Thank you for accessing the Roxio CinemaNow content distribution service or one of the family of websites owned and/or operated by Sonic Solutions d/b/a CinemaNow ("CinemaNow"). Access to these websites or the Roxio CinemaNow content distribution service (collectively, the "Service") is offered to you, the individual user, by CinemaNow.

By downloading any content or accessing any part of the Service, you are agreeing to these terms of service and all other policies or notices posted by us on our websites (collectively, the "Terms").

If you don't agree to the Terms, don't use the Service. We can change the Terms at any time without any notice to you, and by continuing to use the Service, you agree to be bound by all such modifications or revisions. It is your responsibility to review these Terms from time to time for any changes as they create binding legal agreement between you and CinemaNow. You may not use the Service and accept these Terms if you are not of legal age to form a binding contract with CinemaNow.

OWNERSHIP AND INTELLECTUAL PROPERTY

Any and all audio and/or visual elements of the Service, including without limitation, any HTML, files, text, graphics, images, illustrations, photographs animation, video/audio or audiovisual works, designs or logos, information, and other content made available through the Service (collectively, the "Content") are the property of CinemaNow or its content suppliers. Access to and use of the Content are governed by these Terms.

Roxio, CinemaNow, the Roxio CinemaNow logo, Qflix, the Qflix logo, Hollywood to Home, AllAdultChannel, and other graphics, logos, icons, service names, product names and designations associated with CinemaNow and appearing in connection with the Service (collectively, the "Marks") are trademarks, registered trademarks or trade dress of CinemaNow in the U.S. and/or other countries. The Marks may not be used in connection with any product or service that is not CinemaNow's, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits CinemaNow. You may not use any meta tags or any other "hidden text" with any of the Marks without the express written consent of CinemaNow. If you have any questions about the use of these Marks please contact us at trademarks@sonic.com. All other trademarks not owned by CinemaNow that appear in connection with the Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by CinemaNow.

Any software ("Software") that is made available to you to download, use and/or purchase from the Service is the copyrighted work of CinemaNow and/or third parties. Your use of the Software is governed by the terms of the end user license agreement which accompanies or is included in the Software ("License Agreement").
SOFTWARE IS WARRANTED, IF AT ALL, IN ACCORDANCE WITH THE TERMS OF THE LICENSE AGREEMENT. EXCEPT AS SET FORTH IN THE LICENSE AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED.

USE OF THE SERVICE

CinemaNow grants you a non-exclusive, non-transferrable, limited right and license to access and use this Service, and view and privately display the Content by way of one or more computers or other authorized devices connected to the Service via IP networks only, and in strict conformity with these Terms. You may "cache" pages of the Service for the sole purpose of increasing the speed and efficiency at which you access the Service in the future and may download that Content that is available on the Service on a download basis. However, no other copy or use of any portion of the Service is permissible except as specifically permitted hereunder, and the same shall constitute an act of copyright infringement. By way of example, and not limitation, subject to the other conditions of these Terms, you may not sublicense, alter, adapt, transmit, publicly perform or display, distribute, customize, modify, add to, delete from, create derivative works based upon any portion of the Content, link or forward any web address to this Service, copy, counterfeit or paste the Content to any other website or web page. You may not publicly display any portion of the Service, or any films or other audiovisual or digital works available at this Service, without a written license signed by a party authorized to legally bind CinemaNow to such a contractual arrangement. Any other use or exploitation of this Service, including the Content, is strictly prohibited. You agree and acknowledge that you shall not acquire any ownership rights by downloading the Content from the Service. You agree that links to the Service are only permitted upon express permission from and arrangement with CinemaNow. You acknowledge and agree that modification of the Content or use of the Content for any other purpose is a violation of CinemaNow's and possibly other third parties' copyright and proprietary rights. You agree to use the Content and this Service only for purposes which are lawful in every nation and jurisdiction in the world and all subdivisions thereof. If you violate any provision of these Terms, your permission to use the Service automatically terminates and you must immediately destroy any copy you may have of any of the Content. Any other use or exploitation of this Service, including the Content, is strictly prohibited. You agree not to interrupt, or attempt to interrupt, the operation of the Service in any way.

CinemaNow grants you this license for the limited purpose of personal use, and not for any commercial purpose. No business entity (e.g., corporation, partnership, sole proprietorship) is licensed to use this Service. You hereby agree not to use the Service, the Content, or any element or portion thereof (including, without limitation, e-mail addresses of users), for any commercial purpose whatsoever.

CinemaNow offers its Service for entertainment purposes only. CinemaNow does not warrant the truth or validity of the information contained on its site. You acknowledge and understand that, because of the possibility of human and mechanical error, mistakes or omissions in the data or information provided, delays or interruptions of the data or information stream from whatever cause, as well as other factors, CinemaNow is not responsible for errors in or omissions from the information contained or accessed through the Service. ALL INFORMATION AND CONTENT ON THE SERVICE ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

MINORS

Much of the content on the Service is inappropriate for children. As such, the Service is intended for use by persons over the age of eighteen (18) years of age. Those persons who are younger than 18 years of age (or such other age as may be required in your jurisdiction) are referred to herein as "Minors". The Content may be confusing or offensive to Minors. In cases where you have authorized a Minor to use the Service, you recognize that you are fully responsible for: (i) the online conduct of such Minor; (ii) controlling the Minor's access to and use of the Service; and (iii) the consequences of any misuse by the Minor. YOU ACKNOWLEDGE THAT SOME AREAS OF THE SERVICE MAY CONTAIN MATERIAL THAT MAY BE INAPPROPRIATE FOR MINORS, INCLUDING THE CONTENT AVAILABLE ON WWW.ALLADULTCHANNEL.COM.

STREAMING/DOWNLOADING OF CONTENT

Certain of the Content may be available on a streaming basis, certain of the Content may be available on a download basis and certain of the Content may be available on both a streaming and download basis, all as determined by CinemaNow in its sole discretion from time-to-time. The format, availability and price for each piece of Content is indicated as such on the Service. Depending upon the geographic location of the user, the equipment that the user is using to access the Service, the bandwidth available to the user and other factors, certain users may not have access to streaming and/or downloadable Content.

USERNAME/PASSWORD

CinemaNow may issue you (or you may create) a username and/or password for access to certain portions of, or services provided via, the Service. You shall hold and secure any such username or password as strictly confidential. Accordingly, you shall not allow friends, family, business associates or other persons access to or use of such username or password. You shall not post the username or password on any website nor transmit it through unsecured sites. CinemaNow shall not be responsible whatsoever in the event that your password is misappropriated by a third party.

PUBLIC COMMUNICATIONS

You acknowledge and agree that any public Communications made to or by means of any portion of the Service are public. You acknowledge that (i) you have no expectation of privacy in any public Communication and (ii) no confidential, fiduciary, contractually implied or other relationship is created between you and CinemaNow by reason of your transmitting a public Communication to any area of the Service. As used in these Terms, "Your Posted Material" means any information, messages, e-mails, postings, on-line discussions, literary works, drawings, illustrations or images, films or digital content, or any other copyrightable work or non-copyrightable idea, expression, or communication, regardless of whether you authored or created such work or communication, which you cause to be posted to, submitted to, or in any way transmitted via, the Service. You agree that none of Your Posted Material will contain information or content that (i) infringes on the copyright or any other rights of any person or entity; (ii) reveals trade secrets or any information which you have agreed, expressly or impliedly, to keep confidential; (iii) includes sexually explicit images, depictions, or content; (iv) is obscene, indecent, defamatory, abusive, or otherwise unlawful; (v) contains a virus or any other potentially damaging content; (vi) constitutes harassment or stalking; or (vii) constitutes invasion of privacy, or misappropriation of statutory or common law rights to publicity or personality. Additionally, even if such content is legal, you agree that none of Your Posted Material will contain information or content that: (a) contains or constitutes commercial advertising, solicitation, informational announcements, or political tracts; (b) constitutes, contains, or encourages "make-money fast" type messages, "chain letters" or "pyramid schemes" of any type; (c) contains false or misleading information; (d) is purportedly sent from a person other than yourself (e.g., impersonation of another person or user); or (e) with respect to "chat rooms" or other mechanism for real time dialogue between users, disrupts the normal flow of dialogue, or posts comments that are not related to the topic being discussed (unless it is clear that the discussion is free-form). CinemaNow shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on the Service for any reason whatsoever. CinemaNow reserves the right to expel you from or suspend your access to any or all parts of the Service for violating the law or these Terms. Notwithstanding the foregoing, you are solely responsible for all materials you post on or submit to the Service and you acknowledge that CinemaNow may not be monitoring the Service and you are not relying upon CinemaNow to monitor the Service. CinemaNow takes violations of its customers' rights and its own rights seriously, and makes efforts to report any potential criminal violations to appropriate authorities.

POSTINGS; INDEMNITY

By posting any notes, message/billboard postings, ideas, suggestions, concepts or other material to the Service, or e-mailing them to us, you automatically grant to CinemaNow a royalty-free, perpetual, irrevocable, non-exclusive, transferable right and license to use, reproduce, modify, publish, edit, translate, distribute, perform, display and otherwise exploit such material, including, but not limited to, all rights in copyright to such material and all elements thereof alone or as part of other works, throughout the universe, in perpetuity, in any form, media, or technology, whether now known or hereafter devised, and to sublicense such rights through multiple tiers of sublicenses, all without any obligation to you, whether by way of compensation, attribution or otherwise. You represent, warrant, and guarantee that (a) you have the full and unrestricted right to grant such rights to your posted material, and that there are no other agreements with any third party in conflict herewith; and (b) CinemaNow's exercise of its rights granted by you hereunder shall not infringe upon any copyright or any other subsisting right of any third party. You waive any and all so-called "Moral Rights" or similar rights under any jurisdiction, now or hereafter recognized with respect to CinemaNow's (or its assignee's) exercise of its rights hereunder. Moreover, you agree to indemnify and hold CinemaNow harmless from and against any and all claims, demands, damages, losses, liabilities and causes of action of any kind or character, made by you or any third party against CinemaNow, arising out of or relating to CinemaNow's exercise of such rights to your posted material, your publication or transmittal of any materials, or your failure to comply or your alleged failure to comply with these Terms.

OBJECTIONABLE MATERIAL

You understand that through your use of the Service you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as such. You agree to use the Service at your sole risk and that CinemaNow shall have no liability to you for the type of content that you may access, including without limitation content that you may find offensive, indecent, or objectionable.

ACCURATE INFORMATION

You agree to provide accurate, current, and complete information required to use the Service and at other points as may be required in the course of using the Service. You further agree to maintain and update your information to keep it accurate, current, and complete. CinemaNow may terminate your right to use any or all of the Service if any information you provide is false, inaccurate or incomplete. You agree that CinemaNow may store and use the information you provide (including credit card information) for use in maintaining your accounts and billing fees to your credit card, and You agree that CinemaNow and its affiliates may collect and use information consistent with the Terms, all in accordance with the Privacy Policy set forth at http://www.cinemanow.com/Privacy.aspx. CinemaNow shall use reasonable efforts to protect information submitted by you in connection with its services, but you acknowledge and agree that your submission of such information is at your sole risk, and CinemaNow hereby disclaims any and all liability to you for any loss or liability relating to such information in any way.

USAGE RULES

You understand that any Content purchased through the Service may be altered with technology and/or rules that protect digital information from access and may limit or restrict your usage of Content to certain usage rules established by CinemaNow and its licensors ("Usage Rules") in accordance with these Terms. You agree to comply with such Usage Rules. Usage Rules may be controlled and monitored by CinemaNow for compliance purposes, and CinemaNow reserves the right to enforce the Usage Rules with or without notice to you.

DELIVERY AND STORAGE

You acknowledge that use of Content may require the use of other hardware and software products and that such hardware and software is your responsibility. Once you rent or purchase a copy of Content and you receive it, it is your responsibility not to lose, destroy, or damage the Content, and CinemaNow shall be without liability to you in the event of any loss, destruction, or damage.

NO RIGHT TO CONTINUED SERVICE

You acknowledge that CinemaNow licenses some or all of the Content under agreement with third parties, and that CinemaNow is constantly administering the Service, including the Usage Rules. CinemaNow may add, delete or disable Content, and/or add, delete, disable or modify some or all of the Service, at its sole election, and you acknowledge: (a) that you may no longer be able to use the Service to the same extent - or at all - as prior to such change or discontinuation, and (b) that CinemaNow shall have no liability to you in such case. In no event will CinemaNow be liable for the removal of or disabling of access to any Content, materials or functionality of the Service. CinemaNow may also impose limits on the use of or access to certain features or portions of the Content or the Service, in any case and without notice or liability.

NO RIGHT TO CONTINUED SERVICE

You acknowledge that CinemaNow licenses some or all of the Content under agreement with third parties, and that CinemaNow is constantly administering the Service, including the Usage Rules. CinemaNow may add, delete or disable Content, and/or add, delete, disable or modify some or all of the Service, at its sole election, and you acknowledge: (a) that you may no longer be able to use the Service to the same extent - or at all - as prior to such change or discontinuation, and (b) that CinemaNow shall have no liability to you in such case. In no event will CinemaNow be liable for the removal of or disabling of access to any Content, materials or functionality of the Service. CinemaNow may also impose limits on the use of or access to certain features or portions of the Content or the Service, in any case and without notice or liability.

COPYRIGHT COMPLAINTS

If you believe that something on our Service violates your copyright, please notify our copyright agent in writing. The contact information for our copyright agent is at the bottom of this section.

In order for us to take action, you must do the following in your notice
Here is the contact information for our copyright agent:
Again, we cannot take action unless you give us all the required information. If you believe that content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content on the Service, you may send a counter-notice containing the following information to the Copyright Agent:
If a counter-notice is received by the Copyright Agent, CinemaNow may send a copy of the counter-notice to the original complaining party informing that person that CinemaNow may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at CinemaNow's sole discretion.

TERMS RELATING TO THIRD PARTY CONTENT

The Disney Terms of Use attached hereto as Exhibit A are incorporated herein by this reference. In the event of any inconsistency between these Terms and the Disney Terms of Use with respect to Content (as defined in the Disney Terms of Use), the Disney Terms of Use shall control and govern.

TERMS RELATING TO FEE BASED CONTENT

Some of the audio/visual content (the "Video Content") on the Service is available only on a fee basis (that is, you must pay to access the Video Content). This Video Content is sometimes referred to herein as the "Fee-Based Services". Any one or more of the following types of Fee-Based Services may be available: (i) pay-per-view ("PPV") Video Content offerings (also referred to as "rental" or "Rental" offerings) in which you must pay a set price to view that one particular piece of Video Content during a specified time period; (ii) retained downloaded Video Content ("Retained Content") in which you must pay a set price to download that one particular piece of Video Content and may view said piece of Video Content an unlimited number of times during an unlimited time period, all as more fully set forth herein; (iii) pay-per-minute offerings in which you purchase the right to view one or more pieces of content for a certain number of minutes; (iv) packaged offerings in which you pay a monthly or yearly fee for access to a package of content; and (v) download and burn content wherein you have the right to download a piece of content and burn it to recordable optical media. Not all users of the Service (depending upon the user's geographic location, equipment that the user is using and other factors) will have access to all versions of the Fee-Based Services. Given the foregoing, certain of the terms and conditions contained herein may not be applicable to every user (for example, the terms relating to subscription services will not be applicable to those users unable to access our packaged offerings).

PAY PER VIEW OFFERINGS

Our PPV offerings are available at different price points as set forth on the Service. We reserve the right to change those at any time. At any event, whatever the price, it will always be clearly marked on the launch page for the PPV film and clearly marked when you enter your credit card information. A valid credit card (VISA, MasterCard or American Express) is required to pay for the PPV films. The PPV fee will be charged only when you submit the credit card information to us. Currently, each PPV film is available to you for either 24 or 48 hours, depending upon the film, from the time that you start watching the film. We reserve the right to change the time period with respect to future films but will not change the time period with respect to films that you have already paid for. You can watch the PPV film whenever you want, as many times as you want during the authorized time period (i.e., 24 or 48 hours). After that time, if you want to watch the PPV film, you will have to pay the PPV fee again.

RETAINED CONTENT OFFERINGS

Our Retained Content offerings are available at different price points, as indicated on the Service. We reserve the right to change those at any time. At any event, whatever the price, it will always be clearly marked on the launch page of the Retained Content and clearly marked when you enter your credit card information. A valid credit card (VISA, MasterCard or American Express) is required to pay for the Retained Content. The fee for the Retained Content will be charged only when you submit the credit card information to us. Once you pay the fee for the applicable piece of Retained Content, you will have the right to download that piece of Retained Content to the number of computers and or authorized devices specified on the Service for that piece of Retained Content. You will have the right to view that piece of Retained Content an unlimited number of times for an unlimited period of time. If the piece of Retained Content that you have purchased does not download and play correctly, please contact Customer Support and we will endeavor to provide you with a working version of that piece of Retained Content or refund your purchase price. Once you have downloaded a working copy of a piece of Retained Content we will not refund your purchase price or provide another copy of said piece of Retained Content in the event that your computer crashes, your hard drive fails, the file becomes corrupt or in the event that said piece of Retained Content does not play, for whatever reason.

PAY PER MINUTE CONTENT

Certain of the Content is available on a pay-per-minute ("PPM") basis. What this means is that you purchase the right to view (on a streaming basis) the PPM Content by purchasing a certain number of minutes. The minutes are sold in various packages at various prices as specified on the Service. A valid credit card (VISA, MasterCard or American Express) is required to pay for the PPM Content. The fee for the PPM Content will be charged only when you submit the credit card information to us. Please note that any viewing of PPM Content, including saved scenes, looped content or otherwise, will constitute a use of minutes for billing purposes. While CinemaNow offers the functionality to save scenes of PPM Content (as set forth on the Service), we do not warrant that this functionality will work, that the content will actually be saved or that you will always have access to it. Also, your use of that functionality does not grant or convey to you any ownerships right in such content or allow you to save the scenes to your computer or any media.

Currently, CinemaNow offers two different trials for the PPM content. One is a free trial offer and the other is a paid trial offer. The details of each are discussed below. CinemaNow reserves the right to cancel or modify these trials at any time.

PPM Paid Trial Offer. CinemaNow will provide you with unlimited minutes for a three (3) consecutive day period, commencing when you first sign-up for the paid trial (the "PPM Paid Trial Offer") under the following terms and conditions:
PPM Free Trial. CinemaNow may provide you with a certain number of minutes for free commencing when you first sign-up for the free trial offer (the "PPM Free Trial") under the following terms and conditions:
Subject to the terms herein, you may sign-up for the PPM Paid Trial Offer and/or the PPM Free Trial but you may sign up for each such offer only once. Also, once you sign up for the PPM Paid Trial Offer, you will not be eligible to sign up for the PPM Free Trial (so you might want to sign up for the PPM Free Trial first).

PACKAGED CONTENT

CinemaNow may make a package of Content available for a set monthly or yearly price, as indicated on the Service.

In the event that CinemaNow makes a free or reduced price trial offer available, you may gain access to a package of content for a trial period of time for a reduced fee or free, as CinemaNow may elect and as set forth on the Service from time to time (the "Trial Offer") under the following terms and conditions:
Certain of the package plans may allow you, at any time, to switch from your current plan to certain other plans. If you change to a more expensive plan (i.e., from a monthly plan to a yearly plan or from a lower priced monthly plan to a higher priced monthly plan), you will be credited for the days that you have not yet used on your lower priced plan. If you switch from a higher priced plan to a lower priced plan (i.e., from a yearly plan to a monthly plan or from a higher priced monthly plan to a lower priced monthly plan) you will not be credited for the days that you have used on your initial plan.

Once you enroll in a package plan, we will bill your credit card on the same date of each subsequent month or year, as the case may be (the "Anniversary Date"). With respect to the Trial Offer, the Anniversary date is the end of the Trial Offer. If the date on which you enrolled doesn't exist in certain future months (for instance, if you enroll on January 31, what happens in February and April?), we will bill your credit card on the closest available day. So, in the above example, we would bill your credit card not on February 31 but on March 1 or February 28 and, instead of April 31 but on April 30 or May 1. Should you elect to cancel your package plan and then enroll again at a later date, that later date will be your new Anniversary Date.

Notwithstanding the foregoing, if you change your billing plan, your Anniversary Date will remain the same if you change to a less expensive plan. If you change to a more expensive billing plan, your Anniversary Date will change to the date upon which you have made the change to the billing plan.

WE WILL BILL YOUR CREDIT CARD THE MONTHLY PACKAGE RATE EACH AND EVERY MONTH THEREAFTER (IF YOU HAVE SELECTED A MONTHLY BILLING OPTION OR ON A YEARLY BASIS IF YOU HAVE SELECTED A YEARLY BILLING OPTION) UNTIL YOU TELL US TO STOP (or until we decide to stop, whichever comes first). That way, you have continuous access to the films that are in the package program. Now, if you decide at some point that you want to cancel your enrollment, which you can do at any time, just click on "My Account", log-in and click on "cancel my subscription" (or similar) and follow the directions. Please note that once you cancel your enrollment your enrollment won't actually cancel until your next billing cycle. And, we won't provide you with a refund for the current month. So, what this means is, once we've charged you for a month or a year (as you have selected), you pay for that time period (and have access to the films for that time period). Of course, once you cancel, you can re-enroll at any time (but without access to the Trial Offer).

CinemaNow will automatically charge your account for renewal of your monthly (or yearly, as the case may be) plan. The renewal charge will be the same as the prior month's (or year's) charge, unless otherwise notified in advance. In the event CinemaNow cannot charge your account, we reserve the right to terminate your access to the Fee-Based Services. Once you purchase a monthly or yearly plan to access the Fee-Based Services, you may cancel at any time but CinemaNow will not refund any of your charges.

DOWNLOAD AND BURN CONTENT

Certain content (the "Burnable Content") on the Service may be available on a download and burn basis, that is, you can download the content and, using our technology, burn it to recordable optical media such as a recordable CDs or recordable DVDs that are playable on most DVD players and computer DVD-ROM drives.

Certain of the Burnable Content is designed to work with Qflix compatible drives and media. This Burnable Content is clearly marked on the Service (the "Qflix Compatible Content"). Note that the Qflix Compatible Content will NOT work with a DVD burner that is not Qflix compatible and will NOT work with recordable CDs or recordable DVDs that are not Qflix compatible. Qflix compatible burned discs are recorded for playback in DVD-Video play-only devices and may not play in other DVD devices including recorders and PC drives that are not marked with the Qflix logo or "DVD Download" label. If you have any questions about this, if you have the correct media and burner, please contact Customer Support and we will assist you.

Unless otherwise indicated on the Service, you are entitled to make one burn of a purchased piece of Burnable Content.

Your possession of the burned disc and/or the file that we download to you does not transfer any copyright or other rights in the Burnable Content to you (other than the right to view the content contained therein for you own personal use). All rights in and to the Burnable Content are reserved by their respective copyright holders.

CinemaNow makes no representation or warranty that your DVD burner or DVD player will work with our technology and/or Burnable Content.

You shall not (and shall not attempt to) rip the movie from the burned DVD or otherwise circumvent the digital rights management used to protect the burned disc and/or file that we download to you.

You shall not attempt to disassemble, reverse engineer or otherwise tamper with any of the CinemaNow technology used in connection with the download and burn offering.

GENERAL TERMS FOR FEE-BASED SERVICES

In addition to the charges set forth above, you are responsible for all charges associated with connecting to the Service, including without limitation all telephone access lines (including long-distance charges, when applicable), telephone and computer equipment and any service fees necessary to access the Fee-Based Services.

For purposes of identification and billing, you agree to provide CinemaNow with accurate, complete, and updated information required by the site subscription registration to the Fee-Based Services ("Registration Data"), including your legal name, address, telephone number(s), and applicable payment data (e.g., credit card number and expiration date). You may check, following help instructions, to determine whether your Registration Data is current and accurate, and, if not, to correct or update your Registration Data. Failure to comply with this provision (including without limitation falsification of any Registration Data) may, at CinemaNow's option, result in immediate suspension or termination of your right to use the Fee-Based Services.

You agree to promptly update your Registration Data, following help instructions, in the event of any known or suspected unauthorized use of your subscription, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or credit card information. In the event of a breach of security, you will remain liable for any unauthorized use of your subscription until you update your Registration Data. If your credit card expires, is canceled, is lost or is subject to use without your authorization, or if your subscription is subject to use without your authorization, follow subscription help instructions to update your Registration Data.

You agree not to assign, transfer or sublicense your rights as a customer of the Fee-Based Services. You agree to be financially responsible for all usage or activity on your Fee-Based Services account.

Your use of the Service includes the ability to enter into agreements and/or to make purchases electronically. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by and to pay for such agreements and purchases. Your agreement and intent to be bound by electronic submissions applies to all records relating to all transactions you enter into on the Service, including without limitation and to the full extent allowed by law, notices of cancellation, policies, contracts, and applications.

Your exclusive and sole remedy with respect to content for which you have paid but that you are not able to use will be either replacement (for example, make available for re-download) of such content, or refund of the purchase price paid for such content, which will be at CinemaNow's sole discretion. CinemaNow will not replace content or issue refunds if you have not complied with the system requirements and testing obligations set forth herein.

REFUNDS

If you purchase a piece of Fee Based Content and are unable to view your selected film(s), please contact Customer Support. We will work with you to try to solve your problem. If we are unable to do so we will refund your purchase.

TERMS RELATED TO SAVED SCENES

Our media player will allow you to "save" scenes of certain content. These scenes are saved on our servers, not on your local computer, and are only available on a streaming basis, not a download basis. As such, you will need be connected to the Internet in order to use this feature.

Your use of our saved scenes feature does not transfer any copyright in the saved scenes or any other rights in any content to you.

No Guarantee of Access. CinemaNow makes no guaranty that the scenes that you save will be available when you want to watch them or that they will always be available to you. We may, at any time, at our option, discontinue this feature, update features or take other actions that result in a loss of your saved scenes. Also, when CinemaNow's rights to the content that you saved expires, you will no longer be able to view or have access to those saved scenes.

TERMS RELATING TO OUR ADULT CONTENT ("ALLADULTCHANNEL" FILMS)

If you access any adult or mature content on the Service, you represent and warrant that you (i) are at least 18 years of age (21 years of age in AL, MS, NE, WY, and any other location where the age of majority is greater than 18); (ii) are interested in accessing and viewing sexually oriented content; (iii) will not expose the content to a minor or any person who may find the content offensive; (iv) are familiar with the standards in your community regarding sexually oriented materials; (v) believe that the content on this site appeals to the healthy and normal human interests and standards in your community; and (v) understand and accept that you may be exposed to visual images and sounds that graphically depict nudity and sexual activity, or are otherwise sexual and erotic in nature.

18 U.S.C. Section 2257 Compliance Notice. CinemaNow does not produce any Video Content and makes no representation about any Video Content. All video products offered on this site have been licensed from their respective studios or producers (the "Licensor"). CinemaNow is not in possession of any original 2257 disclaimers for any of the models; however, all of the Licensors that provide content licensed to CinemaNow represent that all models appearing in their productions are over 18 and that the Licensor maintains all appropriate 2257 disclaimers or the equivalent.

LINKS TO THIRD PARTY SITES/THIRD PARTY COMMUNICATIONS

The Service may contain hyperlinks or other references to third party Internet sites that CinemaNow does not own or operate. Such hyperlinks are provided for your reference only. CinemaNow makes no warranties or representations regarding the availability of, or the content located on or through, such sites. CinemaNow does not endorse, sponsor, or review the content contained at the sites to which hyperlinks on CinemaNow web sites are directed, nor does CinemaNow represent that such sites are appropriate for children, in compliance with laws, or are what they purport to be. Accordingly, CinemaNow does not accept any responsibility or liability for content contained at such sites. Likewise, the parties who own, control, or operate the sites at which such hyperlinks are directed do not necessarily have knowledge of, endorse, sponsor, or approve of the hyperlink or content contained at the Service.

This Service may contain information or advertising for third parties. CinemaNow expressly denies any endorsement, sponsorship, approval, or agreement with any third party communication made available via the Service, including messages, information, and advertising of its clients or licensors. CinemaNow shall not be deemed to have considered, reviewed, screened, or approved of any such third party communication. However, CinemaNow reserves the right for any reason to remove without notice any communication made available via the Service, and to deny in its sole discretion your access or any user access to communications made available via this Service.

CinemaNow may periodically make special offers or communications to users of its Service. If you would like to receive such offers or communications, you may "Opt-In" at any time by checking the "Opt-In" box that appears on the E-mail notices page of the Service, and providing the e-mail address you wish to use to receive such notices. If you change your mind at any time, you can reverse your option, or change your e-mail address, using the same page. Selecting the "Opt-In" option constitutes acceptance of CinemaNow's use of your e-mail address to send you notices pertaining to CinemaNow, its products and services, the Service, the Fee-Based Services, and related topics.

PRIVACY POLICY

Please review our privacy policy, which is available at http://www.cinemanow.com/Privacy.aspx, and is incorporated herein by this reference.

TERMINATION

CinemaNow reserves the right to restrict, suspend or terminate your access to the Fee-Based Services and/or any part of the Service, in whole or in part, without notice, in its sole discretion. If CinemaNow terminates your access to the Service based on a breach of any portion of these Terms, CinemaNow reserves the right to refuse to provide any Fee-Based Services or other services to you in the future.

INDEMNITY

You hereby agree to indemnify, defend and hold harmless CinemaNow and its Affiliates from and against any and all liability and costs incurred by CinemaNow or the Affiliates in connection with any claim arising out of any breach or alleged breach of any of your obligations set forth herein. You shall cooperate as fully as reasonably required in the defense of any claim. CinemaNow reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of CinemaNow.

DISCLAIMER

THE SERVICE AND ALL CONTENT, SOFTWARE OR OTHER MATERIAL (COLLECTIVELY "MATERIAL") OR SERVICES AVAILABLE AT THE SERVICE, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ANY MATERIAL DOWNLOADED,USED OR OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY REPONSIBLE FOR ALL DAMAGE, INCLUDING DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM YOUR USE OF THE SERVICE OR DOWNLOAD OF ANY MATERIAL.

EXCEPT AS MAY BE EXPRESSLY WARRANTED IN A LICENSE AGREEMENT OR OTHER AGREEMENT, CINEMANOW AND ITS LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH REGARDS TO THE MATERIAL OR SERVICES AVAILABLE AT THE SERVICE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, CINEMANOW AND ITS LINCENSORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND/OR NONINFRINGMENT. YOU ASSUME THE ENTIRE RISK OF YOUR USE OF THE SERVICE. WITHOUT LIMITING THE FOREGOING, CINEMANOW AND ITS LICENSORS MAKE NO WARRANTY THAT (i) THE MATERIAL OR SERVICES OFFERED ON THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (ii) THE MATERIAL OR SERVICES OFFERED ON THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, COMPLETE OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE MATERIAL OR SERVICES WILL BE ACCURATE OR RELIABLE, OR (iv) THE MATERIAL OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

NO ADVICE OR INFORMATION OBTAINED BY YOU FROM CINEMANOW OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER CINEMANOW NOR ITS LICENSORS SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE SERVICE, INCLUDING BUT NOT LIMITED TO LOSS OF BUSINESS, LOSS OF USE OR OF DATA, INTERRUPTION OF BUSINESS, LOST PROFITS OR GOODWILL, OR OTHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS AND WHETHER OR NOT IT HAD ANY KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT SUCH DAMAGES MIGHT BE INCURRED. THIS EXCLUSION INCLUDES ANY LIABILITY THAT MAY ARISE OUT OF THIRD-PARTY CLAIMS AGAINST YOU.

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE IN CONNECTION WITH THE SERVICE IS TO CEASE YOUR USE OF THE SERVICE. TO THE EXTENT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

ACCESS OUTSIDE THE UNITED STATES

This Service is controlled and operated by CinemaNow from its offices in the State of California, United States of America. CinemaNow makes no representation or warranty that the Content in this Service is legal, appropriate or available for use in other locations. Those who choose to access this Service from other locations do so at their own risk and are responsible for compliance with any and all local laws, if and to the extent local laws are applicable. No software from this Service may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions.

ARBITRATION; GOVERNING LAW

Unless expressly stated to the contrary elsewhere within the Service, all legal issues arising from or related to the use of the Service shall be construed in accordance with, and all questions with respect thereto shall be determined by, the laws of the State of California applicable to contracts entered into and wholly to be performed within California. Any controversy or claim arising out of or relating to these Terms or your use of the Service shall be settled by confidential binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association, except that, to the extent you have in any manner violated or threatened to violate Sonic's intellectual property rights, Sonic may seek injunctive or other appropriate relief in any state or federal court in the state of California, and you consent to exclusive jurisdiction and venue in such courts. Any arbitration under these Terms shall be arbitrated on an individual basis, and to the fullest extent permitted by applicable law shall not be consolidated in any arbitration with any claim or controversy of any other party, whether through class arbitration proceedings or otherwise. The arbitration shall be conducted in San Francisco, California and judgment on the arbitration award may be entered into in any court of competent jurisdiction. By using the Service and thereby agreeing to these Terms, you consent to personal jurisdiction and venue in the state and federal courts in California with respect to all such disputes.

Last updated 8-12-2009