Terms and Conditions for Submission to AInfinite.TV
Section 1: Introduction
Overview of AInfinite.TV
Welcome to AInfinite.TV, a dynamic platform dedicated to showcasing a diverse array of digital content, including but not limited to short films, music videos, and tutorial videos. Our mission is to create an engaging and inclusive space for creators to share their work with a global audience and for viewers to discover and enjoy unique and compelling content.
Purpose of the Terms & Conditions
The purpose of these Terms and Conditions (T&C) is to establish the legal agreement between you (the "Licensor") and AInfinite.TV regarding the submission of content to AInfinite.TV's platform. By submitting your content to AInfinite.TV, you agree to these T&C, which outline the rights you grant to AInfinite.TV, the representations and warranties you make regarding your content, and other important terms governing our relationship.
Definition of Key Terms
"Content" refers to any digital material submitted by the Licensor to AInfinite.TV, including but not limited to short films, music videos, and tutorial videos.
"Licensor" refers to the individual or entity that submits content to AInfinite.TV and holds the rights to said content.
"AInfinite.TV" refers to the platform and any of its affiliates, parents, subsidiaries, and any entities owned, operated, or affiliated with its respective owners, through which the Licensor's content may be distributed, broadcast, or made available.
"T&C" refers to these Terms and Conditions, governing the submission and use of Content on AInfinite.TV.
Section 2: Grant of Rights
Grant of License
The Licensor hereby grants to AInfinite.TV a perpetual, non-exclusive, worldwide, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display the submitted Content (in whole or in part) and to incorporate such Content into any form, medium, or technology now known or later developed throughout the universe. This grant includes the right for AInfinite.TV to make the Content available to, and share the Content through, all media owned, operated, or affiliated with AInfinite.TV, its parents, subsidiaries, and affiliated companies, including any entities owned and operated by or affiliated with its respective owners.
Scope of the Grant
This license grants AInfinite.TV the right to:
Broadcast, exhibit, market, and promote the Content across all platforms and channels owned or operated by AInfinite.TV or its affiliates.
Use the Content for internal purposes, including but not limited to testing, training, and promotional activities.
Sub-license the rights to the Content to third parties, provided such sublicensing is in accordance with the terms of this Agreement.
Media and Geography
The rights granted hereunder shall apply to all forms of media, including digital, electronic, print, broadcast, and any other media now known or hereafter developed, and shall be applicable worldwide, without any geographical restrictions.
Duration
The rights granted to AInfinite.TV under this section are perpetual and shall remain in effect unless otherwise terminated in accordance with the terms of this Agreement.
Affiliated Entities
For the purposes of this Agreement, affiliated entities of AInfinite.TV shall include any company or entity that is directly or indirectly controlled by, in control of, or under common control with AInfinite.TV. This grant of rights extends to allow such affiliated entities to exercise the rights granted to AInfinite.TV under this Agreement.
Section 3: Content Submission
Submission Guidelines
The Licensor agrees to adhere to the following guidelines when submitting Content to AInfinite.TV:
1. Content Quality: All submitted Content must meet a minimum quality standard, as determined by AInfinite.TV, including resolution, sound quality, and production value criteria.
2. Legality: The Content must not contain illegal material, promote illegal activities, or violate the rights of any third party, including copyright, trademark, privacy, or other personal or proprietary rights.
3. Originality: The Content must be the original work of the Licensor or the Licensor must have obtained all necessary licenses, rights, consents, and permissions to use, and to authorize AInfinite.TV to use, the Content as contemplated by these T&C.
4. Decency: The Content must not contain obscene, defamatory, libelous, slanderous, or otherwise unlawful material.
5. Compliance: The Content must comply with all applicable laws, regulations, and guidelines, including but not limited to those relating to copyright and content decency standards.
Submission Process
The Licensor shall submit Content to AInfinite.TV through the designated submission portal or process as specified by AInfinite.TV. The submission process may require the Licensor to provide additional information about the Content, including descriptions, tags, and ownership information, to facilitate its distribution and promotion.
Review and Acceptance
AInfinite.TV reserves the right, at its sole discretion, to review, accept, or reject any Content submitted by the Licensor without providing any reasons for rejection. The acceptance of Content does not imply an endorsement of the Content by AInfinite.TV or its affiliates.
Rights Upon Submission
Upon submission, the Content will be subject to the grant of rights as outlined in Section 2 of these T&C. The Licensor retains ownership of the Content but grants AInfinite.TV the rights described therein to use, distribute, and promote the Content.
Responsibility for Content
The Licensor is solely responsible for the Content submitted to AInfinite.TV and must ensure that all such Content complies with the terms set forth in these T&C. The Licensor agrees to promptly notify AInfinite.TV if the Licensor becomes aware of any non-compliance or infringement related to the submitted Content.
Section 4: Representations and Warranties
Corporate Status, Authority, and Individual Capacity
The Licensor represents and warrants that it is either a corporation, partnership, individual, or other legal entity validly existing and in good standing under the laws of the jurisdiction in which it is organized or resides. The Licensor has the full right, power, and authority to enter into this Agreement, to grant the rights and licenses granted herein, and to perform its obligations under this Agreement. If the Licensor is an individual, the Licensor represents and warrants that they have the legal capacity to enter into this Agreement and to grant the rights and licenses provided herein.
Ownership and Clearances
The Licensor represents and warrants that:
- The Licensor owns the Content or possesses all necessary licenses, rights, consents, and permissions to use the Content and to authorize AInfinite.TV to use the Content as contemplated by this Agreement.
- The Content and AInfinite.TV's use thereof as contemplated by this Agreement do not and will not infringe, violate, or misappropriate any third party's copyright, trademark, patent, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy.
Compliance with Laws
The Licensor represents and warrants that the Content complies with all applicable laws, regulations, and guidelines, and that the Content is not unlawful.
No Encumbrances
The Licensor represents and warrants that the Content is free and clear of all liens, claims, encumbrances, and rights of others, and that the Licensor has not granted and will not grant any rights or licenses to the Content that would conflict with the rights granted to AInfinite.TV under this Agreement.
No Pending Litigation
The Licensor represents and warrants that there is no action, suit, claim, investigation, or proceeding pending or threatened against the Licensor or related to the Content that could affect the Licensor's ability to perform its obligations under this Agreement or that could impair the rights granted to AInfinite.TV hereunder.
Compliance with Content Standards
The Licensor represents and warrants that the Content does not contain any material that is defamatory, libelous, obscene, pornographic, abusive, or otherwise violates any laws or rights of privacy or publicity of any person, and that the Content does not contain any material that would subject AInfinite.TV to any civil or criminal liability.
Accuracy of Information
The Licensor represents and warrants that all information provided to AInfinite.TV in connection with the Content and this Agreement is true, accurate, and complete.
Special Provisions for Certain Content
If the Content includes any third-party material (such as music, video clips, or images), the Licensor represents and warrants that it has obtained all necessary rights, licenses, consents, and permissions required for the inclusion of such material in the Content and for the grant of rights to AInfinite.TV hereunder.
Section 5: Indemnification
Obligation to Indemnify
The Licensor agrees to indemnify, defend, and hold harmless AInfinite.TV, its parents, subsidiaries, affiliates, and their respective officers, directors, employees, agents, successors, and assigns (collectively, the "Indemnified Parties") from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees and costs) arising out of or related to:
1. Breach of Representations and Warranties: Any breach or alleged breach by the Licensor of any representations, warranties, or covenants set forth in this Agreement.
2. Content Claims: Any claim that the Content, or any use of the Content by AInfinite.TV in accordance with this Agreement, infringes, violates, or misappropriates any copyright, trademark, patent, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy of any third party.
3. Violation of Laws: Any violation by the Content of any applicable law, regulation, or ordinance.
4. Defamatory or Libelous Material: Any claim that the Content is defamatory, libelous, or violates the rights of privacy or publicity of any third party.
5. Third-Party Materials: Any claims related to the inclusion of third-party materials within the Content for which the Licensor did not obtain the necessary rights, licenses, consents, and permissions.
Defense and Cooperation
The Licensor shall promptly notify AInfinite.TV of any claim or litigation to which this indemnification applies and shall cooperate fully with the Indemnified Parties in the defense of such claim or litigation. The Licensor shall have the right to participate in the defense of any such claim at its own expense with counsel of its own choosing, but AInfinite.TV shall have the right to control the defense and any settlement of any such claim, with the understanding that AInfinite.TV will not enter into any settlement that affects the Licensor's rights or interests without the Licensor's prior written consent, which shall not be unreasonably withheld or delayed.
Limitation on Liability
Nothing in this Agreement shall be deemed to limit the Licensor's liability with respect to its indemnification obligations for claims that the Content infringes the intellectual property rights of a third party, violates any laws, or breaches the representations and warranties made by the Licensor in this Agreement.
Section 6: Dispute Resolution; Remedies; Governing Law (Revised)
Dispute Resolution
1. Mediation: Before initiating any formal legal proceedings, the parties agree to first attempt to resolve any dispute arising out of or related to this Agreement through mediation. The mediation will be administered by the American Arbitration Association (AAA) and conducted in Los Angeles County, California. The costs for the mediator, who shall have at least five (5) years of experience in mediating entertainment disputes, will be shared equally by the parties, unless otherwise agreed upon in writing.
2. Arbitration: If mediation does not successfully resolve the dispute, either party may proceed to binding arbitration as the next step. The arbitration shall be governed by the rules of the AAA and conducted before a single arbitrator in Los Angeles County, California. The arbitrator must have a minimum of five (5) years of experience in the field of entertainment law and no prior direct affiliation with either party. The arbitrator’s decision shall be considered final and binding, and the prevailing party in the arbitration is entitled to recover reasonable legal fees and expenses from the other party.
Remedies
In acknowledging the limitations of monetary damages for breaches of this Agreement, both parties agree that AInfinite.TV is entitled to seek injunctive relief, specific performance, and other equitable remedies without the prerequisite of proving actual damages. Such remedies are not exclusive but are in addition to all other remedies available under law or equity.
Governing Law and Jurisdiction
This Agreement, and any disputes arising from or related to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. The parties hereby submit to and consent to the jurisdiction of the federal and state courts located within the State of California for any actions not subject to the arbitration agreement outlined herein. Specifically, any such actions shall be brought in the courts located in Los Angeles County, California.
Section 7: Amendment and Modification
Changes to Terms and Conditions
AInfinite.TV reserves the right to make changes to its Terms and Conditions at any time, at its sole discretion. This includes the right to modify, add, or remove terms without prior notice to the Licensor. The updated Terms and Conditions will be effective immediately upon posting on AInfinite.TV's website or any other method of public announcement utilized by AInfinite.TV.
Acceptance of Changes
By continuing to submit Content to AInfinite.TV after such changes to the Terms and Conditions have been made and communicated, the Licensor agrees to be bound by the revised Terms and Conditions. It is the Licensor's responsibility to review the Terms and Conditions periodically to become aware of any modifications.
Governing Version
Content submitted to AInfinite.TV will be governed by the Terms and Conditions in effect at the time of each submission. This ensures that each submission is subject to the most current set of terms, providing clarity and consistency in the legal relationship between AInfinite.TV and the Licensor.
No Oral Modifications
Notwithstanding any other provisions in this section, no modifications or amendments to the Terms and Conditions will be binding unless made in writing and published by AInfinite.TV. Oral agreements or statements regarding the modification of these terms shall not be valid or enforceable.
Section 8: Miscellaneous (Revised for Click-Through Agreement)
Assignment and Delegation
The Licensor may not assign or delegate any rights or obligations under these Terms and Conditions without the prior written consent of AInfinite.TV. Any unauthorized assignment or delegation shall be deemed null and void. AInfinite.TV reserves the right, at its sole discretion, to assign these Terms and Conditions or any rights hereunder to any affiliate or in connection with any corporate restructuring, merger, acquisition, or sale of assets, without requiring the Licensor's consent.
Entire Agreement
These Terms and Conditions constitute the full and entire understanding between the Licensor and AInfinite.TV regarding the submission of Content. They supersede all prior or contemporaneous oral or written communications, proposals, and representations with respect to the Content or any other subject matter covered by these Terms and Conditions.
Severability
Should any provision of these Terms and Conditions be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, while preserving the intent of the original provision as much as possible. The validity and enforceability of the remaining provisions shall not be affected.
Waiver
No waiver under these Terms and Conditions shall be effective unless made in writing and signed by the party against whom the waiver is to be enforced. The waiver by either party of any breach shall not constitute a waiver of any subsequent breach.
Notices
Given the nature of these Terms and Conditions as a click-through agreement, traditional forms of notice may not be applicable. However, any changes to these Terms and Conditions will be communicated through the AInfinite.TV website or via email to registered users. It is the Licensor's responsibility to review the Terms and Conditions periodically for any changes.
Electronic Acceptance
By clicking "I Agree" or any similar button at the time of submitting Content to AInfinite.TV, the Licensor acknowledges that they have read, understand, and agree to be bound by these Terms and Conditions. The act of clicking through will constitute the Licensor's electronic signature and intent to be bound by these Terms and Conditions, with the same legal effect as a handwritten signature.