1. About Impact Crew

Welcome to Impact Crew (the “Network”), an online platform that facilitates hiring, information sharing, messaging and professional networking for entertainment industry professionals, that is operated by Impact Creative Systems and/or its affiliates, related entities, divisions, subsidiaries, or parent companies (“Impact,” “we,” “our,” or “us”). The Network includes the Impact website and/or its subdomains (the “Site”), the Impact mobile application (the “App”), and may include other means of accessing the Network (collectively, the “Services”). Please read these terms carefully. In creating an Account or accessing the Services, you are agreeing to these Terms of Service (“Terms of Service” or “Terms”), which form a binding contract between you and Impact. If you are using the Services on behalf of a company or organization, you represent that you have permission and authority to represent such company or organization, and such company or organization will also be considered a party to the contract established by these Terms.

From time to time, Impact may decide to modify, add, or delete portions of these Terms and will post those changes here. If Impact does so, your continued use of the Services after any such changes have been made means you agree to such changes. We will call your attention to any material modifications to these Terms, either directly by e-mail or through your Account, or with a notice when you enter the Services. The amended Terms will automatically be effective when posted or on a date certain, as indicated. Impact reserves the right to suspend or terminate the Services for any reason or at any time, and to change, withdraw and improve the features and functionality of the Services.

2. Privacy Policy

At Impact, we are committed to privacy and security, and to providing the best possible user experience for our users. Please view our Impact Crew Privacy Policy, which explains our practices relating to the collection and use of your information through or in connection with the Services. You acknowledge that your information will be collected, used, and shared consistent with the Privacy Policy.

4. Content & Ownership

The Services contain different types of content and to each type, different sets of rights and rules will attach. In each case “Content” includes, text, graphics, photographs, videos, illustrations, artwork, and other works of authorship that may be uploaded to or exchanged through the Services. Content may be protected by copyright, trademark, service mark, trade dress, patent, moral rights, or other proprietary rights (“IP Rights”).

Records: Records of information, which may include personal information, may be included as part of profiles or as resources as part of the Services. Records may be listed by Impact or by a registered User and may be revised or updated by Impact or a User. Impact cannot guarantee the accuracy of any such Records as of any particular time, and you rely on any such Records at your own risk. You should only use the Records in connection with legitimate professional work and may not use these Records to send mass mailings, unsolicited material, or spam any of the individuals or businesses. Such actions may be a violation of law and of these Terms, with ensuing legal consequences.

Impact Content: All user interfaces, visual interfaces, computer code, design, structure, “look and feel” and arrangement of data and Content is referred to as “Impact Content,” and it is owned by Impact and/or its licensors. Your use of the Services shall not grant you any claim of ownership over the Impact Content, and you may not modify, sell, transfer, or create derivative works based on the Impact Content, in whole or in part, without the permission of Impact.

Studio Content: Studios or similar companies may work with Impact to enable the use of the CrewChat and similar features of the Services to facilitate communications among the crew and other personnel related to certain productions, using admin-controlled threads. Where they have done so, the messages, files, and other documents exchanged in these admin-controlled threads are considered by Impact to be “Studio Content.” The relevant studio and/or the User’s employer(s) may have access to such messages, files, and other documents, and data or logs related thereto, and may enforce any applicable workplace policies or contractual terms that may exist between the User and the studio or employer. Impact is not responsible for the existence or enforcement of any such policies or terms..

User Content: Users may upload content to their profiles within the Services or exchange content in or through messaging features of the Services, including without limitation their resumes and other materials that showcase their work capabilities. This type of content is referred to herein as “User Content.” Any User Content relating to future productions such as idea submissions, scripts, suggestions, business plans, concepts or demos in any media including photographs, graphics, or audiovisual media, shall be subject to Impact’s submission release agreement, located [here][2]. Users represent that (a) they have all right, title and interest in the User Content they upload to or exchange through the Services, or are otherwise authorized to upload or exchange the User Content through the Network; and (b) the User Content Content does not violate the privacy rights, publicity rights, IP Rights, or other rights of any person. Users hereby grant a limited, non-exclusive, royalty-free license to use, copy, perform, display and distribute the User Content to (y) Impact, to provide the Services; and (z) other Users for their professional use in determining whether to hire the uploading User and in connection with the fulfillment of any employment or contractual relationship between the uploading User and the licensed User. Impact does not endorse or vouch for, any User Content, is not involved in the use of any User Content by other Users, and makes no guarantee of the likelihood of success, hiring, or publication of the User Content. Each User hereby releases and absolves Impact of any responsibility or obligation toward User Content. [2]: https://www.impactdevelopment.com/impact-general-submission-release

5. Account Creation; Termination

Access to the Network is by invitation only. We may also provide you with the ability to claim a profile that we have created about you. You may request access and/or claim your profile through the Site. If a User is approved to join the Network, they will be required to create an account (“Account”). Visitors to the Site may browse certain offerings without creating an Account, and in that event, are bound only to the Terms of Use, rather than these Terms of Service. Each User agrees to provide accurate, current, and complete information during the Account creation process and in connection with your use of the Services, and to update such information to keep it accurate, current, and complete. You must be at least 18 years of age to create an Account. If you create an Account, you are responsible for maintaining the confidentiality of your account and password, and for restricting access to your computer or mobile device, and you agree to accept responsibility for all activities that occur under your registration, username, password, and/or Account. We therefore urge you not to share your Account credentials with anyone. You agree to notify us immediately of any unauthorized access to or use of your Account. Impact may deny requests to join the Network within its discretion, including but not limited to because Impact is unable to verify the identity or relevant industry experience of the individual applying for access. If you believe you received a rejection in error, please e-mail help@impact.net. You represent that you are using your Account for a lawful purpose – you may not use your Account or the Services for the purpose of committing or furthering fraudulent acts or for committing any acts that would give rise to both or either civil and criminal liability. We may, in our sole discretion, terminate your password, Account (or any part thereof) or use of the Services at any time and for any or no reason. Impact will not be liable to you or any third party for any termination of your access to the Services. Should your status as a User of the Services be terminated for any reason, whether voluntarily or involuntarily, you hereby agree and represent, as a condition for your use of the Services, that you will (i) stop using the Network and any information obtained from the Services, and (ii) destroy all copies of your account information, password and any information obtained from the Services, including but not limited to all Content in your possession that originated with the Services and/or the Network.

6. Prohibited Actions

By using the Services:

• You agree not to access the Site or App by any automated means, including but not limited to, by scraping or other methods of gathering information or data.
• You may not attempt to gain unauthorized access to the Services or to any other User’s Accounts, computer systems, or networks.
• You may not upload or exchange Content that impairs, damages, or places an unnecessary load on the Services, or systems, server or equipment.
• You may not upload or exchange Content that is defamatory, libelous or that promotes illegal activity, or that is involved in the exploitation of persons under the age of eighteen (18) in a sexual or violent manner, or otherwise violates applicable law, and we reserve the right to remove such Content without advance notice.
• You will not upload or exchange any files that contain viruses, Trojan horses, malware, spyware, worms, corrupted files, or any other material or software that may damage the operation of another device.
• You may not upload or exchange Content that you should know or do know infringes on the IP Rights of others.
• You may not upload or exchange information or Content that is false, misleading or violates the rights of another, and you may not pass off the Content of others as your own.
• You may not download, excerpt, or share any Content from the Network, except as licensed as described above.
• You may not block, delete, alter or defeat any copyright notices, watermarks, dates, disclaimers or other protections associated with the Content and any such protective marks must remain with the Content as you use or share it.

7. Third Party Websites

The Site may contain links to third party services that take you outside of the Impact Services (“Linked Services”). We do not control, endorse, sponsor, recommend or otherwise accept responsibility for such Linked Services, nor do we make any warranties or representations, express or implied, regarding the content (or the accuracy, currency, or completeness of such content) on any Linked Services. When you follow a link to another service, that service will be governed by different terms and a different privacy policy. You should be sure to read and agree to those policies.

8. Indemnification

You agree to defend, indemnify, and hold harmless Impact, its affiliates, related entities, divisions, subsidiaries, or parent companies, its officers, directors, employees, affiliates and agents from and against any claims, losses, damages, fines, penalties or other liabilities in any way associated with: (i) your use of and access to the Services and participation in the Network, including but not limited to, your access to the Content, your interactions with any Users, and the results or lack of results from those interactions; (ii) your violation of any of these Terms; and (iii) your violation of any applicable law or third party right, including but not limited to, any IP Right or privacy right related to your Content and use of the Services.

9. Disclaimers

IMPACT MAKES NO REPRESENTATION AS TO THE COMPLETENESS, ACCURACY OR CURRENCY OF ANY INFORMATION ON THE SITE OR APP OR WITHIN THE SERVICES, WHETHER PROVIDED BY IMPACT OR A USER. THE CONTENT AND INFORMATION INCLUDED AS PART OF THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY FOR THE INFORMATION OR SERVICES PROVIDED AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, EXPECTATIONS OF PRIVACY OR NON-INFRINGEMENT. IMPACT DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ITS SITE OR APP OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IMPACT DOES NOT SPONSOR OR ENDORSE ANY PARTICULAR CONTENT, SPECIFIC USERS OR CONNECTIONS BETWEEN USERS. IMPACT IS LIKEWISE NOT RESPONSIBLE FOR ANY INTERACTIONS BETWEEN USERS OR OTHERS THAT OCCUR OUTSIDE OF THE SERVICES, WHETHER ONLINE OR IN PERSON. IN ALL SUCH CONNECTIONS AND INTERACTIONS, EACH USER AGREES THAT THEY PROCEED AT THEIR OWN RISK. NO GUARANTEES ARE MADE OF SUCCESS AND NO PROMISES ARE MADE AGAINST FAILURES.

10. Limitation of Liabilities

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL IMPACT (OR ITS OFFICERS, DIRECTORS, AFFILIATES, AGENTS, SUBSIDIARIES, RELATED ENTITIES, JOINT VENTURES AND EMPLOYEES) BE LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE, THE USE OR INABILITY TO USE THE SITE, APP, SERVICES, OR CONTENT INCLUDING ANY LOSS OF REVENUE, PROFITS, OR DATA OR BUSINESS INTERRUPTION, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND EVEN IF IMPACT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL IMPACT’S AGGREGATE LIABILITY (OR THE AGGREGATE LIABILITY OF ITS OFFICERS, DIRECTORS, AFFILIATES, AGENTS, SUBSIDIARIES, RELATED ENTITIES, JOINT VENTURES AND EMPLOYEES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE, THE SITE, THE APP OR THE SERVICES (WHETHER IN CONTRACT, TORT NEGLIGENCE, WARRANTY OR OTHERWISE) EXCEED $1,000. ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST BEGIN NO LATER THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR BE PERMANENTLY BARRED.

11. Disputes between Users; Release

Any and all disputes between one User and another User of the Services (“User Disputes”) must be resolved between the parties to that dispute. Impact will not get involved and is not responsible for any interactions between Users of its Services and need not be informed of any User Disputes. For all such User Disputes, and for all other matters relating to your use of the Services or participation in the Network, you hereby release and discharge Impact (and its officers, directors, affiliates, agents, subsidiaries, joint ventures and employees) from and against any and all claims, obligations, liabilities, judgments, demands, expenses and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such User Disputes. If you are a California resident, you hereby waive California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor or releasing party does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor or released party.”

12. Claims of Infringement

Impact respects the intellectual property of others and requires that you do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, Impact will respond expeditiously to notices of alleged copyright infringement that are duly reported to its Designated Copyright Agent identified in the notice below. Impact will disable and/or remove access to the Services for Users who are repeat infringers. If you believe that your Content has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Impact Copyright Agent the following information:

DMCA Notice of Alleged Infringement (“Notice”)

• Identify the copyrighted work that you claim has been infringed, or if multiple works are covered by this Notice you may provide a representative list of the copyrighted works that you claim have been infringed.
• Identify the material or link you claim is infringing and provide a description of where the infringing work is located on the Services.
• Provide your mailing address, telephone number and e-mail address.
• Include both of the following statements in the body of the Notice:

• “I hereby state that I have a good-faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.”
• “I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”

• Provide your full legal name and your electronic or physical signature.
• Deliver this Notice, with all items completed, to Impact’s Designated Copyright Agent:

Copyright Agent

Impact Creative Systems, Inc.

150 S. El Camino Drive, Suite 100, Beverly Hills, CA 90212

help@impact.net

While Impact considers all such notices seriously, you may be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that content or activity is infringing. Accordingly, if you are uncertain whether material infringes your copyrights (including whether use of copyrighted material may constitute fair use) you may wish to seek the advice of an attorney.

13. Mobile Features

We may offer features that are available to you via your mobile phone or other mobile device. These features may include the ability to communicate with us and other Users, interact and post content, or otherwise access features of the Services (collectively, “Mobile Features”). Additional terms may apply to your use of any Mobile Feature. We may serve you some or all of our Mobile Features through an application that is owned and operated by us or by a third party developer. Message and data rates and other carrier fees may apply. Fees and charges will appear on your mobile device bill or be deducted from your pre-paid balance. Your carrier may prohibit or restrict certain Mobile Features and certain Mobile Features may be incompatible with your carrier or mobile device. Please contact your carrier with questions regarding these issues.

You agree that the Mobile Features may send communications to your mobile device regarding Impact or other parties. Further, we may collect information related to your use of the Mobile Features. If you use any Mobile Features that require us to be aware of your mobile number, you agree to notify us of any changes to your mobile number and update your account(s) with us to reflect this change.

14. Special Terms for Apple iOS Users

Notwithstanding any other provision within these Terms, the following additional terms are applicable to those using the App on an Apple iOS device: You understand that these Terms are between you and Impact only, and not Apple, Inc. (“Apple”), and that Impact (or any third party developer that may own and operate the App) are responsible for the App and the content thereof. You further understand that the App may not be used in any manner inconsistent with the Apple App Store Terms of Service as of the Effective Date. You are granted a license to use the App on any iOS device that you own or control and as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. We are solely responsible for providing maintenance and support for the Sites, as specified in these terms or as required under applicable law. You understand that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Sites. We are solely responsible for any warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you (if any); and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of us. We, not Apple, are responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Our liability is limited so far as permitted by applicable law. In the event of any third-party claim that the App or your possession and use of such App infringes that third party’s intellectual property rights, we, not Apple, are solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. You and we acknowledge and agree that Apple will have the right (and will be deemed to have accepted the right) to enforce the Terms against you as a third-party beneficiary thereof. You represent and warrant that you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties. You must comply with applicable third party terms of agreement when using the App. If you have any questions or concerns regarding the App, please contact us as described below.

15. Changes to Services; Termination of Services

Impact reserves the right, in its sole discretion, to modify features and functionality of the Services, and to restrict, suspend, or terminate these Terms of Service and your access to all or any part of the Site, the App or the Content or Services, at any time and for any reason without prior notice or liability. You may terminate these Terms of Service by discontinuing your access to and use of the Services. Impact also reserves the right, in its sole discretion, to cease providing the Services at any time.

16. Notice of Arbitration Provision & Waiver of Jury Trial

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. IF YOU DO NOT AGREE TO THESE ARBITRATION TERMS AND/OR WAIVER OF JURY TRIAL, PLEASE INFORM US IN WRITING NO LATER THAN 30 DAYS AFTER THE CREATION OF YOUR ACCOUNT.

Any and all disputes relating to or arising from the Terms of Service or the Privacy Policy, including disputes regarding the validity of this arbitration clause, shall be settled by a single arbitrator in an arbitration administered by JAMS in accordance with the JAMS Streamlined Arbitration Rules and Procedures, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The place of arbitration shall be Los Angeles, California. The arbitration shall be governed by the laws of the State of California. Each party shall bear its own costs and expenses and an equal share of the arbitrators' and administrative fees of arbitration. This agreement to mediate and/or arbitration is a final and irrevocable waiver of the opportunity to file a lawsuit in court to resolve claims and the right to a jury trial to the fullest extent permitted by law. You should carefully consider this and other provisions of these Terms and the Privacy Policy and have the right to consult legal counsel regarding this provision. If there is a conflict between the JAMS Rules and the rules set forth in these Terms, the rules set forth in these Terms will govern.

17. General

These Terms of Service will be governed by the laws of the State of California, without reference to its choice of laws rules. The exclusive jurisdiction and venue for any action under these Terms of Service will be in the state or federal courts located in Los Angeles, California. You hereby accept the personal jurisdiction of such courts. You may not assign any rights granted to you or delegate any of your duties hereunder and any attempt to do so is void and of no effect. Impact may assign its rights and delegate its duties under this Agreement in their entirety in connection with a merger, reorganization, or sale of all, or substantially all, of its assets. Nothing in this Agreement constitutes a partnership or joint venture between you and Impact. Impact’s failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. If any provision of these Terms is held in whole or in part to be invalid, void, or unenforceable in any jurisdiction for any reason, the remainder of that provision and of the entire Agreement will be severable and remain in full force and effect. These Terms of Service set forth the entire understanding and agreement between you and Impact with respect to the subject matter hereof. Sections 5 (Content & Ownership); 6 (Account Creation; Termination); 7 (Prohibited Actions); 8 (Security);11 (Indemnification); 12 (Disclaimers); 13 (Limitation of Liabilities); 14 (Disputes between Users; Release); 16 (Termination); 17 (Notice of Arbitration Provision & Waiver of Jury Trial); and 18 (General) survive any termination or expiration of this Agreement. Additionally, any provision that is, by its nature, intended to survive termination of these Terms will so survive.

18.Contact Us

If you have questions about these Terms or the Services, you may contact Impact at help@impact.net. You may also contact us at:

Impact Creative Systems, Inc.
150 S. El Camino Drive, Suite 100, Beverly Hills, CA 90212