Film Usage Subscription Service Agreement
This Turnaround Films Film Usage Subscription Service Agreement (the “Agreement” or “Terms of Service”) is made between Trillium Studios Film (“Trillium Studios Film,” “we,” “us,” or “our”) and you, our subscriber (“you” or “your”). This Agreement governs your use of video programs created and owned by Trillium Studios Film (collectively, the “Films”). Your use of our Films is governed exclusively by this Agreement.
1. Acceptance
By creating a subscription account, you accept this Agreement and consent to contract with us electronically.
If you are an entity other than a natural person, the person who registers the account or otherwise uses our Films must have the authority to bind the entity. In this context, “you” means both the entity and each person who is authorized to access the account.
We may update this Agreement by posting a revised version on our website. By continuing to use our Films, you accept any revised Agreement.
This Agreement includes our Turnaround-films.com Legal Notices, including our Privacy Policy and Terms of Use. Please review our Privacy Policy to learn about the information we collect from you, how we use it, and with whom we share it. In case of discrepancy between the website Legal Notices and this Agreement, the terms of this Agreement shall prevail.
2. Service License
Subject to the terms hereof, we grant you a nonexclusive license to use our Films. This includes the right to:
Retrieve embed codes to place our films on your own website and social media;
Download video files for playback on computers and audio-visual systems;
Access “cutdowns” – shorter versions – of each film for download and embedding; and,
Download additional media relating to each film’s content, including still images, video clips, and interview transcripts, when available.
In addition, you may also request the following for a fee:
Creation of custom “cutdowns” – short versions – of existing films;
Rebranding of existing films to include your organization’s logos, text, and messaging;
Creation of new films with your guidance on content;
Access to additional licensable video footage for you to use in your own video media; and,
Closed captioning in our Films.
Television rights by any means of transmission are expressly excluded.
3. Accounts
3.1 Registration: You may create an account to use the Films we offer (e.g., embedding or downloading videos). To do so, you must provide your name, the name and nature of your organization, if any, an email address, a physical address (not a Post Office Box), and a telephone number. By creating an account, you agree to receive notices from Trillium Studios Film.
3.2 Age Requirements: You must be at least 18 years old or the applicable age of majority in your jurisdiction, whichever is greater, to create an account or otherwise use our Films. Individuals under the applicable age may use our Films only through a parent or legal guardian’s account and with their involvement. Please have that person read this Agreement with you and consent to it before proceeding.
3.3 Parents and Guardians: By granting your child permission to use the Films through your account, you agree and understand that you are responsible for monitoring and supervising your child's usage. If you believe your child is using your account and does not have your permission, please contact us immediately so that we can disable access.
3.4 Team Members: Subscription plans may allow you to grant other registered users (“team members”) access to your account. Both you and each team member are deemed a party to this Agreement. You are responsible for the actions of your team members and must monitor their access and usage.
3.5 Account Security: You are responsible for all activity that occurs under your account, including unauthorized activity. You must safeguard the confidentiality of your account credentials. If you are using a computer that others have access to, you must log out of your account after each session. If you become aware of unauthorized access to your account, you must change your password and notify us immediately.
4. Subscription
We offer free basic subscriptions that allow you to download, exhibit, and embed video content. We reserve the right to charge fees for basic subscriptions in the future.
Fees: For any Film rights or services you request beyond those included in the basic subscription, you must pay all fees (plus any applicable taxes) during your initial subscription period and any renewal periods.
Resale: You may not sell, resell, rent, lease, or distribute your subscription or any right to use our Films to any third party unless authorized by us in writing. We may suspend or terminate accounts for non-payment of required fees or any violation of the restrictions set forth in this Agreement.
5. Acceptable Use Policy
You may download, embed, and exhibit Films that we make available to subscribers. You must ensure that your use of such Films, and your conduct, complies with this Acceptable Use Policy, as further specified in Sections 5.1 through 5.5, below. Trillium Studios Film may (but is not obligated to) monitor your account, content, and conduct, regardless of your privacy settings. Trillium Studios Film may remove or limit access or availability of Films to any person or account that it considers in good faith to violate this Acceptable Use Policy.
5.1 Films
You may only download or embed Films that you have the right to download and share. We will, in appropriate circumstances, terminate the accounts of persons who infringe.
5.2 Use Restrictions
You may not use any of our content in a manner that:
Infringes any third party’s copyrights or other rights (e.g., trademark, privacy rights, etc.);
Is used for a commercial purpose without the express written permission of Trillium Studios Film;
Attempts to influence legislation or participate in or intervene (including, without limitation, the publishing or distributing of statements) in any political campaign on behalf of or in opposition to any candidate for public office, all within the meaning of and in compliance with Internal Revenue Code section 501(c)(3);
Is sexually explicit or promotes a sexual service;
Is defamatory;
Is harassing or abusive;
Contains hateful or discriminatory speech;
Promotes or supports terror or hate groups;
Contains instructions on how to assemble explosive/incendiary devices or homemade/improvised firearms;
Exploits or endangers minors;
Depicts or encourages self-harm or suicide;
Depicts (1) unlawful real-world acts of extreme violence, (2) vivid, realistic, or particularly graphic acts of violence and brutality, (3) sexualized violence, including rape, torture, abuse, and humiliation, or (4) animal cruelty or extreme violence towards animals;
Promotes fraudulent or dubious money-making schemes, proposes an unlawful transaction, or uses deceptive marketing practices;
Contains false or misleading claims about (1) climate change or its effects, (2) vaccination safety, or (3) health-related information that has a potential to cause public harm;
Contains false or misleading information about voting;
Contains conspiracy-related content where the underlying conspiracy theory makes claims that (1) suggest that a real-world tragedy did not occur, or (2) violate other content restrictions; or
Violates any applicable law.
5.3 Code of Conduct
In using our Films, you may not:
Act in a deceptive manner or impersonate any person or organization;
Harass or stalk any person;
Harm or exploit minors;
Distribute “spam” in any form or use misleading metadata;
Collect personal information about others;
Access another’s account without permission;
Use or export any of our Films in violation of any U.S. export control laws;
Engage in any unlawful activity;
Embed our Films on or provide links to sites that contain content prohibited by Section 5.2; or,
Cause or encourage others to do any of the above.
5.4 Prohibited Technical Measures
You will not:
Except as authorized by law or as permitted by us: scrape, reproduce, redistribute, create derivative works from, decompile, reverse engineer, alter, archive, or disassemble any part of our Films; or attempt to circumvent any of our security, rate-limiting, filtering, or digital rights management measures;
Submit any malicious program, script, or code;
Submit an unreasonable number of requests to our servers; or,
Take any other actions to manipulate, interfere with, or damage our Films.
5.5 Restricted Users
You may not create or maintain an account if you are a member of a terror or hate group. You may not use or acquire any Films from us if you are (a) located in a country that is subject to a U.S. Government embargo or has been designated by the U.S. Government as a terrorist-supporting country; or (b) listed on any U.S. Government list of restricted parties.
6. Indemnification
You will indemnify, defend, and hold harmless Trillium Studios Film and its subsidiaries, parents, and affiliates, and our respective directors, officers, employees, and agents, from and against all third-party complaints, demands, claims, damages, losses, costs, liabilities, and expenses, including attorney’s fees, arising from or relating to: (a) your use of our Films you download or embed; and (b) allegations of actions or omissions by you that (regardless if proven) would constitute a breach of this Agreement.
7. Term and Termination
This Agreement begins when you first use our Films and continues so long as you use any of our Films or have an account with us, whichever is longer. Accounts will continue for the subscription period and will renew in accordance with Section 4 above. Trillium Studios Film may terminate this Agreement at any time by providing thirty (30) days’ written notice, and (b) applicable users may terminate at any time by by contacting us.
If you breach this Agreement, Trillium Studios Film may, at its option: (a) terminate this Agreement immediately, with or without advance written notice; (b) suspend, delete, or limit access to your account (and other accounts you control) or any content within it. If Trillium Studios Film deletes your account for breach, you may not re-register.
In the event of any termination or expiration, the following sections will survive: Section 6 (Indemnification), Section 8 (Disclaimers), Section 9 (Limitation of Liability), Section 10 (Disputes, Arbitration, and Choice of Law), and Section 11 (General Provisions).
8. Disclaimers
TRILLIUM STUDIOS FILM PROVIDES THE FILMS ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU USE THE FILMS AT YOUR OWN RISK. You must provide your own device and internet access.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, TRILLIUM STUDIOS FILM DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Among other things, Trillium Studios Film makes no representations or warranties:
That our Films, or any part thereof, will be available or permitted in your jurisdiction, uninterrupted or error-free, completely secure, or accessible from all devices or browsers;
That we will host, make available, or remove any specific piece of content;
Concerning any content submitted by or actions of our users;
That we comply with the Health Insurance Portability and Accountability Act (HIPAA), the Gramm-Leach-Bliley Act (GLBA), or any other industry-specific privacy obligations;
That we will continue to support any particular Film or technical feature or maintain backwards compatibility with any third-party software or device; or,
Concerning any third-party websites and resources.
9. Limitation of Liability
TO THE EXTENT PERMITTED BY APPLICABLE LAW: (A) TRILLIUM STUDIOS FILM SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF BUSINESS, PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF TRILLIUM STUDIOS FILM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) TRILLIUM STUDIOS FILM'S TOTAL LIABILITY TO YOU, EXCEPT FOR TRILLIUM STUDIOS FILM’S CONTRACTUAL PAYMENT OBLIGATIONS HEREUNDER (IF ANY), SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO TRILLIUM STUDIOS FILM OVER THE TWELVE (12) MONTHS PRECEDING YOUR CLAIM(S) OR ONE HUNDRED DOLLARS (USD $100), WHICHEVER IS GREATER.
10. Disputes, Arbitration, and Choice of Law
If you are dissatisfied with our Films for any reason, please contact us first so that we can try to resolve your concerns without the need for outside assistance.
10.1 Choice of Law
Any disputes relating to this Agreement or your use of our Films will be governed by the laws of Massachusetts and the United States of America (with respect to matters subject to federal jurisdiction such as copyright), without regard to principles of conflicts of law.
10.2 Choice of Venue for Litigation; Jury Trial Waiver
Except for matters that must be arbitrated (as set forth below), you and Trillium Studios Film agree that any action relating to this Agreement or your use of our Films must be commenced in either the Massachusetts Superior Court for Suffolk County or the United States Federal Court for the Eastern District of Massachusetts; you consent to the exclusive jurisdiction of those courts. IN ANY SUCH ACTION, TRILLIUM STUDIOS FILM AND YOU IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY.
11. General Provisions
Reservation of Rights, Severability: Trillium Studios Film reserves all rights not expressly granted herein. Trillium Studios Film’s rights and remedies are cumulative. No failure or delay by Trillium Studios Film in exercising any right will waive any further exercise of that right. If any term of this Agreement is found invalid or unenforceable by a court of competent jurisdiction, that term will be limited or severed.
Force Majeure: Trillium Studios Film will not be liable for any delay or failure caused by (a) acts of God/natural disasters (including hurricanes and earthquakes); (b) disease, epidemic, or pandemic; (c) terrorist attack, civil war, civil commotion or riots, armed conflict, sanctions or embargoes; (d) nuclear, chemical, or biological contamination; (e) collapse of buildings, fire, explosion, or accident; (f) labor or trade strikes; (g) interruption, loss, or malfunction of a utility, transportation, or telecommunications service; (h) any order by a government or public authority, including a quarantine, travel restriction, or other prohibition; or (i) any other circumstance not within Trillium Studios Film’s reasonable control, whether or not foreseeable (each a “force majeure event”). In the event of a force majeure event, Trillium Studios Film shall be relieved from full performance of the contractual obligation until the event passes or no longer prevents performance.
Relationship: You and Trillium Studios Film are independent contractors of one another; neither party is an agent, partner, or joint venturer of the other. This Agreement binds the parties and their successors, personal representatives, and permitted assigns. You may not assign this Agreement to any person whose account has been terminated by Trillium Studios Film or who is prohibited from registering; any such assignment will be void. Except as expressly stated herein, nothing in this Agreement confers any right on any third party.
Entire Agreement: This Agreement constitutes the entire understanding of the parties and supersedes all prior understandings regarding the subject matter hereof and may not be modified except in a document executed by authorized representatives of Trillium Studios Film. If you have a signed agreement with Trillium Studios Film, any conflicting term of that agreement will prevail over the terms hereof, but only as to the subject matter of that agreement.
The English version of this Agreement shall control. For convenience, we may provide translated versions of this Agreement.
Addenda: This Agreement incorporates the Turnaround-films.com Legal Notices, including our Privacy Policy and Terms of Use by reference:
Notices: You must send any notices of a legal nature to us at:
Trillium Studios Film
70 Green Street
Norwell, MA 02061
info@trilliumstudios.com
Copyright 2022-2023 Trillium Studios Film. All rights reserved.
V.1 Rev. 2022-02-26, Last Updated: 2022-03-01