Eagle Ear Entertainment, LLC Terms of Use Agreement

Welcome to CurtainCallTV.com (the Website")! The Website is operated by Eagle Ear Entertainment, LLC ("Eagle Ear") and allows you ("you" or "users") to: (a) participate in interactive features that Eagle Ear may make available such as showcasing your talent by uploading music videos, launching "battles" so other users can vote on your (and others’) videos, accruing points and other features; or (b) simply view the Website. We prepared this Eagle Ear Entertainment, LLC Terms of Use Agreement ("Agreement") to help explain the terms that apply to your use of the Website.

In order to use the interactive features on the Website, you must first register with Eagle Ear through Eagle Ear’s online registration process at www.curtaincalltv.com/signup.php. Regardless of how you decide to use the Website, your conduct on the Website is governed by this Agreement, the Eagle Ear Privacy Policy and Eagle Ear DMCA Notice.

1. Your Use of the Website and Affirmative Representations.

When you use the Website, you represent that: (a) the information you submit is truthful and accurate; (b) you will update your contact information if it changes so that we can contact you; (c) you are not violating any applicable law or regulation; (d) you are 13 years of age or older; and (e) you will comply with the rules for online conduct and what you contribute to the Website, as discussed in Section 2 below.

2. Rules Governing Public Contributions, Forums and Interactive Features.

The Website provides fora and other features for communication. Please read the Eagle Ear Privacy Policy, available at www.curtaincalltv.com/pricacy.php to understand your privacy protections. You are entirely responsible for the content of, and any harm resulting from any of your postings or submissions to the Website (collectively, "Contributions"). When you create or make available a Contribution, you represent and warrant that you:

(a) own or have sufficient rights to post your Contributions, on or through Website;

(b) will not post Contributions that violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of Eagle Ear or any other person;

(c) have fully complied with any third-party licenses relating to Contributions, agree to pay for all royalties, fees and any other monies owning any person by reason of Contributions that you posted to or through Website;

(d) will not post Contributions that: (i) are defamatory, damaging, disruptive, unlawful, inaccurate, pornographic, vulgar, indecent, profane, hateful, racially or ethnically offensive, obscene, lewd, lascivious, filthy, threatening, excessively violent, harassing, or otherwise objectionable or incite, encourage or threaten immediate physical harm against another, including but not limited to Contributions that promote racism, bigotry, sexism, religious intolerance or harm against any group or individual, or (ii) contain material that solicits personal information from anyone under 13 or exploits anyone in a sexual or violent manner;

(e) will not post Contributions that contain advertisements or solicit any person to buy or sell and products or services (other than Eagle Ear products and services);

(f) will not use the Website for any unauthorized purpose including collecting usernames and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other electronic communications or engaging in unauthorized framing of, or linking to, the Website without the express written consent of Eagle Ear;

(g) will not post Contributions that constitute, contain, install or attempt to install or promote spyware, malware or other computer code, whether on Eagle Ear or others’ computers or equipment, designated to enable you or others to gather information about or monitor the online or other activities of another party;

(h) will not transmit chain letters, bulk or junk email or interfere with, disrupt, or create an undue burden on the Website or the networks or services connected to the Website, including, without limitation, hacking into the Website, or use the system to send unsolicited or commercial emails, bulletins, comments or other communications; or

(i) will not impersonate any other person or entity, sell or let others use your profile or password, provide false or misleading identification or address information, or invade the privacy, or violate the personal or proprietary right, of any person or entity.

3. Grant of License to Eagle Ear for Contributions.

Eagle Ear needs a license from you so that we can use your Contributions on the Website or elsewhere. And, if your video is selected to be edited by a professional director, the director will need to be able to have the right to modify your video. By making a Contribution to the Website, you grant to Eagle Ear a perpetual, non-exclusive (meaning you are free to license your Contribution to anyone else in addition to Eagle Ear), fully-paid, and royalty-free (meaning that Eagle Ear is not required to pay you to use your Contribution), sublicensable (meaning that Eagle Ear can sublicense its rights to, for example, professional directors) and worldwide (because the Internet and the Website are global in reach) license to use, modify, create derivative works of, publicly perform publicly display, reproduce, rent, resell and distribute the Contribution.

4. Passwords.

When you create an account with the Website, you will be asked to supply a password. You must keep your password and sign-on credential confidential, and are responsible for all use of your password and account.

5. Intellectual Property Rights of Eagle Ear.

All of the content on the Website ("Materials"), the trademarks, service marks, and logos contained on the Website ("Marks") are owned by or license to Eagle Ear and are subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Eagle Ear reserves all rights not expressly granted in and to the Website and the Materials. If you download or print a copy of the Materials for your own personal use, you must retain all copyright and other proprietary notices contained in and on the materials. You agree that you will not circumvent, disable or otherwise interfere with security related features of the Website or features that prevent or restrict use or copying of any Materials or enforce limitations on use of the Website or the Materials on the Website. You further agree not to access the Website by any means other than through the interface that is provided by Eagle Ear, unless otherwise specifically authorized by Eagle Ear in a separate written agreement.

6. Eagle Ear’s Management of the Website/User Misconduct.

6.1 Eagle Ear’s Website Management. Eagle Ear may, but is not required to: (a) monitor or review the Website for violations of this Agreement and for compliance with Eagle Ear’s policies; (b) report to law enforcement authorities and/or take legal action against anyone who violates this Agreement; (c) refuse, restrict access to or the availability of, or remove or disable (to the extent technologically feasible) any Contribution or any portion thereof that may violate this Agreement, the law or any Eagle Ear policy or are excessive in size or burdensome, may violate the law, this Agreement, or any Eagle Ear Policy; and/or (d) manage the Website in a manner designed to protect the rights and property of Eagle Ear and others or to facilitate the proper functioning of the Website.

6.2 Eagle Ear’s Right to Terminate Users. WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, EAGLE EAR RESERVES THE RIGHT TO, IN EAGLE EAR’S SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY DENY ACCESS TO AND USE OF THE WEBSITE TO, ANY PERSON FOR ANY REASON OR FOR NO REASON AT ALL, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY OR COVENANT CONTAINED IN THIS AGREEMENT, OR OF ANY APPLICABLE LAW OR REGULATION.

6.3 Risk of Harm. Please note that there are risks, including but not limited to the risk of physical harm, of dealing with strangers, including persons who may be acting under false pretenses. Please choose carefully the information you post on the Website and that you give to other Website users. You are discouraged from posting the following information on the Website: your full name, telephone numbers and street addresses. Despite this prohibition, other people’s information may be offensive, harmful or inaccurate, and in some cases will be mislabeled or deceptively labeled. You assume all risks associated with dealing with other users with whom you come in contact through the Website. We expect that you will use caution and common sense when using the Website.

7. Term.

This Agreement shall remain in full force and effect while you use the Website. You may terminate your use or participation at any time, for any reason, by following the instructions here [insert link]. Upon termination of your Website account for any reason, Eagle Ear will close your account, and you will no longer be able to retrieve materials contained in the account. Even after your use and participation is terminated, this Agreement will remain in effect, including sections: 1-3, 5-8 and 10-17.

8. Copyright Policy.

Eagle Ear may terminate the account and access rights of any repeat infringer. If you are a copyright owner or the legal agent of a copyright owner, and you believe that any user submission or content on the Website infringes upon your copyrights, you may submit a notification pursuant to the Eagle Ear Digital Millennium Copyright Act Notice [insert link].

9. Modifications.

The Internet and technology are rapidly changing. Accordingly, Eagle Ear may modify this Agreement from time to time. Eagle Ear will contact you if we do so, which is why it is important that you notify us immediately if your email address changes. If you are a registered user, you will be asked to click to accept the new agreement the next time you log on to the site in order to be able to use the interactive portions of the website. We will also put any revised versions of this Agreement on the Website with a notice advising of the change. It is therefore important that you regularly check the Website for any announcements about revisions and keep your contact information current to ensure you are informed of any changes.

10. Third Party Websites.

The Website may contain links to other websites ("Third Party Websites"). Eagle Ear does not own or operate the Third Party Websites, and Eagle Ear has not reviewed, and cannot review, all of the material, including goods or services, made available through Third-Party Websites. The availability of these links on the Website does not represent, warrant or imply that Eagle Ear endorses any Third Party Websites or any materials, opinions, goods or services available thereby. Third party materials accessed through or used by means of the Third Party Websites may also be protected by copyright and other intellectual property laws. THIS AGREEMENT DOES NOT APPLY TO THIRD PARTY WEBSITES. BEFORE VISITING A THIRD PARTY WEBSITE BY MEANS OF THE WEBSITE OR A LINK LOCATED ON THE WEBSITE, USERS SHOULD REVIEW THE THIRD PARTY WEBSITE’S TERMS AND CONDITIONS, PRIVACY POLICY AND ALL OTHER WEBSITE DOCUMENTS, AND INFORM THEMSELVES OF THE REGULATIONS, POLICIES AND PRACTICES OF SUCH THIRD PARTY WEBSITES.

11. Disputes Between Users.

You are solely responsible for your conduct. You agree that Eagle Ear cannot be liable for any dispute that arises between you and any other user.

12. Disputes with Eagle Ear, Choice of Law and Forum.

You and Eagle Ear agree to submit to the exclusive jurisdiction of the state and federal courts located in Atlanta, Georgia. You and Eagle Ear further agree that any disputes shall be resolved under the substantive law of the state of Georgia (exclusive of its choice of law provisions). The Convention for the International Sale of Goods shall not apply.

13. Disclaimers.

ALL CONTRIBUTIONS OR ANY OTHER MATERIALS OR ITEMS PROVIDED THROUGH WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OR CONDITIONS OF ANY KIND. By operating the website, Eagle Ear does not represent or imply that Eagle Ear endorses any Contributions or any other Materials or items available on or linked to by the website, including without limitation content hosted on third party websites, or that Eagle Ear believes Contributions or any other Materials or items to be accurate, useful or non-harmful. Eagle ear cannot guarantee and does not promise any specific results from use of the website. No advice or information, whether oral or written, obtained by you from Eagle Ear or the Website shall create any warranty not expressly stated herein. YOU AGREE THAT YOUR USE OF THE WEBSITE AND SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, EAGLE EAR AND EACH OF ITS ADVERTISERS, LICENSORS, SUPPLIERS, OFFICERS, DIRECTORS, INVESTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS AND OTHER CONTRACTORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF.

EAGLE EAR MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE WEBSITE'S CONTENT, THE CONTENT OF ANY WEBSITE LINKED TO THIS WEBSITE, CONTRIBUTIONS, INFORMATION OR ANY OTHER ITEMS OR MATERIALS ON THE WEBSITE OR LINKED TO BY THE WEBSITE. EAGLE EAR ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE OR SERVICES, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE WEBSITE.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES, OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

14. Limited Liability.

IN NO EVENT SHALL EAGLE EAR BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE WEBSITE, CONTRIBUTIONS, MATERIALS OR ANY OTHER CONTENT THEREIN. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, EAGLE EAR’S LIABILITY TO YOU IN RESPECT OF ANY LOSS OR DAMAGE SUFFERED BY YOU AND ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR FOR BREACH OF STATUTORY DUTY OR IN ANY OTHER WAY SHALL NOT EXCEED [$100].

15. Liquidated Damages.

You acknowledge and agree that spam is harmful to a site, service or network and causes injury, including damage to reputation and goodwill, which is difficult to measure. As a reasonable estimation of harm, you agree to pay Eagle Ear $50 for each unsolicited commercial email or other unsolicited commercial communication that you send from, to or through the Website.

16. Indemnity.

You agree to indemnify and hold Eagle Ear, its subsidiaries, affiliates, and licensors and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Website, Content or Materials in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above.

17. Miscellaneous.

17.1 Entire Agreement. This Agreement constitutes the entire agreement between you and Eagle Ear regarding the use of the Website and supersedes any prior or contemporaneous understandings and agreements between you and Eagle Ear related to the subject matter hereof.

17.2 Independent Contractors. Nothing herein shall be deemed to create an agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship of any kind between Eagle Ear and any user.

17.3 No Third Party Beneficiaries. This Agreement is between you and Eagle Ear. There are no third party beneficiaries to the Agreement.

17.4 Section Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.

17.5 Non-Waiver. The failure of Eagle Ear to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision.

17.6 Severability. This Agreement operates to the fullest extent permissible by law. If any provision or part of a provision of this Agreement is unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.

17.7 Assignment. You may not assign your rights under this Agreement to any third party; Eagle Ear may assign its rights under this Agreement without condition.

This Agreement was last updated on: [October 15, 2008]