Terms of Use

We have revised the Terms of Use for our current and future desktop and mobile websites, mobile applications, digital messages and marketing (including without limitation, email and text messaging campaigns), and any other digital platforms, services, and networks which are currently or in the future owned or operated by Placid, or for which Placid currently or in the future provides services or technology (collectively, the "Sites"). Some of the key changes are summarized below, but please take the time to read the full Terms of Use. You accept and agree to be bound by these Terms of Use when you use any Sites or Services, including, without limitation, when you view or access content or videos on or through the Sites.

  • Governing law, Agreement to Arbitrate and Class Action Waiver. To help streamline the resolution of disputes, claims, and controversies under these updated Terms of Use, as set forth in more detail below, you now agree that both you and Placid will be obligated to arbitrate disputes, claims, and controversies that arise out of or relate to your use of the Sites or the Services, and that any such proceedings will be conducted only on an individual basis (and not as a class action) and under New York law.
  • Disclaimers. We have updated certain disclaimers we make in these Terms of Use.
  • Limitation of Liability. We have updated our limitation of liability clause.
  • Contact Information. We updated how you may contact Placid in some circumstances.

IMPORTANT NOTICE: THESE TERMS OF USE ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN SECTIONS 18 and 19 BELOW.

Welcome to Placid. The terms and conditions set forth herein ("Terms of Use") and the Placid Privacy Policy constitute a binding agreement between you and Orbit Media, Inc., including its present and future subsidiaries ("Placid") with respect to your use of the Sites and our "Services" (see Section 3 below for a definition of "Services"). Any defined terms used in the Terms of Use (such as "Sites," "Services," and "Placid") have the meanings given to them in these Terms of Use. When you see "we," "our," and "us" in these Terms of Use, it means Placid, the provider of the Services. When you see "you" and "your," it means you, the end user of the Services we provide.

These Terms of Use include important information and set forth the "rules" for your use of our Services. We update these Terms of Use from time to time, so please check back frequently. By using the Sites and the Services, you affirm that you are at least 13 years of age (or have reached the age of majority if that is not 13 years of age where you live) or that you have reviewed these Terms of Use with your parent or legal guardian and he or she agrees to these Terms of Use on your behalf and takes full responsibility for your compliance with them. You agree that you (and your parent or guardian) are fully able and competent to enter into and comply with these Terms of Use. Access to and use of certain features or functions of the Sites or Services may only be available to those individuals eighteen years of age or older, or other ages as Placid deems appropriate for a particular feature or function in its discretion. If you are under 13 years of age, you understand that you cannot later void this agreement with Placid as a minor without losing access to your Account and the Sites and your parents being held responsible for your actions and any obligations you have incurred while enjoying the benefits of access to the features and functions of the Sites as if you were an adult.

By using the Services, you are signifying your agreement with these Terms of Use and Privacy Policy. Please read these Terms of Use and Privacy Policy carefully before using any Services. These Terms of Use and Privacy Policy set forth the terms and conditions upon which you may use the Services that we provide and constitute a legally binding contract between you and Placid. If you do not agree with the Terms of Use, or any part of them, do not use the Services, which are designed solely for your entertainment purposes. You acknowledge that these Terms of Use and Privacy Policy are supported by reasonable and valuable consideration, the receipt and sufficiency of which you acknowledge by using the Services, including, without limitation, your enjoyment and use of the Services and all features and activities made available through the Services, your receipt of data, materials and information made available through the Services, and the possibility of our use or display of End User Content (see Section 7 below for a definition of "End User Content"). We reserve the right, in our sole discretion, to update these Terms of Use from time to time when we deem appropriate. Changes shall become effective ten (10) days after they are posted on the Sites or within the Services ("Effective Change Date"). These Terms of Use and Privacy Policy cannot be changed orally. Please review these Terms of Use and Privacy Policy periodically. Your continued use of the Services following the Effective Change Date will constitute your acceptance of those updated Terms of Use and/or Privacy Policy.

Supplemental terms and conditions may apply to some of the Services or Software we provide and will be disclosed to you in connection with the particular Services or Software. Those supplemental terms and conditions are in addition to, not in lieu of, these Terms of Use, but in the event of any conflict between those supplemental terms and these Terms of Use, those supplemental terms will prevail to the extent of the conflict.

a. License to use Services

The "Services" include services we provide to you through the Sites, "Third Party Platforms" (see Section 23 below for a definition of "Third Party Platforms"), and other locations which post, incorporate by reference, or link to these Terms of Use. Examples of the Services we may provide include, but are not limited to, games (including games that are downloadable, in whole or in part, or playable through a browser), activities, chat, forums, audio-visual content, and mobile applications. We may change, add to, or delete the Services we offer, in whole or in part, for any reason at any time in our sole discretion. Subject to your continuing compliance with these Terms of Use, Placid grants you the limited, personal, non-exclusive, non-transferable, revocable right during the Term to use the Services solely for your non-commercial, entertainment purposes, in a manner consistent with these Terms of Use. All rights not expressly granted by Placid herein are reserved to Placid, and no license, permission or right of access or use not granted expressly herein shall be implied. The Services are for the personal use of individual users and may not be transferred, assigned, or used in connection with any commercial or illegal endeavors. Organizations, companies, and businesses may not become registered members and should not use the Services for any purpose.

b. Access to Services

You understand and agree that Placid may discontinue, and has no obligation to continue providing, any aspect of the Services, or all of the Services in their entirety, at any time in its discretion. To use the Services, you acknowledge and agree that you may be required to (i) have a valid Account (some features of the Services are only accessible through creation of an Account), (ii) download and install certain Software which allows you to use the Services, (iii) have an Internet connection or access to a wireless network (which Placid does not provide and which may impact your ability to access the Services from time to time for reasons outside of Placid's control), and (iv) download and install certain third party software ("Third Party Software") (which Placid does not provide, which may not work on your computer, game platform or mobile device, and which may impact your ability to access the Services for reasons outside of Placid's control) and enter into a separate agreement with such third party for access to and use of such Third Party Software.

c. Promotional Material and Advertising

The Sites and the Services may include promotional material and advertisements for third party products and services. By using the Services and agreeing to these Terms of Use, you are acknowledging and agreeing that you may be able to view such content, promotional materials and advertising as may be displayed and included within the Sites and the Services. You understand and agree that by clicking on a banner advertisement or link from our advertisers and sponsors, you will be taken to other sites, which are not operated by us or under our control. We do not endorse and cannot ensure that you will be satisfied with any products or services that you purchase from a third party site. Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Services are solely between you and such advertiser. You agree that we will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Services.

You agree that the Sites, the Software, the Services, and all features and elements thereof (including without limitation all games, apps, objects, graphics, visual interfaces, audio, video, information, character names, stories, dialogue, catch phrases, concepts, artwork, animations, sounds, musical compositions, methods of operation, moral rights, documentation, game clients, server software, Virtual Currency, Premium Items, Account Attributes, characters, logos, illustrations, text, images, computer code, programs, routines, subroutines, files, data, the scripts and software used to implement the Services) (all of the foregoing collectively "Materials") are proprietary information and materials that are owned by Placid, its licensors, and other sources, and are protected by applicable U.S. and international intellectual property and other laws, including but not limited to copyright, trademark and patent laws. No Materials may be copied, reproduced, republished, uploaded, posted, transmitted, distributed, decompiled, reverse engineered, disassembled, or used in any manner, except as expressly permitted by these Terms of Use. Modification of the Materials or use of the Materials in whole or in part for any non-approved purpose is a violation of Placid's or such other sources' copyright, trademark and other proprietary rights. You expressly understand that you may not reverse engineer, disassemble or decompile or attempt to reverse engineer or derive code from any information accessible through the Sites or the Services (including, without limitation, data packets transmitted to and from the Sites over the Internet), or analyze, decipher, "sniff", derive code from, or attempt to analyze, decipher, "sniff", or derive code from any packet stream transmitted to or from the Sites or the Services, whether encrypted or not, or permit any third party to do any of the same, and you hereby expressly waive any legal rights you may have to do so, including any rights under the Digital Millennium Copyright Act or similar laws.

5. End User Content

a. Communication of End User Content

The Services may afford you and other end users the means to upload and communicate information, including without limitation, messages, notes, comments, opinions, ideas, photos, drawings, images, videos, profiles, artwork, audiovisual works, musical compositions (including lyrics), sound recordings, or other materials or information in e-mail, chat, chat rooms, "emotes," forum discussions, and similar user-to-user areas (collectively, "End User Content"). As to End User Content, you agree that you are responsible for your End User Content, that you have the right to post any End User Content that you submit through the Services, and that any End User Content you communicate or cause to be communicated shall not: (i) infringe the intellectual property, proprietary, privacy or publicity rights of any third party; (ii) violate any law, rule or regulation; (iii) be defamatory, indecent, obscene, pornographic, harmful to minors, or otherwise inconsistent with Section 8 below; or (iv) contain any viruses, trojan horses, disabling code, worms, time bombs, "clear GIFs," cancelbots, or other computer programming or routines that are intended to, or which in fact, damage, detrimentally interfere with, monitor, intercept, or expropriate any Services, data, information, packets, or personally identifiable information. You agree that we may review, edit and delete any End User Content for any reason, including, in our sole judgment, that the End User Content violates these Terms of Use. Further, you acknowledge and agree that we may take any action we deem appropriate as to any End User Content communicated by you, if we believe, in our sole discretion, that it may expose us to liability, or damage our relationship with any of our suppliers, licensors, ISPs or other users of the Services.

b. License to End User Content

You own your End User Content (except for any Materials and derivatives of Materials incorporated into End User Content). As to all End User Content, you hereby grant to us, our licensees, distributors, agents, representatives and other authorized users, a perpetual, worldwide, irrevocable, assignable, fully-paid, royalty-free license, fully sublicensable through multiple tiers, to exercise all intellectual property rights, in and to all or any part of your End User Content, and exploit the End User Content by any means, including by creating derivative works of End User Content or for purposes of advertising and promotion, in any medium now known or hereafter developed. You agree that you are not entitled to any payment, credit, notice attribution, or other compensation or consideration for any uses of End User Content by Placid. If we facilitate the creation of materials through features or activities on our Sites or through our Services (including our "game creator" games, mash-ups, activities, sweepstakes, contests, promotions, forums, etc.) that require the use of our copyrighted Materials, in whole or in part, we hereby grant to you a non-exclusive license to create a derivative work using our copyrighted Materials, but only for the purpose of creating your materials as part of your enjoyment of the Services and always in accordance with these Terms of Use, and you agree that Placid is the owner of such Materials and derivative works. If such rights in derivative works are not assignable to us, then your license to create derivative works using our copyrighted Materials shall be null and void. You agree to the foregoing whether or not your materials are used by us in any manner.

c. Display of End User Content

You acknowledge and agree that you must evaluate, and bear the risk associated with, the accuracy, completeness or usefulness of any End User Content. Placid reserves the right, but does not undertake the responsibility, to remove End User Content at any time that it deems to be harmful, offensive, or otherwise in violation of these Terms of Use. Without limitation of any of its other rights, Placid shall have the right to display and publish any information associated with any characters developed in your Account, for example, in charts, lists and other compilations, such as "Top Ten" lists and the like without any prior notification to you and without any compensation or any form of recompense whatsoever. Placid also reserves the right to invoke the "safe harbor" provision of the Digital Millennium Copyright Act (17 U.S.C. § 512(c)) concerning the removal of copyrighted or trademarked materials from the Sites and Services. Please be advised that End User Content posted in public areas of the Services does not necessarily reflect the views of Placid. In no event shall Placid assume or have any responsibility or liability for any End User Content posted or for any claims, damages or losses resulting from use of End User Content and/or appearance of End User Content on the Services.

In connection with your use of the Services, you agree to adhere to the following rules of conduct:

a. You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights.

b. Placid may review, edit, reject, or delete any End User Content that in the sole judgment of Placid violates these Terms of Use, is offensive or illegal, or might violate the rights of, harm, or threaten the safety of any person.

c. You may not post or transmit End User Content (even if made in a joking, sarcastic or unintended manner) that:

  • is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, pedophilia, racism, bigotry, hatred or physical harm of any kind against any group or individual;
  • harasses or advocates harassment of another person;
  • involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming";
  • promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
  • infringes upon or violates any third party's rights (including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address or phone number) or rights of publicity);
  • promotes an illegal or unauthorized copy of another person's copyrighted work (see Section 10 below for instructions on how to lodge a complaint about uploaded copyrighted material), such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
  • contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);
  • provides material that exploits people in a sexual, violent or otherwise inappropriate manner or solicits personal information from anyone;
  • provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
  • contains video, photographs, or images of another person;
  • tries to gain unauthorized access or exceeds the scope of authorized access to the Sites or to profiles, blogs, communities, account information, bulletins, friend request, or other areas of the Sites or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
  • engages in commercial activities or sales without Placid's prior written consent such as contests, sweepstakes, barter, advertising and pyramid schemes, or the buying or selling of "virtual" items related to the Services. In these Terms of Use, Placid's "prior written consent" means a communication coming from Placid's legal department, specifically in response to your request, and specifically addressing the activity or conduct for which you seek authorization;
  • solicits gambling or engages in any gambling activity which Placid, in its sole discretion, believes is or could be construed as being illegal;
  • contains viruses, time bombs, trojan horses, cancelbots, worms or other harmful or deleterious components or devices;
  • falsely reports abuse or violation of these Terms of Use by any person;
  • interferes with another user's use and enjoyment of the Services or any other individual's use and enjoyment of similar services; or
  • refers to any website or URL that, in the sole discretion of Placid, contains material that is inappropriate for the Sites, contains content that would be prohibited on the Sites, or violates the letter or spirit of these Terms of Use.

Placid reserves the right, but not the obligation, to investigate and take appropriate legal action in its sole discretion against anyone who it believes violates these Terms of Use, including without limitation, removing the offending communication in whole or in part from the Services, suspending or terminating the membership of such violators and/or suspending or terminating their right to use and access the Services.

d. You may not use any of your own or any third party software to modify the Services or create any other means through which the Services may be accessed or used by others, for example, through server emulators, whether for profit or not. You may not use macros or other stored rapid keystrokes, "dupes," "cheats" or other patterns of play that facilitate acquisition of Premium Items, Virtual Currency, or other Account Attributes at an accelerated rate when compared with ordinary game play. You may not use your or third party software to rewrite or modify the user interface or otherwise manipulate data in such a way as to use the Services to acquire Premium Items, Virtual Currency, or other Account Attributes or beneficial actions not actually acquired or performed in a game.

e. You must use the Services in a manner consistent with any and all applicable laws, rules and regulations. Illegal or unauthorized uses of the Services, including without limitation, collecting usernames or email addresses of registered members by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Services, are not permitted. This includes the unauthorized interception of the data stream coming from or going into the Services, as well as attempting to gain unauthorized access to the Services or exceeding your authorized access.

f. Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Services, including payment and delivery of related goods and services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. Placid shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Services.

g. You may not transfer, sell or auction, or offer to transfer, sell or auction, or buy or accept any offer to transfer, sell or auction, any game content, including (without limitation) characters, Accounts, Premium Items, Virtual Currency or any other account attributes ("prohibited transactions"), other than as allowed by Placid inside a game. You may not engage in any prohibited transaction outside of a game, or encourage or induce any other game player to participate in such a prohibited transaction. The buying, selling, transferring or auctioning of characters, Accounts, Premium Items, Virtual Currency or any other Account Attributes outside of a game, whether through online auctions (for example ebay or other third party brokerage sites), newsgroups or postings on message boards, and/or any offer or attempt to do so, constitutes a violation of these Terms of Use. In addition to violating these Terms of Use, selling and buying of individual characters, Accounts, Premium items, Virtual currency or any other Account Attributes outside of a game constitutes an unauthorized modification of the data comprising the accounts involved in the transaction, an unauthorized modification of proprietary game content, an unauthorized use of the system, and violates Placid's intellectual property rights. Moreover, engaging in conduct prohibited by this section may also constitute misappropriation, tortious interference with our business or contracts, false designation of origin, endorsement or sponsorship of such trafficking, and tarnishment of the goodwill associated with our Services.

Placid does not accept or consider unsolicited submissions of any kind (e.g. scripts, treatments, concepts, creative ideas or suggestions, pitches, stories, formats, artwork, photographs, drawings, videos, audiovisual works, musical compositions (including lyrics), sound recordings, characterizations, or any other materials) in any format, by any means of transmission (including email). This is to avoid the possibility of future misunderstandings when projects independently developed by Placid or its agents might seem to others to be similar to their own creative ideas, suggestions or materials. Any such unsolicited submissions are either discarded or deleted or returned to the sender, in our discretion, without being reviewed (or reviewed solely to the extent necessary to determine that the materials are an unsolicited submission). Therefore, please do not send any unsolicited submissions to Placid.

From time to time, areas on the Sites may expressly request submissions of concepts, stories, artwork, audiovisual works or other potential content from you ("Invited Submissions"). Where this is the case, please carefully read any specific rules or other terms and conditions which appear elsewhere on the Sites to govern those Invited Submissions, as they will affect your legal rights. If no such additional terms and conditions are presented, then these Terms of Use will apply in full to any Invited Submissions you make and Invited Submissions shall be treated as "End User Content."

In any event, any material, including Invited Submissions, you send to us will not be treated as confidential, and you agree that such materials shall not be subject to any obligation of confidence on the part of Placid, that no confidential or fiduciary relationship is intended or created between you and us in any way, that you have no expectation of review, compensation or consideration of any type, and that Placid shall not be liable for any use or disclosure of any such material.

Placid respects the rights of all copyright holders and in this regard, Placid has adopted and implemented a policy that provides for the termination in appropriate circumstances of subscribers and account holders who infringe the rights of copyright holders on multiple occasions. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Placid's Copyright Agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, ("DMCA") 17 U.S.C. 512:

(1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(2) Identification and location of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single Site are covered by a single notification, a representative list of such works at that Site and their locations;
(3) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Placid to locate the material;
(4) Information reasonably sufficient to permit Placid to contact the complaining party;
(5) A statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(6) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

For copyright inquiries under the DMCA please contact:

Orbit Media, Inc. - Placid
Attn: Copyright Agent - TEG Legal Dept.
Email: copyright@placid.live

Upon proper receipt of this information from you that substantially complies with all of the requirements above, we will investigate your claim and respond expeditiously. If we determine that the material cited by you constitutes a copyright infringement, we will remove, or "take down" the infringing material. At that point will notify the individual who uploaded the alleged infringing material, as required by statute, and allow them the opportunity to take advantage of the "counter-notice" and "put-back" provisions of the DMCA. Do not contact Placid's DMCA Copyright Agent for inquiries other than those relating to alleged copyright infringement. IN THE EVENT THAT WE DETERMINE THAT YOU HAVE REPEATEDLY UPLOADED OR OTHERWISE POSTED MATERIAL THAT INFRINGES THE COPYRIGHTS OF OTHERS, WE ARE REQUIRED BY FEDERAL STATUTE TO TERMINATE YOUR ACCESS TO THE SITES.

Use of the Sites and Services is governed by our Privacy Policy which can be located at the home page of the website.

The "Term" of your rights and licenses for a given Service commences on the date that you download the applicable Software or commence using the applicable Service and ends (i) on the date that you cease using the applicable Service, (ii) the date that Placid terminates your use of, or ceases to provide, the applicable Service, including by closing your Account(s), or (iii) immediately and automatically if you or anyone using your Account(s) fail to comply with these Terms of Use. Termination by Placid under this section shall be without prejudice to or waiver of any and all other rights or remedies which Placid may have, all of which are expressly reserved, shall survive termination, and shall be cumulative.

Without limiting any other remedies, we may limit, suspend, terminate, modify, or delete Accounts or access to the Services, or portions thereof, if you are, or we suspect that you are, failing to comply with any of these Terms of Use or for any actual or suspected illegal or improper use of the Services, with or without notice to you. In such event, you may lose all benefits, privileges, and Account Attributes associated with your Account and your use of the Services, and we are under no obligation to compensate you for any such losses or results.

Without limiting our other remedies, we may limit, suspend or terminate the Services and user accounts or portions thereof, prohibit access to our games and Sites, and their content, services and tools, delay or remove hosted content, and take technical and legal steps to prevent users from accessing the Services if we believe that they are creating risk or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our terms or policies. Additionally, we may, in appropriate circumstances and at our sole discretion, suspend or terminate accounts of users who may be repeat infringers of third party intellectual property rights.

You understand and agree that Placid shall have the further right to terminate any aspect of the Services, or the Services in their entirety, at any time in its discretion, with or without notice to you. You may cease using any or all of the Services, and/or close your Account, at any time for any reason in your discretion. In such event, we shall not be required to provide refunds, benefits or other compensation to users in connection with such discontinued elements of the Services.

If your right to use the Services, in whole or in part, terminates or expires for any reason, all of your rights to use the applicable Services and Software will cease immediately effective upon such expiration or termination. In the event of such termination or expiration, all Account Attributes associated with your Account will be lost. You hereby understand and acknowledge that there is no guarantee that Placid shall continue offering access to its Services, in whole or in part, on a going-forward basis. You specifically acknowledge that the time you spend using the Services is being done for your personal entertainment purposes only, and that you claim no interest in the value of such time as represented by the building up of your characters and/or Account Attributes during your time using the Services. You further agree that you are not entitled to any form of compensation for the past time you have spent using the Services or for the real or projected value of your Account or any Account Attributes were they to be sold. Nor is Placid liable for any emotional distress you may suffer as a result of loss of your characters, Account, Premium Items, Virtual Currency and/or other Account Attributes in the event that either your account or the Services, in whole or in part, are terminated.

Upon expiration or termination of this agreement and your use of the Services, in whole or in part, for any reason, the applicable licenses and rights granted to you shall automatically terminate, without further notice to you, and you must (i) immediately cease accessing and using the applicable Services and Software and (ii) uninstall your copy of the applicable Software. You may uninstall your copy of the Software through one of the following methods: (x) access the directory on your computer or game platform where you originally installed the Software and double-click on the file entitled uninst.exe; or (y) access the Add/Remove Programs feature of the operating system located on your computer or game platform and follow the instructions to remove the Software.

The appearance of Web sites or external hyperlinks on the Services does not constitute endorsement by Placid, its subsidiaries and affiliates of the opinions or views expressed by these linked Web sites and Placid does not verify, endorse, or take responsibility for the accuracy, currency, completeness or quality of the content contained in the linked Web sites. Furthermore, Placid is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised by such Web sites. Neither Placid nor any of its subsidiaries and affiliates will be responsible for any errors or omissions or for the results obtained from use of such information contained in these Web sites. To the extent that these Web sites collect personal information or postings from the end user, be advised that in no event shall Placid assume or have any responsibility or liability for the manner in which such information or postings are exploited or for any claims, damages, or losses resulting from their use and/or appearance on these Web sites. Finally, Placid will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within these Web sites.

Placid welcomes links to the Sites. You may establish a link to the Sites, provided that the link does not state or imply any sponsorship or endorsement of your Web site by Placid, its affiliates, or any group or individual affiliated with Placid. You may not use on your Web site any logos, trademarks, service marks, or other copyrighted materials appearing on the Sites, including but not limited to any logos or characters, without the express written consent of the owner of the mark or right. You may not frame or otherwise incorporate into another Web site, or otherwise create a dynamic HTML page using, any of the content or other materials on the Sites without Placid's prior written consent.

PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.

THE SITES AND SERVICES HAVE BEEN CREATED FOR ENTERTAINMENT PURPOSES ONLY. YOUR USE OF THE SITES AND SERVICES IS AT YOUR OWN RISK. THE SITES AND ALL THE MATERIALS, INFORMATION, SOFTWARE, SERVICES AND OTHER CONTENT IN THE SITES AND MADE AVAILABLE THROUGH THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. IF YOU ARE DISSATISFIED WITH ANY OF THE MATERIALS, INFORMATION, SOFTWARE, END USER CONTENT, OR SERVICES, OR WITH THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SITES AND SERVICES. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE SITES, PLACID, AND ITS PRESENT OR FUTURE PARENTS AND AFFILIATED COMPANIES (COLLECTIVELY, "THE PLACID PARTIES") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE PLACID PARTIES DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITES WILL BE AVAILABLE, UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITES, THE SERVICES OR THE SERVERS THAT MAKE THE SITES AND SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE PLACID PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS, INFORMATION, SOFTWARE, SERVICES OR OTHER CONTENT IN THE SITES OR ANY WEBSITES, APPS, OR SERVICES LINKED TO THE SITES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE PLACID PARTIES MAKE NO WARRANTIES THAT YOUR USE OF THE MATERIALS, INFORMATION, SOFTWARE, SERVICES OR OTHER CONTENT IN THE SITES OR ANY WEBSITE, APP, OR SERVICE WILL NOT INFRINGE THE RIGHTS OF OTHERS AND THE PLACID PARTIES ASSUME NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH MATERIALS, INFORMATION, SOFTWARE, SERVICES OR OTHER CONTENT OF THE SITES OR ANY OTHER WEBSITE, APP, OR SERVICE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE PLACID PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SITES OR SERVICES, WHETHER OR NOT THE PLACID PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE PLACID PARTIES' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT YOU PAID, IF ANY, TO ACCESS THE SITES OR SERVICES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

You agree to indemnify, defend and hold harmless Placid and its parents, subsidiaries, affiliates, officers, directors, employees, agents, contractors, licensors, and suppliers from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to (i) your use of the Sites or Services; (ii) your violation of these Terms of Use; (iii) your violation of any third party rights, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your End User Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Use and your use of the Services.

These Terms of Use, together with the Privacy Policy, constitute the entire agreement between you and Placid with respect to the Sites and Services and supersede all prior or contemporaneous communications, proposals and representations, whether oral or written, between you and Placid with respect to the Sites and Services. You acknowledge that you have not relied on any representation, warranty, statement or assurance made by or on behalf of Placid in entering into these Terms of Use. If any provision of these Terms of Use is found to be invalid or unenforceable by a court of competent jurisdiction, the parties agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Use shall remain in full force and effect. Placid's failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these Terms of Use. Placid may assign its rights and obligations under these Terms of Use to any party at any time without notice. You may not assign your rights and obligations under these Terms of Use without Placid's prior written consent.

These Terms of Use and any dispute or claim arising out of or relating to these Terms of Use or your use of the Sites or Services shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. Any dispute or claim arising out of or relating to these Terms of Use or your use of the Sites or Services shall be resolved exclusively in the federal or state courts located in New York, New York, and you hereby consent to the personal jurisdiction and venue therein.

These Terms of Use and any dispute or claim arising out of or relating to these Terms of Use or your use of the Sites or Services shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. Any dispute or claim arising out of or relating to these Terms of Use or your use of the Sites or Services shall be resolved exclusively in the federal or state courts located in New York, New York, and you hereby consent to the personal jurisdiction and venue therein.

YOU AND PLACID AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR YOUR USE OF THE SITES OR SERVICES SHALL BE RESOLVED BY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO HAVE THE DISPUTE, CLAIM, OR CONTROVERSY RESOLVED IN A COURT OR BY A JURY TRIAL. THE ARBITRATION SHALL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION ("AAA") IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND SUPPLEMENTARY PROCEDURES FOR CONSUMER-RELATED DISPUTES. THE ARBITRATION SHALL BE CONDUCTED IN THE COUNTY WHERE YOU RESIDE, OR IF YOU RESIDE OUTSIDE THE UNITED STATES, IN NEW YORK COUNTY, NEW YORK. THE ARBITRATOR'S AWARD SHALL BE FINAL AND BINDING AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION.

YOU AND PLACID AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS OR HIS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY GENERAL ACTION, OR ANY OTHER REPRESENTATIVE OR COLLECTIVE PROCEEDING. YOU AND PLACID FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

If any provision of these Terms of Use is found to be invalid or unenforceable by a court of competent jurisdiction, the parties agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Use shall remain in full force and effect.

Placid's failure to insist upon or enforce strict performance of any provision of these Terms of Use shall not be construed as a waiver of any provision or right.

"Third Party Platforms" means any third party websites, applications, platforms, or services that integrate with or link to the Sites or Services, including without limitation social media platforms, streaming services, and mobile application stores. Placid is not responsible for the content, policies, or practices of any Third Party Platform, and your use of such Third Party Platforms is subject to their respective terms of use and privacy policies.

If you have any questions or concerns about these Terms of Use, please contact us at:

Orbit Media, Inc. - Placid
Email: legal@placid.live