ScandalCast Media Group LLC (the "Company") welcomes you to ScandalCast.com (the "Website"), a platform that hosts adult content. It is important that you understand your legal rights and obligations when using our service. Please read this terms-of-use agreement carefully, as it governs your access to and use of the Website, including all content, functionality, and services offered. Your access to the Website is conditional upon your agreement to these terms.
Important provisions: Please pay special attention to the following: (1) disclaimer of warranties (section 17); (2) limitation of liability and exclusion of damages (sections 18 and 19); (3) venue for resolving disputes (section 22.2); (4) mandatory arbitration (section 23.4); (5) class action waiver (section 23.8); and (6) time limitation for filing claims (section 23.9).
By accessing the Website, registering an account, using any services, or uploading content, you agree to be bound by these terms. If you do not agree to these terms, you must not access or use the Website.
Section 230(d) Notice: In accordance with 47 U.S.C. § 230(d), you are hereby notified that parental control protections (including computer hardware, software, or filtering services) are commercially available to assist in limiting access to material that is harmful to minors. Information about providers of these protections can be found by searching online for "parental control protection" or similar terms.
Age Restriction: Only adults (1) who are at least 18 years old and (2) who have reached the age of majority in their jurisdiction may access the Website. The Company strictly prohibits all persons who do not meet these age requirements from accessing the Website. If minors have access to your computer, please restrict their access to sexually explicit material by using any of the following products, which the Company provides for informational purposes only and does not endorse: CYBERsitter™ | Net Nanny® | CyberPatrol | ASACP.
Explicit Content Notice: The Website contains content that you may find offensive, indecent, or objectionable, including various sexual situations and orientations. Content may not always be identified with attributes you might find offensive. You acknowledge that you use the Website at your own risk, and the Company bears no liability for content you choose to view. Content categories, tags, and descriptions are provided by users, and the Company does not guarantee their accuracy.
Zero Tolerance for Child Pornography: The Company prohibits all pornographic content involving minors. We only allow visual media of consenting adults for consenting adults. If you encounter any visual media, real or simulated, depicting minors engaged in sexual activity on the Website, please report it immediately with all relevant evidence, including the date and time of identification. The Company will promptly investigate all reports and take appropriate action. We fully cooperate with law enforcement agencies investigating child pornography.
1. Introduction
1.1 The Website allows users to upload, share, and view user-generated adult content, including sexually explicit images and videos.
1.2 This agreement applies to all users, whether "visitors" or "registered users." By accessing any part of the Website, registering an account, or submitting content, you agree to these terms. If you breach any part of this agreement, the Company may revoke your access privileges and terminate your account.
1.3 The Company is not responsible for content posted by users. While we do not actively monitor all content, if we become aware of inappropriate material, we will take action to remove it. You are responsible for any content you post.
1.4 The Company may update these terms at any time by posting changes on this page. The "last updated" date at the bottom indicates when the terms were last revised. Changes take effect immediately for future use and do not apply retroactively. Your continued use of the Website after changes are posted constitutes acceptance of the revised terms.
1.5 For questions about these terms or the Website, please contact us through the appropriate channels listed at the end of this document.
2. Eligibility Requirements
2.1 The Website contains uncensored sexually explicit material unsuitable for minors. Only adults (1) who are at least 18 years old and (2) who have reached the age of majority in their jurisdiction may access the Website.
2.2 By accessing the Website, you confirm that:
(a) You are at least 18 years old, have reached the age of majority in your jurisdiction, and have the legal capacity to enter into this agreement;
(b) All information you provide to the Company is accurate and current;
(c) You are aware of the adult nature of the content and are not offended by visual images, verbal descriptions, and audio of a sexually oriented nature;
(d) You are familiar with the laws in your community regarding access to adult-oriented materials;
(e) You have the legal right to access adult-oriented materials, and the Company has the legal right to transmit them to you;
(f) You are voluntarily requesting adult-oriented materials for your own private enjoyment;
(g) You are not accessing the Website from a location where doing so would violate any law;
(h) You will not share these materials with minors or make them available to minors; and
(i) By accessing the Website, you release and discharge the providers, owners, and creators of the Website from all liability that might arise.
3. Intellectual Property Rights
3.1 Ownership of Website
The Website and its entire contents, features, and functionality (including information, software, text, displays, images, video, audio, and design) are owned by the Company, its licensors, or other providers and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.
3.2 Trademarks
The Website's name, logo, and domain name are trademarks of the Company and must not be copied, imitated, or used without prior written permission. Page headers, graphics, icons, and scripts are also the Company's service marks, trademarks, and trade dress and require permission for use.
3.3 License Grant
The Company grants you a limited, nonexclusive, nonsublicensable, nontransferable license to access the Website and its content for personal and noncommercial use in accordance with this agreement. "Access" means visit the Website, use its services, and view or download its content. "Content" means any material, including text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features, communications, profiles, streams, data, and other materials found on the Website. "Personal and noncommercial use" means viewing content without charging a fee, typically in private settings.
3.4 License Restrictions
(a) The license granted in section 3.3 does not include any of the following:
(i) resale or commercial use of the Website;
(ii) distribution, public performance, or public display of the Website or the content;
(iii) changing or making derivative uses of the Website and the content without specific authorization;
(iv) use of any data mining, robots, or similar gathering or extraction methods;
(v) downloading (other than webpage caching) any part of the Website or the content except as permitted; or
(vi) any other use of the Website or the content other than for its intended purpose.
(b) Your license to access the Website does not transfer ownership of or title to any content. If you download or print content for personal use, you must retain all copyright and proprietary notices. Any unauthorized use will terminate the license granted here and may violate intellectual property laws. The Company may revoke this license at any time.
4. Your Account
4.1 Account Creation
To fully access the Website, you may need to register. Registration is free and for a single user or a couple only. To register, you must provide accurate information as prompted by the registration form and choose a password and username.
4.2 Responsibility for Account
You are responsible for maintaining the confidentiality of your password and account. You are also responsible for all activities that occur under your account. You must promptly notify the Company of any unauthorized use of your account or any security breach.
4.3 Liability for Account Misuse
The Company will not be liable for any loss resulting from someone else using your password or account, either with or without your knowledge. You could be held liable for losses incurred by the Company or another party due to someone else using your account or password.
4.4 Use of Other Accounts
You must not use anyone else's account at any time.
4.5 Account Security
The Company cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat the Website's security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
4.6 Communication Preferences
By registering for an account, you consent to receiving electronic communications from the Company relating to your account. These communications may involve emails or posting communications on the Website and will include notices about your account (e.g., payment authorizations, password changes, confirmation emails, and other transactional information) as part of your relationship with the Company. You acknowledge that any electronic notices satisfy legal communication requirements. The Company recommends keeping copies of electronic communications by printing or saving them. You also consent to receiving other communications from the Company, including newsletters, promotional announcements, and surveys. You acknowledge that communications may contain sexually-explicit material unsuitable for minors.
5. Premium Membership
5.1 Payment
You must pay applicable premium membership fees in advance by credit card, debit card, cryptocurrency, or site credits. Fees exclude taxes or currency transmission charges, which are extra costs charged to you. You authorize the Company or its payment processor to request and receive updated credit card information from your card issuer.
5.2 Recurring Billing (does not apply if you select one-time payment)
By starting your premium membership and providing a payment method, you authorize the Company or its payment processor to charge you a premium membership fee at the current rate, plus any other charges incurred. Your premium membership will continue for the initial term selected and automatically renew for additional periods of the same length unless canceled. You must cancel before renewal to avoid billing for the next term. Your account will automatically be charged at the rates in effect at the time you originally signed up.
5.3 Price Changes
The Company may adjust pricing for its service or any components at its sole discretion. Price changes will not affect your current membership period unless the Company gives you 30-days advance email notice.
5.4 Billing Cycle (does not apply if you select one-time payment)
The membership fee will be billed at the beginning of your premium membership and every 30 days thereafter until canceled (unless you selected one-time payment). The Company automatically bills your payment method every 30 days. Membership fees are fully earned upon payment.
5.5 Billing Disputes
If you believe the Company has charged you in error, you must notify the Company in writing within 30 days of receiving the billing statement containing the error. Failure to notify the Company within this timeframe waives disputed charges. Billing disputes must be submitted in writing with a detailed description of the disputed charges. The Company will correct mistakes and apply credits against future payments.
5.6 Chargebacks
You are liable to the Company for any credit card chargebacks or related fees incurred on your account. If you fail to pay for chargebacks or related fees within 30 days after initial demand for payment, you will pay $100 in additional liquidated damages, plus any costs incurred for each chargeback or related fee.
5.7 Refunds
The Company considers all purchases final, except that refunds in the form of account credit may be approved in exceptional circumstances. If you believe exceptional circumstances exist, please contact the Company with an explanation. The Company makes no promise of refunds. Any refund will be issued as credit to your original payment method, not as cash, check, or free services. Providing a refund in one instance does not entitle you to future refunds.
5.8 Cancellation
You may cancel your premium membership at any time, and you will continue to have access through the end of your membership period. The Company does not provide refunds or credits for partial membership periods. To cancel, please contact the payment processor you used to sign up.
6. User Conduct
6.1 You are solely responsible for all acts and omissions that occur from your use of the Website. You must not engage in any of the following prohibited activities:
(a) Use the Website for any unlawful purpose or in any way that exposes the Company to civil or criminal liability;
(b) Infringe on intellectual property rights, including making or accessing illegal copies of copyrighted content;
(c) Submit, publish, display, or communicate defamatory, libelous, inaccurate, abusive, harmful, threatening, obscene, offensive, hateful, discriminatory, infringing, or illegal material;
(d) Exploit or harm minors by exposing them to inappropriate content or asking for personal information;
(e) Harass, stalk, or invade the privacy of others (including disseminating personal information);
(f) Interfere with any other person's use and enjoyment of the Website;
(g) Promote physical harm or injury to any individual or group, or promote cruelty to animals;
(h) Engage in false or deceptive advertising or trade practices;
(i) Use or attempt to use any other user's account;
(j) Impersonate another person, including registering an account for someone else;
(k) Use automated means—including robots, spiders, crawlers, or data mining tools—to download, monitor, or use data from the Website;
(l) Attack the Website via denial-of-service (DoS) or distributed denial-of-service (DDoS) attacks;
(m) Collect email addresses for sending unsolicited messages;
(n) Collect personally identifiable information, including account names, from the Website;
(o) Impose unreasonable loads on the Company's infrastructure or make excessive demands;
(p) Forge headers or manipulate identifiers to disguise message origins;
(q) Disable, circumvent, or interfere with security features, copy-prevention features, or usage limits;
(r) Remove proprietary notices or labels, including copyright, patent, trademark, or service mark notices;
(s) Attempt to interfere with, compromise system integrity or security, or decipher server transmissions;
(t) Post, link to, or make available content containing malicious code, viruses, or programs designed to disrupt, destroy, or monitor systems or data;
(u) Send "mail bombs," engage in "spamming," or undertake activities that adversely affect Website operation;
(v) Copy, distribute, or disclose Website parts through automated or non-automated "scraping;"
(w) Commercially exploit or make the Website available to others;
(x) "Frame" or "mirror" the Website without authorization;
(y) Co-brand the Website (display third-party identifiers suggesting partnership or distribution rights); or
(z) Reverse engineer any part of the Website.
6.2 The Company may change, limit, or cancel your access for non-compliance with section 6. Unauthorized use may violate laws, including copyright, trademark, privacy, communications regulations, and other statutes. The Company will take appropriate action against unauthorized use, including civil, criminal, injunctive relief, and account termination.
7. User Generated Content
7.1 In General
The Company allows you to submit comments, pictures, videos, and other content ("submissions") to the Website. Except for personally identifiable information covered under the Privacy Policy, the Company considers submissions nonconfidential and nonproprietary. You are solely responsible for your submissions, including their legality, reliability, accuracy, and appropriateness.
7.2 Ownership
You retain ownership rights in your submissions. You acknowledge that the Company has no control over what other users may do with copies of your submissions if you remove them from the Website.
7.3 License
By making submissions, you grant the Company, its affiliates, and service providers a worldwide, nonexclusive, sublicensable, transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform your submissions in connection with the Website and the Company's business, including for promotion and redistribution in any media format or channel. The Company may freely use your submissions without obligation to pay you.
7.4 Moral Rights
You waive all moral rights in your submissions that may be available to you worldwide and state that no moral rights have been asserted.
7.5 Statements of Fact
For each submission, you state that:
(a) You own or control all rights in your submission and have the right to grant the license above;
(b) Your submission does not depict any person under 18 years old;
(c) Your submission complies with this agreement.
7.6 Submission Standards
These submission standards apply to all submissions. Submissions must comply with all applicable laws and must not:
(a) Contain defamatory, libelous, abusive, harassing, or objectionable material;
(b) Promote violence based on race, sex, religion, nationality, disability, sexual orientation, or age;
(c) Depict non-consensual sex/rape, necrophilia, or bestiality;
(d) Constitute child pornography or involve depictions of nudity or sexuality by an age-inappropriate-looking performer (someone who looks younger than 18 years old, regardless of actual age);
(e) Constitute involuntary or revenge pornography (images or videos of a person in a state of nudity or engaged in sexual conduct, shared without consent);
(f) Infringe any intellectual property rights;
(g) Violate legal rights (including publicity and privacy) or potentially create liability under governing laws;
(h) Deceive any person;
(i) Promote illegal activity or advocate for unlawful acts;
(j) Cause annoyance, inconvenience, or needless anxiety, or likely upset, embarrass, alarm, or annoy others;
(k) Impersonate any person or misrepresent identity or affiliation;
(l) Involve commercial activities, contests, promotions, advertising, or sales; or
(m) Give the impression they are endorsed by the Company or any other entity when they are not.
7.7 Use of Communication Services
(a) The Website may contain forums, bulletin boards, chat areas, message boards, communities, or other message facilities ("communication services"). You will use these only for proper and related purposes.
(b) When using communication services, you will not post, send, submit, publish, or transmit material that:
(i) You don't have the right to post, including third-party proprietary material;
(ii) Advocates illegal activity or discusses intent to commit illegal acts;
(iii) Does not pertain directly to the Website;
(iv) Threatens, abuses, libels, defames, invades privacy, stalks, or harasses others;
(v) Exploits or harms children through inappropriate content or personal information requests;
(vi) Harvests information about others without consent;
(vii) Violates or may violate any law;
(viii) Impersonates others or misrepresents connections to entities;
(ix) Falsifies or deletes attributions, notices, or designations;
(x) Advertises commercial endeavors except as authorized;
(xi) Solicits funds, advertisers, or sponsors;
(xii) Contains viruses, worms, Trojan horses, or malicious code;
(xiii) Disrupts normal dialogue or affects real-time activities;
(xiv) Includes MP3 format files;
(xv) Constitutes pyramid schemes, chain letters, or surveys;
(xvi) Encourages or incites violence;
(xvii) Requests or discusses child pornography;
(xviii) Discusses sexual feelings toward children, exploitation of children, age-play, rape, or bestiality;
(xix) Requests or discloses private information about any person;
(xx) Constitutes antisocial behavior, including "bombing," "flaming," "spamming," "flooding," "trolling," or "griefing;"
(xxi) Disobeys any policy or regulations for Website use; or
(xxii) Contains hyperlinks to websites with prohibited content.
(c) The Company does not control or endorse content in communication services and is not liable for these services or resulting actions. Managers and hosts are not authorized Company spokespersons.
8. Monitoring and Enforcement
8.1 The Company may:
(a) Remove or refuse to post any submission or communication for any reason;
(b) Take action against any submission or communication deemed necessary, including if it breaches this agreement, infringes rights, threatens safety, or could create liability;
(c) Disclose your identity to anyone claiming your submission violates their rights;
(d) Take appropriate legal action, including referral to law enforcement; or
(e) Terminate or suspend your access for any reason, including agreement breach.
8.2 The Company will fully cooperate with law enforcement authorities or court orders requesting disclosure of identity or information about Website users. You waive any claims against the Company—including affiliates, licensees, and service providers—resulting from investigations or actions taken by the Company or law enforcement.
8.3 The Company cannot review all material before posting and cannot ensure prompt removal after posting. You remain responsible for your submissions and communications. The Company is not liable for action or inaction regarding user or third-party content. If you find content violating this agreement, please contact us with detailed information including: (1) objectionable content location, (2) removal reason, and (3) accuracy certification.
9. Links
The Website contains links to third-party websites or resources not maintained by the Company. You acknowledge that the Company is not responsible for (1) availability or accuracy of those websites or resources; or (2) content, products, or services on those websites. Links do not imply endorsement and are provided as a convenience. You assume all risk from using third-party websites or resources.
10. Third-Party Content
Through the Website, you can access content provided by third parties. The Company cannot guarantee this content will be free from material you find objectionable. The Company is not liable for your access or use of third-party content.
11. Privacy
For information about how the Company collects, uses, and shares your information, please review our Privacy Policy. By using the Website, you consent to information collection, use, and sharing as described in the Privacy Policy, including transfer to other countries for storage, processing, and use by the Company.
12. Copyright Policy
12.1 The Company respects intellectual property rights and expects Website users to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law. Please see our DMCA Page for complete information.
12.2 The Company's policy is to terminate accounts of repeat infringers.
13. Termination
13.1 Termination on Notice
Outside of any ban period, either party may terminate this agreement at any time by notifying the other party. The option to delete an account can be found in account settings. During a ban period, this right is suspended until the ban expires.
13.2 Termination by the Company
The Company may suspend, disable, or cancel your access if it determines you have breached this agreement or your conduct could damage the Company's reputation. If terminated, you must not access the Website. The Company may block your email address and IP address to prevent further access.
13.3 Effect of Termination
Upon termination, your right to access the Website and all licenses granted by the Company end. Termination does not relieve you of obligations arising before termination or limit liability to the Company or third parties. You are responsible for canceling any recurring billing. To cancel, contact the payment processor you used.
13.4 Survival
Provisions that should survive termination by their nature will do so, including ownership provisions, indemnification, disclaimers, exclusions, and limitations of liability.
14. Reliance on Information Posted
14.1 The Company provides information on the Website for general informational purposes only, without warranty of accuracy or usefulness. Any reliance on this information is at your own risk. The Company is not liable for reliance placed on these materials by you, other visitors, or anyone informed of its contents.
14.2 The Website includes third-party content, including materials from other users, licensors, syndicators, or aggregators. All statements, opinions, responses to questions, and content other than Company-provided content are solely the responsibility of the person providing them. These materials do not reflect Company opinion. The Company is not liable for content or accuracy of third-party materials.
15. Changes to the Website; Availability
15.1 Although the Company may update Website content, it is not necessarily complete or current. Any material may be outdated, and the Company is not required to update it. If you find errors or omissions, please contact us.
15.2 While the Company strives to make the Website always available, we do not guarantee continuous, uninterrupted, or secure access. Many factors outside our control may interfere with Website operation.
16. International Use
The Company makes no statement that the Website or its content is accessible or appropriate in all locations. Access may not be legal for certain persons or in certain countries. If you access the Website, you do so on your own initiative and are responsible for complying with local laws. If you access from a jurisdiction that prohibits or restricts use, the Company has no liability to you.
17. Acknowledgments and Disclaimers
17.1 You acknowledge that the Company cannot guarantee files available for download will be free from loss, corruption, attack, viruses, interference, hacking, or security intrusions. You are responsible for implementing sufficient procedures to satisfy your requirements for antivirus protection and data accuracy, and for maintaining external data backup. The Company is not liable for loss or damage caused by DDoS attacks, viruses, or harmful material affecting your computer, programs, data, or property due to Website use or downloads.
17.2 You acknowledge you may be exposed to inaccurate, offensive, indecent, or objectionable content, and waive legal or equitable rights or remedies against the Company regarding such content.
17.3 The Company will use reasonable efforts to protect information you submit, but you acknowledge submission is at your sole risk, and the Company is not liable for information loss.
17.4 Your use of the Website, its content, and services or items obtained through the Website is at your own risk. The Company provides the Website, content, and services "as is," "with all faults," and "as available," without warranties. The Company makes no warranty that the Website, content, or services will be accurate, reliable, error-free, or uninterrupted; that defects will be corrected; that the Website or servers are virus-free; or that the Website or services will meet your needs or expectations.
17.5 The Company makes no warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, title, non-infringement, privacy, security, and fitness for particular purpose. No advice or information obtained from the Company, the Website, or elsewhere creates any warranty not expressly stated in this agreement.
18. Limit on Liability; Release
18.1 The Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors will not be liable for any of the following:
(a) Errors, mistakes, or inaccuracies of content;
(b) Personal injury or property damage resulting from your access to and use of the Website or its content;
(c) Content or conduct that is infringing, inaccurate, obscene, indecent, offensive, threatening, harassing, defamatory, libelous, abusive, invasive of privacy, or illegal;
(d) Unauthorized access to or use of the Company's servers and any personal or financial information stored in them, including unauthorized access or changes to your account, submissions, transmissions, or data;
(e) Interruption or cessation of transmission to or from the Website;
(f) Bugs, viruses, Trojan horses, malware, ransomware, or other disabling code that may be transmitted to or through the Website or might infect your computer or affect your access to or use of the Website, your other services, hardware, or software;
(g) Incompatibility between the Website and your other services, hardware, or software;
(h) Delays or failures in starting, conducting, or completing any transmissions to or transactions with the Website; or
(i) Loss or damage incurred because of the use of any content posted, emailed, sent, or otherwise made available through the Website.
18.2 You hereby release the Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors from all liability arising out of user submissions or the conduct of other users or third parties, including disputes between you and one or more other users or third parties.
19. Exclusion of Damages; Exclusive Remedy
19.1 Unless caused by gross negligence or intentional misconduct, the Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors will not be liable for any direct, indirect, special (including consequential damages), statutory, punitive, or exemplary damages arising out of or relating to your access or inability to access the Website or the content. This exclusion applies regardless of theory of liability and even if you told the Company about the possibility of these damages or the Company knew or should have known about the possibility of these damages.
19.2 The Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors also will not be liable for any damages for (1) personal injury, (2) pain and suffering, (3) emotional distress, (4) loss of revenue, (5) loss of profits, (6) loss of business or anticipated savings, (7) loss of use, (8) loss of goodwill, (9) loss of data, (10) loss of privacy, or (11) computer failure related to your access of or your inability to access the Website or the content. This exclusion applies regardless of theory of liability and even if you told the Company about the possibility of these damages or the Company knew or should have known about the possibility of these damages.
19.3 If you are dissatisfied with the Website or have any other complaint, your exclusive remedy is to stop using the Website. The maximum liability of the Company and its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, and directors to you for any claim will not exceed the greater of $100 or the amount you have paid to the Company for the applicable content or service out of which liability arose even if the remedy fails of its essential purpose.
20. Scope of Disclaimers, Exclusions, and Limits
The disclaimers, exclusions, and limits stated in sections 17, 18, and 19 apply to the greatest extent allowed by law, but no more. The Company does not intend to deprive you of any mandatory protections provided to you by law. Because some jurisdictions may prohibit the disclaimer of some warranties, the exclusion of some damages, or other matters, one or more of the disclaimers, exclusions, or limits will not apply to you.
21. Loss Payment (aka Indemnification)
21.1 In General
You will pay the Company, its subsidiaries, affiliates, licensors, service providers, content providers, employees, agents, officers, directors, and contractors (the "Indemnified Parties") for any loss of the Indemnified Parties that is caused by any of the following:
(a) your access of the Website;
(b) your conduct on the Website, including your submissions;
(c) your breach of this agreement;
(d) your actual or alleged violation of rights of any person, including intellectual property and privacy rights;
(e) your actual or alleged violation of any law;
(f) your actual or alleged negligent, fraudulent, or intentional conduct; or
(g) your actual or alleged criminal conduct.
But you are not required to pay if the loss was caused by the Indemnified Parties' intentional misconduct.
21.2 Definitions
(a) "Loss" means an amount that the Indemnified Parties are legally responsible for or pay in any form. Amounts include, for example, a judgment, a settlement, a fine, damages, injunctive relief, staff compensation, a decrease in property value, and expenses for defending against a claim for a loss (including fees for legal counsel, expert witnesses, and other advisers). A loss can be tangible or intangible; can arise from bodily injury, property damage, or other causes; can be based on tort, breach of contract, or any other theory of recovery; and includes incidental, direct, and consequential damages.
(b) A loss is "caused by" an event if the loss would not have happened without the event, even if the event is not a proximate cause of the loss.
21.3 Indemnified Parties' Duty to Notify You
If the Indemnified Party has your contact information, the Indemnified Party will notify you before the 30th day after the Indemnified Party knows or should reasonably have known of a claim for a loss that you might be compelled to pay. But the Indemnified Party's failure to give you timely notice does not end your obligation, except if that failure prejudices your ability to defend or mitigate losses.
21.4 Legal Defense of a Claim
The Indemnified Party has control over defending a claim for a loss (including settling it), unless the Indemnified Party directs you to control the defense. If the Indemnified Party directs you to control the defense, you will not settle any litigation without the Indemnified Party's written consent if the settlement (1) imposes a penalty or limitation on the Indemnified Party, (2) admits the Indemnified Party's fault, or (3) does not fully release the Indemnified Party from liability. You and the Indemnified Party will cooperate with each other in good faith on a claim.
21.5 No Exclusivity
The Indemnified Parties' rights under this section 21 do not affect other rights they might have.
22. Governing Law; Place for Resolving Disputes
22.1 The laws of Costa Rica—without giving effect to any conflicts of law principles—govern all matters arising out of or relating to the Website or this agreement. The predominant purpose of this agreement is providing services and licensing access to intellectual property and not a "sale of goods." This agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
22.2 Except for disputes subject to arbitration, all disputes arising out of or relating to the Website or this agreement will be subject to the exclusive jurisdiction and venue of the courts in San Jose, Costa Rica. Each party hereby submits to the personal jurisdiction of the courts in San Jose, Costa Rica to resolve all disputes not subject to arbitration. Each party hereby waives any right to seek another forum or venue because of improper or inconvenient forum.
22.3 For purposes of this section, the Website will be deemed solely based in Costa Rica and will be deemed a passive website that does not give rise to personal jurisdiction over the Company, either specific or general, in any other jurisdiction.
23. Dispute Resolution
23.1 Litigation Election
Either party may elect to litigate the following type of case or controversy:
(a) an action seeking injunctive relief, or
(b) a suit to compel compliance with this dispute resolution process.
23.2 Negotiation
Each party will allow the other a reasonable opportunity to comply before it claims that the other has not met the duties under this agreement. The parties will first meet and negotiate with each other in good faith to try to resolve all disputes arising out of or relating to the Website or this agreement.
23.3 Mediation
(a) If the parties cannot settle a dispute through negotiation after 30 days, either party may, by notice to the other party and the International Chamber of Commerce (ICC), demand mediation under the ICC Mediation Rules.
(b) Mediation will take place in San Jose, Costa Rica. The language of the mediation will be English. Each party will bear its own costs in mediation, and the parties will share equally between them all third-party mediation costs unless the parties agree differently in writing.
(c) Each party will participate actively and constructively in mediation proceedings once started and will attend at least one joint meeting between the mediator and the parties. Any party may terminate mediation at any time after an initial meeting between the mediator and the parties.
23.4 Arbitration
a) Procedure
If the parties cannot settle a dispute through mediation, the parties will settle any unresolved dispute by arbitration administered by the ICC in accordance with the Rules of Arbitration of the International Chamber of Commerce. A single arbitrator will preside over the arbitration. The arbitrator, and not any court or agency, will have exclusive authority to resolve all disputes arising out of or relating to the interpretation, enforceability, or formation of this agreement, including any claim that all or any part of this agreement is void or voidable.
b) Location
Unless the parties agree otherwise, the arbitration will take place in San Jose, Costa Rica.
c) Fees
Each party will be responsible for paying any filing, administrative, and arbitrator fees associated with the arbitration.
d) Award
The arbitrator may grant whatever relief would be available in a court at law or in equity, except that the arbitrator must not award punitive or exemplary damages, or damages otherwise limited or excluded in this agreement. In accordance with section 23.6, the arbitrator's award will include costs of arbitration, reasonable legal fees, and reasonable costs for expert and other witnesses. The arbitrator's award will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
e) Confidentiality
Unless required by law, neither a party nor an arbitrator will disclose the existence, content, or results of any arbitration under this agreement without the advance written consent of both parties.
23.5 Injunctive Relief
Nothing in this section 23 will prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property, or unauthorized access to the Website.
23.6 Recovery of Expenses
(a) In any proceedings between the parties arising out of this agreement or relating to the subject matter of this agreement, the prevailing party will be entitled to recover from the other party, besides any other relief awarded, all expenses that the prevailing party incurs in those proceedings, including legal fees and expenses.
(b) For purposes of section 23.6(a), "prevailing party" means, for any proceeding, the party in whose favor an award is rendered, except that if in those proceedings the award finds in favor of one party on one or more claims or counterclaims and in favor of the other party on one or more other claims or counterclaims, neither party will be the prevailing party. If any proceedings are voluntarily dismissed or are dismissed as part of settlement of that dispute, neither party will be the prevailing party in those proceedings.
23.7 Jury Trial Waiver
Both parties hereby waive the right to a trial by jury for any dispute arising out of or relating to the Website or this agreement. Either party may enforce this waiver up to and including the first day of trial.
23.8 Class Action Waiver
All claims must be brought in the parties' individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, and, unless the Company agrees otherwise, the arbitrator will not consolidate more than one person's claims. Both parties acknowledge that each party is waiving the right to participate in a class action.
23.9 Limitation on Time to Bring Claims
A party will not file a claim arising out of or relating to the Website or this agreement more than one year after the cause of action arose. Any claim brought after one year is barred.
24. General
24.1 Entire Agreement
This agreement constitutes the entire agreement between you and the Company about your access to the Website. It supersedes all earlier or contemporaneous agreements between you and the Company about access to the Website. A printed version of this agreement will be admissible in any proceedings arising out of (or relating to) this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and kept in printed form. Any additional terms on the Website will govern the items to which they pertain.
24.2 Copy of this Agreement
You may—and the Company recommends that you—print this agreement on your printer or save it to your computer. If you have trouble printing a copy, please contact the Company and the Company will email you a copy.
24.3 Changes
The Company may change this agreement on one or more occasions. The Company will try to post changes on the Website at least 15 days before they become effective. Changes will become effective on the "last updated" date stated at the top of this page. Changes will not apply to continuing disputes or to disputes arising out of events happening before the posted changes. While the Company will try to notify you when the Company changes this agreement, the Company does not assume an obligation to do so, and it is your responsibility to frequently check this page to review the most current agreement. By continuing to use the Website after the Company posts changes to this agreement, you agree to the revised agreement. If you do not agree to the revised agreement, your exclusive remedy is to stop accessing the Website. If you need more information about the changes or have any other questions or comments about the changes, please contact us.
24.4 Assignment and Delegation
The Company may assign its rights or delegate any performance under this agreement without your consent. You will not assign your rights or delegate your performance under this agreement without the Company's advanced written consent. Any attempted assignment of rights or delegation of performance in breach of this section 24.4 is void.
24.5 No Waivers
The parties may waive any provision in this agreement only by a writing signed by the party or parties against whom the waiver is sought to be enforced. No failure or delay in exercising any right or remedy, or in requiring the satisfaction of any condition, under this agreement, and no act, omission, or course of dealing between the parties, operates as a waiver or estoppel of any right, remedy, or condition. A waiver made in writing on one occasion is effective only in that instance and only for the purpose stated. A waiver once given is not to be construed as a waiver on any future occasion or against any other person.
24.6 Severability
The parties intend as follows:
(a) that if any provision of this agreement is held to be unenforceable, then that provision will be modified to the minimum extent necessary to make it enforceable, unless that modification is not permitted by law, in which case that provision will be disregarded;
(b) that if modifying or disregarding the unenforceable provision would result in failure of an essential purpose of this agreement, the entire agreement will be held unenforceable;
(c) that if an unenforceable provision is modified or disregarded in accordance with this section 24.6, then the rest of the agreement will remain in effect as written; and
(d) that any unenforceable provision will remain as written in any circumstances other than those in which the provision is held to be unenforceable.
24.7 Notices
a) Sending Notice to the Company
You may send notice to the Company via our contact form unless a specific email address is provided for giving notice. The Company will consider a notice received only when its server sends a return message to you acknowledging receipt. The Company may change its contact information by posting the change on the Website. Please check the Website for the most current information for sending notice to the Company.
b) Sending Notice to You—Electronic Notice
You consent to receiving any notice from the Company in electronic form either (1) by email to the last known email address the Company has for you or (2) by posting the notice on a place on the Website chosen for this purpose. The Company will consider notices sent to you by email received when its email service shows transmission to your email address. You state that any email address you gave the Company for contacting you is a current and valid email address for receiving notice, and that your computer has hardware and software configured to send and receive email through the Internet and to print any email you receive.
24.8 Force Majeure
The Company is not responsible for any failure to perform if unforeseen circumstances or causes beyond its reasonable control delays or continues to delay its performance, including:
(a) Acts of God, including fire, flood, earthquakes, hurricanes, tropical storms, or other natural disasters;
(b) War, riot, arson, embargoes, acts of civil or military authority, or terrorism;
(c) Fiber cuts;
(d) Strikes, or shortages in transportation, facilities, fuel, energy, labor, or materials;
(e) Failure of the telecommunications or information services infrastructure; and
(f) Hacking, SPAM, or any failure of a computer, server, network, or software.
24.9 No Third-Party Beneficiaries
This agreement does not, and the parties do not intend it to, confer any rights or remedies on any person other than the parties to this agreement.
24.10 Relationship of the Parties
This agreement does not, and the parties do not intend it to, create a partnership, joint venture, agency, franchise, or employment relationship between the parties and the parties expressly disclaim the existence of any of these relationships between them. Neither of the parties is the agent for the other, and neither party has the right to bind the other on any agreement with a nonparty.
24.11 Successors and Assigns
This agreement inures to the benefit of, and are binding on, the parties and their respective successors and assigns. This section does not address, directly or indirectly, whether a party may assign rights or delegate obligations under this agreement. Section 24.4 addresses these matters.
24.12 Electronic Communications Not Private
The Company does not provide facilities for sending or receiving confidential electronic communications. You should consider all messages sent to the Company or from the Company as open communications readily accessible to the public. You should not use the Website to send or receive messages you only intend the sender and named recipients to read. Users or operators of the Website may read all messages you send to the Website regardless of whether they are intended recipients.
24.13 Electronic Signatures
Any affirmation, assent, or agreement you send through the Website will bind you. You acknowledge that when you click on an "I agree," "I consent," or other similarly worded "button" or entry field with your finger, mouse, keystroke, or other device, your agreement or consent will be legally binding and enforceable and the legal equivalent of your handwritten signature.
24.14 Feedback
The Company encourages you to provide feedback about the Website. But the Company will not treat as confidential any suggestion or idea provided by you, and nothing in this agreement will restrict its right to use, profit from, disclose, publish, or otherwise exploit any feedback, without payment to you.
24.15 English language
The Company drafted this agreement in the English language. No translation into any other language will be used to interpret or construe this agreement. All services, support, notices, designations, specifications, and communications will be provided in English.
24.16 Your Comments and Concerns
You should direct all feedback, comments, requests for technical support, and other communications relating to the Website to our contact page.
24.17 Usages
In this agreement, the following usages apply:
(a) Actions permitted under this agreement may be taken at any time and on one or more occasions in the actor's sole discretion.
(b) References to a statute will refer to the statute and any successor statute, and to all regulations promulgated under or implementing the statute or successor, as in effect at the relevant time.
(c) References to numbered sections in this agreement also refer to all included sections. For example, references to section 6 also refer to 6.1, 6.1(a), etc.
(d) References to a governmental or quasi-governmental agency, authority, or instrumentality will also refer to a regulatory body that succeeds to the functions of the agency, authority, or instrumentality.
(e) "A or B" means "A or B or both." "A, B, or C" means "one or more of A, B, and C." The same construction applies to longer strings.
(f) "Including" means "including, but not limited to."
Last Updated: March 1, 2025