Terms of Use

ACCEPTANCE OF TERMS

This Terms of Use Agreement (“Agreement”) sets forth the legally binding terms for your use of the GreenProductionGuide.com, a website sponsored by the Producers Guild of America Foundation (“PGAF”) with seed funding and support from The Walt Disney Company, Twentieth Century Fox, NBC Universal, Sony Pictures Entertainment and Warner Bros (“Site”). The Site is sponsored by PGAF and provides a collection of online resources comprised of (a) a “green vendor guide” containing information submitted by Registered Users regarding environmentally conscious service providers and/or suppliers for filmed productions and/or events (“Vendor Guide”), (b) a “green practices” section that provides information regarding ways to control the environmental impact of a filmed production or event, and (c) a “carbon calculator” tool to assist in assessing the carbon footprint of a filmed production or event. By using the Site, you agree to be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the Site, including through a mobile device, or otherwise use the Site without being registered), or you are a “Registered User” (which means that you have registered with the Site), or you are a “Vendor” listed or  seeking to be listed on the Site. The term “User” refers to a Visitor or a Registered User. You are only authorized to use the Site (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. Please read this Agreement and save it. Should you not agree to be bound by this Agreement and all applicable laws or object to any term or condition of this Agreement, any guidelines, or any subsequent modifications thereto or become dissatisfied with the Site in any way, you should leave the Site and discontinue use of the Site immediately, which is your only recourse. If you wish to post, upload, input or submit materials or information to the Site, including to the Vendor Guide (collectively “Submissions”), you must read this Agreement and indicate your acceptance during the registration process. The Site is hosted in the United States.

1. SITE CONTENT, THIRD PARTY INFORMATION AND SERVICES

The content appearing on the Site does not necessarily reflect the views of PGAF or the Site, and neither PGAF nor the Site on an individual or collective basis assume responsibility or liability for the content, information or materials found on the Site, nor for any claims, damages or losses resulting from any use of this Site or the content, information or materials contained herein.  Users of information found on the Site, or any linked websites (“Linked Sites”), do so at their own risk. But using the Site, you acknowledge that Linked Sites are not under the control of PGAF or the Site, and agree to hold PGAF and the Site harmless for any claims, damages or losses resulting from: (1) the contents of any Linked Site, including without limitation any link contained in a Linked Site; (2) any changes or updates to a Linked Site; or (3) webcasting or any other form of transmission received from any Linked Site. The Site provides these links to you, if any, only as a convenience, and the inclusion of any link does not imply endorsement of the site or any association with its operators by PGAF or the Site.

Your interactions with organizations and/or individuals (including any Vendor) found on or through the Site, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties.

You agree that PGAF and the Site shall not, on an individual or collective basis, be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. If there is a dispute between or among any Vendor, User and/or any third party, you understand and agree that PGAF and the Site are not, on an individual or collective basis, under any obligation to become involved.

MODIFICATIONS TO THIS AGREEMENT

We reserve the right, at our sole discretion, to change, modify or otherwise alter this Agreement at any time and except as expressly stated herein, such modifications shall become effective immediately upon the posting thereof on the Site. Your continued use of the Site after we post a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.

NO UNLAWFUL OR PROHIBITED USE

As a condition of your use of the Site, you warrant to PGAF and the Site, individually and collectively, that you will not use the Site for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

USE OF SITE

Your access to the Site is based upon the condition that you will use the Site only for legal and appropriate uses.  You acknowledge and agree that PGAF may suspend or deny you access to all or part of the Site without prior notice, if you engage in any conduct or activities that we in our sole discretion believe violate any of the terms and conditions set forth herein, violate the rights of the Site and PGAF or a third party, or is or are otherwise inappropriate.  By way of example, and not as a limitation, you agree that in connection with your use of the Site, including the Vendor Guide, you will not:

  • Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (including without limitation rights of privacy and publicity) of any person or entity;
  • Download any content posted or submitted by another User of the Site that you know, or reasonably should know, cannot be legally distributed in such manner;
  • Impersonate any person or entity, including, but not limited to, a Site representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • Except as expressly stated on the Site with respect to Vendor Guide Submissions, provide personal or identifying information about another person without that person’s explicit consent;
  • Restrict or inhibit any other User from using and enjoying the Site, including the Vendor Guide;
  • Violate any code of conduct or other guidelines which may be applicable;    * Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
  • Take any actions to remove any Site material without a good faith belief that the relevant material violates the Agreement;
  • Employ misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of material posted on the Site;
  • Collect personal data about other Users for unlawful purposes or, except to the extent expressly permitted with respect to the Vendor Guide, for commercial purposes;
  • Use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Site;
  • Attempt to gain unauthorized access to the Site’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Site;
  • Use any third-party agent, service, or intermediary that offers to make Submissions to the Site on your behalf (“Posting Agent”), including through use of an automated device or computer program that enables the submission of material to the Site (including without limitation, bulk submissions, or automatic submission of material at regular intervals), without each Submission being manually entered by the author thereof;
  • Make Submissions as a Posting Agent;    *Provide links to commercial services or websites, except to the extent expressly permitted by the Administrator;
  • Violate any applicable laws or regulations;
  • Submit, publish, post, upload, distribute, disseminate or otherwise make available any content via the Site, including through a link to an external site that:
    • Is inappropriate, profane, defamatory, harmful, abusive, libelous, infringing, obscene, indecent, offensive, disrupting, or insulting, invasive of another’s privacy or which relates to an unlawful topic, name, material or information;
    • Contains viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer;
    • Advertises or offers to sell or buy any goods or services for any business purpose, except as specifically permitted by the Site;
    • Is false, deceptive, misleading, deceitful, misinformative, or constitutes “bait and switch”;
    • Infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or that you do not have a right to make available by law or under contractual or fiduciary relationships;
    • Is irrelevant to the Site, duplicates the same or similar material on the Site or otherwise imposes an unreasonable or disproportionately large load on our infrastructure;
    • Is pornographic or depicts a human being engaged in actual sexual conduct;
    • Harasses, degrades, intimidates or is hateful toward an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
    • Constitutes or contains “affiliate marketing,” “link referral code,” “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or unsolicited commercial advertisements;
    • Advertises any illegal service or the sale of any items the sale of which is prohibited or restricted by any applicable law, including without limitation items the sale of which are prohibited or regulated by California law.

Neither PGAF nor the Site, individually or collectively, have any obligation to monitor the Site. PGAF reserves the right to review materials posted to the Site and to remove or arrange removal of any materials in its sole discretion for any or no reason whatsoever. Neither PGAF nor the Site individually or collectively promote, recommend, endorse or offer any opinion regarding the content, messages or information found in the Vendor Guide, including without limitation, third party recommendations or vendor descriptions. Always use caution when giving out any personally identifying information about yourself in the Vendor Guide. Managers and hosts are not authorized Site spokespersons, and their views do not necessarily reflect those of PGAF or the Site.

MATERIALS PROVIDED TO OR POSTED AT THE SITE

Neither PGAF nor the Site claim ownership of any Submissions. However, by posting, uploading, inputting, providing or submitting your Submission you are granting PGAF, the Site, affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of the Site, including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.

You acknowledge and agree that PGAF and the Site, each in its sole discretion, preserve or disclose your Submission(s), as well as your information, such as email addresses, IP addresses, timestamps, and other User information, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: comply with legal process; enforce the Agreement; respond to Claims that any Submission violates the rights of third parties; respond to Claims that contact information (e.g. phone number, street address) of a third party has been posted or transmitted without such party’s consent or as a form of harassment; or protect the rights, property, or personal safety of PGAF and its employees, the Site, its Users, or the general public.

No compensation will be paid with respect to the use of your Submission, as provided herein. PGAF and the Site are not under any obligation to post or use any Submission you may provide and may remove or arrange removal of any Submission at any time in their sole discretion.

By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.

LIMITATIONS ON SERVICE

You acknowledge that PGAF and the Site may establish limits concerning use of the Site, including the maximum number of days that Submissions will be retained, the maximum number and size of postings or other content that may be submitted to or stored on the Site, the frequency with which you may access the Site, the uses you may make of the Site content and the manner in which you may disseminate material found on the Site. You agree that neither PGAF nor the Site, on an individual or collective basis, has responsibility or liability for the deletion or failure to store any Submission. You acknowledge that PGAF and the Site reserve the right at any time to modify or discontinue the Site (or any part thereof) with or without notice, and that neither PGAF nor the Site, on an individual or collective basis, shall be liable to you or to any third party for any modification, suspension or discontinuance of the Site.

SITE ACCESS

You may create a hyperlink to the home page of the Site so long as the link does not portray PGAF or the Site, or any of their parent, subsidiary or affiliated entities or any of their respective directors, officers, equity holders, employees, contractors or agents or any of the products or services of any of the foregoing in a false, misleading, derogatory, or otherwise offensive matter.

LIABILITY DISCLAIMER

THE INFORMATION, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE, INCLUDING THE VENDOR GUIDE, MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES MAY BE PERIODICALLY MADE TO THE INFORMATION HEREIN. THE SITE MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

YOU AGREE THAT USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK. NEITHER PGAF NOR THE SITE INDIVIDUALLY OR COLLECTIVELY MAKE ANY REPRESENTATION OR WARRANTY ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, VERACITY, COMPLETENESS OR ACCURACY OF THE SITE OR INFORMATION, PRODUCTS, SERVICES OR RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE AND EACH specifically disclaims any liability with regard to the Site and any actions resulting from your use of the Site. YOU SPECIFICALLY ACKNOWLEDGE THAT PGAF AND THE SITE ARE NOT INDIVIDUALLY OR COLLECTIVELY LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND ALL INFORMATION, PRODUCTS, SERVICES OR RELATED GRAPHICS CONTAINED ON THE SITE ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. PGAF AND THE SITE INDIVIDUALLY AND COLLECTIVELY DISCLAIM ANY WARRANTIES FOR INFORMATION, PRODUCTS, SERVICES OR GOODS RECEIVED THROUGH THE SITE, OR ACCESSED THROUGH ANY LINKS ON THE SITE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PGAF AND THE SITE INDIVIDUALLY AND COLLECTIVELY DISCLAIM ANY AND ALL WARRANTIES (A) FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE SITE; AND (B) ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND/OR NON-INFRINGEMENT. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.

NEITHER PGAF NOR THE SITE are responsible for the conduct, whether online or offline, of any User of the Site. Under no circumstances shall PGAF AND THE SITE be individually or collectively responsible for any loss or damage, including personal injury or death, resulting from use of the Site, including the Vendor Guide, or from the conduct of any Users of the Site, whether online or offline.

NEITHER PGAF NOR THE SITE individually or collectively assume any responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User communication. NEITHER PGAF NOR THE SITE are individually or collectively responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on the Site or combination thereof, including any injury or damage to Users or to any person’s computer related to or resulting from use of the Site, including downloading any materials thereon.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PGAF OR THE SITE BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, ADVICE, SOFTWARE, PRODUCTS, SERVICES OR RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF PGAF OR THE SITE HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.  BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, IN SUCH STATES AND JURISDICTIONS LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.  IF THE ALL OR ANY PORTION OF THE LIMITATIONS SET FORTH IN THIS AGREEMENT ARE UNENFORCEABLE, YOU AGREE THAT THE INDIVIDUAL AND COLLECTIVE LIABILITY OF PGAF AND THE SITE TO YOU UNDER THIS AGREEMENT SHALL NOT EXCEED FIVE HUNDRED DOLLARS ($500.00).  IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY PART OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

YOU ACKNOWLEDGE AND AGREE THAT ANY AND ALL DISCLAIMERS IN THESE TERMS REFLECT A FAIR AND REASONABLE ALLOCATION OF LIABILITY BETWEEN YOU ON THE ONE HAND AND PGAF AND THE SITE ON THE OTHER HAND.RELEASE AND INDEMNIFICATION

You hereby release and agree to defend, indemnify and hold harmless PGAF and the Site, each of their parents, subsidiaries, affiliates and each of their respective successors, assigns, directors, officers, equity holders, agents, service providers, suppliers and employees, on an individual and collective basis, from any and claims, liabilities, losses, injuries, demands, actions, causes of action, suits, proceedings, judgments, expenses and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, including, without limitation, reasonable attorneys’ fees, court costs and other legal expenses (“Claims”) brought, alleged, incurred by or awarded to any third party arising out of, in connection with or based upon use of the Site by you or anyone using your password, including without limitation, any Claims related to (a) actual or alleged defamation, libel or slander, (b) actual or alleged violation of any intellectual property laws including without limitation those relating to copyright, trademarks or trade secrets, (c) any Submission you submit, post or make available through the Vendor Guide, (d) actual or alleged violation of the Agreement, (e) actual or alleged breach of any of the representations and warranties herein, (f) actual or alleged violation of any rights of another, or (g) any dispute(s) between or among one or more Vendors, Users and/or any third parties.

If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.”

SERVICE CONTACT

If you believe that the Vendor Guide contains a posting or material that is defamatory, obscene, offensive, unlawful, or otherwise in breach of this agreement, please report the matter to us immediately. Please refrain from retaliation, as retaliation will only further complicate and aggravate the situation.

NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

The Site respects the intellectual property of others, and requires that Users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. The Site has the right to terminate any infringing Registered User.

The Digital Millennium Copyright Act of 1998 (“DMCA”), 17 U.S.C. § 512(c)(2), provides recourse for copyright owners who believe that material posted on Internet sites infringes their rights under U.S. copyright law.  If you believe your work has been copied and posted on or through the Site in a way that constitutes copyright infringement, please send the Site’s Copyright Agent a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Site (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and (f) your physical or electronic signature. The Site’s Copyright Agent for notification of claimed infringement can be reached as follows: Executive Director, Producers Guild of America; Facsimile: (310) 358-9520; Phone: (310) 358-9020. The Site will remove the infringing material, subject to the procedures outlined in the DMCA.

PRIVACY

Use of the Site is also governed by our Privacy Policy, located at GreenProductionGuide.com, which is incorporated into this Agreement by this reference.

COPYRIGHT:

The Site is protected to the maximum extent permitted by copyright laws and international treaties. Content displayed on or through the Site is protected by copyright as a collective work and/or compilation, pursuant to copyrights laws, and international conventions. Any reproduction, modification, creation of derivative works from or redistribution of the Site or the collective work, and/or copying or reproducing the Site or any portion thereof to any other server or location for further reproduction or redistribution is prohibited without the express written consent of PGAF. You further agree not to reproduce, duplicate or copy any Site content without the express written consent of PGAF, and agree to abide by any and all copyright notices displayed on the Site. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained on the Site. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Site.

Although neither PGAF nor the Site, individually or collectively, claim ownership of any Submissions, by posting Submissions or submitting Submissions for posting in any public area of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to PGAF and the Site, individually and collectively, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, and distribute said Submission and to prepare derivative works of, or incorporate into other works, said Submission, and to grant and authorize sublicenses (through multiple tiers) of the foregoing. Furthermore, by posting Submissions or submitting Submissions for posting in any public area of the Site, you automatically grant to PGAF and the Site, individually and collectively, all rights necessary to prohibit any subsequent aggregation, display, copying, duplication, reproduction, or exploitation of the Submission on the Site by any party for any purpose, provided. For the avoidance of doubt, neither PGAF nor the Site, individually or collectively, have any obligation to exercise the rights granted in the foregoing sentence and the exercise of such rights, if at all, shall be in their sole discretion.

TRADEMARKS

All rights, title and interest in names, terms, logos, slogans, images and other indicia identifying PGAF or the Site, and/or their products and/or services are proprietary marks belonging to each of the foregoing, as applicable. The names of companies and products not owned by PGAF and the Site, and mentioned herein may be the trademarks of their respective owners. Any use of the trademarks belonging to PGAF and the Site, or any third party, without the express written permission of the respective trademark owner is strictly prohibited.

SITE ACCESS

You agree that PGAF, in its sole discretion, has the right (but not the obligation) to delete or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of the Site (or any part thereof), immediately and without notice, and remove and discard any content within the Site, for any or no reason. Further, you agree that neither PGAF nor the Site, individually or collectively, shall be liable to you or any third party for any termination of your access to the Site. Further, you agree not to attempt to use the Site after said termination. Sections 2, 3, 5, 6, 9, 10 and 12 through 17 shall survive termination of the Agreement.

GENERAL

You acknowledge and agree that the provisions, disclosures and disclaimers set forth in this Agreement are fair and reasonable and your agreement to follow and be bound by them is not the result of fraud, duress or undue influence exercised upon you by any person or entity.  To the maximum extent permitted by law, this Agreement shall be governed by, and construed in accordance with, the laws of the State of California, without regard to its conflict of law provisions. All parties hereto agree to submit to the exclusive jurisdiction of the courts located within the State of California to resolve any dispute arising out of or related to the Agreement or your use of the Site. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NONE OF ITS REPRESENTATIVES OR AGENTS HAVE REPRESENTED, EXPRESSLY OR OTHERWISE, THAT, IN THE EVENT OF ANY SUCH LITIGATION, SUCH PARTY WOULD NOT SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTIES ENTERING INTO THIS AGREEMENT. ANY CHANGE, MODIFICATION OR ALTERATION TO THE WAIVER, CERTIFICATION AND ACKNOWLEDGEMENT SET FORTH IN THIS SECTION SHALL APPLY ONLY TO DISPUTES ARISING ON AND AFTER THE DATE SUCH CHANGE, MODIFICATION OR ALTERATION IS PUBLISHED ON THE SITE.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and PGAF or the Site as a result of this Agreement or use of the Site.  Performance of this Agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of the right of PGAF and the Site to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by the Site with respect to such use. If any part of this Agreement is 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 the Agreement shall continue in effect. This Agreement shall not be construed against any party by reason of its preparation, but shall be resolved by applying the most reasonable interpretation under the circumstances, giving full consideration to the intentions of the parties at the time of contracting. Unless otherwise specified herein, this Agreement constitutes the entire agreement between you, the User, on the one hand and PGAF and the Site on the other hand with respect to the Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between such parties with respect to the Site. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The failure of PGAF or the Site to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. It is the express wish of the parties that this Agreement and all related documents be drawn up in English.

This Agreement is accepted upon your use of the Site and is further affirmed by you becoming a Registered User. This Agreement constitutes the entire agreement between you, the User, on the one hand, and PGAF and the Site on the other hand relating to your use of the Site.

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