Effective as of April 6, 2020
THE TERMS AND CONDITIONS OF USE SET FORTH BELOW (THE "TERMS") GOVERN YOUR USE AND SET THE TERMS FOR A LEGAL CONTRACT BETWEEN YOU OR THE ENTITY THAT YOU REPRESENT (“YOU” OR “YOUR”) AND CATCH&RELEASE, INC. ("CATCH&RELEASE", "WE" or "US" or “OUR”) AND GOVERN YOUR ACCESS TO, AND USE OF, THE WEBSITE LOCATED AT http://www.catchandrelease.com AND ANY SERVICES PROVIDED BY OR ON BEHALF OF CATCH&RELEASE THROUGH SUCH WEBSITE (SUCH SERVICES AND SUCH WEBSITE, COLLECTIVELY THE “WEBSITE”); AS WELL AS YOUR USE OF THE CATCH&RELEASE LICENSING PLATFORM™ (THE "PLATFORM").
IF YOU DO NOT AGREE WITH ANY OF THESE TERMS AND CONDITIONS OF USE, DO NOT ACCESS OR OTHERWISE USE THE WEBSITE OR ANY INFORMATION CONTAINED ON THE WEBSITE. BY CLICKING THE “I ACCEPT” BUTTON OR OTHERWISE USING THE WEBSITE, YOU AGREE TO ABIDE BY EACH OF THE TERMS SET FORTH BELOW. CATCH&RELEASE MAY MAKE CHANGES TO THE CONTENT AND SERVICES OFFERED ON THE WEBSITE AT ANY TIME. CATCH&RELEASE CAN MAKE MODIFICATIONS, DELETIONS AND/OR ADDITIONS (“CHANGES”) TO THESE TERMS AT ANY TIME. Changes will be effective: (i) thirty (30) days after CATCH&RELEASE provides notice of the Changes, whether such notice is provided through the WEBSITE user interface, is sent to the e-mail address associated with your account or otherwise; or (ii) when you “opt-in” or otherwise expressly agree to the Changes or a version of this Agreement incorporating the Changes, whichever comes firsT. IF ANY MODIFICATION TO THESE TERMS IS UNACCEPTABLE TO YOU, PLEASE CEASE USING THE WEBSITE. IF YOU DO NOT CEASE USING THE WEBSITE, YOU WILL BE DEEMED TO HAVE ACCEPTED THE UPDATED TERMS.
Please read these Terms carefully, as they (among other things) provide that You and Catch&Release will arbitrate certain claims instead of going to court and that You will not bring class action claims against Catch&Release.
Use of the Website by anyone under the age of 13 is prohibited. By using the Website, You represent and warrant that You are at least 13 years of age.
The Platform allows registered customers to (a) organize content found by You and/or Catch&Release; (b) collaborate with internal and external work terms; request clearances and licenses; and (c) manage shot states and work flows. Catch&Release also performs search, curation, clearance and license and procurement services to customers under separate agreements. Your use of the Platform and other services available through or in connection with the Platform, is governed by the terms set forth in Catch&Release’s Content Platform & Licensing Agreement or such other agreement which has been negotiated by You or Your employer such separate agreement or separate Terms of Service, and not by these Terms.
Catch&Release’s Website may be linked to other third-parties’ sites that are not managed by Catch&Release. Catch&Release provides these third-party links to You only as a convenience, and Catch&Release is not responsible and shall have no liability for such linked sites, including, without limitation, the content, products, services or links displayed on such third-party sites or Your use of or interaction with such sites.
As a condition of Your use of the Website, You will not use the Website for any purpose that is unlawful or prohibited by these Terms. You may not use the Website in any manner that in our sole discretion could damage, disable, overburden, impair or interfere with any other party’s use of it. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Website. You agree not to scrape or otherwise use automated means to access or gather information from the Website, and agree not to bypass any robot exclusion measures we may put into place.
Catch & Release® and our related logo are registered trademarks of Catch&Release in the United States. Other trademarks, names and logos on the Website are the property of their respective owners.
Unless otherwise specified in these Terms or in connection with the applicable content, as between You and Catch&Release, Catch&Release owns all worldwide right, title and interest, including all intellectual property and other proprietary rights, in and to the Website and all usage and other data generated or collected in connection with the use thereof (the “Catch&Release Materials”). Except for as expressly set forth herein, You agree not to license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make any unauthorized use of the Catch&Release Materials. You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, algorithm or programs underlying the Catch&Release Materials. Catch&Release reserves the right to modify or discontinue the Website or any version(s) thereof at any time in its sole discretion, with or without notice.
When You use certain features or materials on the Website, or participate in a particular promotion, event or contest through the Website, such use or participation may be subject to additional terms and conditions posted on the Website. Such additional terms and conditions are hereby incorporated within these Terms, and You agree to comply with such additional terms and conditions with respect to such use or participation.
You agree that Catch&Release, in its sole discretion and for any or no reason, may terminate these Terms or Your use of the Website, at any time and without notice. Catch&Release may also in its sole discretion and at any time discontinue providing the Website, or any part thereof, with or without notice. You agree that Catch&Release shall not be liable to You or any third-party for any such termination. The “Links to Third-Party Sites”, “Unauthorized Activities”, “Proprietary Rights”, “Additional Terms”, “Termination”, “Disclaimer of Warranties”, “Limitation of Liability”, “Arbitration” and “General” Sections will survive any termination of these Terms.
Catch&Release does not guarantee that the Catch&Release Materials will meet Your specifications, needs or purposes. Your use of the Website is at Your own risk. The Catch&Release Materials, may include inaccuracies or other errors. Catch&Release does not warrant to the accuracy, availability or timeliness of the Catch&Release Materials or the Website. Catch&Release has no liability for any errors or omissions in the Catch&Release Materials or the Website, whether provided by Catch&Release or third parties.
CATCH&RELEASE, FOR ITSELF AND ITS LICENSORS, SERVICE PROVIDERS AND PARTNERS, MAKES NO EXPRESS, IMPLIED OR STATUTORY REPRESENTATIONS, WARRANTIES, OR GUARANTEES IN CONNECTION WITH THE WEBSITE, THE OFFERINGS PROVIDED THROUGH THE WEBSITE OR ANY CATCH&RELEASE MATERIALS RELATING TO THEIR QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS AND/OR THE RESULTS OBTAINED FROM THE USE OF THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE AND THE CATCH&RELEASE MATERIALS ARE PROVIDED TO YOU ON AN "AS IS," "AS AVAILABLE" AND "WHERE-IS" BASIS WITH NO WARRANTY OF IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. CATCH&RELEASE AND ITS LICENSORS, SERVICE PROVIDERS AND PARTNERS DO NOT WARRANT THAT THE FEATURES AND FUNCTIONALITY OF THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVERS THAT MAKE AVAILABLE THE FEATURES AND FUNCTIONALITY THEREOF ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
You agree to indemnify and hold Catch&Release and its affiliated companies, and each of their officers, directors and employees, harmless from any claims, losses, damages, liabilities, costs and expenses, including reasonable attorney’s fees, (any of the foregoing, a “Claim”) arising out of or relating to Your use or misuse of the Website, breach of these Terms or infringement, misappropriation or violation of the intellectual property or other rights of any other person or entity, provided that the foregoing does not obligate You to the extent the Claim arises out of Catch&Release’s willful misconduct or gross negligence. Catch&Release reserves the right, at our own expense, to assume the exclusive defense and control of any matter for which You are required to indemnify us and You agree to cooperate with our defense of these claims.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL CATCH&RELEASE OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS OR SERVICE PROVIDERS, BE LIABLE TO YOU FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR CLAIMS (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE), HOWEVER ARISING, EVEN IF CATCH&RELEASE OR A CATCH&RELEASE AUTHORIZED REPRESENTATIVE HAS BEEN INFORMED THERE IS A POSSIBILITY OF SUCH DAMAGE. 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 WHICH CASE CATCH&RELEASE’S LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IN NO EVENT SHALL THE TOTAL LIABILITY OF CATCH&RELEASE OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS OR SERVICE PROVIDERS TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, CUMULATIVELY, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE WEBSITE EXCEED ONE HUNDRED U.S. DOLLARS ($100 USD).
Agreement to Arbitrate. This “Arbitration” Section is referred to herein as the “Arbitration Agreement.” The parties agree that any and all controversies, claims, or disputes between You and Catch&Release arising out of, relating to, or resulting from this Agreement, shall be subject to binding arbitration pursuant to the terms and conditions of this Arbitration Agreement, and not any court action (other than a small claims court action to the extent the claim qualifies). The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
Class Action Waiver. THE PARTIES AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH PARTIES AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).
Procedures. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures (the “AAA Rules”), as modified by this Arbitration Agreement. If there is any inconsistency between the AAA Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of this Agreement as a court would, including without limitation, the limitation of liability provisions above. You may visit http://www.adr.org for information on the AAA and http://www.adr.org/fileacase for information on how to file a claim against Catch&Release.
Venue. The arbitration shall be held in San Francisco, California or at another mutually agreed location. If the value of the relief sought is ten thousand U.S. Dollars ($10,000 USD) or less, You or Catch&Release may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on each party, but subject to the arbitrator’s discretion to require an in-person hearing if the circumstances warrant. Attendance at any in-person hearing may be made by telephone by either or both parties unless the arbitrator requires otherwise.
Governing Law. The arbitrator will decide the substance of all claims in accordance with the laws of the state of California, without regard to its conflicts of laws rules, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Website users, but is bound by rulings in prior arbitrations involving You to the extent required by applicable law.
Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees“) will be governed by the AAA’s Rules. Each party will be responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorneys’ fees.
Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.
Severability. If a court decides that any term or provision of this Arbitration Agreement other than the Class Action Waiver is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court decides that any of the provisions of the Class Action Waiver is invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of these Terms will continue to apply.
California law, and controlling U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Any disputes relating to these Terms or the Website will be heard in the courts located in California. You agree that any action at law or in equity arising out of or relating to these Terms or the Website that is not subject to the Arbitration Agreement shall be filed only in the state or federal courts in California (or a small claims court of competent jurisdiction) and You hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. The failure of any party at any time to require performance of any provision of these Terms shall in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision of these Terms shall not be construed as a continuing waiver of other breaches of the same or other provisions of these Terms. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Catch&Release without restriction. This is the entire agreement between us relating to the subject matter herein and shall not be modified except in a writing, signed by both parties, or by a change to these Terms made by Catch&Release as set forth herein.
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