This is the T's & C's (Terms and Conditions, you idiot!)
This is an agreement between COMEDYBLAZE, Inc. ("ComedyBlaze") and You, which we may refer to as the "Agreement" includes this document and also any changes or updates which may be incorporated into this ComedyBlaze Revenue Generating Member Agreement or presented to You from time to time. This Agreement describes the terms and conditions on which ComedyBlaze offers You participation in ComedyBlaze's content distribution and related revenue generating programs (the "ComedyBlaze Revenue Generation Program" as further described below). "You" (and "Your", as applicable) means the person or entity identified in the registration form submitted when you create your personal ComedyBlaze.
This Agreement sets forth the legally binding terms and conditions for Your participation in the ComedyBlaze Revenue Generating Program. By registering, clicking "I Agree" or otherwise participating in the ComedyBlaze Revenue Generation Program, You represent to ComedyBlaze that You are at least eighteen (18) years of age or otherwise capable of entering into and performing legal agreements, and that You agree to be bound by the following terms and conditions. If You register on behalf of a business, You represent to ComedyBlaze that You have the authority to bind that business and Your acceptance of this Agreement will be treated as acceptance by that business. In that event, "You" and "Your" will refer to that business in this Agreement. If You do not accept this Agreement in full, please do not register for or participate in the ComedyBlaze Revenue Generation Program. Should you chose not to accept this Agreement we encourage you to review the Non-Revenue Generating Member Agreement which allows you to upload content without entering into a revenue relationship with ComedyBlaze.
You agree to and acknowledge the following:
Content Contributor Revenue Deal
ComedyBlaze shares the profit with users of the system in a 50-50 split. When a user agrees to the ComedyBlaze Revenue Generating Member Agreement, that user is entitled to 50% of the profit associated with that content's revenue and costs, hence the profit.
If a Revenue Generating Member forwards content uploaded by another member, that user is entitled to 10% of the profit associated with that content (a fair sales commission we believe) with another 40% going to the Revenue Generating Member who originally uploaded the content. See ComedyBlaze Copyright Notice to ensure you have the right to upload specific content that may not belong to you. The remaining 50% goes to the house (ComedyBlaze, Inc.).
Licensing
You agree that when you upload any content to the ComeBlaze web site or affiliated web sites you grant a license to ComedyBlaze to broadcast Your Content on the ComedyBlaze Network. You still own the content, ComedyBlaze has the right to broadcast it in the ComedyBlaze format and insert advertisements. See ComedyBlaze Copyright Notice posted on the ComedyBlaze web site.
The ComedyBlaze Community
ComedyBlaze develops and maintains a community of content originators, viewers and advertisers. ComedyBlaze makes use of its own proprietary and third party technology to transform your content into a format that can easily be viewed by the community of content viewers and also incorporates advertising content on its Internet architectures including email, instant messaging, Voice over IP, video over IP, live web casts, web browser, streaming digital content, games, blogs, search engines, toolbars, partner web sites, other content distributing applications which may include terrestrial, wireless or IP television. ComedyBlaze may sell your content via DVD or CD-ROM only with your permission. When ComedyBlaze generates revenue associated with your content you will be rewarded your share of the profit as per the Agreement.
The ComedyBlaze Revenue Generating Program
You agree to participate in the ComedyBlaze Revenue Generating Program. Your use of or access to certain features of the ComedyBlaze Revenue Program may require You to agree with and accept additional terms and conditions. If there is a conflict between this Agreement and any additional terms and conditions of use posted for a specific feature, those additional terms and conditions shall have precedence with respect to Your use of or access to that feature.
Registration
To Participate, You must register online with ComedyBlaze at the ComedyBlaze Site, or through the websites of a ComedyBlaze third party affiliate or partner, and create a unique, password-protected account ("Account") or personal ComedyBlaze ('your ComedyBlaze'). You will be responsible for safeguarding Your password. You also take full responsibility for any actions under Your password and Account, whether authorized by You or not. You are responsible for keeping Your Account information current. You acknowledge and agree that ComedyBlaze will have no responsibility or liability, directly or indirectly, for: (i) the availability of the external websites or resources of such third party affiliates or partners; (ii) the acts or omissions of, or any damage or loss caused or alleged to be caused by or in connection with Your use of or reliance on, such third party affiliates or partners, regarding Your Account; or (iii) failure to deliver notices or payments that result from inaccurate Account information.
Policies
Your Participation is subject to all applicable ComedyBlaze specification guidelines, requirements and policies which ComedyBlaze may provide from time to time. These include but are not limited to the Copyright Information Notice posted on the ComedyBlaze web site), the Privacy Policy, Anti-Spam Policy and any specification guidelines (together, the "Policies"). You agree to comply with the Policies to enable, as applicable, proper delivery, display, tracking and reporting of actions related to the ComedyBlaze Revenue Program.
Modifications
ComedyBlaze, at any time and from time to time, may modify this Agreement and the Policies, or may modify, suspend or discontinue, temporarily or permanently, the ComedyBlaze Products or the ComedyBlaze Revenue Program (or any parts thereof). Modifications to this Agreement and Policies will be posted on the ComedyBlaze Site or made in compliance with any notice requirements set forth in this Agreement. Modifications to the ComedyBlaze Products or the ComedyBlaze Revenue Program will be effective upon posting to the ComedyBlaze Site. You agree that ComedyBlaze shall not be liable to You or to any third party for any modification, suspension or discontinuance of this Agreement, the Policies, the ComedyBlaze Products or the ComedyBlaze Revenue Program. By continuing to Participate after ComedyBlaze has posted any such modifications or provided any required notices, You agree to be bound by the modifications. Please review this Agreement and the Policies regularly so that You will be apprised of any modifications. If any modification is not acceptable to You, Your only recourse is to cease Participation.
Participation
At the time of registration, You will be given the opportunity to select one or more features of the ComedyBlaze Revenue Program in which You wish to Participate (for example, as a Content Originator or a Content Viewer). To remain eligible for Participation, You must at all times comply with the terms and conditions of this Agreement and all Policies. ComedyBlaze reserves the right to refuse Participation to any applicant or participant at any time in its sole discretion.
If You Participate as a Content Originator, You are solely responsible for all content You transmit or submit to ComedyBlaze or through the ComedyBlaze Revenue Generation Program, whether created by or for You, including but not limited to graphics, music, sound, images, files, photos, animation, artwork, text, data, information, messages, hypertext links, scripts or other material (collectively, "Content"). ComedyBlaze disclaims all liability relating to Your Content. You may not submit Content that contains any pornographic (purely pornographic), infringing, hate-related, violent or illegal content. Some nudity is acceptable so long as the content is designed to be comical and not pornographic in nature. Such content containing strong language, nudity, sexually suggestive or sexual or offensive material must be marked as inappropriate and dirty by the user uploading such content. ComedyBlaze may remove any content at its sole discretion without any need for explanation to You the user who uploaded the content.
In connection with ComedyBlaze's promotion, distribution and provision of the ComedyBlaze Revenue Generating Program as contemplated herein, You permit ComedyBlaze, to:
- Insert ComedyBlaze's ad insertion software ("Ad Insertion Software") at the beginning and / or end of Your Content to enable ComedyBlaze, if applicable and in ComedyBlaze's discretion, to attach an Advertisement (as defined below) to Your Content
- Host, index and cache Your Content;
- Tag Your Content with information that will be used by ComedyBlaze to identity it as Your Content and assist ComedyBlaze in properly tracking and calculating any revenue amounts that You may earn as well as promote your content on our Network;
- Distribute, or have distributed, Your Content in the ComedyBlaze Syndication Network; and
- Engage in such further actions regarding Your Content as may be necessary or appropriate in order to effect the purposes of the ComedyBlaze Revenue Generation Program.
At the time of registration, You agree and accept that ComedyBlaze or its third party distribution partners (for example, internet service providers, television broadcasting companies, mobile phone carriers, other service providers, licensees and the like) (collectively, the "Third Party Service Providers"), may add or remove any or all distribution channels available to You at any time.
ComedyBlaze may, in its sole discretion:
- Reject, suspend access to or remove any of Your Content from the ComedyBlaze Network at any time that ComedyBlaze deems it unsuitable for the ComedyBlaze Network or for distribution in the ComedyBlaze Syndication Network; and
- Modify any meta data You submit with Your Content, including without limitation meta tags, age rating, descriptive language, search terms, category and keyword modifiers. ComedyBlaze shall have no liability for taking such actions. You agree and accept that ComedyBlaze does not guarantee that Your Content will be distributed on any part of the ComedyBlaze Syndication Network and that distribution may be subject to acceptance by any of the Third Party Service Providers.
During the Term, You may remove yourself or request that ComedyBlaze remove any or all of Your Content from the ComedyBlaze Site. Upon such request, ComedyBlaze will remove any Ads attached to your Content and Your right to receive compensation, if any, for the removed Content will automatically terminate. ComedyBlaze will pay You all undisputed ComedyBlaze will remove your Content from our web sites and also dispose of any original cassettes, CD-ROMs, photographs or other mediums by which You may have sent your Content to ComedyBlaze in the postal mail in physical formats. However, You acknowledge and agree that ComedyBlaze shall have no obligation to attempt to remove from distribution: any of Your Content that is otherwise publicly available through the Internet or other publicly accessible medium; or any of Your Content that is distributed by Syndicators in the ComedyBlaze Syndication Network or their end users without monetary compensation or commercial purposes ComedyBlaze reserves the right, in its sole and absolute discretion, for any reason or no reason, to revoke Your license to "frame," "mirror" or otherwise copy portions of the Site, the Content and Ads and ComedyBlaze content at any time, effective immediately once we give You notice of such revocation. You may not display or distribute Content by any means other than as expressly permitted in writing by ComedyBlaze. If You wish to display and distribute Content via Broadcast Distribution or Mobile Distribution, You must first obtain ComedyBlaze's prior written approval.
At the time of registration, You may be given the opportunity to designate the Online Distribution locations (for example, the websites, blogs and peer-to-peer networks) and associated revenue structure (if any) by which means You will distribute Content and Ads (any such means, collectively, "Syndication Sites"). ComedyBlaze disclaims all liability relating to Your Syndication Sites. You are solely responsible for all maintenance and operation of Your Syndication Sites, and any materials or content therein. You may not display or distribute Content and Ads on any Syndication Sites that contain any purely pornographic, infringing, hate-related, violent or illegal content. You agree to comply with any specifications provided by ComedyBlaze to: (i) enable proper use, delivery, display and distribution of the Content and Ads on Your Syndication Sites; and (ii) to assist ComedyBlaze in properly tracking and calculating any revenue amounts that You may earn.
You agree and accept that ComedyBlaze, upon request of the applicable Artists or in its sole discretion, may add or remove from the ComedyBlaze Site any or all Content available to You at any time. In conjunction with such removal of available Content, ComedyBlaze will remove any Ads attached to such Content that has been distributed in the ComedyBlaze Syndication Network. Your right to receive compensation, if any, for Your continued distribution of such Content with removed Ads will automatically terminate.
Participation is at Your own risk
Your Participation is at Your own risk. Although the ComedyBlaze Revenue Generation Program enables users to connect and share Content and Member Comments with one another and with end users or viewers, ComedyBlaze has no responsibility to control of monitor any information or exchanges between or among users.
Revenue and Payment Terms
Payments Due to You
You may be able to generate revenue through Participation as a Content Contributor or through valid, end user activity relating to Content and Ads. Such activity could include for example, without limitation, full Content views or clicks on an Ad, conversion of an Ad click to a sale, or delivery of an Ad impression displayed in connection with Content (collectively, "Advertising Actions"). As we generate revenue associated with your content, we agree to pay you according to our payment agreement.
Payment Terms
We publish your stuff. We pay the bills. We get the advertising revenue. The profit which is advertising revenue minus the costs is the profit. We split the profit 50-50 with you. Amounts due to You, if any, in connection with Your Participation as a content contributor will be determined solely by ComedyBlaze based on Advertising Action data'regarding impressions, clicks, conversions and other applicable metrics'collected by and/or supplied to ComedyBlaze as well as associated costs. Payments earned will accrue and be posted to Your Account. All payments will be made in U.S. Dollars. Generally, accrued payments will be available for withdrawal or transfer thirty (30) days after the end of the calendar month in which they accrued. For example, revenue generated as a result of Advertising Actions on June 30 and July 1 will be available for withdrawal on July 30 and August 30, respectively. ComedyBlaze will not be liable for damages resulting from any failure to post payments to Your Account within such thirty (30) day period. Notwithstanding the foregoing, ComedyBlaze shall make no payments until such accrued payments total at least twenty dollars ($20). You will not be entitled to receive interest on any Account payments. Payments will remain in Your Account until: (a) You provide ComedyBlaze with an address to send you a check; (b)You transfer such amounts to a PayPal Account or other payment system acceptable to ComedyBlaze; (c) You direct ComedyBlaze in writing to distribute such payments to a designated PayPal Account or other payment system acceptable to ComedyBlaze. You are responsible for any and all applicable taxes or charges imposed by any government entity in connection with Your Participation. ComedyBlaze may change its pricing and/or payment structure at any time. All modified payment terms shall be effective thirty (30) days after notice has been provided to You by ComedyBlaze (or such other time period specified in such notice). If any such modified payment terms are not acceptable to You, Your only recourse is to cease Participation. By continuing to Participate following notice of any modified payment terms as set forth herein, You accept and agree to be bound by such modified payment terms. For the purposes of checking credit, effecting payment and/or servicing Your Account, ComedyBlaze may share with third parties, such as payment processors and/or credit agencies, any credit card and related payment information that You provide.
Are My ComedyBlaze earnings taxable and what forms if any do I have to fill out?
The IRS, the US Internal Revenue Service, requires those persons paid more than $600 to fill out a W-9 (US citizens) or a W-8 (international citizens) form for tax purposes. As the total balance in your comedyBlaze account nears $600 for the year, Comedyblaze will send you the appropriate form via email. You will be required to fill it out, sign it and return it to our office in order to continue to receive payments. Instructions for filling out the form. We will process the form and you will receive a confirmation messages and then continue to receive payments as usual. At the end of each year you will received an IRS form 1099, which should be used in reporting your Comedyblaze earnings.
Exceptions
ComedyBlaze will have no obligation to pay any amounts, and is permitted to deduct or withhold any amounts from or posted to Your Account, determined or reasonably suspected by ComedyBlaze in its sole discretion to have resulted from Action Fraud including without limitation through any clicks originating from Your IP addresses or computers under Your control, solicited by payment of money, false representation or request for end users to click on Ads, or Actions co-mingled with a significant number of invalid Advertising Actions.
Term and Termination
(a) Termination
ComedyBlaze may immediately terminate this Agreement, or cancel the ComedyBlaze Revenue Generation Program, for any reason at any time. You may terminate this Agreement at any time by disabling Your Account or providing notice to ComedyBlaze.
(b) Effect of Termination
General. Upon termination or expiration of this Agreement, Your right to Participate (including but not limited Your right to receive compensation, if any, as an Artist or a Syndicator) will automatically terminate. In the event of termination, Your Account will be disabled and You may not be granted access to Your Account or any files or other content contained in Your Account although residual copies of information may remain in the ComedyBlaze Revenue Program system. Upon termination: (i) all licenses granted to You hereunder will immediately terminate; (ii) You will promptly destroy all copies of ComedyBlaze content in Your possession or control; and (iii) ComedyBlaze will pay all undisputed amounts, if any, due to You within ninety (90) days from the last day of the month in which termination occurs. In no event, however, shall ComedyBlaze make payments for any earned balance less than twenty dollars ($20). Upon termination, ComedyBlaze may continue to use any user analytics collected hereunder for solely internal (including archival) purposes, and all related licenses You have granted ComedyBlaze shall remain in effect for this purpose only. In the event that this Agreement or the ComedyBlaze Revenue Program expires or is terminated, ComedyBlaze shall not be obligated to return any materials to You.
General
- Governing Law; Arbitration. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, excluding its conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is excluded and does not apply to this Agreement. Except as expressly set forth in subsection (b) below ("Injunctive Relief"), any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this Agreement to arbitrate, shall be submitted to the Judicial Arbitration and Mediation Services, Inc. or its successor ("JAMS") and decided by binding arbitration, in accordance with the JAMS' Comprehensive Arbitration Rules and Procedures (Streamlined Arbitration Rules and Procedures) as such rules shall be in effect on the date of submission to arbitration, by one arbitrator reasonably familiar with the business pertaining to the products and services covered by this Agreement, appointed in accordance with such Rules and Procedures. The arbitrator shall apply New York law to the merits of any dispute or claim. The decision of the arbitrator shall be final and unappealable. The arbitration shall be conducted in Los Angeles County, New York, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. In the event any action is brought by either party in connection with this Agreement, the substantially prevailing party will be entitled to recover from the other party all the costs, attorneys' fees and other expenses reasonably incurred by such party. All offers, promises, conduct and statements, whether oral or written, made in the course of the arbitration by any of the parties, their agents, employees, experts and attorneys, and by the arbitrator and any JAMS employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any litigation or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the arbitration.
- Assignment. You may not assign or transfer this Agreement, in whole or in part, by operation of law or otherwise, without the prior written consent of ComedyBlaze. Any attempted assignment in violation of this Section will be null and void and of no force or effect. ComedyBlaze may assign this Agreement freely at any time without notice. Subject to the foregoing, this Agreement will bind and inure to the benefit of each party's permitted successors and assigns.
- Waiver; Severability. The failure to require performance of any provision shall not affect ComedyBlaze's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any portion of this Agreement is found to be unenforceable, such portion will be modified to reflect the parties' intention and only to the extent necessary to make it enforceable, and the remaining provisions of this Agreement will remain in full force and effect.
- Export Restrictions/Legal Compliance. You agree to comply with all United States and other applicable export laws and related restrictions and regulations, and not to directly or indirectly export, provide or otherwise make available the services and products of ComedyBlaze in violation of any such export laws, unless any required prior authorizations or necessary approvals are obtained by You, at Your expense, from the applicable United States or foreign authority.
- Entire Agreement. This Agreement constitutes the entire and exclusive understanding and agreement between You and ComedyBlaze regarding this subject matter, and supersedes any and all prior or contemporaneous agreements or understandings, written and oral, between You and ComedyBlaze relating to this subject matter. You may be subject to additional terms and conditions that may apply when You use or access certain features of the ComedyBlaze Revenue Program.
- Relationship. You and ComedyBlaze are independent contractors, and this Agreement, including but not limited to submission or distribution of any Content or Ads, will not, in whole or in part, establish any relationship of partnership, joint venture, employment, franchise or agency between the You and ComedyBlaze. Neither party will have the power to bind the other or incur obligations on the other's behalf without the other's prior written consent. Neither party is authorized to act as an agent or representative of the other or for or on behalf of the other party in any capacity other than as expressly set forth in this Agreement. Neither party shall in any manner advertise, represent or hold itself (or any of its agents) out as so acting or being authorized so to act, or incur any liabilities or obligations on behalf of, or in the name of, the other party, unless specifically provided for in this Agreement. Moreover, each party shall be solely responsible for the payment of all of its own taxes, assessments and all other similar withholdings from or assessments on any monies paid hereunder or in connection with the transactions contemplated hereby.
- Reserved Rights. ComedyBlaze reserves the right to change, in whole or in part, the names, logos, presentation and display of the ComedyBlaze Non-Revenue Generating Member Agreement, the ComedyBlaze Revenue Generating Member Agreement, Copyright Notice, Anti-Spam, Privacy Policy or other programs and ComedyBlaze Products at any time in its sole discretion.
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