as to any Site Content without notice and with or without cause.

Any use of the Site or the Site Content other than as specifically authorized herein, without the prior written permission of Cinemasaurus, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise.

Recommendations

This site is provided for entertainment purposes only. Your use of or reliance on any suggestions, recommendations or other content provided on this Site is at your sole risk and expense. We do not represent or guarantee that the recommendations or other Site Content will be enjoyable, accurate, appropriate, inoffensive, or otherwise suitable for your taste or age. In no event shall we be liable or responsible for any actions you do or do not take in reliance on this Site.

User Content

You are solely responsible for any content that you submit, upload, publish or display (hereinafter, “post”) on or through the Site, transmit to or share with other users (“User Content”). We reserve the right to modify or remove, at its sole discretion, any User Content.

By posting User Content to any part of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to us an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Site or the promotion thereof, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing.

You represent and warrant that your User Content is free of libel or other unlawful material, including matter that may be construed as invasion of privacy, violation of a right of publicity, copyright, patent, or trademark infringement, and/or misappropriation of trade secret or any other right of a person or party. You also represent and warrant that all necessary licenses and consents have been obtained for the unrestricted use of your User Content on the Site. You agree not to post any content that (i) victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability or (ii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.

Links to Other Websites and Content

The Site contains (or you may access through the Site) links to other web sites (“Third Party Sites”) which may contain articles, photographs, text, graphics, pictures, designs, music, sound, video, information, software and other content belonging to or originating from third parties (the “Third Party Content”). Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites accessed through the Site or any Third Party Content linked or posted through the Site, including without limitation the content, accuracy, offensiveness, opinions, reliability, legality, or policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of or linking to any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Site and access the Third Party Sites, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site.

Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site (“Submissions”), provided by you to Cinemasaurus are non-confidential and shall become the sole property of Cinemasaurus. We shall own all right, title and interest, including all intellectual property rights, in Submissions, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

Termination

All content on the Site, including but not limited to designs, text, graphics, pictures, video, information, software, music, sound, lists and other files, and their selection and arrangement (the “Site Content”), is the proprietary property of Cinemasaurus or its licensors. All rights are reserved.

We may immediately terminate or suspend your access to the Site and Services and remove any material (including User Content) from the Site or our servers, in the event that you breach these Terms. Notwithstanding the foregoing, we also reserve the right to terminate the Site, any services provided by the Site or your access thereto at any time and for any reason. Upon termination, all licenses and other rights granted to you by these Terms of Service will immediately cease. Notwithstanding the foregoing, your obligations under these Terms shall survive termination of your use or access of the Site for any reason. We are not liable to you or any third party for termination of the Site or services or termination of your use of the Site or services.

Modifications to Site

We reserve the right to modify any or all portions of the Site with or without cause at any time and effective immediately. We shall not be liable to you or any third party for such modification. Should you object to any modifications to the Site or become dissatisfied with the Site in any way, your only recourse is to immediately discontinue use of the Site.

Privacy Policy

We care about the privacy of our users. Use of the Site is governed by our Privacy Policy

Proprietary Rights

The Site is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Site is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Except as expressly permitted herein, any reproduction, modification, creation of derivative works from or redistribution of the Site or the collective work, and/or copying or reproducing the Site or any portion thereof to any other server or location for further reproduction or redistribution is prohibited without the express written consent of Cinemasaurus.

Clerkdogs is a trademark of Cinemasaurus. All other trademarks are property of their respective companies. All trademarks and registered trademarks are protected by US and international trademark laws.

Copyright Complaints

If you are a copyright owner or an agent thereof and believe that any Site Content, User Content or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our copyright agent with the following information in writing (see 17 U.S.C. 512(c)(3) for further detail):

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

Identification of the copyrighted work claimed to have been infringed;

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;

Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail;

A statement that you have 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

A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Our designated Copyright Agent to receive notifications of claimed infringement is: Copyright Agent, Cinemasaurus, 109 Bartlett Street Suite 204, (415) 282-1117, (415) 282-1103, info@clerkdogs.com. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to Cinemasaurus at info@clerkdogs.com. You acknowledge that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid.

If you believe that content or a submission of yours that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use such content or submission, you may send a counter-notice containing the following information to the Copyright Agent:

Your physical or electronic signature;

Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;

A statement that you have a good faith belief that the content was removed or disabled as a result of a mistake or a misidentification of the content; and

Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court in San Francisco County, California, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, we may send a copy of the counter-notice to the original complaining party informing that person that the removed content may be replaced or no longer disabled in 10 business days.

Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

Notice

All notices to Cinemasaurus shall be in writing and shall be made either via e-mail or conventional mail. Cinemasaurus may broadcast notices or messages through the Site to inform you of changes to these Terms, the Site, or other matters of importance. Such broadcasts shall constitute notice to you.

Disclaimers

We are not responsible or liable in any manner for any Site Content, User Content or Third Party Content offered through, linked to or posted on the Site. We do not control and is not responsible for what users contribute to the Site and is not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter on or in connection with your use of the Site. We are not responsible for the conduct, whether online or offline, of any user of the Site.

The Site may be temporarily unavailable from time to time for maintenance or other reasons. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user communications or User Content. Under no circumstances will we be responsible for any loss or damage, including any loss or damage to any User Content or personal injury or death, resulting from anyone’s use of the Site, or any User Content or Third Party Content linked to or posted on or through the Site.

We reserve the right to change any and all content contained in the Site or offered through the Site at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by us.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

THE SITE, AND ALL CONTENT, USER CONTENT, THIRD-PARTY CONTENT, PRODUCTS AND SERVICES INCLUDED IN THE SITE ARE PROVIDED “AS IS,” WITH NO WARRANTIES WHATSOEVER.

CINEMASAURUS DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

CINEMASAURUS MAKES NO WARRANTY OR REPRESENTATION REGARDING (i) ANY CONTENT, USER CONTENT, THIRD PARTY CONTENT, PRODUCT OR SERVICE OFFERED OR SOLD THROUGH THE SITE, (ii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, (iii) THE CURRENCY, ACCURACY, QUALITY, CONTENT, COMPLETENESS, LEGALITY, OPERABILITY, AVAILABILITY OR RELIABILITY OF ANY INFORMATION OR PRODUCTS OBTAINED THROUGH THE SITE, OR (iv) THE DELETION, FAILURE TO STORE, MIS-DELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION, PRODUCTS OR MATERIAL. CINEMASAURUS DOES NOT REPRESENT OR WARRANT THAT THE SITE WILL MEET ANY OF YOUR REQUIREMENTS OR THAT IT WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE.

USE OF THE SITE IS AT YOUR SOLE RISK. THE USE OR PURCHASE OF ANY PRODUCTS, MATERIAL, USER CONTENT AND/OR DATA THROUGH THE SITE IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE USE OR PURCHASE OF SUCH PRODUCTS, MATERIAL, USER CONTENT AND/OR DATA.

Limitation Of Liability

UNDER NO CIRCUMSTANCES SHALL CINEMASAURUS BE LIABLE TO YOU ON ACCOUNT OF (i) ANY USER CONTENT, (ii) YOUR USE OR MISUSE OF OR RELIANCE ON THE SITE, OR (iii) YOUR INABILITY TO USE THE SITE, OR THE INTERRUPTION, MODIFICATION, SUSPENSION, OR TERMINATION OF THE SITE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES, AND THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF CINEMASAURUS OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). IN NO EVENT SHALL THE LIABILITY OF CINEMASAURUS OR ITS OFFICERS, DIRECTORS, AND EMPLOYEES EXCEED $10. SUCH LIMITATION OF LIABILITY SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages so some of the above limitations may not apply to you.

Indemnity

You agree to indemnify and hold Cinemasaurus, its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with any User Content you provide, your use of the Site, your conduct in connection with the Site or with other users of the Site, or any violation of these Terms or of any law or the rights of any third party.

Miscellaneous

Entire Agreement. These Terms constitute the entire agreement between you and Cinemasaurus with respect to the subject matter hereof and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.

Waiver and Severability of Terms. The failure of Cinemasaurus to exercise or enforce any right or provision of these Terms shall 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 Cinemasaurus. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.

Statute of Limitations. You and Cinemasaurus agree that any cause of action arising out of or related to this Site must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. Some jurisdictions may prohibit the shortening of the time period in which a cause of action must be brought. In all such jurisdictions, the applicable time period shall be the minimum allowed by law.

Choice of Law and Forum. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding its conflict of law provisions. You and Cinemasaurus agree to submit to the exclusive jurisdiction of the state and federal courts of San Francisco County, California.

Arbitration. Any claim, dispute or controversy arising out of or in connection with or relating to these Terms or the breach or alleged breach thereof or your use of the Site shall be submitted by the parties to arbitration by the American Arbitration Association (“AAA”) in San Francisco, California, United States of America under the AAA’s commercial rules then in effect. The foregoing notwithstanding, nothing in this paragraph shall be deemed as preventing Cinemasaurus from seeking relief from the courts as necessary to protect its intellectual property rights, and no decision of any arbitrator shall be binding in such event. The award rendered by the arbitrators shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and judgment on such award may be entered in any court having jurisdiction thereof.