Rules of Conduct Your use of the Actor Trade Website, App and Services is conditioned on your compliance with the terms of this Agreement, including but not limited to these rules of conduct. You agree that you will not violate any applicable law or regulation in connection with your use of the Website, App or Services. You agree not to distribute, upload, make available or otherwise publish through the Website, App or Services any suggestions, information, ideas, comments, causes, promotions, documents, questions, notes, plans, drawings, proposals, or materials similar thereto (“Submissions”) or graphics, text, information, links, profiles, audio, photos, software, music, sounds, video, comments, messages or tags, or similar materials (“Content”) that: · is unlawful or encourages another to engage in anything unlawful; · contains a virus or any other similar programs or software which may damage the operation of our or another’s computer; · violates the rights of any party or infringes upon the patent, trademark, trade secret, copyright, right of privacy or publicity or other intellectual property right of any party; or, · is libelous, defamatory, pornographic, obscene, lewd, indecent, inappropriate, invasive of privacy or publicity rights, abusing, harassing, threatening or bullying. You must keep your user name and password and any other information needed to login to the Website, App or Services, if applicable, confidential and secure. We are not responsible for any unauthorized access to your account or profile by others. You further agree that you will not do any of the following: · modify, adapt, translate, copy, reverse engineer, decompile or disassemble any portion of the Website, App or Services; · interfere with or disrupt the operation of the Website, App or Services, including restricting or inhibiting any other person from using the Service by means of hacking or defacing; · transmit to or make available in connection with the Website, App or Services any denial of service attack, virus, worm, Trojan horse or other harmful code or activity; · attempt to probe, scan or test the vulnerability of a system or network of the Website, App or Services or to breach security or authentication measures without proper authorization; · take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure; · harvest or collect the email address or other contact information of other users of the Website, App or Services; · scrape or collect content from the Website, App or Services via automated or large group means; · submit, post or make available false, incomplete or misleading information to the Website, App or Services, or otherwise provide such information to us; · register for more than one user account; or, · impersonate any other person or business. You are not licensed to access any portion of the Service that is not public, and you may not attempt to override any security measures in place on the Service. Notwithstanding the foregoing rules of conduct, our unlimited right to terminate your access to the Service shall not be limited to violations of these rules of conduct. You are under no obligation to submit anything to us, and unless otherwise noted, we will not claim ownership of any Content. However, in order for us to provide the Website, App and Services, we need your permission to process, display, reproduce and otherwise use content you make available to us. Therefore, if you choose to submit any Content to the Website, App or Services, or otherwise make available any Content through the Website, App or Service, you hereby grant to us a perpetual, irrevocable, transferrable, sub-licensable, non-exclusive, worldwide, royalty-free license to reproduce, use, modify, display, perform, transmit, distribute, translate and create derivative works from any such Content, including without limitation distributing part or all of the Content in any media format through any media channels. Notwithstanding the foregoing grant, as further identified and described in the Privacy Policy, content that you upload or make available to the Website, App or Services for the purpose of non-public processing through or with the Services (such as information about job applications or non-public communications on the Services) will be used by us for the purpose of providing the Website, App and Services to you and those with whom you designate to receive such Content. By submitting any Content or Submissions to us you hereby agree, warrant and represent that: (a) except as provided in the Privacy Policy, the Content and Submissions do not contain proprietary or confidential information, and the provision of the Content and Submissions is not a violation of any third-party’s rights; (b) all such Submissions and Content are accurate and true, (c) except as provided in the Privacy Policy, we are not under any confidentiality obligation relating to the Content or Submissions; (d) except as provided in the Privacy Policy, we shall be entitled to use or disclose the Content or Submissions in any way; and (e) you are not entitled to compensation or attribution from us in exchange for the Submissions or Content. You acknowledge that we are under no obligation to maintain the Website, App or Services, or any information, causes, materials, Submissions, Content or other matter you submit, post or make available to or on the Website, App or Services. We reserve the right to withhold, remove and or discard any such material at any time. You understand that by sharing information on the Actor Trade Website, App or Services, and requesting information to be sent through the Website, App or Services, you may be revealing information about yourself that you may include. You understand and acknowledge that you are fully aware and responsible for the impact of sharing such materials, and you agree that we shall not be held responsible, and we shall be released and held harmless by you from any liability or damages arising out of such conduct. We own our graphics, logos, names, designs, page headers, button icons, scripts, and service names, which are our trademarks, trade names and/or trade dress. The “look and feel” of the Website, App and Services (including color combinations, button shapes, layout, design and all other graphical elements) is protected by U.S. copyright and trademark law. All product names, names of services, trademarks and service marks (“Marks”) are our property or the property of their respective owners, as indicated. You may not use the Marks or copyrights for any purpose whatsoever other than as permitted by this Agreement. You acknowledge that the software used to provide the Website, App and Services, and all enhancements, updates, upgrades, corrections and modifications to the software, all copyrights, patents, trade secrets, or trademarks or other intellectual property rights protecting or pertaining to any aspect of the software (or any enhancements, corrections or modifications) and any and all documentation therefor, are and shall remain the sole and exclusive property of us and/or our licensors, as the case may be. This Agreement does not convey title or ownership to you, but instead gives you only the limited rights set forth herein. You are responsible for controlling the access to and use of your account. Always make sure that your password is kept as confidential and private from others. You understand and agree that we may assume that instructions from an individual associated with your account are authoritative and should be acted upon by us. We are not responsible for any unauthorized access to your account or profile, and any ramifications of such access, and is not required to take action to disable any account. You agree that you will not bring an action against us arising out of or related to any claimed unauthorized access using your account credentials. Under confirmed unauthorized use circumstances, we may take action to address your situation. In the event that you would like to report a breach, please contact Hello@Actor Xxxxx.xxx with the term “Account Breach Notice” in the subject line. As more fully described on the Website, App and Services, certain elements of the Website, App and Services may require fees for access (the “Paid Services”). We may use a third-party payment processor (the “Payment Processor”) to charge you through an online account for use of the Paid Service. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for error by the Payment Processor. You agree to pay us, through the Payment Processor or in another format accepted by us, all charges for the Paid Services that you access, and you authorize us, where applicable, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). For Paid Services involving one-time fees, as identified on the Services, your Payment Method will be charged at the time of purchase, or you will be billed by us, as determined by us. Actor Trade reserves the right to send instructions to the financial institution that issued your card to take payments from your card account in accordance with the terms of Actor Trade’s agreement with you. For recurring subscriptions, we will automatically charge your Payment Method or invoice you (as determined by us) for the next period at the end of each subscription period, as further identified on the Services and at purchase. If you purchase a subscription, it may result in recurring charges, to your Payment Method or otherwise, and you agree that we may charge such amounts until such a time as your subscription expires or you cancel the subscription, depending on the subscription type. WE MAY SUBMIT PERIODIC CHARGES WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. For any subscriptions, you agree that your license to the Services is not a service, repair or maintenance to real or personal property. If you wish to cancel, upgrade or downgrade your subscription, you may do so at any time through your account. Any charges incurred prior to cancellation or downgrade are non-refundable. If you upgrade your subscription, you will be charged the difference in your current subscription and the upgraded subscription at that time, and you will be charged the price for the upgraded subscription on an ongoing basis until cancellation. If you downgrade your subscription, you will be charged the reduced price at the beginning of the next term. Your account will be considered delinquent if payment in full is not successful when a charge is initiated. Unless specified in an invoice, amounts due are exclusive of all applicable taxes, levies, or duties, and you will be responsible for payment of all such amounts. In addition to other applicable remedies, we reserve the right to suspend and/or terminate your access to the Services and/or terminate this Agreement if your Payment Method is declined or fails and your account therefore is delinquent. Charges to delinquent accounts are subject to interest of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is less, plus all expenses of collection, including reasonable attorneys’ fees and court costs. We reserve the right to deny all or some portion of the Website, App and/or Services to any user, in our sole discretion, at any time. Without limiting the foregoing or assuming additional legal obligations, we have a policy of terminating repeat violators of the Copyright Act, in accordance with applicable law. All grants of any rights from you to us related to Content, Submissions, or other materials, including but not limited to copyright licenses, shall survive any termination of this Agreement. Further, your representations, defense and indemnification obligations survive any termination of this Agreement.