Terms Of Service

Please read carefully these Terms and our Privacy Policy) (collectively called, the “Agreement”) before using this online marketplace at https://www.con10th.com  (the “Con10th Marketplace”) provided by Con10th LLC (“Con10th” or “we” or “us” or “our”), because this Agreement contains legally binding terms.

If you’re accessing or using the Con10th Marketplace on behalf of a company or other organization, these terms also apply to such company or organization as a user, and you represent and warrant that you have full authority to access and use the Con10th Marketplace on behalf of the company or other organization and to bind the company or organization.

1. By clicking “I agree” or by accessing or using the Con10th Marketplace, you or the entity on whose behalf you use it (“you” or “your” or “Creator”) agree to be bound by the Agreement, you hereby represent, warrant, and affirm that you’re at least eighteen (18) years of age, and you agree that you’ve reviewed and understand the content within our knowledge base outlining details on how our service works and our scope at https://www.con10th.com

If you don’t agree with all of the terms and conditions of the Agreement, you are not authorized to use the Con10th Marketplace.

2. Con10th LLC reserves the right to change or add to the Agreement at any time. In the event of a material change, we shall notify you via email or by means of a prominent notice on the Con10th Marketplace. You are responsible for checking the Con10th Marketplace periodically for updates. By continuing to use the Con10th Marketplace following such modifications, you agree to be bound by such modifications.

3. The Con10th Marketplace.
   • Description of Our Services. The Con10th Marketplace provides individuals, groups or business entities (collectively, “Clients”) with video/media production services including but not limited to directing, editing, writing, photography, graphic design (each a “Project”).

• To use the Con10th Marketplace as a Client, you’ll need to create an account. We may not accept every potential Client who creates an account. If we find that you are not in alignment with our model, sharing accounts/logins, violate our core values, or are abusing our services or team in any way, including using our services for illegal or adult/pornographic materials, we reserve the right to cancel your account.

• We can’t record voiceovers. We can’t do animations

• In addition, when you submit a account, you grant us the right to edit some general information in the account i.e: video descriptions, categories, genres, tags, etc and grant us the right to remove all names and references to yourself and/or your company.

• You’re solely responsible for reviewing your account and the accuracy of everything in your account and for updating it as needed.

• You will be requested to provide information such as:

• Your name and company/business name.
• Your email address.
• A password that you create.
• (If you are a company or business), your role with the company/business (e.g production company, editor, director etc.).
• Your company URL (if any).
• Your phone number.
• Video titles and descriptions.

• You expressly acknowledge and agree that Clients are independent entities and not our contractors, agents, or employees. We do not make any representations or warranties of any kind with respect to any Client, Project, or Project Agreement, nor shall we be deemed to endorse any Client.

• We are not liable for the acts, errors, omissions, representations, warranties, breaches or negligence of any Client, or for any personal injuries, death, property damage, or other damages or expenses resulting therefrom.

4. Reservation of Rights.

We reserve all right, title and interest in and to the Con10th Marketplace, including all software, programming interfaces and other technology underlying the user interface and online services through which you interact with Con10th LLC and improvements to the Con10th Marketplace.

Grant of Limited Rights. By submitting a Project on the Con10th Marketplace, you give us the rights to Client content to the extent necessary to complete the Project. Each Client authorizes us to retain archival copies of all Client content that such Client has submitted.

5. Usernames and Passwords.You will safeguard your username and password. You will notify us immediately if you learn of any unauthorized use of any username and password or any other known or suspected breach of security.

6. Responsibility for your Content. You represent and warrant that all of your content (including your account) is accurate and not misleading and is not in violation of any third-party rights. You waive rights of privacy or publicity in connection with your content.

7. Rights in Content. You: (a) grant to us a non-exclusive right and license to view your content in connection with the use of the Con10th Marketplace as permitted by this Agreement; (b) grant us an ongoing, irrevocable, royalty-free, sublicensable, right and license to use, display and distribute your content on the Con10th Marketplace. Our right to publicly display your content shall terminate upon your deletion of your account and content from the Con10th Marketplace. However, we may retain a copy of your content for archival purposes, so long as it is not displayed to the public. For clarity, you retain all ownership of your content, subject only to the licenses granted in the Agreement.

8. We may use any reports, comments and suggestions in any form regarding the Con10th Marketplace that you provide to us (collectively, the “Feedback”). You grant us a worldwide, non-exclusive, irrevocable, perpetual, royalty-free right and license to incorporate and use the Feedback in connection with any products and services.

9. Other Applications. We do not control Other Applications. You are solely responsible for your use of the Other Applications, including compliance with all terms, rules and policies with respect to such Other Applications. Under no circumstances will we be liable in any way for Other Applications, including any inability or failure to enable access to Other Applications from the Con10th Marketplace.

10. Availability of the Con10th Marketplace. We will use commercially reasonable efforts to make the Con10th Marketplace available pursuant to this Agreement except for (a) planned downtime (with reasonable advance notice and to the extent practicable non-business hours); (b) emergency downtime; and (c) any unavailability caused by circumstances beyond our reasonable control. We reserve the right to modify the Con10th Marketplace from time to time and make no guarantees as to the continuous availability of the Con10th Marketplace or of any specific feature(s) or functionalities) of the Con10th Marketplace.

11. Project Agreements. For each Project, the Client and will through the Con10th Marketplace, enter into one or more Project Agreements and related Statements of Work (“SOWs”). A single Project Agreement may govern multiple SOWs.

12. Delivery and Payment.

• The price of any Project, or deliverable thereunder, will be the price agreed between the you and us as set out in the relevant SOW. Once a deliverable has been completed, we shall deliver the final video file of the deliverable to the you via email to confirming that the final deliverables have been sent to you and any the final amount of payment due for the Project.

• Turnaround times are not guaranteed, but a majority of our Clients get the 1st draft within a week of receipt of your payment, depending on the length and complexity of your Project.

• You are entitled to only three (3) revisions of your Project or deliverable after which any further revisions will incur additional costs per our prices.

• Payment and Refunds– All payments are non-refundable as soon as your Project is under review, and we do not provide credit.

• You further agree that, upon registering for the services through the Site, you authorize us to charge your method of payment (e.g. credit card) for the fee related to your delivering your content.

• You represent and warrant to Con10th that such payment information is accurate and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur.

• Con10th LLC may change its fees from time to time by posting the changes on the Site with 5 days prior notice, but with no advance notice required for temporary promotions or reductions in fees.

• While we do our best to minimize any mistakes, due to the nature of creative design we cannot guarantee all files delivered will be 100% error free. Upon Project delivery you agree to review and proof all files for any errors or omissions and notify our team if any changes/corrections are needed. We will do our best to rush any edits to correct the mistakes.

• Con10th LLC not responsible or liable for any losses or expenses you incur from errors or omissions.

13. Confidential Information.

Certain information may be made available by Clients to on the Con10th Marketplace on a confidential basis. Such information is subject to this Agreement and to any additional confidentiality terms that Clients may require.

• “Confidential Information” means any and all confidential or proprietary information regarding the disclosing party or its businesses or clients, which may include without limitation: (a) trade secrets; (b) ideas, samples, media, works of authorship, models, products and services (current, future, and proposed) experimental work, development, design details and specifications, financial information; and (d) all other information that the receiving party knew, or reasonably should have known, was the Confidential Information of the disclosing party. that is specifically marked in writing as “Confidential” or “Proprietary”; provided, however, “Confidential Information” shall not include information: (a) that was independently developed by the receiving party in a manner not otherwise in violation or breach of this Agreement; (b) that was rightfully known to the receiving party prior to receipt from the disclosing party; or (c) becomes generally available to the public or known to the receiving party by any means, including from a third party, not involving breach of an obligation of confidentiality with respect to such information. For the avoidance of doubt, all of our application programming interfaces, documentation, code, software, technologies, processes, data, and all other non-public information regarding the Con10th Marketplace is deemed to be Confidential Information of Con10th LLC.

• The receiving party agrees that at all times and notwithstanding any termination or expiration of this Agreement it will hold in strict confidence and not disclose to any third party any Confidential Information of the disclosing party, except as approved in writing by the disclosing party, and will use the Confidential Information of the disclosing party for no purpose other than as contemplated herein. The receiving party (whether you or us) will protect the confidentiality of the disclosing party’s Confidential Information with the same degree of care, but no less than reasonable care, as used to protect receiving party’s own confidential information of a similar nature. Each party will limit the distribution and communication of such Confidential Information only to employees or agents of the receiving party or the receiving party’s affiliates with a need to know for the purposes contemplated by this Agreement. If receiving party is required pursuant to a legal proceeding or other legal or regulatory requirement to disclose any Confidential Information, reasonable prior notice will be given to the disclosing party in order to contest or limit such disclosure. Each party agrees that the other party may suffer irreparable harm if a party fails to comply with its obligations set forth herein (including other obligations pertaining to intellectual property rights, and the parties agree that the non-breaching party will, in addition to any other remedies available at law or in equity, be entitled to the issuance of injunctive relief to enforce the provisions hereof as well as seek specific performance, immediately and without the necessity of posting a bond.

14. Representations and Warranties.

• By Con10th LLC. We represent and warrant that we have the right, power and authority to enter into, and to perform pursuant to this Agreement.2 By Client. You represent and warrant that: (a) you have the right, powerand authority to enter into and to perform pursuant to this Agreement, including granting to Con10th LLC the licenses hereunder for the purposes contemplated herein; and (b) none of your content or deliverables conveyed via the Con10th Marketplace violate or infringe upon the rights of others, including the right of privacy or publicity of any person.6.3 Violations.You agree to inform Con10th LLC immediately if you discover any breaches of the obligations set forth above. With respect to copyright, our policy is to investigate any allegations of copyright or other infringement brought to our attention. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want us to delete, edit, or disable the material in question, you must provide us with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) 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; (c) identification of the material that is claimed to be infringed or to be the subject of infringing activity that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and if available, an email address at which you may be contacted; (e) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, you must provide it to us
  info@con10th.com

15. Disclaimer of Warranties.
    • EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, THE CON10TH MARKETPLACE (INCLUDING OUR CONTENT PROVIDED IN CONNECTION WITH THE CON10TH MARKETPLACE) ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OR CONDITION OF ANY KIND, AND, TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO THE CON10TH MARKETPLACE INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, TITLE, AND NON-INFRINGEMENT.

• YOU ACKNOWLEDGE THAT CON10TH LLC DOES NOT CONTROL THE CONTENT OF ANY CLIENTS OF CON10TH LLC OR ANY OTHER THIRD-PARTY CONTENT, INFORMATION OR MATERIALS, INCLUDING ANY OTHER APPLICATIONS. AS SUCH, CON10TH LLC IS NOT RESPONSIBLE FOR THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF ANY SUCH CONTENT FOR ANY PURPOSE.

• FURTHERMORE, AND WITHOUT LIMITATION, CON10TH LLC DOES NOT WARRANT THAT: A) INFORMATION ON THE CON10TH MARKETPLACE IS CORRECT, ACCURATE, RELIABLE OR COMPLETE; B) THE FUNCTIONS OF THE CON10TH MARKETPLACE WILL BE UNINTERRUPTED OR ERROR-FREE; OR C) THE USE OF THE CON10TH MARKETPLACE WILL RESULT IN ANY PARTICULAR RESULTS.

Con10th LLC’s privacy practices are governed by Con10th LLC’s privacy policy, the most updated copy of which can be found at https://www.con10th.com/privacy-policy (“Privacy Policy”). The Privacy Policy does not cover the information practices exercised by any third parties that Con10th LLC does not own or control.

17.    Limitation of Liability.

17.1 Limitation of Liability. EXCEPT FOR A PARTY’S LIABILITY PURSUANT TO ITS INDEMNITY OBLIGATIONS OR FOR ITS BREACH OF CONFIDENTIALITY, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES. CON10TH LLC’S AGGREGATE LIABILITY TO YOU WILL NOT EXCEED THE CON10TH LLC FEES PAID TO CON10TH LLC UNDER THE PROJECT FROM WHICH THE CLAIM ACCRUES. YOU UNDERSTAND AND AGREE THAT ABSENT YOUR AGREEMENT TO THESE LIMITATIONS OF LIABILITY, WE WOULD NOT PROVIDE THE CON10TH MARKETPLACE OR RELATED SERVICES TO YOU. THESE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF CON10TH LLC UNDER THIS AGREEMENT EXCEED YOUR PAYMENT FOR THE PROJECT, REGARDLESS OF THE CAUSE OF ACTION, IN TORT, CONTRACT, OR OTHERWISE.

18. Indemnification.

18.1 Client’s Indemnification Obligations. You agree to defend, indemnify and hold harmless Con10th LLC and its affiliates and representatives from damages, liabilities, costs and expenses (including reasonable attorneys’ fees) (collectively, “Losses” ) resulting from any and all third party claims, judgments or proceedings (collectively,“Claims” ) arising out of: (a) your breach of any of your representations or warranties in this Agreement; (b) your Content and any infringement of rights or violation of law therefrom, including the deliverables and other materials you provide to Client for use with the Projects; or (c) your performance of services under a Project.

18.2 Con10th LLC’s Indemnification Obligations. Con10th LLC agrees to defend, indemnify and hold harmless you, your affiliates and representatives from Losses resulting from any and all third-party Claims arising out of the infringement by the Con10th Marketplace, not including third-party content, of any intellectual property right of any third party.

18.3 Process. The party seeking indemnification (the “Indemnified Party” ), will give to the other party (the “Indemnifying Party”) prompt written notice and control of the defense and settlement of, and reasonable assistance and information regarding, the claim. The Indemnified Party’s failure to do so will not relieve the Indemnifying Party of its obligations under this section except to the extent the Indemnifying Party is materially prejudiced by such failure. The Indemnified Party may participate in (but not control) the defense and/or settlement of any such claim at its own expense but may not settle or compromise the claim without the Indemnifying Party’s written consent. The Indemnifying Party will not settle or compromise any such action in a manner that does not include a release of the Indemnified Party from all liability with respect to the claim.

18.4 This Section 19 states Con10th LLC’s entire liability, and your exclusive remedy, for any and all third-party infringement claims with respect to the Con10th Marketplace.

19. Termination

19.1 Term. This Agreement shall commence on the day you first agree to these terms or access the Con10th Marketplace (whichever comes first) and shall continue in full force and effect for so long as you use the Con10th Marketplace or until terminated by either party in accordance with this Agreement. Either party may terminate this Agreement for its convenience at any time upon notice.

20.2 Suspension. We may immediately suspend or terminate your access to all or any portion of the Con10th Marketplace if we become aware or reasonably suspect that: (a) your use of the Con10th Marketplace violates applicable local, state, federal, or foreign laws or regulations or any terms of this Agreement, or (b) your continued use of the Con10th Marketplace will disrupt use of the Con10th Marketplace by other Users, poses a security risk to the Con10th Marketplace, may harm Con10th LLC or its systems, may subject Con10th LLC or any third party to liability or if we believe in our reasonable discretion that your use of the Con10th Marketplace is unsuitable in any way. Con10th LLC will provide you with notice of any such suspension and an opportunity to remedy the issue unless we in good faith believe doing so will result in imminent harm.

21. 21. General Provisions

21.1 Trademarks; Media.  Neither party grants to the other party any right,title or license to its trademarks pursuant to this Agreement, except that you authorize us to disclose on the Con10th Marketplace, and in our marketing collateral and corporate presentations, that you have chosen to use the Con10th Marketplace and to include your name, company name, service marks, trademarks, and similar identifiers in such disclosures, provided, however, that we comply with trademark usage guidelines you provide to us, and you may revoke such right at any time upon written notice to Con10th LLC.

21.2 Governing Law; Limitation of Claims. This Agreement will be governed byand construed in accordance with the laws of the State of Minnesota. The Uniform Computer Information Transactions Act will not apply and will not be invoked in any judicial or arbitral proceeding concerning this Agreement. You agree that regardless of any statute or law to the contrary, any claim or cause of action against Con10th LLC arising out of or related to this Agreement must be filed within one year after such claim or cause of action arose, or be forever barred.

22.3 Dispute Resolution.  Any disputes arising out of or related to this Agreement will be referred to and finally settled by binding arbitration in Minnesota, in accordance with the Commercial Arbitration Rules of the American Arbitration Association in effect at the time of arbitration except as inconsistent with this section. All awards may, if necessary, be enforced by any court having jurisdiction. The existence of any dispute, the existence or details of the arbitration proceeding, and all related documents, materials, evidence, judgments and awards therein, must be kept confidential. Except as required by law, no party will make any public announcements with respect to the proceeding or the award, except as required to enforce same. The parties hereby waive the right to a trial by jury and agree to only bring claims in an individual capacity and not as a plaintiff in any purported class or representative proceeding. Notwithstanding the foregoing, nothing in this section will preclude the right and ability for you or us to file and maintain at any time an action for recovery of injunctive or provisional relief in any court of competent jurisdiction under applicable law.

22.4 Assignment. Neither party may assign, delegate or transfer the Agreement or the party’s rights or obligations under the Agreement, without the other party’s prior written consent, provided that no such consent is required in the event of assignment or transfer to Con10th LLC’s affiliate or the transfer of the majority of our stock or all or substantially all of our assets relating to this Agreement, by merger, acquisition or otherwise. Any purported assignment or transfer in violation of this paragraph will be void. This Agreement is binding on, and is for the benefit of, the parties and their respective and permitted successors and assigns.

22.5 Entire Agreement, Waiver, Relationship.  This Agreement is the entire agreement between Con10th LLC and you regarding your use of the Con10th Marketplace and supersedes any prior agreements or understandings. If any provision of this Agreement is held to be invalid, the provision will be construed to the extent enforceable, and the other provisions of this Agreement remain in full force and effect. No waiver of any provision of this Agreement will be deemed a continuing waiver of such provision or any other provision, and our failure to assert any right or provision under this Agreement will not constitute a waiver of such right or provision. Nothing in this Agreement will be deemed to create an agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship of any kind between us and any User or other person or entity, nor does this Agreement extend rights to any third party.

22.6 Notice.   Any notice required hereunder shall be in writing and will be deemed to have been duly given upon the date of confirmed receipt, as confirmed or acknowledged by recipient, of the email or facsimile if sent via email or facsimile.

22.7 Force Majeure. No delay, failure or omission by either party to carry out or observe any of its obligations hereunder will give rise to any claim against such party or be deemed to be a breach of this Agreement if and for as long as such failure or omission arises from any cause beyond the reasonable control of that party.

22.8 Survival. Provisions of the Agreement that by their nature or terms areintended to survive expiration or termination, will survive including without limitation those relating to indemnity, confidentiality, and limitations of liability.