Terms of Service

INTERACTIVE FILMS, INC.

TERMS OF SERVICE FOR SALTY TV

These Terms of Service (“Agreement”) are presented by INTERACTIVE FILMS, INC. (“Interactive Films”, “Company”, “we”, or “us”) and governs each user’s access to and use of the SALTY TV PLATFORM and the SALTY TV SERVICES (as such terms are defined herein). The Salty TV Platform and Salty TV Services are controlled and operated by the Company.

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

THESE TERMS OF SERVICE, TOGETHER WITH THE COMPANY’S PRIVACY POLICY (AS SUCH TERM IS DEFINED HEREIN), ANY CODE OF CONDUCT (AS SUCH TERM IS DEFINED HEREIN) AND ALL OTHER TERMS AND CONDITIONS OF USE INCORPORATED BY REFERENCE INTO ANY OF THE FOREGOING (HEREINAFTER COLLECTIVELY REFERRED TO AS THE “AGREEMENT”) CONSTITUTE A LEGALLY BINDING CONTRACT BETWEEN YOU AND THE COMPANY.

PLEASE READ ALL OF THE PROVISIONS OF THE AGREEMENT CAREFULLY AS IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR ACCESS AND USE OF THE SALTY TV PLATFORM AND THE SALTY TV SERVICES.

BY CONTINUING TO USE OR OTHERWISE ACCESS THE SALTY TV PLATFORM OR ANY OTHER SALTY TV SERVICES (INCLUDING WITHOUT LIMITATION REGISTERING ANY USER ACCOUNT), YOU HEREBY AUTOMATICALLY AGREE TO BE BOUND BY ALL OF THE PROVISIONS OF THIS AGREEMENT (AS DEFINED ABOVE), AS PRESENTED TO YOU AS OF THE DATE OF YOUR FIRST USE OF THE SALTY TV PLATFORM AND/OR ANY OTHER PARTS OF THE SALTY TV SERVICES.

AS SET FORTH IN MORE DETAIL IN SECTION 12 HEREIN, WE MAY CHANGE THE SALTY TV PLATFORM, ANY OTHER PARTS OF THE SALTY TV SERVICES, OR ANY OF THE TERMS AND CONDITIONS OF THE AGREEMENT (INCLUDING WITHOUT LIMITATION ANY CODE OF CONDUCT AS DEFINED HEREIN) AT ANY TIME AND IN OUR SOLE DISCRETION.

NO CHANGES (ADDITIONS OR DELETIONS) BY YOU TO THE AGREEMENT WILL BE ACCEPTED BY THE COMPANY. THUS, IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS OF THE USER AGREEMENT, THEN YOU SHOULD NOT ACCESS OR OTHERWISE USE THE SALTY TV PLATFORM AND/OR ANY OTHER PARTS OF THE SALTY TV SERVICES (INCLUDING WITHOUT LIMITATION NOT REGISTERING A USER ACCOUNT).

THE AGREEMENT CONSTITUTES A BINDING CONTRACT BETWEEN YOU AND THE COMPANY AND YOU SHOULD DOWNLOAD AND PRINT THE ENTIRE AGREEMENT (INCLUDING WITHOUT LIMITATION THESE TERMS AND THE COMPANY’S PRIVACY POLICY, AS DEFINED ABOVE) FOR YOUR RECORDS.

PRIVACY POLICY NOTICE:

ALL USERS ARE DIRECTED TO SECTION 5 OF THIS AGREEMENT FOR A LINK TO THE COMPANY’S PRIVACY POLICY. WITHOUT LIMITING THE PROVISIONS OF SECTION 5 BELOW OR ANY OF THE PROVISIONS OF THE COMPANY’S PRIVACY POLICY, YOUR ACCESS OR OTHER USE OF THE SALTY TV PLATFORM AND/OR ANY OTHER PARTS OF THE SALTY TV SERVICES (INCLUDING WITHOUT LIMITATION REGISTERING A USER ACCOUNT) CONSTITUTES YOUR AGREEMENT TO OUR COLLECTION AND PROCESSING OF YOUR PERSONAL INFORMATION, INCLUDING THE USE OF COOKIES, PURSUANT TO THE COMPANY’S PRIVACY POLICY. PLEASE READ THE COMPANY’S PRIVACY POLICY (SEE LINK IN SECTION 5 HEREIN) CAREFULLY AS IT CONTAINS IMPORTANT INFORMATION ABOUT OUR COLLECTION, USE, STORAGE, DISCLOSURE, AND TRANSFER OF YOUR INFORMATION. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THE COMPANY’S PRIVACY POLICY, THEN YOU SHOULD NOT ACCESS OR OTHERWISE USE THE SALTY TV PLATFORM AND/OR ANY OTHER PARTS OF THE SALTY TV SERVICES (INCLUDING WITHOUT LIMITATION NOT REGISTERING A USER ACCOUNT).

NOTICE ABOUT ARBITRATION AND WAIVER OF CERTAIN RIGHTS IN A DISPUTE WITH THE COMPANY:

YOU ARE HEREBY GIVEN NOTICE THAT PURSUANT TO SECTION 14 OF THIS AGREEMENT, YOU ARE ALSO AGREEING TO THE FOLLOWING, AS MORE FULLY SET FORTH IN SAID SECTION 14:

ARBITRATION TO RESOLVE DISPUTES BETWEEN YOU AND THE COMPANY ARISING UNDER THIS AGREEMENT AND THE COMPANY’S PRIVACY POLICY, WHICH INCLUDES YOU WAIVING YOUR RIGHT TO A JURY TRIAL IN ANY SUCH DISPUTE; AND
THE WAIVER OF YOUR RIGHT TO PARTICIPATE IN ANY CLASS ACTION OR SIMILAR PROCEEDING REGARDING ANY DISPUTE UNDER THIS AGREEMENT OR THE COMPANY’S PRIVACY POLICY.
Definitions. The following terms have the following meanings:
“Access Right" has the meaning set forth in Section 2.1.
“Authorized Version of Third Party Program Content” has the meaning set forth in Section 3.
“Company Content " means collectively: (i) the Company Marks (as defined herein); (ii) any and all other proprietary words, data, images, trademarks, tradenames, logos, symbols, information, material, and any other content that are owned or controlled by the Company, including without limitation any of the foregoing which is contained in, embodied in, or otherwise used in association with, or otherwise provided as part of, the SaltyTV Platform or Salty TV Services.
“Company IP Assets” has the meaning set forth in Section7.
“Company Marks" means any and all of trademarks, service marks, logos, taglines, trade names, or business names owned or controlled by the Company, including without limitation the Company’s proprietary INTERACTIVE FILMS ™and SALTYTV™ marks.
“Company Privacy Policy” or “Privacy Policy" has the meaning set forth in Section 5.
“Company Server” means any servers, other hardware, other computer systems or other software applications which are proprietary to or otherwise used by the Company to support the SaltyTV Platform or Salty TV Services.
“Salty TV Platform Code of Conduct"” or “Code of Conduct" has the meaning set forth in Section 2.
“Salty TV Platform" means the SaltyTV program and/or platform operated by or on behalf of the Company which are made available to Users in order to provide them with the ability to access and use any of the SaltyTV Services.
“SaltyTV Services" means those services, features, and/or products offered to Users by or through the SaltyTV Platform or otherwise offered by the Company to Users, including without limitation the services made via the Salty TV Platform to download, procure, or otherwise use any Third Party Program Content.
“Salty TV Services Content" means all words, text, data, images, graphics, button icons, trademarks (whether or not registered or not and including, without limitation any Company Marks), logos, symbols, music, sounds, videos, software programs, material and any other form of content (in any format known now or in the future) that is contained in, embodied in, related to, arising out of, or otherwise used in association with the Salty TV Platform or Salty TV Services as such is provided by the Company, including without limitation any and all Company Content and Third-Party Program Content that are provided as part of the SaltyTV Platform or Salty TV Services.
“Term" or “Term of this Agreement” has the meaning set forth in Section 11 herein.
“Third Party Content Provider” has the meaning set forth in the definition of Third Party Program Content set forth in Section 1.14 herein.
“Third Party Program Content" means any movies, films, programs, videos, music recordings, sound recordings, other entertainment content, or any other content that has been provided to the Company by a third party content provider (“Third Party Content Provider") with the intent that the Company may make such Third Party Program Content available to Users as part of the Salty TV Platform and/or Salty TV Services in order to allow such Users to download, procure, or otherwise use such Third Party Program Content.
“User", “you” and “your” mean the individual end users of the SaltyTV Platform and/or any other Salty TV Services.
“User Account” has the meaning set forth in Section 4.
“User Information" means, collectively, any name, address, contact information, other information, messages, comments, tags, video recording, any other feedback, profile photos, other images, or any other content that a User may upload or otherwise use, or is otherwise provided by the User, or is related to or arises out of: (i) the User’s use of any of the features or functionalities of the SaltyTV Platform or any other Salty TV Services, including without limitation the User’s access and/or use of any SaltyTV Services Content made available via the Salty TV Platform/Salty TV Services or any of the provision of any of the foregoing information provided by the User as part of their User Account; or (ii) the User’s use, or in, any social media platform which references the SaltyTV Platform or SaltyTV Services.
Access Right to Use SaltyTV Platform; Conditions of Use.
Subject to a User’s strict compliance with all of the terms and conditions of this Agreement and of any Salty TV Platform Code of Conduct, Company hereby (collectively, the “Access Right”):
Grants to only the specific individual User (but to no other individual) who has procured an Authorized Version of Third Party Program Content in accordance with this Agreement (including without limitation pursuant to Section 3 herein), a personal, limited, non-exclusive, non-sublicenseable, non-assignable, non-transferable, revocable right to access and use that particular Authorized Version of Third Party Program Content solely for that particular User to personally play and use it for their personal entertainment purposes only, but for no other purposes whatsoever, and only in the format and version made available through the SaltyTV Platform; and
Subject to the limitations set forth in Section 2.1(i), grants to Users of the SaltyTV Platform a personal, limited, non-exclusive, non-sublicenseable, non-assignable, non-transferable, revocable right to access and use the other features and functionalities made available through the SaltyTV Platform by the Company, but for no other purposes whatsoever, and only in the format and version made available through the SaltyTV Platform.

For clarity and the avoidance of doubt, the foregoing Access Right only permits Users to use the SaltyTV Platform and SaltyTV Services: (i) during the Term of this Agreement and (ii) only for the User’s personal, non-commercial use and enjoyment, but for no other purposes whatsoever. Without limiting any of other provisions in this Section 2 or elsewhere in this Agreement, and for clarity and the avoidance of doubt, the User hereby further agrees that:

(a) the foregoing Access Right only permits the User to merely view the Salty TV Services Content (including without limitation any Third Party Program Content); and,

(b) the User is not permitted to download, make screen recordings, take screen shots, take photos, post, republish or re-distribute any of the Salty TV Services Content (including without limitation any Third Party Program Content) and any such actions are hereby explicitly prohibited, constitute copyright infringement, and constitute a breach of this Agreement.

User hereby acknowledges and agrees that User’s Access Right to use the SaltyTV Platform is hereby explicitly conditioned and subject to User’s strict compliance with any and all additional codes of conduct, rules, policies, procedures, or guidelines which may be adopted by the Company from time to time, or at any time, which govern the permissible conduct of all Users of the SaltyTV Platform or SaltyTV Services, including without limitation any which impose any additional conditions or limitation on the permissible ways Users are allowed to use the Third Party Program Content (collectively referred to as the “Salty TV Platform Code of Conduct” or “Code of Conduct”) The following provides a link to the most current version of the Salty TV Platform Code of Conduct: __________________________________________. User acknowledges and agrees that the Company, in its sole discretion, has the right to amend the Code of Conduct at any time or from time to time, and the User shall automatically be bound to such amendment and to the then-current version of the Code of Conduct as such appears on the SaltyTV Platform.
User hereby acknowledges and agrees that the foregoing Access Right is further subject to and conditioned as follows:
The Company has the right, in its sole discretion, at any time or from time to time, to change, amend, modify, suspend, or discontinue any or all of the features or functionalities of the SaltyTV Platform or SaltyTV Services (collectively, “Change or Discontinue Support of the Platform”);
The User acknowledges and agrees that, in the event the Company exercises it right under this Agreement to Change or Discontinue Support of the Platform in any way:
the SaltyTV Platform or any other part of the SaltyTV Services may not operate or function, in whole or in part; and
The Company shall not have any obligation or liability to the User in the event the Company exercises it right to Change or Discontinue Support of the Platform in any way, including without limitation if such action by the Company renders all or any part of the SaltyTV Platform or SaltyTV Services inoperative or non-functioning).
In addition to any other conditions set forth in this Agreement, the Users further agree to the following additional provisions (and the following provisions are further conditions on the User’s Access Right):
Users are prohibited from posting, distributing, uploading, storing, transmitting, or otherwise disseminating any data, information, messages, text, works, material or other content (including without limitation any User Information) if the foregoing (in the Company’s sole determination):
Is not owned by the User or if the User does not otherwise have the absolute right to use such User Information in association with the SaltyTV Platform or SaltyTV Services.
Infringes on any patent, trademark, trade secret, copyright, right of publicity, or any other intellectual property or proprietary right of any party.
Is otherwise unlawful, libelous, defamatory, an invasive of privacy or of any publicity rights, harassing, threatening, abusive, inflammatory, obscene, or otherwise objectionable.
Would violate any other rights of any party, would constitute or encourage a criminal offense, or would otherwise violate or create liability under any laws, statutes, ordinances or regulations anywhere.
User shall not impersonate any other person or entity or otherwise misrepresent the User’s affiliation with a person or entity;
User will not distribute or publish unsolicited promotions, advertising, or solicitations for any goods, services or money, including junk mail and junk e-mail;
User will not use the SaltyTV Platform or SaltyTV Services for any purposes not authorized by the Company or otherwise explicitly prohibited by this Agreement or any SaltyTV Platform Code of Conduct
User will not use the SaltyTV Platform or SaltyTV Services for any other illegal purpose or any fraudulent scheme or transaction.
Users are prohibited from violating or attempting to violate the security of any other part of the SaltyTV Platform, SaltyTV Services, or any Company Servers, including without limiting being prohibited from doing any of the following:
accessing data not intended for such User or logging into a server or account which the User is not authorized to access;
attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
attempting to interfere with service to any user, host, or network;
attempting to obtain or obtain any data or other content through any means not intentionally made available or provided for by the SaltyTV Platform or SaltyTV Services; or
otherwise violate or attempt to violate any security features, protocols, systems or network security associated with the SaltyTV Platform, the SaltyTV Services or any Company Servers.
Users are prohibited from sending messages which promote and/or advertise your products or services or sending any other unsolicited messages which are in violation of this Agreement, including without limitation in violation of the SaltyTV Platform Code of Conduct.
The Company has the right to investigate occurrences that may involve any violations of this Agreement, including without limitation any matters which could involve, and cooperate with, law enforcement authorities in prosecuting Users who are involved in any violations. In addition, the Company reserves the right to cooperate with any and all law enforcement agencies, including complying with requests for information or disclosures or any warrants, court orders or subpoenas (from any party) and disclosing to law enforcement agencies any information about any User and anything a User does with respect to the SaltyTV Platform or SaltyTV Services. By User’s use of the the SaltyTV Platform or any other part of the SaltyTV Services, the User explicitly authorizes the Company to take such action.
Each User is solely responsible for obtaining and maintaining any equipment or ancillary services needed to access and use the SaltyTV Platform.
For clarity, and for the avoidance of doubt, each User:
is only permitted to use the SaltyTV Platform or any other parts of the SaltyTV Services; solely in accordance with this Agreement (including without limitation the SaltyTV Platform Code of Conduct); and
is explicitly prohibited from using the SaltyTV Platform or SaltyTV Services: (i) for any purpose other than the lawful entertainment of the individual User; (ii) in any way that is prohibited by this Agreement or by the SaltyTVPlatform Code of Conduct; (iii) in any manner that could damage, disable, overburden, or impair the SaltyTV Platform or any other part of the SaltyTV Services or any Company Servers; or (iv) for any unlawful purpose.
In addition to any other rights granted to the Company pursuant to this Agreement or in law, the Company has the right to immediately:
remove any User Information of a User from the SaltyTV Platform or from any other SaltyTV Service which, in the Company’s sole determination, violates any provision of this Agreement, any SaltyTV Platform Code of Conduct, or any law, statute, ordinance or regulation anywhere; and/or
suspend or terminate the Access Rights of a User or otherwise terminate this Agreement for a particular User.
All rights granted to the User under this Agreement, including without limitation the User’s Access, will immediately terminate upon the expiration, cancellation or termination of this Agreement for any reason, including without limitation any breach by User of this Section 2 of this Agreement.
Authorized Version of Third Party Program Content.
Users are permitted to use the SaltyTV Platform and the SaltyTV Services to download, procure and/or use only those specific authorized versions of a Third Party Program Content as such is made available, and only in the format as made available, through the SaltyTV Platform and/or the SaltyTV Services, subject to each such User: (i) paying any Fees pursuant to Section 4 herein; and (ii) compliance with this Agreement and with any and all other terms and conditions imposed by the Third Party Content Provider (hereinafter referred to as an “Authorized Version of Third Party Program Content”).
Each User hereby acknowledges and agrees that if User violates or otherwise breaches any agreement or contract with any Third Party Content Provider that has provided the Authorized Version of Third Party Content, then the Company, in its sole discretion: (i) has the right to immediately declare User in material breach of this Agreement; and (ii) has the right to exercise any and all rights or remedies under law, equity or contract based on a breach of this Agreement.
User Account; Fees; Token Credits.
Each User may need to establish an account, and register with, the Company (a “User Account”) in order to access and use some (or all) of the features and/or functionalities made available to Users via the SaltyTV Platform or any other part of the SaltyTV Services, including without limitation in order to download, procure and/or use any Authorized Version of Third Party Program Content. Any information you include or upload into your User Account, including without limitation any of your personal information or images, will be deemed to be included in your User Information (as defined in this Agreement).
Each User is solely responsible for the accuracy and completeness such User’s User Information and any other information on its User Account.
All payments that a User must make under this Agreement must be made by the User using the Company’s token or similar systems which requires the User to obtain credits which are redeemable to pay for or procure any Third Party Program Content ("Token Credits"). TOKEN CREDITS MAY ONLY BE REDEEMED ON THE SALTY TV PLATFORM USING YOUR USER ACCOUNT, HAVE NO CASH VALUE, ARE NON-TRANSFERRABLE, AND ARE NON-REFUNDABLE. TOKEN CREDITS MAY ONLY BE VALID FOR A LIMITED TIME AS DESCRIBED IN THE APPLICABLE TERMS AND CONDITIONS. ALSO, TOKEN CREDITS WILL EXPIRE IMMEDIATELY UPON THE CANCELLATION OR TERMINATION OF THIS AGREEMENT FOR ANY REASON.
Users hereby agree that they will pay the following fees, as applicable (hereinafter collectively referred to as the “Fees”): (a) any fees charged to download, procure, or otherwise use any Authorized Version of Third Party Program Content; and (b) any other fees that the Company may charge for a User’s access or use of any other features of the SaltyTV Platform or other parts of the Salty TV Services. Without limiting the foregoing, the Company’s then current pricing plan will set forth the above applicable Fees (the “Pricing Plan”). For clarity, the Pricing Plan may include, without limitation, the applicable Fee as well as any other terms and conditions governing the Fees, including but not limited to any cancellation policy, any interest payments/service charges for late payment of Fees, and any other terms and conditions related to the level of service or features that are afforded the User for the applicable Fee amount.
BY OPENING A USER ACCOUNT, AND BY OTHERWISE USING THE SALTY TV PLATFORM OR ANY OTHER PART OF THE SALTY TV SERVICES, EACH USER HEREBY:

(I) PRE-AUTHORIZES THE COMPANY, AT ANY TIME AND FROM TIME TO TIME DURING THE TERM OF THIS AGREEMENT, TO

(A) AUTOMATICALLY DEDUCT FROM THE USER’S TOKEN CREDITS THE APPLICABLE NUMBER/AMOUNT NEEDED TO PAY (PURSUANT TO THE COMPANY’S PRICING PLAN) FOR THE USER’S ACCESS AND USE OF EACH THIRD PARTY PROGRAM CONTENT THAT REQUIRES A PAYMENT (“TOKEN PAYMENTS”); AND

(B) AUTOMATICALLY DEDUCT ANY FREE TIME ALLOTTED TO THE USER TO VIEW FREE THIRD PARTY CONTENT (“FREE CONTENT”).

(II) AGREES THAT THE COMPANY IS NOT REQUIRED TO PROVIDE ANY NOTICE, CONFIRMATION, REMINDERS, OR POP-UP CONFIRMATION TO THE USER REGARDING THE FACT THAT THE USER IS BEING CHARGED ANY TOKEN PAYMENTS OR IS EXHAUSTING (OR HAS EXHAUSTED) ANY OF ITS FREE CONTENT; AND

(III) ACKNOWLEDGES AND AGREES THAT IT IS THE USER’S SOLE RESPONSIBILITY TO MONITOR ITS USER ACCOUNT TO REVIEW ANY AND ALL SUCH TOKEN PAYMENTS AND THE DEDUCTIONS OR EXHAUSTION OF ANY OF ITS FREE CONTENT.

THE USER HEREBY FURTHER ACKNOWLEDGES AND AGREES THAT: (A) USER ACCEPTS, AS OF THE EFFECTIVE DATE, THE COMPANY’S THEN CURRENT PRICING PLAN, INCLUDING WITHOUT LIMITATION THE THEN CURRENT FEES, IN EXISTENCE AS OF THE EFFECTIVE DATE AND AVAILABLE FOR REVIEW BY THE USER ON THE SALTY TV PLATFORM ; (B) THE COMPANY HAS THE RIGHT TO AMEND ANY OF THE TERMS AND CONDITIONS IN ITS PRICING PLAN, INCLUDING WITHOUT LIMITATION ANY FEE AMOUNTS, AT ANY TIME AND FROM TIME TO TIME (COLLECTIVELY REFERRED TO AS “NEW PRICING PLANS/NEW FEES”); AND (C) THE USER WILL BE BOUND BY THE COMPANY’S NEW PRICING PLANS/NEW FEES AFTER THE SAME HAVE BEEN REASONABLY PUBLISHED BY THE COMPANY, WHICH REASONABLE PUBLICATION SHALL INCLUDE, BUT NOT BEING LIMITED TO, THE COMPANY POSTING A GENERAL NOTICE OF SUCH NEW PRICING PLANS/NEW FEES VIA THE SALTY TV PLATFORM OR ON THE COMPANY’S GENERAL WEBSITE.
Any Fees or any other amounts owed to Company which are not paid when due shall be subject to any applicable interest payment and/or any other service charge as set forth in the Pricing Plan. If the User fails to pay any Fees or any other amounts owed to Company after thirty (30) days of the applicable due date, the Company has the right, in its sole discretion, to terminate this Agreement and/or to initiate any other remedies at law or equity. If Company initiates any legal proceedings to collect those amounts, Company shall be entitled to recover its reasonable attorney fees and costs from User, including those incurred prior to and at any arbitration, trial or other proceeding, and in any appeal.
Privacy Policy; Certain Uses of User Information. Reference is hereby made to any privacy policy which the Company makes publicly available, including without limitation by posting any such privacy policy on any website owned or controlled by the Company (hereinafter, the “Company Privacy Policy”). A copy of the Company Privacy Policy is available at this link: https://salty-tv.com/privacy-policy THE CUSTOMER HEREBY ACKNOWLEDGES AND AGREES THAT: (I) ALL OF THE TERMS AND CONDITIONS OF THE COMPANY PRIVACY POLICY ARE HEREBY INCORPORATED INTO THIS AGREEMENT BY THIS REFERENCE AND GOVERN THE CUSTOMER UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE CUSTOMER CONTENT AND (II) THE CUSTOMER HEREBY AGREES TO BE BOUND BY, AND TO COMPLY WITH, THE COMPANY PRIVACY POLICY.
Certain Uses of User Information. Each User hereby agrees that the Company has, and each such User hereby explicitly grants to the Company, a non-exclusive, worldwide, perpetual, assignable, sub-licensable, transferable, fully paid up right and license to use any of the User Information in the normal course of the Company’s business,

including without limitation using any of the User Information for any of the following purposes:

For statistical analysis, industry trend analysis, and/or evaluating the efficiency of the features and functionalities of the SaltyTV Platform, the SaltyTV Services, and any other products or services developed by the Company;
For any marketing, advertising, or other methods of promoting (in digital, print or in any other media) the SaltyTV Platform, the SaltyTV Services, or any other services, features or products developed by the Company or for the Company’s general business; and/or
For any other purposes that support and promote the Company’s overall business operations.
Intellectual Property Rights; Reservation of Rights.
It is the Company’s policy to respect the copyright and all other intellectual property rights of all parties. Thus, the Company has the absolute right to:
immediately terminate the Access Right of any User and this Agreement for any User if, in the Company’s determination, any User infringes upon the copyright or any other intellectual property rights of others, and /or
remove any User Information from the SaltyTV Platform that, in the Company’s determination, may infringe the copyright or other intellectual property rights of any third party.
Without limiting the generality of the forgoing in any way, each User hereby represents, warrants and covenants to the Company that all of its User Information used by such User via, on or through the SaltyTV Platform or SaltyTV Services: (a) is either owned by the User or the User has the absolute right to use that User Information; and (b) does not infringe any copyright or other proprietary or intellectual property right of any other person or entity anywhere.
Each User hereby further acknowledges and agrees that, as between the Company and the User, the Company and/or its licensors solely and exclusively own all rights, title and interest in and to all of the following (hereinafter collectively referred to as the “Company IP Assets”):
The SaltyTV Platform and the underlying software code or software programs which are used to operate said SaltyTV Platform;
All Salty TV Services Content (as such term is defined in Section 1 herein);
The Company Marks; and
All other processes, techniques, patents, images, graphics, content, software, website designs, copyrights, and all other intellectual property rights owned or controlled by the Company that are made available by using, or otherwise contained in or arising out of, the SaltyTV Platform or other SaltyTV Services.
Except for the limited Access Right given to a User pursuant to the explicit terms and conditions of Section 2 of the Agreement, nothing in this Agreement shall be construed as granting to any User, by implication, estoppel or otherwise, any rights in or license in or to any Company IP Assets. The Company reserves without prejudice the right and ability to protect all of its intellectual property rights in its Company IP Assets from any and all unauthorized use by any User, including without limitation any unauthorized use by an User of the SaltyTV Platform, any other parts of the SaltyTV Services, any other products or services developed by the Company or any Company Marks.
In addition to all other conditions in this Agreement, each User agrees that:
Except as expressly permitted by the Access Right given to a User, the User will not copy, display, transfer, distribute, sell, publish, broadcast or otherwise use, any Company IP Assets;
The User shall not modify, disassemble, decompile or reverse translate or create derivative works from any Company IP Asset or otherwise attempt to derive any source code of the same or let any third party do the same;
The User shall not remove, alter, cover or obscure any copyright notices or other proprietary rights notices of Company IP Asset or any other party placed on or embedded in any Company IP Asset and shall otherwise retain all such notices on all copies of the same;
Use of any IP Assets Company IP Asset is expressly prohibited by anyone who is not an authorized User under this Agreement and only to the explicit extent permitted by the Access Right in Section 2 of this Agreement; and
Unauthorized use is a violation of copyright and other intellectual property rights and is actionable under law.
User agrees that the terms and conditions of this Section 7 survive the cancellation, expiration or termination of this Agreement for any reason.
Disclaimer of Warranties. THE SALTY TV PLATFORM, OTHER PARTS OF THE SALTY TV SERVICES, AND ANY OTHER COMPANY IP ASSETS WHICH MAY BE MADE AVAILABLE TO A USER ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.

THE COMPANY HEREBY EXPLICITLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND/OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT.

THE COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SALTY TV PLATFORM, OTHER PARTS OF THE SALTY TV SERVICES, AND ANY OTHER COMPANY IP ASSETS WHICH MAY BE MADE AVAILABLE TO A USER WILL OPERATE OR FUNCTION UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVER MAKING THE ANY OF THE FOREGOING AVAILABLE TO A USER IS FREE OF COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS

THE COMPANY IS NOT RESPONSIBLE FOR ANY STATEMENT, OPINION, OR ADVICE (OR ANY DAMAGES ARISING FROM THE FOREGOING) MADE BY ANYONE (INCLUDING, WITHOUT LIMITATION, BY ANOTHER USER) OTHER THAN BY AN AUTHORIZED COMPANY SPOKESPERSON SPEAKING IN HIS/HER OFFICIAL CAPACITY.

THE COMPANY DOES NOT ENDORSE OR VERIFY THE ACCURACY OR RELIABILITY OF ANY STATEMENT, OPINION, OR ADVICE MADE BY ANYONE (INCLUDING, WITHOUT LIMITATION, BY ANOTHER USER) OTHER THAN BY AN AUTHORIZED COMPANY SPOKESPERSON SPEAKING IN HIS/HER OFFICIAL CAPACITY.

Limitation of Liability. IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, OR ANY OF THEIR OFFICES, DIRECTORS, EMPLOYEES, AGENTS OR REPRESENTATIVES BE LIABLE TO ANY USER OR TO ANY THIRD PARTY FOR ANY DIRECT, SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM INCONVENIENCE, OR LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SALTY TV PLATFORM, ANY OTHER PARTS OF THE SALTY TV SERVICES, AND/OR ANY OTHER COMPANY IP ASSETS WHICH MAY BE MADE AVAILABLE TO A USER.

NOTWITHSTANDING ANY PROVISION TO THE CONTRARY, THE PARTIES AGREE THAT THE COMPANY’S TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, AND REGARDLESS OF THE FORM OR CAUSE OF ACTION OR THE ALLEGED BASIS OF THE CLAIM, WILL NOT EXCEED THE LOWER OF THE FOLLOWING AMOUNTS: (A) THE TOTAL AMOUNT PAID TO THE COMPANY BY THE USER IN THE PAST 12 MONTH PERIOD; OR (B) ONE THOUSAND U.S. DOLLARS ( U.S.$1,000).

Indemnification. Upon a request by the Company, each User hereby agrees to defend, indemnify, and hold the Company, its affiliates and their officers, directors, employees and agents and representatives harmless from all liabilities, claims, and expenses, including attorney’s fees, that arise out of, or is related to each User’s:
violation or breach of this Agreement by such User, including without limitation any such User’s breach or violation of the SaltyTV Platform Code of Conduct;
any use, misuse or unpermitted use of the Salty TV Platform or any other part of the Salty TV Services (including without limitation any Salty TV Services Consent), any Company Trademark or any other Company IP Assets;
any infringement by any User of any intellectual property or other rights of any person or entity.

The Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by any User under this provision, in which event the User will cooperate with the Company in that action.

Termination of Use; Amendment or Changes to this Agreement.

10.1 For purposes of this Agreement, the “Term” or the “Term of this Agreement” shall commence on the date the User is deemed to have consented to this Agreement and shall terminate on the expiration or termination of this Agreement as contemplated by this Agreement, including without limitation Section 2.3, Section 3 and/or Section 10.2 herein.

10.2 The Company has the right, in its sole discretion, to terminate or suspend the User’s Access Right to use the SaltyTV Platform, SaltyTV Services; or any other Company IP Assets for any reason, including, without limitation, breach of this Agreement by such User. Upon termination or suspension, regardless of the reasons therefore, the following shall apply:

User’s right to access or use (including, without limitation, the User’s Access Right as defined herein) the Salty TV Platform or any other part of the Salty TV Services, and any other rights granted to User under this Agreement, will immediately ceases; and
For clarity and the avoidance of doubt, and without limitation the foregoing, the Company has the right to immediately terminate the User’s access and use of any and all Salty TV Services Content.
Amendment or Changes to this Agreement. This Agreement may be changed from time to time or at any time by the Company (hereinafter referred to as “Changes”). The Company reserves the right to make these Changes by giving any notice that the Company deems reasonable (both in form and where such notice will be posted), provided, however the Company reserves the right not to give any notice of such Changes. A USER’S CONTINUED USE OF THE THE SALTY TV PLATFORM OR ANY OTHER FEATURE OR PART OF THE SALTY TV SERVICES AFTER THE EFFECT DATE OF ANY SUCH CHANGE SHALL BE DEEMED TO CONSTITUTE ACCEPTANCE BY THE USER OF THE CHANGES. If you have any questions or concerns after reading this, please email the Company at Contact@Salty-TV.com
Governing Law. The laws of the State of California, USA shall govern this Agreement for all purposes, without regard to the conflicts of laws principles thereof or the United Nations Convention on the International Sales of Goods. Each User agrees and hereby submits to the exclusive personal jurisdiction and venue by any court of competent jurisdiction within the State of California with respect to such matters; provided, however, California law shall not apply to the arbitration provisions in Section 14 of this Agreement, which are governed solely by the Federal Arbitration Act.
Arbitration; Class Action Waiver

14.1 Non-Waiver.

Our failure to exercise or enforce any right or provision of this Agreement or the Company’s The Company Privacy Policy shall not constitute a waiver of such right or provision.

14.2 Alternative Dispute Resolution.

BY CONSENTING TO THIS AGREEMENT OR THE COMPANY PRIVACY POLICY, YOU AGREE THAT, IF ANY DISPUTE ARISES OUT OF OR IN ANY WAY RELATED TO THIS THIS AGREEMENT OR THE COMPANY PRIVACY POLICY AND/OR YOUR USE OF THE SALTY TV PLATFORM OR ANY OTHER SALTY TV SERVICES AS DESCRIBED IN THIS AGREEMENT (HEREINAFTER COLLECTIVELY REFERRED TO AS THE “DISPUTES”), ANY AND ALL SUCH DISPUTES SHALL BE RESOLVED BY SUBMISSION TO BINDING ARBITRATION IN LOS ANGELES COUNTY, CALIFORNIA BEFORE A RETIRED JUDGE OR JUSTICE WITH JAMS PURSUANT TO JAMS COMPREHENSIVE ARBITRATION RULES AND PROCEDURES (“JAMS RULES”)IN EFFECT AT THE TIME OF ANY SUCH DISPUTE.

PURSUANT TO JAMS RULES IN EFFECT AT THE TIME, THE COMPANY MAY REQUEST THAT THE ARBITRATOR CONDUCT ANY PROCEEDING, OR ANY PORTION THEREOF, IN PERSON OR VIRTUALLY BY CONFERENCE CALL, VIDEOCONFERENCE OR USING OTHER COMMUNICATIONS TECHNOLOGY WITH PARTICIPANTS IN ONE OR MORE GEOGRAPHICAL PLACES.

YOU AND THE COMPANY MUTUALLY AGREE THAT THE ARBITRATOR, AND NOT ANY FEDERAL, STATE, OR LOCAL COURT OR AGENCY, SHALL HAVE THE EXCLUSIVE AUTHORITY TO RESOLVE ANY DISPUTE RELATING TO THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY, OR FORMATION OF THIS AGREEMENT AND THE COMPANY PRIVACY POLICY, INCLUDING, BUT NOT LIMITED TO, ANY CLAIM THAT ALL OR ANY PART OF THIS AGREEMENT OR THE COMPANY PRIVACY POLICY IS VOID OR VOIDABLE.

IF THE PARTIES ARE UNABLE TO AGREE ON A JAMS RETIRED JUDGE OR JUSTICE WITHIN FIFTEEN (15) CALENDAR DAYS OF A DEMAND FOR ARBITRATION FILED WITH JAMS BY EITHER OF US, JAMS WILL FOLLOW THE PROCEDURE IN ITS COMPREHENSIVE ARBITRATION RULES AND PROCEDURES TO NAME A RETIRED JUDGE OR JUSTICE WHO WILL ACT AS THE SOLE ARBITRATOR. ANY DECISION OF THE ARBITRATOR MAY BE CONFIRMED BY A COURT OF COMPETENT JURISDICTION AND THE ENSUING JUDGMENT MAY THEREAFTER BE ENFORCED IN THE SAME MANNER AS A JUDGMENT IN A CIVIL ACTION. THE ENSUING JUDGMENT MAY ALSO BE APPEALED PURSUANT TO APPLICABLE FEDERAL LAW. YOU ACKNOWLEDGE AND AGREE THAT THIS AGREEMENT AND THE COMPANY PRIVACY POLICY (AND YOUR USE OF THE SALTY TV PLATFORM AND ANY OTHER SALTY TV SERVICES) INVOLVES INTERSTATE COMMERCE AND THAT THIS ARBITRATION PROVISION IS GOVERNED BY THE FEDERAL ARBITRATION ACT.

14.3 Class Action Waiver.

EXCEPT AS OTHERWISE REQUIRED UNDER APPLICABLE LAW, (I) YOU AND THE COMPANY HEREBY MUTUALLY INTEND AND AGREE THAT NEITHER WILL ASSERT ANY CLASS ACTIONS OR REPRESENTATIVE ACTIONS, NOR WILL SUCH ACTIONS OR PROCEDURES APPLY IN ANY ARBITRATION PURSUANT TO THIS AGREEMENT OR THE COMPANY PRIVACY POLICY; (II) WE MUTUALLY AGREE THAT NEITHER WILL ASSERT CLASS ACTION OR REPRESENTATIVE ACTION CLAIMS AGAINST THE OTHER IN ARBITRATION OR IN ANY OTHER PROCEEDING OR ACTION; AND (III) YOU SHALL ONLY SUBMIT YOUR OWN, INDIVIDUAL CLAIMS IN ARBITRATION AND WILL NOT SEEK TO REPRESENT THE INTERESTS OF ANY OTHER PERSON.

14.4 ARBITRATION CONFIDENTIALITY.

THE DISPUTES (AS DEFINED ABOVE), AS WELL AS THE ARBITRATION PROCEEDINGS AND AWARD REGARDING SUCH DISPUTES, SHALL BE KEPT STRICTLY CONFIDENTIAL.

14.5 ARBITRAL JURISDICTION.

YOU AND THE COMPANY AGREE THAT THIS AGREEMENT AND THE COMPANY PRIVACY POLICY (AND YOUR USE OF THE SALTY TV PLATFORM AND ANY OTHER SALTY TV SERVICES) INVOLVES INTERSTATE COMMERCE AND THE ARBITRATION WILL BE GOVERNED BY THE PROVISIONS OF THE FEDERAL ARBITRATION ACT (9 U.S.C. 1 ET SEQ.). CALIFORNIA SUBSTANTIVE LAW SHALL GOVERN THE UNDERLYING DISPUTES TO BE ARBITRATED.

YOU AND THE COMPANY AGREE THAT THE ARBITRATOR, NOT ANY FEDERAL OR STATE COURT JUDGE, SHALL HAVE THE EXCLUSIVE JURISDICTION TO RESOLVE ANY AND ALL DISPUTES REGARDING THE ARBITRATOR'S JURISDICTION AND THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY OR FORMATION OF THIS BINDING AGREEMENT AND THE BINDING COMPANY PRIVACY POLICY TO ARBITRATE, INCLUDING BUT NOT LIMITED TO DETERMINING WHICH DISPUTES ARE SUBJECT TO ARBITRATION, OR ANY CONTENTION THAT ALL OR ANY PART OF THIS ARBITRATION AGREEMENT IS UNENFORCEABLE, VOIDABLE OR VOID.

Notices. Notices to the Company must be sent to the attention of Customer support at Contact@Salty-TV.com. Except as otherwise set forth in Section 12 (“Amendment or Changes to this Agreement”), any other notices to a User may be sent by the Company to the email address or any other contact address that the User may have supplied at any time to the Company or in the User’s User Account. In addition, the Company may broadcast notices or messages through the Company’s main website to inform of matters of importance, and such broadcasts shall constitute notice by the Company to each User at the time of sending. Regardless of the method of sending the notice, all notices send to User by the Company shall be deemed to be given and deemed to be effective as of the date sent by the Company.
Remedies. Each User acknowledges and agrees that monetary damages may not be a sufficient remedy for unauthorized use of the Salty TV Platform, any other part of the Salty TV Services (including without limitation any Salty TV Services Consent), or any other Company IP Assets, and therefore each User hereby agrees that the Company shall be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court or arbitration panel of competent jurisdiction without necessity of posting a bond and without having to plead and prove lack of an adequate remedy at law.
Attorney Fees. If any suit or action is filed by any party to enforce this Agreement or otherwise with respect to the subject matter of this Agreement, the prevailing party shall be entitled to recover reasonable attorney fees incurred in preparation or in prosecution or defense of such suit or action as fixed by the trial court and, if any appeal is taken from the decision of the trial court, reasonable attorney fees as fixed by the appellate court.
Binding Effect; No Assignment by Users; Permissible Assignment by the Company. This Agreement shall be binding upon and inure to the benefit of each party’s respective successors and lawful assigns; provided, however, that Users may not assign this Agreement, in whole or in part. Any purported assignment by a User in violation of this Section shall be void. The Company shall have the right to assign this Agreement, or any part of it, in its sole discretion to any party, and all covenants and agreements hereunder shall inure to the benefit of and be enforceable by such successors and assigns.
Entire Agreement. This Agreement constitutes the entire agreement and understanding between the parties concerning the subject matter of this Agreement and supersedes all prior agreements and understandings of the parties with respect to that subject matter. This Agreement may not be altered, supplemented, or amended by any User without the prior written consent of the Company.
Enforcement. None of the provisions of this Agreement shall be deemed to have been waived by any act or acquiescence on the part of the Company, its agents, or employees, except upon an instrument in writing signed by an authorized employee of the Company. No waiver of any provision of this Agreement shall constitute a waiver of any other provision(s) or of the same provision on another occasion. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law, then the remainder of the Agreement shall continue in effect.
Contact Information. If you have any questions about this Agreement, please email the Company at: Contact@Salty-TV.com.