LAST UPDATED: June 1, 2005

The following terms contain important information about your use of the Website and your subscription. Please read them carefully.

Website Terms of Use Agreement

Use of this Video Gallery or any web property of Critical Mention (the "Website") is subject to the following terms of use:

Website Ownership
The Website is owned by Critical Mention, Inc. ("Critical Mention"). All materials distributed in the Website (the "Materials") are licensed to Critical Mention. Critical Mention and its licensors retain all proprietary rights to the Materials. You must not reproduce, prepare derivative works based upon, distribute, perform or display the Materials without first obtaining the written permission of Critical Mention. Materials must not be used in any unauthorized manner.

Critical Mention may change, suspend or discontinue any aspect of the Website at any time, including the availability of any Website feature, database, or content. Critical Mention may also impose limits on certain features and services or restrict your access to parts or the entire Website without notice or liability.

The Services are subject to transmission limitations of the Internet, including, but not limited to, video and/or audio dropouts, rebuffering or loss of connection.

Except as otherwise provided in these terms or in Critical Mention’s offers for Services, your subscription to Services is provided on an annual basis and will continue until you cancel it.

By accepting these terms, you agree that Critical Mention may notify you about changes to prices or services by sending an e-mail message to your e-mail address on file with Critical Mention, and by publishing such notices from time to time on the informational page(s) of the website applicable to the services. It is your responsibility to notify Critical Mention of any change in your e-mail address by logging into criticalmention.com and using the online account management tool.

Programming, pricing, terms and conditions of Services are subject to availability and change.

Subscription activation for Services, and subsequent ability to access Services, may be subject to approval of your valid major credit card and verification of other information that you submit or is otherwise obtained by Critical Mention (e.g., your IP address).

CRITICAL MENTION DOES NOT WARRANT THAT: (1) THE WEBSITE OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; (2) DEFECTS OR ERRORS IN THE WEBSITE OR SERVICES WILL BE CORRECTED; (3) THE WEBSITE OR THE SERVICES WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; OR (4) ANY INFORMATION CONTAINED IN THE WEBSITE OR THE SERVICES WILL BE ACCURATE OR RELIABLE.

IN NO EVENT SHALL CRITICAL MENTION, ITS VENDORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO USE OF OR INABILITY TO USE THE WEBSITE OR SERVICES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF CRITICAL MENTION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE LIABILITY OF CRITICAL MENTION IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THE MAXIMUM LIABILITY OF CRITICAL MENTION AND ITS VENDORS FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS WEBSITE, THE MERCHANDISE OR THE SERVICES IS $50.

IN NO EVENT SHALL CRITICAL MENTION BE LIABLE FOR ANY FAILURE, INTERRUPTION OR ERROR WITH RESPECT TO ANY ASPECT OF THE WEBSITE, INCLUDING THE AVAILABILITY OF ANY SITE FEATURE.

Indemnification
You hereby agree to indemnify and hold Critical Mention, and their respective general and limited partners, members, shareholders, directors, officers, employees, agents and representatives harmless from all claims, liabilities, damages and expenses (including attorneys' fees and expenses) arising out of or relating to: (A) your use of the Website or Services; or (B) any alleged breach of this Agreement by you.

Termination
Critical Mention may change, suspend or discontinue any aspect of the Website at any time, including the availability of any Website feature, database, or content. Critical Mention may also impose limits on certain features and services or restrict your access to parts or the entire Website without notice or liability at any time in Critical Mention's exclusive discretion, without prejudice to any legal or equitable remedies available to Critical Mention, for any reason or purpose, including, but not limited to, conduct that Critical Mention believes violates these Terms of Use or other policies or guidelines posted on the Website or conduct which Critical Mention believes is harmful to other customers, to the Critical Mention’s business, or to other information providers. In addition, this Agreement may be immediately terminated at any time by Critical Mention in its sole discretion. In addition and without prejudice to any other remedy available to Critical Mention, Critical Mention may immediately terminate this Agreement if you breach any term of this Agreement or other operating term set forth by Critical Mention.

Choice of Law; Jurisdiction; Attorneys' Fees
This Agreement will be governed by the laws of the State of Delaware applicable to contracts entered into and performed exclusively in that State. Any court of competent jurisdiction sitting within Delaware will be the exclusive jurisdiction and venue for any dispute arising out of or relating to this Agreement. You hereby waive any argument that any such court does not have jurisdiction over you or such dispute or that venue in any such court is not appropriate or convenient. Critical Mention will be entitled to recover its court costs and reasonable attorneys' fees and expenses incurred in successfully proving any breach of any term of this Agreement.

Miscellaneous
This Agreement constitutes the entire agreement between the parties, and supersedes all prior written or oral agreements or communications with respect to the subject matter herein. Critical Mention in its sole discretion may amend this Agreement, and your use of the Website after such amendment is posted on the Website will constitute acceptance of it by you.  If any term in this Agreement is declared unlawful, void or for any reason unenforceable by any court, then such term will be deemed severable from the remaining terms and will not affect the validity and enforceability of such remaining terms. The section headings in this Agreement are for convenience only and must not be given any legal import.

Acceptance of Terms of Use
By using the Website, you signify your agreement to the terms of this Agreement. If you do not agree to the terms in this Agreement, you must not use the Website. Critical Mention may change the terms of this Agreement at any time, and your use of the Website after such changes are posted will mean that you accept them.

LAST UPDATED: June 1, 2005