INTRODUCTION
Last Updated: March 19, 2024

These Terms of Use (“Terms of Use”) govern your access to and use of this website, including all pages within this website (collectively, this “Website”). The Website is operated by Trusted Partner Network, LLC ( “TPN,” “us” or “we”). The TPN provides the Website, including all information, products, tools, software and services available via the Website, to you, the user, conditioned upon your acceptance of these Terms of Use. PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR USING THE WEBSITE, YOU ARE ACCEPTING AND AGREEING TO BE BOUND BY THESE TERMS OF USE. IF YOU DO NOT ACCEPT AND AGREE TO THESE TERMS OF USE, PLEASE DO NOT USE THE WEBSITE.

Features and Functionality Provided by Third Parties; Third Party Terms
Certain content, features and functionality on the Website may be owned and operated by third parties (such third-parties, collectively, “Third Party Providers”; and such content, collectively, “Third Party Content”). Notwithstanding anything to the contrary in these Terms of Use, we may indicate on the Website that certain Third Party Content is subject to separate terms and conditions. You acknowledge that these Terms of Use will not apply to your use of any such Third Party Content.

Privacy Policy
Please review our Privacy Policy for details about the information practices associated with the Website.

Use of Content
The Website, including but not limited to content, text, data, design, graphics, logos, icons, images, photography, video, audio, downloads, interfaces, code, software (including TPN+), systems, processes, products, features and tools, and the design, selection, arrangement and “look and feel” thereof and all intellectual property associated with the foregoing, but specifically excluding Third Party Content (collectively, the “Content”), is the property of TPN or its licensors. Upon your acceptance of these Terms of Use, and subject to your continuous compliance therewith, the TPN grants you a limited, non-transferable, non-sublicensable, non-exclusive, revocable license to use the Content for your personal and non-commercial use, only for so long as the Content is made available to you by us (or an authorized third-party), and provided that you do not modify or delete any copyright, trademark or other proprietary notice that appears on the Content. Any other use of the Website or any Content, including but not limited to the modification, reproduction, distribution, transmission, display, performance, broadcast, publication, licensing, reverse engineering, disassembling, decompiling or resale of, or the creation of derivative works from the Website or any Content, is expressly prohibited. Content may be copied or downloaded only where expressly permitted. This is a license agreement and not an agreement for sale or assignment of any rights in the Content; we do not transfer title to any portion of the Website or Content to you. You agree to abide by all additional restrictions displayed on the Website as they may be updated from time to time. The TPN may revoke this limited license at any time for any or no reason. All rights not expressly granted are reserved by the TPN and its licensors. You will not, and will not allow any third-party to: (i) damage, disable, overburden, impair or otherwise interfere with the proper working of, the Website; (ii) surreptitiously intercept any system, data or personal information from the Website; or (iii) bypass, defeat, tamper with or circumvent any of the functions or protections of the Website or any Content. The TPN reserves the right, in its sole discretion, to limit or terminate your access to or use of the Website, in whole or in part, at any time without notice. Termination of your access or use will not waive or affect any other right or relief to which the TPN may be entitled at law or in equity.

TPN+; Membership Agreement
Among the Content available on the Website is TPN+, a proprietary software application which allows businesses in the motion picture industry supply chain to manage and communicate their security status, as well as perform and receive security assessments. While full access to TPN+ is only available to those companies and individuals who have entered into a signed, written agreement with TPN, outlining the terms on which TPN agrees to provide products and services to the recipient (e.g., a Membership Agreement or Program Participation Agreement) (each, a “Membership Agreement”), certain limited parts and functionalities of TPN+ (e.g., pages related to sign-up and billing information; ability to provide, but not publish, questionnaire responses) may be accessible to you without such an agreement. For avoidance of doubt, if you use or access any portion of TPN+ while there is not an effective Membership Agreement in place that governs that use or access, it shall be governed by these Terms of Use. However, if you access TPN+ pursuant to a Membership Agreement between you and TPN, or between your employer or principal and TPN, such Membership Agreement shall govern your access to TPN+, and these Terms of Use shall be superseded in regards to such access.

Prohibited Activities
You may not use any “deep link,” “page-scrape,” “robot,” “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Website or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Website or any Content, to obtain or attempt to obtain any materials, documents or information (including, but not limited to, personal information or electronic addresses) through any means not purposely made available through the Website. You may not alter transmission data or attempt to gain unauthorized access to any portion or feature of the Website, any other systems or networks connected to the Website or to an TPN server, or to any of the services offered on or through the Website, by hacking, password “mining,” or other illegitimate means.
Links

The Website may contain links to other websites, some of which may be operated by the TPN and others of which may be operated or controlled by third parties (“Third-Party Sites”), including links contained in advertisements, such as banner advertisements and sponsored links. These links are provided as a convenience to you and as an additional avenue of access to the information contained therein. The inclusion of links to Third-Party Sites is not, and should not be viewed, as an endorsement by the TPN of the Third-Party Sites or any content therein. Different terms and conditions apply to your use of Third-Party Sites. THE TPN HAS NO CONTROL OVER THE CONTENT OF THIRD PARTY SITES, AND ACCEPTS NO RESPONSIBILITY FOR THEM AND HEREBY DISCLAIMS ALL LIABILITY RELATED TO THEM. IF YOU DECIDE TO ACCESS ANY THIRD PARTY SITES, YOU DO SO ENTIRELY AT YOUR OWN RISK AND SUBJECT TO THE TERMS AND CONDITIONS OF USE FOR SUCH THIRD PARTY SITES.

Claims of Copyright Infringement
If you believe any a Trusted Partner Network website, product or service infringes your copyrights, you may request that remove the material (or disable access to that material) by following the instructions on this page.

Trademarks and Copyrights
Except with respect to any content relating to Third Party Sites, all trademarks, trade names, logos, images, typefaces, graphics, service marks and trade dress displayed on the Website (collectively, the “Marks”) are the property of the TPN or its licensors, content providers or other third parties. Nothing in these Terms of Use or on the Website shall be construed as granting, by implication, estoppel or otherwise, any license or right to use any Mark without the prior written consent of the TPN or the owner of the Mark.

DISCLAIMERS
YOU HEREBY AGREE THAT YOUR USE OF THE WEBSITE, THE CONTENT, AND ANY OTHER SERVICES OR MATERIAL WE PROVIDE IN CONNECTION WITH THE WEBSITE IS AT YOUR SOLE RISK. THE WEBSITE AND RELATED SERVICES AND FEATURES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE RESERVE THE RIGHT TO RESTRICT OR TERMINATE YOUR ACCESS TO THE WEBSITE OR ANY FEATURE OR PART THEREOF AT ANY TIME FOR ANY REASON.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TPN EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, REGARDING ANY MATTER, INCLUDING BUT NOT LIMITED TO: (I) MERCHANTABILITY, SUITABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, NONINFRINGEMENT, AND WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING; (II) RESULTS TO BE DERIVED FROM THE USE OF THE WEBSITE OR ANY DATA, CONTENT, SERVICE, SOFTWARE, HARDWARE, DELIVERABLE, OR OTHER MATERIALS RELATED TO THE WEBSITE, OR THE AVAILABILITY OF ANY OF THE FOREGOING; (III) WHETHER THE CONTENT IS TRUE, COMPLETE, ACCURATE, NON-MISLEADING OR TIMELY; AND (IV) THE ABSENCE OF ANY VIRUSES OR OTHER HARMFUL CODE IN THE WEBSITE OR ITS CONTENT. FURTHER, WE DO NOT REPRESENT, COVENANT OR WARRANT THAT ACCESS TO OR SERVICES PROVIDED BY THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IF YOU DOWNLOAD ANY MATERIALS FROM THE WEBSITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIALS.

LIMITATION OF LIABILITY
EXCEPT WHERE PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL THE TPN OR ITS PARENT COMPANY, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, LICENSORS OR THIRD PARTY CONTENT PROVIDERS (THE “AFFECTED PARTIES”) BE LIABLE FOR ANY DAMAGES (WHETHER DIRECT, INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES (INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF USE) ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS OF USE OR YOUR USE OR INABILITY TO USE THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT OR SERVICES MADE AVAILABLE ON THE WEBSITE, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF THE TPN OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES (COLLECTIVELY, THE “EXCLUDED DAMAGES”). YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NEITHER THE TPN NOR ANY OF ITS SERVICE PROVIDERS, LICENSORS OR REPRESENTATIVES WILL BE LIABLE TO YOU FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY OF THE ABOVE CLAIMS OR ANY DISPUTE WITH THE TPN IS TO DISCONTINUE YOUR USE OF THE WEBSITE.
TO THE EXTENT THAT ANY COURT OF COMPETENT JURISDICTION RENDERS JUDGMENT AGAINST THE AFFECTED PARTIES NOTWITHSTANDING THE ABOVE LIMITATIONS, THE AFFECTED PARTIES’ AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OF USE, THE WEBSITE OR ANY CONTENT WILL NOT EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS.
IN CERTAIN JURISDICTIONS, SOME LIABILITIES CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. IN SUCH JURISDICTIONS, THE LIMITATION OF LIABILITY IN THESE TERMS OF USE MAY NOT APPLY TO YOU. THE LIMITATIONS IN THIS PARAGRAPH WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW EVEN IF ANY OTHER REMEDY AVAILABLE TO YOU FAILS OF ITS ESSENTIAL PURPOSE. IN NEW JERSEY, LIMITATIONS ON LIABILITY FOR INTENTIONAL OR RECKLESS ACTS AND GROSS NEGLIGENCE ARE PROHIBITED AND DO NOT APPLY.

Indemnification
You agree to indemnify and hold harmless the TPN, its affiliates and their respective officers, directors, shareholders, employees, contractors, agents, licensors, service providers, successors and assigns from and against any claims, judgments, awards, losses, liabilities, expenses, damages, costs, fines, penalties and fees (including reasonable attorneys’ and experts’ fees and court costs) (collectively, “Losses”) arising out of or relating to (i) your use of the Website or its Content other than as expressly authorized in these Terms of Use; (ii) your violation of any terms of use or similar terms provided by Third-Party Providers with respect to any Third-Party Content; or (iii) claims arising from your fraud, intentional misconduct, criminal acts or gross negligence. If you cause a technical disruption of the Website or the systems transmitting the Website to you or others, you agree to be responsible for any and all Losses arising or resulting from that disruption. This provision does not apply to intentional or reckless acts or gross negligence on the part of the TPN.

Jurisdiction and Applicable Law
The laws of the State of California govern these Terms of Use and your use of the Website, without giving effect to its conflict of laws provisions. To the maximum extent permitted by applicable law, you irrevocably consent to the jurisdiction of the courts located in the State of California for any action or proceeding arising out of or relating to these Terms of Use.

No Exporting
You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Website, in violation of any applicable laws or regulations, including without limitation U.S. export laws and regulations.

Changes to These Terms of Use
The TPN reserves the right to change, modify, add or remove any portion of these Terms of Use, in whole or in part, at any time. If we make changes to these Terms of Use, they will be effective thirty (30) days following either: our dispatch of a notice to you; or our posting of the amended Terms of Use here. Your continued use of the Website after that point signifies that you accept the changes.

Entire Agreement
Except as described in the paragraph entitled “TPN+; DEFINITIVE AGREEMENT”, these Terms of Use and any policies or operating rules posted on the Website (but excluding those terms and other conditions offered by the Third Party Providers, as described in the paragraph entitled “Features and Functionality Provided by Third Parties; Third-Party Terms”) constitute the entire agreement and understanding between you and the TPN with respect to the subject matter thereof and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter.

Waiver and Severability
No waiver by the TPN of any term or condition set forth in these Terms of Use shall constitute a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the TPN to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision. Any provision of these Terms of Use that is determined to be invalid, illegal, or unenforceable for any reason shall be ineffective only to the extent of such invalidity, illegality, or unenforceability, without affecting in any way the remaining provisions or rendering any other provision of this Agreement invalid, illegal, or unenforceable. Upon a determination that any term or provision of these Terms of Use is invalid, illegal, or unenforceable, the court shall modify such provision to affect the original intent of the agreement as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

Remedies
At its option, the TPN may seek all remedies available to it in these Terms of Use, under law and in equity, including injunctive relief in the form of specific performance to enforce these Terms of Use and any additional instructions, guidelines or policies issued by the TPN (including those posted on the Website).

How to Contact Us
If you have any questions or comments about these Terms of Use or the Website, please contact us by e-mail at privacy@motionpictures.org.

You also may write to us at:

Trusted Partner Network, LLC
c/o Motion Picture Association, Inc.
Attention: Privacy
15301 Ventura Boulevard, Building E
Sherman Oaks, California 91403
USA

Residents of the European Economic Area may write to:

Trusted Partner Network, LLC
c/o Motion Picture Association
Attention: Privacy
Avenue des Arts 46
B-1000
Brussels, Belgium

Thank you for visiting our Website.

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