Terms & Conditions

Z-FORCE WEBSITE TERMS OF SERVICE

The Z-Force is a children's animated property, which is loosely based on the legend of the Chinese Zodiac and is for entertainment purposes only. PLEASE READ THIS TERMS OF USE AGREEMENT CAREFULLY BEFORE USING THIS WEBSITE.

1. Acceptance of Terms

THESE TERMS OF SERVICE, AS AMENDED FROM TIME TO TIME AND PUBLISHED AT http://www.z-force.tv/page/terms-conditions.html, AND AS INCORPORATING THE Z-FORCE PRIVACY POLICY AVAILABLE AT http://www.z-force.tv/page/privacy-policy.html ("TERMS OF SERVICE"), ARE A LEGAL AGREEMENT BETWEEN Vitello Productions, Inc. AS THE AUTHORIZED OPERATOR OF THE Z-FORCE WEBSITE on behalf OF THE Z-Force Joint Venture, LLC (HEREINAFTER REFERRED TO AS THE "COMPANY") AND YOU ("YOU"). THE Z-FORCE JOINT VENTURE IS a joint venture between Cartoon Ventures, Inc. and Z-Force Enterprises, LLC. AS FURTHER DESCRIBED IN SECTION 4 HEREIN, Z-FORCE ENTERPRISES, LLC, OWNS THE COMPANY SITES (DEFINED BELOW) AND ALL CONTENT THEREIN OR THEREON.

YOU MUST READ AND AGREE TO THESE TERMS OF SERVICE, INCLUDING THE PRIVACY POLICY, BEFORE USING THE Z-FORCE WEBSITE AND/OR OTHER WEBSITES, WEBPAGES, FORUMS AND/OR BLOGS OPERATED, LICENSED AND/OR CONTROLLED BY COMPANY (COLLECTIVELY, THE "COMPANY SITES") AND/OR ANY COMPANY APPLICATIONS, GAMES, PRODUCTS AND/OR SERVICES AVAILABLE ON OR THROUGH THE COMPANY SITES (COLLECTIVELY, THE "Z-FORCE SERVICES"). BY USING THE COMPANY SITES AND/OR THE Z-FORCE SERVICES, YOU AGREE TO THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, DO NOT USE THE COMPANY SITES AND/OR THE Z-FORCE SERVICES.

You are responsible for regularly reviewing the Terms of Service, as the Terms of Service may be modified at any time. All such modifications will be effective immediately upon posting. The most current version of the Terms of Service can be reviewed at http://www.z-force.tv/page/terms-conditions.html. If You are dissatisfied with any modification to the Terms of Service, Your only remedy is to terminate Your use of the Company Sites and/or the Z-Force Services, as described in Section of the Terms of Service. Your continued use of the Company Sites and/or the Z-Force Services after a change or update has been made to the Terms of Service constitutes Your acceptance of such change or update.

UNDER 18: IF YOU ARE A PARENT OR GUARDIAN AND YOU PROVIDE YOUR CONSENT TO YOUR CHILD'S REGISTRATION WITH THE Z-FORCE SITE, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE IN RESPECT OF SUCH CHILD'S USE OF THE Z-FORCE SITE.

2. Eligibility

YOU MUST BE AT LEAST 13 YEARS OF AGE TO USE THE COMPANY SITES AND/OR THE Z-FORCE SERVICES, OR YOU MUST OBTAIN VERIFICATION OF CONSENT FROM A PARENT OR LEGAL GUARDIAN. By using the Company Sites and/or the Z-Force Services, You represent and warrant that (a) You are 13 years of age or older, or You have provided sufficient information to allow Company to obtain verifiable consent from a parent or legal guardian for Your use of the Company Sites; (b) all registration information You submit to Company is truthful and accurate; (c) You will maintain the accuracy of such information; and (d) Your use of the Z-Force Services or the Company Sites does not violate any applicable law or regulation. Children 13 years and younger must provide sufficient information to allow Company to obtain verification of consent from a parent or legal guardian in order to use the Company Sites and the Z-Force Services. Unless we have received acceptable, verifiable consent from a parent or legal guardian, You represent and warrant by use of the Company Sites or Z-Force Services that You are 13 years of age or older and otherwise have the legal capacity to enter into these Terms of Service. Your profile may be deleted and Your user account may be terminated without warning if Company believes, in its sole discretion, that You are under 13 years of age and we have not obtained verifiable consent from Your parent or legal guardian. If You are a parent or legal guardian and You provide Your consent to Your child's use of the Company Sites and/or Z-Force Services, You agree to be bound by these Terms of Service in respect to Your child's use of the Company Sites and/or Z-Force Services.

3. User Accounts

To use the Company Sites and/or the Z-Force Services, You may be required to create a user account ("Account"). If You create an Account, You agree to provide Company current, complete, true and accurate information, and to update this information should it change. Company may suspend, terminate, modify, or delete Your Account with or without notice to You, at any time for any reason or for no reason, including but not limited to for violation of the Terms of Service.

Some Z-Force Services may require payment of fees to Company; if You purchase any Z-Force goods or services that require payment of fees to Company, You agree to provide Company with current, complete, true and accurate billing information, such as Your credit card or other payment system number and expiration date.

If You create an Account, You may be asked to choose a password and a screen name. You agree that You will not use a screen name which is or is strikingly similar to Your full legal name, and You agree, in the sole discretion of Company, that Your screen name will not:

You agree that You will not take any actions for the purpose of circumventing the foregoing restrictions. You understand and agree that Company reserves the right to change, remove, alter or delete any screen name at any time and for any reason in Company's sole discretion.

YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR PASSWORD AND FOR ANY AND ALL ACTIVITIES THAT OCCUR IN ASSOCIATION WITH YOUR ACCOUNT, WHETHER OR NOT AUTHORIZED BY YOU. You agree to notify Company immediately of any unauthorized use of Your Account or any other breach of security and to provide properly documented evidence as requested by Company. You may not use anyone else's Account at any time and You may not allow anyone else to use Your Account at any time. You agree that Company will not be liable for any loss You may incur as a result of someone else using Your password or Account, either with or without Your knowledge, and You further agree that You will be liable for losses incurred by Company or another party due to someone else using Your Account or password.

You acknowledge and agree that You (and not Company) are responsible for obtaining and maintaining all telecommunications, broadband, and computer hardware, equipment, and services needed to access and use any service provided by Company, including the Z-Force Services, and paying all charges related thereto. You also acknowledge that You are responsible for obtaining and maintaining Your access to any web site through which You access Company products or services, including the Company Sites and the Z-Force Services.

Company reserves the right to terminate or suspend Your Company SITES and/or Z-FORCE Accounts and/or Your access to the Company Sites and/or the Z-force Services at any time, for any reason or no reason, with or without notice to you. Company also reserves the right to change or discontinue any service or feature provided by Company, including, without limitation, the Company Sites and the Z-force Services, at any time and without notice. You agree that Company shall not be liable for any loss or damage caused, directly or indirectly, by any such termination, suspension, change or discontinuance.

In the event that Your Account or a particular subscription is terminated, suspended or canceled, no refund will be granted and no other credits will be credited to You or converted to cash or other form of reimbursement, and You will have no further access to Your Account or anything associated with it.

4. Ownership of Content

"Content" shall mean including, without limitation, characters, data, images, photographs, animations, video, audio, music, text, and applets on the Company Sites, and any and all other material and information You see on the Company Sites and/or the Z-Force Services, whether provided by Z-Force Enterprises, LLC or by users of the Z-Force Services. Company is not responsible for the Content on the Company Sites or in the Z-Force Services. ALL USE OF CONTENT IS PROVIDED "AS IS" AND AT YOUR OWN RISK.

YOU ACKNOWLEDGE AND AGREE THAT ALL CONTENT IS THE PROPERTY OF Z-FORCE ENTERPRISES, LLC AND/OR ITS LICENSORS AND THAT YOU HAVE NO INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS IN ANY CONTENT, REGARDLESS OF WHETHER THAT CONTENT WAS PROVIDED BY COMPANY, YOU, OR ANOTHER USER OF THE Z-FORCE SERVICES.

You acknowledge that the Content, Z-Force Services and Company Sites are protected by copyrights, trademarks, and other proprietary rights owned by Z-Force Enterprises, LLC, and/or its licensors, including rights to the selection, coordination, arrangement and enhancement of such Content, and that these rights are valid and protected in all media existing now or later developed. Except as expressly provided herein, Z-Force Enterprises, LLC and its licensors do not grant You any express or implied rights, and all right, title and interest that Z-Force Enterprises, LLC has in the Company Sites and/or the Z-Force Services, that are not expressly granted by Z-Force Enterprises, LLC to You are retained by Z-Force Enterprises, LLC. No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted or sold in any form or by any means, in whole or in part, without Z-Force Enterprises, LLC's prior written permission, except that the foregoing does not apply to Your own posted submission.

You agree that You may not upload or otherwise transmit on or through the Z-Force Service Content that is subject to any third-party rights unless any holder of such rights has given express authorization for distribution on the Company Sites and/or the Z-Force Services.

You agree that any Content You submit does not create and obligation for Company to provide You any payment or other remuneration. If and to the extent You are deemed to have retained, under applicable law, any right, title or interest in or to any portion of the Content, You hereby transfer, grant, convey, assign and relinquish exclusively to Company all of Your right, title and interest in and to the Content, without reservation and without additional consideration, under applicable patent, copyright, trade secret, trademark and other similar laws or rights, in perpetuity, and in the alternative to the extent such assignment is ineffective under applicable law, You hereby grant to Company, the exclusive, irrevocable, sublicensable, transferable, worldwide, paid-up license to reproduce, fix, adapt, modify, translate, reformat, create derivative works from, manufacture, introduce into circulation, publish, distribute, sell, license, sublicense, transfer, rent, lease, transmit, publicly display, publicly perform, or provide access to electronically, broadcast, communicate to the public by telecommunication, display, perform, enter into computer memory, and use and practice the Content, all modified and derivative works thereof, all portions and copies thereof in any form, all inventions, designs, and marks embodied therein, and all patent, copyright, trade secret, trademark and other intellectual property rights thereto, and/or to incorporate the same in other works in any form, media, or technology now known or later developed. To the extent permitted by applicable laws, You hereby waive any moral rights You may have in the Content.

5. User Submissions. Company does not accept or consider unsolicited ideas, including ideas for new promotions, products, technologies or processes (collectively, "User Submissions"). You must not transmit any User Submission to or through the Company Sites or to Company through email that you consider to be confidential or proprietary, and any User Submissions shall be deemed non-confidential. You are responsible and liable for any User Submissions. You agree, represent and warrant that any User Submission is (a) truthful, accurate, and not misleading, (b) offered in good faith, and (c) that you have the right to transmit such information. Certain information submitted by you, or otherwise collected from you, is subject to Company's Privacy Policy.

Except as expressly provided in Company's Privacy Policy, you agree that by submitting User Submissions to Company, including any concepts, know-how or ideas, you hereby grant Company a perpetual, worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of and display the User Submissions in connection with the Company Sites and Company's (and its successor's) business, including without limitation for promoting and redistributing part or all of the User Submission (and derivative works thereof) in any media formats and through any media channels whether now known or hereafter developed, without payment or accounting to you or others.

6. Charges and Billing

You agree to pay all fees or charges incurred by Your Account, including applicable taxes, in accordance with these Terms of Service and the billing terms that are in effect at the time that the fee or charge becomes payable. Unless otherwise indicated, all prices are in US Dollars and do not include Internet service provider, telephone, and other connection charges. Company may add new services for additional fees and charges, or proactively amend fees and charges for existing services, at any time in its sole discretion. You represent to Company that You are an authorized user or an authorized user of the chosen method of payment used to pay all fees You incur plus all applicable taxes. YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT.

Company may provide links to other websites. Some of these websites may charge separate fees, which are not included in any fees that You may pay to Company. Company may also provide access to third-party vendors who provide information, goods and/or services on the Company Sites or the Internet. Any separate charges or obligations You incur in Your dealings with these third parties are Your responsibility. Company makes no representation or warranty regarding any information, goods and/or services provided by any third-party.

Company may offer products or other services for purchase online from Company. You must be at least 18 years of age or older to purchase such products or other services. By ordering a product or service online from Company, You represent that You are 18 years of age or older. If a person under the age of 18 orders a product or service from Company, then the parent or guardian of that person may return the product or service for a refund according to the posted returns and exchanges policy related to that specific order.

7. Limitations

Any use of the Z-Force Services in violation of these terms of use will be regarded as an infringement of Z-FORCE ENTERPRISES, LLC's copyright rights in and to the content.

You may not, under and circumstances, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, adapt, translate, transfer, buy, auction, rent, lease, loan or sell any Content, or other materials appearing in or generated by the Company Sites or the Z-Force Services, or any information obtained from the Company Sites or the Z-Force Services, without the express written consent of Z-Force Enterprises, LLC.

You may not, under any circumstances, create or provide any alternate means (i.e., other than through the Company Sites) to access the Content or Z-Force Services.

You may not, under any circumstances, exploit the Content or the Z-Force Services for any purpose whatsoever.

You may not, under any circumstances, modify or cause to be modified any files that are part of the Content in any manner that is not expressly authorized in advance in writing by Z-Force Enterprises, LLC.

You may not, under any circumstances, use the Content or the Z-Force Services in any manner that is (a) unlawful; (b) that could damage, disable, overburden, or impair any Company server or the network(s) connected to any Company server; (c) that could interfere with any other party's use and enjoyment of Z-Force Services; (d) that reduces the number of users accessing or using or able to access or use the Z-Force Services; (e) that gains or attempts to gain unauthorized access to any Z-Force Services, unpublished information or material, other users' Accounts, or computer systems and/or networks connected to any Company server, or to any of the Z-Force Services, through hacking, password mining or any other means; (f) that collects or aggregates information regarding other users' actions relating to the Z-Force Services; or (g) that reverse engineers, decompiles, disassembles or attempts to reverse engineer, decompile, or disassemble any part of the Content or Company Sites, including but not limited to any proprietary communications protocol used by Company.

8. Communication Services

The Company Sites and/or the Z-Force Services may contain e-mail services, post card services, personal web pages, photo albums, file cabinets and/or other message or communication facilities designed to enable You to communicate with others (collectively the "Communication Services").

You agree to use the Communication Services only to post, send, and receive messages and material that are in accordance with the rules of conduct set forth herein. Company reserves the right to terminate or suspend Your access to any or all of the Communication Services at any time, without notice, for any reason or for no reason.

Company is not responsible for the communications of other users via the Communications Services. You acknowledge that chats, postings, conferences and other communications by users are not controlled or endorsed by Company, and that such communications shall not be considered reviewed, screened or approved by Company. Statements made in post cards reflect only the views of their authors. Company specifically disclaims any liability with regard to the Communication Services and any actions resulting from Your participation in any Communication Services. Company has no obligation to monitor the Communication Services; however, Company reserves the right to remove any material from the Communication Services at any time, without notice, for any reason or for no reason.

You acknowledge and agree that Your communications with other users via the Communications Services are public and not private communications, and that You have no expectation of privacy concerning Your use of the Communications Services. You acknowledge that personal information that You communicate via the Communications Services may be seen and used by others and result in unsolicited communications; therefore, Company strongly encourages You not to disclose any personal information about Yourself in Your public communications via the Communications Services. Company is not responsible for information that You choose to communicate to other users via the Communications Services.

You acknowledge and agree that Company has the right (but not the obligation) to do any or all of the following, at its discretion: (i) monitor any information, message or material transmitted via the Communications Services; (ii) alter, remove, or refuse to post or allow to be posted or stored any such information, message or material ; (iii) monitor and/or filter any of Your communications through the Communications Services (including without limitation by means of blocking or replacing expletives or other language that may be deemed harmful or offensive); and/or (iv) disclose any information, message or material or any communication through the Communications Services, and the circumstances surrounding the transmission thereof, to any third party in order to operate the website; to protect Company and its sponsors, employees, officers, directors, shareholders, agents, representatives and affiliates, and users of the Company Sites and/or Z-Force Services; to comply with legal obligations or governmental requests; to enforce these Terms of Service; or for any other reason or purpose.

You acknowledge and agree that Company, in its sole discretion, may track, record, observe or follow any and all of Your interactions within the Company Sites. Company may share general, demographic, or aggregated information with third parties about the user base of the Company Sites and Z-Force Service usage, but that information will not include or be linked to any personal information without Your consent, except as otherwise provided by these Terms of Service or the Privacy Policy.

9. Rules Of Conduct

By way of examples and not as limitations, You agree that You may not access the Company Sites, Z-Force Services, and/or the Communication Services to:

1. 1. Publish, post, upload, transmit, distribute, disseminate or otherwise make available surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).

   2. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including but not limited to the rights of privacy and publicity.

   3. Publish, post, upload, transmit, distribute, disseminate or otherwise make available any material that is harmful, abusive, vulgar, sexually explicit, defamatory, libelous, obscene, infringing, embarrassing, unwanted, invasive of another's right of privacy or publicity, hateful or racially, ethnically or otherwise offensive or objectionable.

   4. Publish, post, upload, transmit, distribute, disseminate or otherwise make available any material or information, including but not limited to images, photographs, sound files, text files, graphics files, and videos that infringe or misappropriate any copyright, trademark, patent, trade secret, or right of privacy or publicity, or other right of any party.

   5. Publish, post, upload, transmit, distribute, disseminate or otherwise make available any files that contain viruses, spyware, Trojan horses, worms, time bombs, cancelbots, corrupted data, or any other similar software or programs that may damage or interfere with the operation of the Company Sites and/or the Z-Force Services, other users' access to the Company Sites and/or the Z-Force Services and/or other users' computers.

   6. Advertise or offer to sell or buy any goods or services for any purpose.

   7. Publish, post, upload, transmit, distribute, disseminate or otherwise make available any material for which copyright management or digital rights management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material has been falsified, deleted, or otherwise disabled.

   8. Restrict or inhibit any other user from using and enjoying the Z-Force Services, including but not limited to by disrupting the flow of chat in chat rooms with vulgar language, abusiveness, hitting the return key repeatedly, inputting excessively large images so the screen goes by too fast to read, use of excessive SHOUTING (all capital letters) in an attempt to disturb other users, "spamming," or flooding (continuous posting repetitive text).

   9. Violate any applicable laws or regulations, or promote or encourage any illegal activity.

   10. Publish, post, upload, transmit, distribute, disseminate or otherwise make available any material regarding hacking, cracking, exploiting, or otherwise making use of the Company Sites, the Z-Force Services, or the Content in any manner.

   11. Impersonate or create a false identity, including but not limited to identities falsely indicating that the user is a celebrity or a Company or Z-Force Enterprises, LLC representative.

   12. Collect in any manner information regarding users of the Communication Services, the Company Sites, or the Z-Force Services, or other user or usage information or any portion thereof, or distribute such information to any third party.

   13. Attempt to obtain passwords, other Account information, or any other private information from any other user of the Communication Services, the Company Sites, or the Z-Force Services, including, without limitation, the collection personal information about others, including e-mail addresses.

   14. Make false reports to Company administrators.

   15. Publish, post, upload, transmit, distribute, disseminate or otherwise make available any automation software programs or any other unauthorized third-party software program designed to modify the Company Sites and/or Z-Force Services.

   16. Use the Communications Services in any manner other than for personal communication as an individual user (i.e., as a corporation or other entity).

   17. Use the Communication Services for fraudulent transactions.

   18. Use the Communication Services to offer to transfer, buy, auction, rent, lease, loan or sell access to Your Account.

   19. Frame or mirror any part of the Company Sites, Communication Services, and/or Z-Force Services without Z-Force Enterprises, LLC's express prior written consent.

   20. Institute an attack upon any server used in connection with the Company Sites or any portion thereof or otherwise attempt to disrupts such servers.

   21. Modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble all or any portion of the Company Sites or the Content.

   22. Remove, alter, conceal any copyright, trademark, patent or other proprietary rights notices contained in the Company Sites or the Content.

2. Newsletters

By providing Your email address to Company and subscribing to the Company newsletter(s), You understand You may receive periodic information regarding current and future services offered on the Company Sites and/or the Z-Force Services. You may unsubscribe at any time by following the directions contained in each newsletter.

11. Privacy/Security

You understand that any information provided by You or collected by Company in connection with Your use of the Company Sites will be used in the manner described in these Terms of Service and in the terms and conditions of Company's Privacy Policy, such privacy policy being incorporated into and made a part of these Terms of Use by this reference. If You do not agree to the terms of the Privacy Policy you may not use the Company Sites. Without limiting the terms of the Privacy Policy, You understand that Company does not guarantee that Your use of the Company Sites and/or the information provided by You will be private or secure, and Company is not responsible or liable to You for any lack of privacy or security You may experience. You are fully responsible for taking precautions and providing security measures best suited for Your situation and intended use of the Company Sites.

12. Jurisdictional Issues and Export Control Laws

The Company Sites and/or Z-Force Services are operated by Company from its offices within the United States. Company makes no representation that Content and other materials available through the Company Sites and/or Z-Force Services are appropriate or available for use in any other locations. Those who choose to access the Company Sites and/or Z-Force Services from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You agree to abide by applicable export control laws and not to transfer, by electronic transmission or otherwise, any Content or other materials subject to restrictions under such laws to a national destination prohibited by such laws, without first obtaining, and then complying with, any requisite government authorization. You further agree not to upload to the Company Sites any data or software that cannot be exported without prior written government authorization, including, but not limited to, certain types of encryption software.

The Content may not be re-exported, downloaded or otherwise exported into (or to a national or resident of) any country to which the U.S. has embargoed goods, or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. You represent and warrant that You are not located in, under the control of, or a national or resident of any country or on any such list.

13. Termination and Survivability

These Terms of Service are effective until terminated. Company may terminate these Terms of Service with or without notice to You by terminating Your Account as set forth in Section . You may terminate these Terms of Service and Your Account by logging into Your Account and deleting it or by sending a letter stating Your intention to terminate Your Account, including these Terms of Service, to Company at:

Vitello Productions, Inc.

1150 West Olive Avenue

Burbank, California 91506

Attn: Z-Force Webmaster

The provisions of Sections , , 7, and through 28 shall survive any termination of these Terms of Service.

14. Links to Third-Party Sites

The Company Sites may link to third party sites ("Linked Sites"). These Linked Sites are not controlled by Company. Company is not responsible for the information of the Linked Sites, for the business practices or privacy policies of the Linked Sites, or for the collection, use or disclosure of any information by the Linked Sites. Company provides links to the Linked Sites only as a matter of convenience, and the inclusion of any link does not imply an endorsement by Company of any Linked Site.

You acknowledge and agree that Company does not endorse, and shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such information, goods or services available on or through any Linked Sites. You agree that Your use of the Linked Sites, including without limitation Your use of any information, data, advertising, products, or other materials on or available through the Linked Sites, is at Your own risk and is subject to the term and conditions or use applicable to the Linked Sites.

Company is not involved in any way in the actual transaction between the Linked Sites and You. Company acts solely as a passive conduit for the Linked Sites' sales, distribution and the communication of Your information with regards to transaction with Linked Sites.

You assume any and all risks, known or unknown, now existing or hereafter arising, related to the transactions with the Linked Sites' items, including, but not limited to, completing transactions, default, negligence, unauthorized use of Your Account and password and other users acting under false identity.

You acknowledge that Company is not a part to any possible future disputes between You and the Linked Sites. Resolution of any dispute is the full and sole responsibility of the involved parties and Company will not act as a mediator between them. You release Company, its agents, representatives and employees, from any and all claims, demands and damages, direct and indirect, suspected and unsuspected, arising from such dispute.

Company expressly disclaims all warranties with regard to the Linked Sites items or service, including, but not limited to, merchantability, non-infringement and fitness for a particular purpose.

YOU FURTHER AGREE TO RELEASE COMPANY FOR ANY RESPONSIBILITY DERIVATE FROM THIS TRANSACTION AND ACCEPT THE LINKED SITES' TERMS FOR THE TRANSACTION.

We do not allow third-party companies to solicit or advertise to our users. Our intention is to keep the Company Sites free from any type of direct advertising.

Company is not responsible for any software used with or in connection with the Z-Force Services. Company does not control and is not responsible for any information You provide to parties other than Company. Company is not a party to Your agreement with any party that provides software, products or services to You in connection with the Z-Force Services.

15. Disclaimer of Warranty; Limitation of Liability

To the maximum extent allowed by law, neither Company nor its affiliates, subsidiaries, officers, directors, stockholders, employees, licensors, distributors, sublicensees, agents or subcontractors (collectively, the "Company Parties") warrant any connection to, transmission over, or results or use of, any network connection or facilities provided or failed to be provided through the Company Sites and/or Z-Force Services. You are responsible for assessing Your own computer and transmission network needs, and the results to be obtained therefrom.

THE COMPANY SITES AND/OR Z-FORCE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE, WITHOUT WARRANTIES (INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE) OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS SUCH WARRANTIES OR CONDITIONS ARE LEGALLY INCAPABLE OF EXCLUSION. COMPANY PROVIDES THE COMPANY SITES AND/OR Z-FORCE SERVICES ON A COMMERCIALLY REASONABLE BASIS AND DOES NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE COMPANY SITES AND/OR Z-FORCE SERVICES AT TIMES OR LOCATIONS OF YOUR CHOOSING, OR THAT COMPANY WILL HAVE ADEQUATE CAPACITY FOR THE COMPANY SITES AND/OR Z-FORCE SERVICES AS A WHOLE OR IN ANY SPECIFIC GEOGRAPHIC AREA. COMPANY DOES NOT WARRANT THAT YOUR USE OF THE COMPANY SITES OR THE Z-FORCE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE COMPANY SITES (OR ANY PART THEREOF INCLUDING THE CONTENT), THE SERVER(S) ON WHICH THE COMPANY SITES ARE HOSTED OR CONTENT ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE COMPANY PARTIES ASSUME NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, GAME PLAY, ITEMS OR CHARACTERS FROM DELAYS, NONDELIVERIES, ERRORS, SYSTEM DOWN TIME, MISDELIVERIES OR SERVICE INTERRUPTIONS CAUSED BY THE COMPANY PARTIES, OR BY YOUR OR OTHER USERS' ERRORS AND/OR OMISSIONS.

YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR OBTAINING AND MAINTAINING ALL COMPUTER HARDWARE AND OTHER EQUIPMENT NEEDED TO ACCESS AND USE THE COMPANY SITES AND ALL CHARGES RELATED THERETO. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR YOUR USE OF THE COMPANY SITES AND CONTENT AND YOUR RELIANCE THEREON. NO OPINION, ADVICE OR STATEMENT OF COMPANY OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS, EMPLOYEES OR VISITORS, WHETHER MADE ON THE COMPANY SITES, IN THE CONTENT OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR EXPRESSLY AGREE THAT YOUR USE OF THE COMPANY SITES, INCLUDING ANY CONTENT, AND THE Z-FORCE SERVICES ARE ENTIRELY AT YOUR OWN RISK.

THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION APPLY TO ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS) OR INJURY CAUSE BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF CONFIDANT SERVICES OR COMMUNICATION SERVICES, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.

YOU ACKNOWLEDGE AND AGREE THAT TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW THE COMPANY PARTIES ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT BY THEM OR ANY OTHER PERSON REGARDING CONDUCT, COMMUNICATION OR CONTENT ON THE COMPANY SITES AND/OR Z-FORCE SERVICES OR USE OF THE COMPANY SITES AND/OR Z-FORCE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT YOUR EXCLUSIVE REMEDY FOR ANY DISPUTE WITH COMPANY IS TO STOP USING THE COMPANY SITES AND/OR Z-FORCE SERVICES, AND TO CANCEL YOUR ACCOUNT(S). IN NO CASE SHALL THE LIABILITY OF THE COMPANY PARTIES TO YOU EXCEED THE AMOUNT THAT YOU PAID TO COMPANY OR ITS DESIGNEES DURING THE PRIOR ONE (1) MONTH PERIOD FOR THE APPLICABLE SERVICES GIVING RISE TO ANY SUCH LIABILITY. IN NO CASE SHALL THE COMPANY PARTIES BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF THE COMPANY SITES, Z-FORCE SERVICES, OR THE CONTENT, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE COMPANY SITES, Z-FORCE SERVICES, OR THE CONTENT, OR INTERACTIONS WITH COMPANY. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF COMPANY AND THE COMPANY PARTIES SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. COMPANY DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY THIRD-PARTY PRODUCT OR SERVICE OFFERED THROUGH COMPANY SITES AND/OR Z-FORCE SERVICES AND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

Z-FORCE ENTERPRISES, LLC MAKES NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED AS PART OF THE COMPANY SITES AND/OR Z-FORCE SERVICES FOR ANY PURPOSE. THE DOCUMENTS AND RELATED GRAPHICS PUBLISHED ON THE COMPANY SITES AND/OR Z-FORCE SERVICES MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS.

COMPANY EXPRESSLY DISCLAIMS ALL REPRESENTATION AND WARRANTIES REGARDING GOODS OR SERVICES YOU OBTAIN FROM THIRD PARTIES DURING YOUR USE OF THE COMPANY SITES AND/OR Z-FORCE SERVICES. YOU AGREE TO LOOK SOLELY TO THIRD PARTIES FOR ANY AND ALL CLAIMS REGARDING SUCH TRANSACTIONS WITH THIRD PARTIES. YOU FURTHER AGREE THAT THIRD PARTY ITEMS PURCHASED ARE DONE SO VIA AN AGREEMENT BETWEEN YOU AND THE THIRD PARTY.

ANY REFERENCE TO A PERSON, ENTITY, PRODUCT, OR SERVICE ON THE COMPANY SITES DOES NOT CONSTITUTE AN ENDORSEMENT OR RECOMMENDATION BY COMPANY OR ANY OF ITS EMPLOYEES. NO COMMUNICATION OF ANY KIND BETWEEN YOU AND COMPANY OR A REPRESENTATIVE OF COMPANY SHALL CONSTITUTE A WAIVER OF ANY LIMITATIONS OF LIABILITY HEREUNDER OR CREATE ANY ADDITIONAL WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE.

COMPANY RESERVES THE RIGHT TO REMOVE ANY MATERIAL POSTED ON THE MESSAGE BOARDS OR OTHER AREAS OF THIS WEBSITE THAT IT DETERMINES IN ITS SOLE DISCRETION IN VIOLATION OF ANY LAW OR RIGHT OF ANY PERSON, INFRINGES THE RIGHTS OF ANY PERSON, OR IS OTHERWISE INAPPROPRIATE FOR POSTING ON THE WEBSITE.

16. Jurisdiction and Choice of Law

These Terms of Service, and any disputes arising from or relating to the conduct covered by the Terms of Service, are governed by the laws of the State of California. You hereby submit to the exclusive jurisdiction, including waiving any objection to personal jurisdiction, of the courts of Los Angeles County, California without regards to any principles of conflicts of laws and the United Nations Convention on Contracts for the International Sale of Goods. Those who choose to access the Company Sites and/or the Z-Force Services from locations outside of California do so on their own initiative contrary to the terms of these Terms of Service, and are responsible for compliance with local laws if and to the extent local laws are applicable.

17. Dispute Resolution and Arbitration

Any disputes between You and Company relating to Your use of the Company Sites and/or the Z-Force Services that involve a claim of less than $10,000 shall be resolved exclusively through binding non-appearance-based arbitration. A party electing arbitration shall initiate proceedings by filing an arbitration demand with the American Arbitration Association (AAA). The arbitration proceedings shall be governed by the AAA Commercial Arbitration Rules, Consumer Due Process Protocol, and Supplementary Procedures for Resolution of Consumer-Related Disputes. In addition, You and Company agree that the following rules shall apply to the arbitration proceedings: (a) the arbitration shall be conducted, at the option of the party seeking relief, by telephone, online, or based solely on written submissions; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Any disputes between You and Company relating to Your use of the Company Sites and/or Z-Force Services that involve a claim of more than $10,000 shall be subject to the exclusive jurisdiction of the courts of Los Angeles County, California.

18. Assignment

Company may assign these Terms of Service, in whole or in part, at any time. You may not assign, transfer or sublicense these Terms of Service or any or all of Your rights or obligations under these Terms of Service without Company's express prior written consent.

19. Waiver

No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default.

20. Headings

Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof.

21. Indemnity

You agree to defend, indemnify and hold harmless Company and its directors, officers, employees, agents, shareholders, licensors, parent companies and representatives, from and against all claims, losses, costs and expenses (including without limitation reasonable attorneys' fees) arising out of (a) Your use of, or activities in connection with the Company Sites, including the Z-Force Services; (b) any violation of these Terms of Service by You or through Your Account or using Your screen name; or (c) any allegation that any information, messages, or materials that You make available or create through the Company Sites, Communication Services and/or the Z-Force Services infringe or otherwise violate the copyright, trademark, trade secret, privacy or other intellectual property or other rights of any third party.

22. Notice

Notices to You may be made via posting to the Company Sites, by email, or by regular mail, in Company's discretion. Company may also provide notices of changes to these Terms of Service or other matters by displaying such notices or by providing links to such notices. Without limitation, You agree that a printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

23. Severability

If any part of these Terms of Service are determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms of Service shall continue in effect.

24. Complete Agreement

These Terms of Service, including the documents expressly incorporated by reference, constitute the entire agreement between You and Company with respect to its subject matter. These Terms of Service supersede all prior or contemporaneous communications, whether electronic, oral or written, between You and Company with respect to its subject matter and You represent that You have not relied on any such communications in accepting these Terms of Service.

25. Notice for California Users.

Under California Civil Code Section 1789.3, California Website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at (916) 445-1254 or (800) 952-5210.

26. Questions.

If you have any questions, comments or complaints regarding these Terms of Service or the Company Sites or the Z-Force Services, feel free to contact us at: Webmaster@Z-Force.tv.

27. Claims of Copyright Infringement

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If You believe in good faith that materials hosted by Company infringe your copyright (for example, materials owned by Z-Force Enterprises, LLC), You (or Your agent) may send Company a notice requesting that the material be removed or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works located on the Company Sites are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow Company to locate the material on the Company Sites; (d) the name, address, telephone number and e-mail address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If You believe in good faith that a notice of copyright infringement has been wrongly filed by Company against you, the DMCA permits You to send Company a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.copyright.gov for details. Notices and counter-notices with respect to the Company Sites should be sent to Company's Copyright Agent for Notice of claims of copyright infringement at:

Z-Force Enterprises, LLC

c/o Vitello Productions, Inc.

1150 West Olive Avenue

Burbank, California 91506

Attn: Z-Force Webmaster

By Telephone: (818) 955-9930

By Facsimile: (818) 955-9926

By E-mail: DMCA_Agent@Z-Force.tv

Company's Copyright Agent for Notice of claims of copyright infringement should be contacted only for the purposes set forth in this Section 27. ALL OTHER INQUIRIES DIRECTED TO COMPANY'S COPYRIGHT AGENT WILL NOT BE ANSWERED.

28. General Provisions

Company's performance of these Terms of Service are is subject to existing laws and legal process, and nothing contained in these Terms of Service is in derogation of Company's right to comply with governmental, court, and law enforcement requests or requirements relating to Your use of the Company Sites and/or the Z-Force Services or information provided to or gathered by Company with respect to such use.

A printed version of these Terms of Service and of any notices given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

The parties agree that all correspondence relating to these Terms of Service, shall be written in the English language.

Please read Company's Privacy Policy.

These Terms of Service are © 2009 Vitello Productions, Inc. -- All Rights Reserved.

Updated: November 24, 2009