TERMS OF SERVICE
TERMS OF SERVICE

Please read these Terms of Use (the “Agreement” or “Terms of Use”) carefully before using the services offered by Real Big Hits, (“RBH” or the “Company”). This Agreement sets forth the legally binding terms and conditions for your use of the website at www.RealBigHits.com, all other sites owned and operated by RBH that redirect to www.RealBigHits.com, and all subdomains (collectively, the “Site”), and the service owned and operated by the Company (together with the Site, the “Service”). Any person or entity using the Service in any manner, including, but not limited to, visiting, browsing, or contributing content or information to the Site, agrees to be bound by these Terms of Use.

Summary of the Service

RBH is a platform where certain users pitch ideas and projects in order to receive funding for their projects – including pilots and complete productions – and creative ideas, sell projects and ideas to network and film executives, and attempt to protect their original ideas from theft (collectively “Sellers”). Through the Site, email, websites, and other media, the Service makes accessible various content, including, but not limited to, videos, sizzle reels, concept reels, pilots, overviews, graphics, audio clips, comments, and other material and information, as well as associated trademarks and copyrightable works (collectively, “Content” or “Materials”) for publicity to individuals, businesses and other professionals (collectively, “Buyers”) who might promote, fund, or buy the Content, or related Content, or contract the Seller for a future project. Sellers have the ability to contribute, add, create, upload, submit, post, or make otherwise accessible (“Submit”) Content. “User Submissions” means any content submitted by Sellers. Buyers and Sellers are collectively “Users”.

Acceptance of Terms

The Service is offered subject to acceptance of all of the terms and conditions contained in this Agreement and all other operating rules, policies, and procedures that may be published on the Site by the Company, which are incorporated by reference. The Terms of Use apply to every user of the Service. In addition, RBH may offer additional services, including contests in coordination with Real Big Hits Funding Corp, that may be subject to these Terms of Use and additional terms. Your use of those services is subject to those additional terms and conditions, which are incorporated into these Terms of Use by this reference.

The Company reserves the right, at its sole discretion, to modify or replace these Terms of Use by posting updated terms on the Site. The User has the responsibility to check the Terms of Use periodically for changes, and your continued use of the Service after the posting of modifications to the Terms of Use constitutes acceptance of those changes. RBH reserves the right to change, suspend, or discontinue the Service (including, but not limited to, the availability of any feature or Content) at any time for any reason. The Company may also impose limits on certain features and services or restrict your access to parts of the Service without notice or liability.

The Service is available only to individuals who are at least eighteen (18) years old (and at least the legal age in your jurisdiction). You represent and warrant that if you are an individual, you are at least eighteen (18) years old and of legal age in your jurisdiction to form a binding contract, and that all registration information you submit is accurate and truthful. The Company reserves the right to ask for proof of age from you and your account may be suspended until satisfactory proof of age is provided. The Company may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. This provision is enforceable to the fullest extent permissible by law; it is void where prohibited by law and the right to access the Service is revoked in those jurisdictions.

Rules and Conduct

By using the Site, you agree not to use the Service for any purpose that is prohibited by law or these Terms of Use. You understand that the Service is provided only for your own personal, non-commercial use, except as allowed by this Agreement, and you are responsible for all of your activity in connection with the Service. You shall not, nor shall you permit or encourage any third party using your account, to take any action or Submit any content that:

  • is in violation of any terms contained in this Agreement or is made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence;
  • could create a liability for RBH, damage the brand or public image of RBH or its Buyers, or cause them or their affiliates to lose customers;
  • is implicitly or explicitly offensive, such as Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred or physical harm of any kind against any group or individual;
  • violates the rights of others, or harms or threatens the safety of others;
  • is unlawful, threatening, abusive, defamatory, libelous, deceptive, fraudulent, tortious, obscene, offensive, profane, or invasive of another’s privacy, harasses, incites harassment or advocates harassment of any group or individual;
  • promotes or endorses false or misleading information or illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
  • promotes, endorses or infringes an illegal or unauthorized use or any patent, trademark, trade secret, copyright, right of publicity, or other right of any person or entity, or violates any law or contract;
  • contains software viruses or any other computer codes, files or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or other telecommunications equipment or to damage or obtain unauthorized access to any system, data, password, or other information of the Company or any third party;
  • impersonates any person or entity, including any employee or representative of the Company;
  • contains restricted or password only access pages or hidden pages or images;
  • displays or links to pornographic, indecent, or sexually explicit material of any kind;
  • provides instructional information about illegal activities or other activities prohibited by these Terms;
  • is posted on behalf of another party without authorization; or
  • contains a virus or malware

Additionally, you shall not: (i) take any action that imposes or may impose an unreasonable or disproportionately large load on the Company’s or its third-party providers’ infrastructure, which shall be determined by the Company and in its sole discretion; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service, or cause or encourage a third party to do the same; (iii) circumvent any measures the Company may use to prevent or restrict access to the Service or other accounts, computer systems, or networks connected to the Service; (iv) probe, scan, test, violate, or attempt to violate the security of any RBH Site, network or system, including security or authentication measures, without proper authorization; (v) reverse engineer, decipher, disassemble, decompile, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the extent applicable laws specifically prohibit such restriction; (vi) aggravate, copy or duplicate in any manner any RBH material, including, but not limited to, information, trademarks, trade secrets, and copyrighted material, available from any RBH site, other than as permitted by this Agreement; (vii) run Maillist, Listserv, or any form of auto-responder or “spam” on the Service; or (viii) use manual or automated software, devices, or other processes to “crawl” any page of the Site.

Each User agrees not to abuse other Users’ personal information. Abuse includes, but is not limited to (i) using personal information for any purpose other than those explicitly specified by the Content Provider; (ii) using personal information for any purpose other than explicitly allowed in this Agreement; and (iii) using personal information in a way that is not related to fulfilling the purpose of a Content Provider’s Content, as specified by the Content Provider.

RBH reserves the right, in its sole discretion, to delete, remove, refuse display, or block any Content that RBH, in its sole discretion, considers to be unacceptable.

RBH is under no obligation to become involved in any disputes between any Users, or between Users and any third party arising in connection with the use of the Service. This includes, but is not limited to, delivery of goods and services, and any other terms, conditions, warranties, or representations associated with the Services. RBH is under no obligation to oversee the performance or punctuality of offers or payments. You release RBH, its officers, employees, agents, and successors in rights from claims, damages, and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and the Service.

Registration

You may view public Content on the Site without registering or paying a fee, but as a condition of using certain aspects of the Service, you may be required to register with the Company and select a User ID and password. You shall provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Use, which may result in immediate termination of your account. You shall not use as a User ID, domain name, or project name any name or term that (i) is the name of another person, with the intent to impersonate that person; (ii) is subject to any rights of another person, without appropriate authorization; or (iii) is offensive, vulgar, or obscene. The Company reserves the right in its sole discretion to refuse registration of or cancel a User ID and remove any Content such User may have submitted to the Site. You are solely responsible for activity that occurs on your account, whether or not authorized by you, and shall be responsible for maintaining the confidentiality of your password for the Site. You shall never use another User account, or delete, add to, or modify any Material posted by another person or entity without said User’s express permission. You will immediately notify the Company in writing of any unauthorized use of your account, or other known account-related security breach.

You understand and acknowledge that you have no ownership rights in your account, and RBH reserves the right to delete your account and your Material after a significant period of inactivity. In the event that your account is Terminated, whether by RBH or at your own election, you understand and acknowledge that all your account information and Material may be deleted from RBH's databases and removed from any public area of the Site. Material may continue to be available for some period of time because of delays in propagating such deletion through RBH’s web servers.

You understand, acknowledge and agree that RBH may retain copies of your User Submissions and disclose your submitted Materials to a third party if RBH, in its sole discretion, believes that it is necessary to: (i) protect the integrity of the Site; (ii) protect the rights of RBH; (iii) comply with any court order; (iv) comply with any legal proceedings; (v) assert RBH's claim under this Notice; and (vi) satisfy any claims regarding violations of third party's rights.

Fees and Payments

Sellers are able to create a free account to join the Site. Such Sellers will receive a limited Empress Media Asset Management (“eMAM”) Online account, which will let them upload a limited number of videos to the Site’s portal, as specified on the Site. Users must have all legal rights to the content and agree to the Site Terms of Use and Contest Terms of Use.

Users can also get a Private Dailies paid account (the “Private Dailies Account ”). The Premium Account will be a cloud instance of eMAM Online, for which the User must pay a monthly fee, as directed on the Site. The terms and condition of the account shall be governed by eMAM Terms of Us as published at http://www.empressmam.com/documents.htm unless the parties have previously executed a Master Services Agreement, Statement(s) of Work, or other agreements. In the event of a conflict between agreements, the terms herein shall govern. The Private Dailies Account gives the User the right to publish a subset of their clips to the Site’s public portal. Private Dailies Account users have access to additional features within the Site, including the ability to publish their own online library, share clips by email and social media, and download certain content.

RBH shall receive a commission from Sellers when Buyers purchase Content posted to the Site. The commission will be 35% (thirty-five percent) of all payments for the purchase for Content that is bought for use by the Buyer or paid for the Seller.

The commission is payable on all monies or things of values received directly or indirectly as compensation for the Content or services agreed to be rendered or agreed to be rendered during the term of this Agreement including and merchandising fees, royalties, or ancillary sources of income that arise out of this contract and relationship.

Contests

Seller Content is automatically submitted to Real Big Hits Funding Corp contests.Please see Contest rules for rules and conditions.

Selling Content

The Site provides a forum for you to sell original content owned by you or by an organization or individual that grants you permission to market the Content to prospective buyers. By submitting Content, you as the Content Provider are offering the public the opportunity to enter into a contract with you. Upon receiving interest in your Content from a Buyer, you agree to enter into good faith dealings and negotiations, if such negotiations are necessary, with the Buyer for the purchase of the Content. While potential Buyers must conduct good faith dealings upon expressing interest for a Seller’s Content, any potential Buyer has no obligation to enter into any contract or agreement with you, and neither party shall have the power to bind or obligate the other party, except as specifically set forth in this Agreement.

By submitting or entering your Content to the Site, you grant RBH, for good and valuable consideration, a perpetual, non-exclusive, irrevocable, royalty free, worldwide license and right, but not the obligation, to use, copy, modify, display, distribute, download, store, reproduce, transmit, publish, transfer, adapt, create derivative works in any manner, in entirety or in part, of your Material, and by any means, forever and worldwide, subject to Termination as described in the Terms of Use.

You understand and agree that RBH (i) does not warrant that you will receive any employment or job offers through the Site; (ii) is not responsible for any purchase offers, or employment (including contract work and other work for hire) offers, screenings, decisions, and actual employment, contract work and other work for hire presented by third parties; (iii) does not guarantee the accuracy, completeness, validity, or timeliness of any information or payments of third parties, including Buyers; (iv) shall not be responsible for any Material posted by third parties; (v) is neither your employer, contractor, agent, or manager in any regard - you shall use your own judgment, caution, and common sense in evaluating any prospective offers and information provided by any third party; (vi) reserves the right to reject, cancel, interrupt, remove, or suspend a contest at any time and for any reason. RBH is not liable for any damages as a result of those actions, and is under no obligation to comment on the reasons for any of those actions.

Seller understands and agrees that a Buyer may presently have under consideration, in development or in production, concepts and projects that are similar to the proposed Content, and that Buyer may independently conceive and/or receive or be pitched future concepts and projects that are similar to the Content. Seller agrees that Buyer retains all rights to develop and/or produce such concepts and projects either alone or with a third party without any obligation to Seller (financial or otherwise). This restriction includes programming that has similar (but not identical on an episode by episode basis) subject matter as the Content.

For purposes of clarification, nothing herein shall limit or derogate from Buyer’s rights to develop, produce or exploit any program or production of the same or similar subject matter independently and/or with any other third party or its rights as a member of the general public with respect to the subject matter of the Content.

RBH shall not be responsible for the payments of any fees or expenses between the Seller and any third party, and is under no obligation to become involved in any disputes between any Users, or between Users and any third party, arising in connection with services between the Seller and any third party.

RBH encourages you to maintain backups of any Content submitted to the Site. RBH shall not be liable for the deletion, loss, or unauthorized modification of any Content.

Acquiring Content and Rights

The Site provides a forum for you to find creative ideas, video, or other content for purchase, licensing, funding, or coproduction. Regardless of the engagement, the term “Buyer” is used in this Agreement. Buyers can enter the site to review potential projects at no obligation. You warrant that you are a bona fide buyer and, if applicable, are authorized to act on behalf of the company or organization you are representing. You understand that while Sellers must act in good faith and fair dealings, any potential Seller is under no obligation to sell Content or other information, or to enter into any contract or agreement with any Buyer, and neither party shall have the power to bind or obligate the other party except as specifically set forth in this Agreement.

Any Content uploaded to the Site may be used only in Site for the purposes described herein. Digital copies of the Content may not be downloaded, transferred, or otherwise copied in any way.

Buyers may not contact Sellers for any purpose. Inquiries and discussions must be made directly to RBH unless otherwise authorized.

By offering to purchase Content from a Seller, you agree to be bound by this entire Agreement. Buyers also agree to the following terms: (i) Buyer will render payment on or before the time specified in the Agreement between the Buyer and the Seller, but in no event more than 180 (one hundred eighty) days from the acceptance date of an offer, (ii) you have sufficient funds or credit available at the time of your offer or your acceptance of the Seller’s offer, (iii) and that you, upon expressing interest in a Seller’s Content, will conduct fair dealings and good faith negotiations, if necessary, with the Seller for the purchase of the Content.

The Company understands the importance of confidential Buyer information and business practices, and will take all commercially reasonable efforts, at its sole discretion, to protect such information.

Termination

You may terminate your account by following the instructions on the Site. Any fees paid or charged to your account are non-refundable, and any unpaid charges must be paid in full. All provisions of these Terms of Use that, by their nature, should survive the termination of your account shall survive termination including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Upon termination, RBH will have 60 days to remove your Content, and discontinue licensed use of your Content within a commercially reasonable period. RBH will eligible for commissions for Content loaded to the site for a period of one year after submission or three months after Content is removed, whichever is longer.

Intellectual Property

By Submitting Content on the Site or otherwise through the Service, you agree to the following terms: The Company will not have any ownership rights over your Content. But, the Company needs the following license to perform and market the Service and applicable contests on your behalf and on behalf of its other Users and itself. You grant to the Company, for good and valuable consideration, the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable right to, and to allow others acting on its behalf (i) use, edit, modify, prepare derivative works of, reproduce, host, display, stream, transmit, playback, transcode, copy, feature, market, sell, distribute, and otherwise fully exploit your Content and your trademarks, service marks, slogans, logos, and similar proprietary rights (collectively, the “Trademarks”) in connection with (a) the Service, (b) the Company’s, and its successors’ and assigns’, businesses, (c) promoting, marketing, and redistributing part or all of the Site (and derivative works thereof) or the Service, including contests, in any media format and through any media channels including, without limitation, third party websites); (ii) take whatever other action is required to perform and market the Service; (iii) allow its Users to stream, transmit, playback, download, display, feature, distribute, collect, and otherwise use the Content and Trademarks in connection with the Service; (iv) use and publish, and permit others to use and publish, the Content, Trademarks, names, likenesses, and personal and biographical materials of you and the members of your group, in connection with the provision or marketing of the Service; and (v) delete, edit, modify, reformat, excerpt, or translate any of your submitted Content. The foregoing license granted to the Company does not affect your ownership or license rights in your Content, including the right to grant additional licenses to your Content.

By publishing your Content, you may be identified publicly by your name or User ID associated with your Content. You grant to each User a non-exclusive license to access your Content through the Service, and to use, edit, modify, display and perform such Content solely for personal, non-commercial use. You further agree that your Content will not contain third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant RBH all of the license rights granted herein. The use or other exploitation of the Content by the Company and Users as contemplated in these Terms of Use will not infringe or violate the rights of any third party, including without limitation, any privacy rights, publicity rights, copyrights, contract rights, or any other intellectual property or proprietary rights. You will pay all royalties and other amounts owed to any person or entity based on submitting your Content to the Site or the Company’s publishing or hosting of the Content as allowed in these Terms of Use. RBH will not be liable for any errors or omissions in any Content, and all information publicly posted or privately transmitted through the Site is the sole responsibility of the person from which that content originated.

You recognize that RBH cannot guarantee the identity of any other Users with whom you may interact while using the Service. All Content you access through the Site is at your own risk, and you will be solely responsible for any resulting damage or loss to any party.

In accordance with the Digital Millennium Copyright Act, RBH has adopted a policy of terminating accounts that are repeat infringers of the property rights of others. RBH may terminate User accounts based on a single infringement. If you believe your work has been used in a way that constitutes copyright infringement, please notify RBH. You must include the following information (see U.S. Copyright Act, 17 U.S.C. §512(c)(3) for more information): (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Site, sufficient for RBH to locate the material; (iv) your address, telephone number, and email address; (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you that the information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner's behalf. Please consult with an attorney if you believe your copyrighted work is being infringed.

If you believe that your work has been removed or disabled by mistake or misidentification, please notify RBH. Your counter-notice must contain the following information (see U.S. Copyright Act, 17 U.S.C. §512(g)(3) for more information): (i) a physical or electronic signature of the user of the Services; (ii) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (iii) a statement made under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and (iv) the subscriber's name, address, telephone number, and a statement that the subscriber consents to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which the service provider may be found, and that the user will accept service of process from the person who provided notification under or an agent of such person.

If you believe that your copyrighted work or trademark has been uploaded, posted or copied to the RBH Site in a way that constitutes copyright or trademark infringement, please contact RBH by email at dave@empressdigital.com or by regular mail at:

Real Big Hits, Attn: Legal Department, 306 W 38th St, 9th Floor, New York, NY 10018

RBH Content

The contents of the RBH Sites, such as designs, text, graphics, images, video, information, logos, button icons, software, audio files and other RBH Material (collectively, "RBH Material"), are protected under copyright, trademark and other laws. All RBH Content is the property of the Company. The collection, arrangement, and assembly (“Compilation”) of all content on the Site is the exclusive property of RBH and is protected by intellectual property and other applicable laws to the fullest extent. Any code that RBH creates to generate or display any RBH Material or the pages making up any RBH Site is also protected to the fullest extent of the law, and you may not copy or adapt such code. You shall use the RBH Material in accordance with these Terms of Use and all applicable privacy and data protection laws, and you agree you shall not further disclose any of the data from RBH postings to any third party.

You shall abide by and maintain all copyright and other legal notices, information, and restrictions contained in any Content accessed through the Service. Unauthorized use of the RBH Materials may violate these laws and/or applicable communications regulations and statutes, and is strictly prohibited.

Violations of system or network security may result in civil and/or criminal liability. RBH will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting Users and their affiliates who are involved in such violations.

Third-Party Sites

The Site and/or Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Site. When you access third-party websites, you do so at your own risk. You recognize that the Company does not control those third-party websites, and you acknowledge that the Company is not liable for the content, functions, accuracy, legality, and appropriateness, or any other aspect of those other websites or resources, and the information contained therein. The inclusion of any link to the Site on another website or resource does not imply endorsement by or affiliation with the Company. You further acknowledge and agree that the Company shall not be liable for any damage related to the use of any content, goods, or services available through any third-party website or resource.

Warranty

RBH cannot guarantee and does not promise any specific results from using the Site or its Services. You agree and understand that RBH has no special relationship or fiduciary duty to you. RBH has no obligation to take any action regarding which users gain access to the Site, what content Users access through the Site, how Content submitted to the Site affects different Users, or what actions Users may take as a result of viewing Content on the Site. The Site may contain, or direct you to third-party websites and resources containing, information or images some individuals may find offensive or inappropriate. RBH makes no representations concerning any Content on the Site or any third-party site, and the Company is not liable for the accuracy, copyright compliance, legality, or decency of material contained on the Site or third-party sites.

The RBH sites and content are provided on an “as is” and “as available” basis, without any warranties of any kind, and no advice or information, whether oral or written, obtained by a User from RBH or through or from any RBH site shall create any warranty not expressly stated in these Terms of Use. RBH, to the fullest extent permitted by law, disclaims all warranties, whether express or implied, including the warranty of merchantability, fitness for a particular purpose, title, and non-infringement. To the fullest extent permissible by law, RBH does not warrant that any RBH site or service will operate error-free or that any RBH site and its servers are free of viruses or other harmful mechanisms. RBH is not responsible for the cost of repair, service, replacement or maintenance of your equipment or data arising from the use of any RBH site or content.

RBH does not screen or sensor User submitted Content, and does not control the actual transaction between Buyers and Sellers. As such, RBH is not responsible for the User submitted Content, or its quality, and does not assume any obligation to remove or screen any User submitted content from the RBH Site to the fullest extent permissible by law.

ELECTRONIC COMMUNICATIONS PRIVACY ACT NOTICE (18 USC §2701-2711): The company makes no guaranty of confidentiality or privacy of any communication or information transmitted on the site or any website linked to the site. The Company will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on the Company’s equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Service.

Indemnification

Sellers shall defend, indemnify, and hold harmless Buyers and their authorized agents, the Company, its affiliates, and each of its and its affiliates’ employees, contractors, directors, suppliers, and representatives from all liabilities, claims, and expenses, including reasonable attorneys' fees and other legal costs, that arise from or relate to their use or misuse of, or access to, the Service and Content, or otherwise from User Submissions, Content and other information, violation of the Terms of Use, or infringement by a Seller, or any third party using a Seller’s account, whether authorized or not, of any intellectual property or other right of any person or entity. The Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by a Seller, in which event the Seller will assist and cooperate with the Company in asserting any available defenses.

To the fullest extent permissible by law, the maximum liability of the Company or a Buyer arising out of or in connection with any RBH Site or Seller’s use of the RBH Services, regardless of the cause of action, will not exceed one hundred US Dollars ($100.00).

Limitation of Liability

To the extent permissible by law, in no event shall the Company, its directors, employees, agents, partners, suppliers, or content providers, be liable under contract, tort, strict liability, negligence, or any other legal or equitable theory with respect to the Service for any lost profits, data loss, cost of procurement of substitute goods or services, or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, substitute goods or services (however arising), or for any bugs, viruses, trojan horses, or the like (regardless of the source of origination).

Prohibited Territories

Accessing the Site is prohibited in territories where the Content is illegal. If you access the Site or its Services from such locations, you do so at your own initiative and are responsible for compliance with local laws.

Notice Policy

By using the Services, you consent to receive from RBH all communications including notices and legally required disclosures electronically; RBH may provide such notices by posting them on the Site. If you desire to withdraw your consent to receive such notices electronically, you must discontinue your use of the Services.

Miscellaneous

If you and the Company execute one or more separate Agreements or Amendment(s) to the Terms of Use, then the conditions of those Agreements or Amendment(s) shall be valid during their valid period. These Terms of Use and other referenced and incorporated material and any Agreements or Ammendent(s) are the entire agreement between you and the Company with respect to the Service, and supersede all prior or contemporaneous communications and proposals, whether written, oral or electronic, between you and the Company with respect to the Service, and govern the future relationship. If any provision is found to be unenforceable or invalid, that provision will be limited to the extent permissible by law or eliminated to the extent necessary for the Terms of Use to otherwise remain enforceable in full force and effect. The failure of either party to exercise any right provided herein shall not be deemed a waiver of such right or any further rights contained herein.

The Company shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond the Company’s reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation, and acts of God.

The Terms of Use are personal to you, and are not assignable, transferable, or sublicensable by you except with the Company's prior written consent. The Company may assign, transfer, or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms of Use and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the Terms of Use, the prevailing party will be entitled to recover costs and attorneys' fees.

All notices under the Terms of Use will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.

The Company may sell, transfer, assign, or otherwise dispose of their rights under this Agreement, in whole or in part, to any person, firm or corporation. In such event, the User shall be bound by the terms of this Agreement for such buyer, transferee, or assignee.

This Agreement and all related transactions and exhibits shall be construed and governed according to the laws of the State of New York, (excluding conflict of law provisions). For any action brought with regard to Services covered by this Agreement the venue shall be at the Company’s discretion. You agree that RBH and its Services are deemed a passive website that does not give rise to general or specific personal jurisdiction in any jurisdiction, other than the State of New York, over RBH or its parents, subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers or shareholders. User irrevocably waives any objection to the jurisdiction or venue and use of the Site constitutes doing business in the State of New York. Unless express definition herein or the context hereof otherwise requires, all terms used in this Agreement which are defined by the Uniform Commercial Code, as adopted in the State of New York, shall have the same definition and meaning for purposes of this Agreement and all related transactions and documents. The United Nations Convention on Contracts for the International Sales of Goods shall not apply to this Agreement.

Real Big Hits Funding Corporation contest rules.

Contest Background

Real Big Hits Funding Corp. (“RBHFC”) is a New York based and established non-profit organization created to provide funding and promotion for creative individuals and small organizations. It uses sponsorship, fund raising, and other activities in order to establish live or online contests (“Contest”), promotional events, and marketing channels to reach its goals. Contest rules are listed below. Beyond operational and marketing expenses, all funds provided to RBHFC will be spent on running Contests and funding Contest winners.

RBHFC and Empress Intelligence LLC dba Real Big Hits (“Real Big Hits”) are separate legal entities with similar goals. Real Big Hits markets its portal to open doors for creative individuals, facilitating the funding and/or sale of creative content to prospective Buyers. Sellers are automatically considered as entrants for the Contest unless they opt out. They must use the realbighits.com portal to upload Content (as defined herein), and both Sellers and Contest judges agree to abide by both these Contest Rules and the realbighits.com Terms of Use.

Submission process

Participants in RBHFC Contests can be organizations or individuals. Participating individuals must be 18 years of age or older. No purchase is necessary to enter. Eligible participants may submit appropriate content for consideration by the judges, which may include videos, scripts, concepts, photographs, artwork or other materials or other content (“Content”) as part of their entry materials for a Contest. Entries must be submitted onto realbighits.com and must abide by the posted Terms of Use for the realbighits.com website. Entrants cannot be employees or contractors of Real Big Hits, RBHFC, or other related entities at the time of the Contest and up to six months prior to the date the Contest is posted on the RBHFC or Real Big Hits websites.

Only active Seller Content on the portal prior to the start of the judging process can be considered for such Contest. All Content submitted to realbighits.com will be considered as submissions for the Contest unless the Seller sends notification by email to chris.guli@realbighits.com by mail to Real Big Hits /47-42 Davis Court/ New York, NY 11101, or if the Contest is governed by any other materially different Contest rules, terms, or conditions than stated herein. Sellers may also withdraw Content from the Contest by removing it from the site before judging begins.

Eligible Content

Sellers warrant that any Content submitted for a Contest is their own original work or the original work of their business, with full rights and releases, as detailed under the Terms of Use for Realbighits.com. All other Seller terms and conditions of Realbighits.com will apply, including, but not limited to, the appropriateness of the Content. RBHFC may, at its sole discretion, disqualify any applicant at any stage that violates the terms of the Contest or Terms of Use of the realbighits.com website.

License to Use

By submitting Content to any Contest to RBHFC and/or the Real Big Hits website, each participant hereby grants to RBHFC and Real Big Hits a worldwide, non-exclusive license to use that Content solely for the purpose of the promoting and running the Contest in any media and, specifically, to make material available via realbighits.com and other media.

Technical Requirements

All Content must be original. Video files must be upload to a realbighits.com Seller account according to the procedures, specifications, and conditions listed therein.

Additional Requirements

If any participant uses any talent whose performance is subject to a collective bargaining, guild, or similar agreement, such participant must be able to provide evidence that such talent agrees to accept scale or minimum rates (if your Submission is used in a manner subject to another agreement), that the talent’s compensation is fully paid up and allows for usage in all media worldwide for all lawful purposes in perpetuity.

Judging Process

Real Big Hits staff will screen applicants to identify up to ten finalists in for Fiction and Non-Fiction categories. These finalists will be notified by email of their status as finalists. The finalists’ entries will then be screened by a panel of judges representing media and broadcast companies in the summer of 2016. They will judge the finalists and choose winners in each category. Criteria for judging will be creativity, originality, and production quality. The decisions of the Real Big Hits staff and the judges are binding and final.

Live Event

Future contests may involve a live event. RBHFC may give finalists the opportunity to make brief comments about their submissions. Material from the finalists will be played publically at the event to the judges and the public attendees. RBHFC may, at is sole option, stream the event as well. RBHFC will publish certain information, including the name, city, state, and country of the Contest finalists and/or the Contest winners. If a Contest finalist and/or Contest winner is unwilling to have material, Content, and information shared publically or streamed, then they must contact Real Big Hits by email chris.guli@realbighits.com or by mail to Real Big Hits /47-42 Davis Court/ New York, NY 11101. A finalist choosing not to participate will be removed from consideration, and another finalist will be selected.

Prizes

RBHFC will announce the Contest prizes in the advance of the show. Contest prizes may be subject to alteration without notification and for any reason. Winners of any contest administered by RBHFC, Real Big Hits, or their parent companies, subsidiaries and affiliates may be required to complete and submit an IRS Form W-9 with a valid US Social Security Number, or the equivalent thereof, for receipt of any prize valued at six hundred US dollars ($600.00) or more, or for any prizes awarded by RBH in a calendar year with an aggregate value of $600 or more. Failure to submit a complete W-9 or the equivalent may, at RBHFC’s sole discretion, result in forfeiture of the prize for which such person is eligible.

Announcement of Winners

Participants agree to provide their name, city, state, and country, and have such information released for the purpose of the publicity for RBHFC and Real Big Hits. By submitting entries to any RBHFC Contest, Participants grant RBHFC and Real Big Hits the right to use their name, likeness and/or biographical materials in any way using any method for the purposes contemplated herein. Participants agree that such information provided to RBHFC will be only true, accurate and complete information. Finalists agree that they may be photographed and their voice recorded and the likeness or description of their Material may be shared publically for promotional purposes. RBHFC will make reasonable efforts to not allow video recordings or digital copies of the Contest entries that are screened during the Contest’s Live Event.

Publicity

Finalists and winners are encouraged but not required to participate in a reasonable number of customary promotional and publicity activities (including public appearances, press junkets, and case studies). As participation is not required, the finalists and winners shall be responsible for all related expenses, including, but not limited to, travel, lodging, meals, and transportation. Participants and winners do not have permission to use the logos, brands, or intellectual property of any sort from any of the contest sponsors without their express written permission.

Event cancellation or changes

RBHFC reserves the right to suspend, cancel or modify a Contest at is sole discretion and for any reason, including, but not limited to, fails, lack of entrants, funding, judges, or any acts of God. If for any reason the Competition is canceled or cannot be administered or completed as planned, RBHFC reserves the right, at its sole discretion, to determine the winners by any process it deems fair and equitable, or schedule the contest for a later date. RBHFC has no responsibility or liability if the event is cancelled or changed.

Complete Agreement

The contest rules and the terms of use of realbighits.com are a complete agreement between the two parties. In the event of conflict, the Terms of Use on realbighits.com shall be valid. If there is amendment between the parties, then those terms and conditions shall hold. If any provision of these Contest Rules is held illegal or unenforceable, such provision shall be severed and shall be inoperative, and the remainder of this Agreement shall remain operative and binding on the Parties.

Indemnity

Sellers agree to indemnify, hold harmless and defend RBHFC and Real Big Hits, including their parent companies, subsidiaries and affiliates, and their respective directors, members, employees or agents; the judges and the organizations the judges represent; and sponsoring organizations/promotional partners and their representatives from and against the full amount of all claims, liabilities, actions, suits, proceedings, assessments, judgments, decrees, losses, fees, damages, settlement funds, and associated costs and expenses, including reasonable attorney’s fees, arising from or in connection with any Contest entry or other submission, and/or Content that the participant posts, stores or otherwise transmits on or through RBHFC or realbighits.com, as well as your conduct on the website and/or violation of the Terms of Use and/or Contest rules, rights of privacy, rights of publicity, false light, defamation, and other torts (including negligence), copyright, patent and/or trademark infringement. Notwithstanding anything herein to the contrary, in the event of any claim by a third party affecting or relating to the Seller or Seller’s material, RBHFC shall have, in addition to any other rights available to it, at law or in equity, the right to immediately revoke any prize.

Jurisdiction

These terms and conditions are governed by and construed and performed in accordance with the laws of New York and the United States, whose courts shall be the courts of exclusive jurisdiction.