PRODUCTIONS PLUS WEBSITE TERMS OF USE

Effective Date: February 14, 2023

Access to the Productions Plus website (“Website”) is provided by Productions Plus, Inc., a/k/a Productions + (hereinafter, “Productions Plus”) for the purposes of providing you with access to a variety of resources and services and software (the “System”). By accessing the System and browsing this Website, you signify your acceptance of the following terms and conditions, including but not limited to the Privacy Notice set forth separately on Productions Plus’ website, including this Website, at www.productions-plus.com, without limitation or qualification (the “Agreement”).

You must agree to these terms and conditions of use (“Terms of Use”) before further proceeding with accessing, viewing, and otherwise using the Website, since it is a condition to your access, view and use that you agree to these provisions. If you continue to visit this Website, then you have agreed to these terms and conditions. If you do not agree with these Terms of Use, you may not access, view or otherwise use the Website.

From time to time, Productions Plus may provide you with free usage for promotional or other reasons. Productions Plus reserves the right to limit the amount of and impose expiration dates on such usage.

Productions Plus may revise this Terms of Use at any time by updating this posting. All versions of this Terms of Use are dated with the Effective Date (the date on which the version was posted to the Website. Any use by you of the System after such changes are made, or if you click “I agree” or take any other affirmative action while using this Website to access the System, then you have agreed to the revised Terms of Use.

Productions Plus may terminate, change, suspend or discontinue any aspect of this Website, including the availability of any features, at any time. Productions Plus may also impose limits on features and services offered on the Website, or restrict your access to all or any portion of the System, without notice or liability. Productions Plus may terminate any rights granted pursuant to this Terms of Use at any time and to terminate any license granted to you hereunder, and upon such termination, you shall immediately cease to use and destroy all materials from the Website in your possession.

1. Usernames and Passwords: From time to time, certain portions of this Website may be accessible only after you have been issued a username and password, or a similar unique identifier. If we require you to open an account, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You are solely responsible for ensuring that any use of this Website by means of any username and password issued to you complies fully with the provisions of this Terms of Use. You are also solely responsible for protecting the confidentiality of any such username(s) and password(s). You agree to notify Productions Plus immediately of any unauthorized use of your account or any other breach of security. Allowing someone else to use your username and password is strictly prohibited. Productions Plus will not be liable for any losses or damages that you may incur as a result of someone else using your username and password, whether with or without your knowledge. In addition, you could be held liable for losses incurred by Productions Plus or a third party due to someone else using your username and password. You agree to indemnify and hold harmless Productions Plus and its employees, agents, officers, directors, members, managers and other affiliates from and against any claims, losses, damages, costs and expenses, including reasonable attorneys’ fees, arising out of such prohibited use. Furthermore, should you allow another person to share your username and password, you acknowledge that Productions Plus reserves the right to refuse service to you, or terminate your account in its sole and absolute discretion.

2. Conduct on Site: Subject to the terms and conditions set forth in this Terms of Use, Productions Plus grants you a non-exclusive, non-transferable, revocable, limited right to access, use and display this Website and the information, materials, designs, text and images hereon (collectively, “Site Materials”). You may view and download the Site Materials only for non-commercial, personal use, or for your use in conducting business directly with Productions Plus, provided that you do not delete or change any copyright, trademark or other proprietary notices contained in or on any of the Site Materials. Except as otherwise provided in this Terms of Use, you may not modify, publish, distribute, transmit, reuse, participate in the transfer or sale of, create derivative works from, or in any way otherwise exploit any Site Materials for any public or commercial purposes whatsoever without the express permission of Productions Plus and, if applicable, the copyright owner of such Site Materials. Unauthorized use of any of the Site Materials is strictly prohibited and is a violation of the rights of Productions Plus and/or third parties, including under copyright laws, trademark laws, and laws relating to publicity and privacy. You hereby acknowledge and agree that you will not acquire any rights, title or interest in or to any Site Materials by your use of the Website or by viewing or downloading any such Site Materials.

3. Information Provided by You: From time to time, this Website may include features whereby you will be asked or permitted to transmit information to the Website. You hereby agree that you will not upload, post or otherwise make available on the Website any materials or information protected by copyright, trademark or other proprietary rights without the express permission of the owner of such rights, and the burden of determining that any such materials or information is not protected by any such rights rests solely with you. You will be solely liable for any losses or damages resulting from any infringement of copyrights, proprietary rights, rights relating to privileged or confidential information, or any other harm resulting from such a submission. By submitting any materials or information to this Website, you automatically grant, and you represent and warrant that you have the right to grant, to Productions Plus and its successors and assigns, or warrant that the owner of such material has expressly granted to Productions Plus, a royalty-free, perpetual, irrevocable, non- exclusive right and license to use, reproduce, modify, adapt, publish, display, transmit and distribute such materials or information, in whole or in part, worldwide and/or to incorporate it in other works in any form, media or technology. You further acknowledge and agree that Productions Plus is free to use any ideas, concepts or know-how that you or individuals acting on your behalf provide to Productions Plus.

You hereby acknowledge and agree that you are prohibited from posting or transmitting any information or materials to Productions Plus that is defamatory, threatening, obscene, harassing or otherwise unlawful. You shall not post or transmit through the Website any material which violates or infringes in any way upon the rights of others, whether proprietary or otherwise, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law. You also acknowledge and agree that you shall not access or use this Website in any manner which, in Productions Plus’s sole discretion, restricts or inhibits any other person from using or enjoying the Website, or which could damage, disable, impair or overburden the Website in any way. You shall not attempt to gain unauthorized access or permit any third party to attempt to gain access by sharing your username and password to (i) any account of any other user of this Website, (ii) any computer systems or networks connected to this Website, or (iii) any materials or information not intentionally made available by Productions Plus to you through the Website by means of hacking, password mining or any other method whatsoever.

4. Notice Specific to Software and Other Materials Available on This Website. Any software that is made available for use, and any data, information or other materials that are made available to download (the “Downloaded Materials”), from this Website is the copyrighted work of Productions Plus and/or its suppliers. This Terms of Use governs the use of the software, Site Materials and Downloaded Materials made available on this Website. You will not be permitted to download any Downloaded Materials from this Website unless you first agree to this Terms of Use. Any use, reproduction or redistribution of any Site Materials or Downloaded Materials not in accordance with this Terms of Use are strictly prohibited, and violators will be prosecuted to the maximum extent possible. Furthermore, Downloaded Materials are warranted, if at all, only according to this Terms of Use and except as expressly set forth in this Terms of Use, Productions Plus hereby disclaims all warranties and conditions with regard to the Downloaded Materials, including all warranties and conditions, whether express, implied or statutory, of merchantability, fitness for a particular purpose, workmanlike effort, title and non-infringement. For your convenience, Productions Plus may make available certain tools or utilities for use or download. Productions Plus does not make, and hereby expressly disclaims, any representations, warranties or other assurances, whether express or implied, with regard to the accuracy of the results that you may obtain from such tools or utilities. For avoidance of doubt any information or data that you or other users of this Website may enter into the System that may be included in the Downloaded Materials or otherwise accessible to you via the Website shall remain the intellectual property and/or personal information of you or such other users.

5. Links to Other Websites. This Website may contain links to other sites not operated by Productions Plus, and those sites may not follow the same privacy policies as Productions Plus. Hyperlinks to other sites are provided as a service to you and may not be sponsored by, endorsed or otherwise affiliated with the Productions Plus or this Website or with the products and services of Productions Plus. Productions Plus has not reviewed the sites linked to its Website and is not responsible for the content of any third party sites or links to any other sites. Viewing all other sites is strictly at your own risk. If you click on an advertisement on this Website you may be taken from Productions Plus to an entirely different website. This can include links from advertisers, content providers and partners of Productions Plus who may use Productions Plus’s logo and or style as a result of an agreement with Productions Plus. These sites may send their own cookies to you, and may collect information and make uses of it that Productions Plus would not.

6. Trademarks and Other Materials. Productions Plus’s Website contains many of the valuable trademarks, names, titles, logos, images, designs, copyrights and other proprietary materials (collectively “Trademarks”) owned and registered by Productions Plus or an affiliate of Productions Plus. The Trademarks displayed on the Website are the registered and unregistered Trademarks of Productions Plus or an affiliate of Productions Plus. Except as otherwise provided in this Agreement, nothing contained on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Website, or any license or right to use any other trademark owned by any other third party. In the event that you misuse any Trademark in violation of this policy, Productions Plus or its affiliate will aggressively enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecutions. You should assume that all materials, designs, text and images contained in the Website are either the copyrighted property of Productions Plus, unless otherwise noted, or are the copyrighted property of third parties. Productions Plus neither warrants nor represents that your use of any materials, designs, text and images displayed on the Website will not infringe rights of third parties not owned by or affiliated with Productions Plus.

7. Content Accuracy and Errors. This Website is provided by Productions Plus on an “as-is” basis, and Productions Plus makes no warranties or representations of any kind that the Website will be uninterrupted or error-free, nor does Productions Plus make any warranties or representations as to the accuracy, correctness, reliability, completeness or lack of viruses or otherwise with respect to information available on the Website, and assumes no liability or responsibility whatsoever for any omissions or errors, (including, without limitation, typographical errors and technical errors) in or on this Website, or with respect to any of the content, Services, Downloaded Materials or Site Materials provided on this Website.

8. Liability Disclaimer. THE INFORMATION, DOWNLOADED MATERIALS, SITE MATERIALS, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THIS WEBSITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE WEBSITE AND TO THE INFORMATION THEREIN. PRODUCTIONS PLUS AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE WEBSITE AT ANY TIME. PRODUCTIONS PLUS AND ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS COMPLETENESS OR ACCURACY OF THE INFORMATION, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED WITHIN THE WEBSITE FOR ANY PURPOSE. IN ADDITION, PRODUCTIONS PLUS MAKES NO REPRESENTATIONS THAT THE SERVICES, INFORMATION, SOFTWARE, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, AND RELATED GRAPHICS AVAILABLE THROUGH THIS WEBSITE ARE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICES, INFORMATION, SOFTWARE, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, AND RELATED GRAPHICS AVAILABLE THROUGH THIS WEBSITE ARE PROVIDED AS IS WITHOUT WARRANTY OF ANY KIND WHATSOEVER. PRODUCTIONS PLUS HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE INFORMATION, SOFTWARE, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, SERVICES AND RELATED GRAPHICS THROUGH THIS WEBSITE, INCLUDING, WITHOUT LIMITATION, ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE AND NON-INFRINGEMENT OR ANY WARRANTIES ALLEGED TO HAVE ARISEN FROM CUSTOM, USAGE, OR THE COURSE OF DEALING BETWEEN THE PARTIES. FURTHER, PRODUCTIONS PLUS DOES NOT WARRANT THAT THE INFORMATION, SOFTWARE, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, SERVICES AND RELATED GRAPHICS WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SERVICES OR THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. IN ADDITION, PRODUCTIONS PLUS DOES NOT WARRANT OR GUARANTEE THAT YOU WILL BE ABLE TO ACCESS THE INFORMATION, SOFTWARE, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, SERVICES AND RELATED GRAPHICS OR THIS WEBSITE AT ALL TIMES. YOU UNDERSTAND AND ACKNOWLEDGE THAT INTERNET CONGESTION AND OUTAGES, AS WELL AS MAINTENANCE, DOWNTIME, AND OTHER INTERRUPTIONS, MAY INTERFERE AT TIMES WITH YOUR ABILITY TO ACCESS THE INFORMATION, SOFTWARE, DOWNLOADED MATERIALS, SITE MATERIALS, PRODUCTS, SERVICES AND RELATED GRAPHICS. YOU SPECIFICALLY AGREE THAT PRODUCTIONS PLUS SHALL NOT BE RESPONSIBLE OR LIABLE IN ANY WAY FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH OR WITH PRODUCTIONS PLUS. YOU SPECIFICALLY AGREE THAT PRODUCTIONS PLUS IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER’S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT PRODUCTIONS PLUS IS NOT RESPONSIBLE OR LIABLE FOR ANY CONTENT SENT USING AND/OR INCLUDED ON THIS WEBSITE BY ANY THIRD PARTY.

IN NO EVENT SHALL PRODUCTIONS PLUS AND/OR ITS SUPPLIERS AND BUSINESS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS) ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THIS WEBSITE, WITH THE DELAY OR INABILITY TO USE THE WEBSITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, DOWNLOADED MATERIALS, SITE MATERIALS, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THIS WEBSITE, OR OTHERWISE ARISING OUT OF THE USE OF THIS WEBSITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF PRODUCTIONS PLUS OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THIS WEBSITE.

9. User Warranties and Indemnification. You hereby warrant the timeliness, accuracy and completeness of the information and materials that you deliver, send or submit to Productions Plus arising out of or in any way connected with your use of this Website and your use of the materials, software, information and services provided on this Website. You agree that you shall be solely liable for any and all claims or losses of any nature (including reasonable attorneys’ fees) arising out of or in any way connected with the use of such information, services, software and materials by Productions Plus or occasioned thereby. You hereby agree to defend, indemnify and hold harmless Productions Plus and its employees, agents, members, managers, officers, directors and other affiliates, from and against all claims and expenses, including reasonable attorneys’ fees, arising out of your use of this Website or your account, or from any breach of any term or condition of this Terms of Use, or any inaccuracy or omission of any representation or warranty by you set forth in this Terms of Use.

10. International Users. This Website is controlled, operated and administered by Productions Plus solely within the United States. Certain of the materials, software, information and services available on or through this Website may be designed for use solely in the United States. Productions Plus makes no representations or warranties that such materials, software, information or services are appropriate or available for use in locations outside of the country for which their use is intended, and access to them from territories where their contents are illegal is prohibited. You are prohibited from using this Website or exporting any materials, software, products or services available on or through this Website in violation of U. S. laws and regulations and any other applicable laws and regulations. If you access this Website from a location outside of the United States, you are responsible for compliance with all local laws.

11. Miscellaneous. This Terms of Use shall be governed by and construed in accordance with the laws of the State of Michigan, without giving effect to its conflict of laws provisions. The federal and state courts located in Michigan shall have exclusive jurisdiction and venue with respect to all actions, claims and proceedings arising out of or relating to this Agreement, or its enforcement. You hereby waive any right to commence, defend, or prosecute any claim, action or proceeding in any other venue or jurisdiction, or to seek dismissal of any action, claim or proceeding in Fulton County, Georgia, on the basis of improper venue, forum non conveniens, in the interests of justice, or otherwise. You further agree that, in addition to any other rights or remedies, Productions Plus shall have the right to bring an action to enforce the terms of this Terms of Use by decree of specific performance without being required to prove actual damages, post bond or furnish other security, and you hereby agree to waive any and all defenses against any such action for specific performance based on the grounds that there is an adequate remedy for money damages available. In the event that any portion of this Terms of Use is found to be invalid or otherwise unenforceable, this Terms of Use shall be deemed amended in order to achieve as closely as possible the same effect as originally drafted. Any invalid or unenforceable provision of this Terms of Use shall be construed as narrowly as possible in order to give maximum effect to as much of this Terms of Use as possible. No waiver by Productions Plus of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.

USE OF THIS WEBSITE SIGNIFIES YOUR AGREEMENT TO THIS TERMS OF USE AGREEMENT. PRODUCTIONS PLUS RESERVES THE RIGHT TO CHANGE ITS TERMS OF USE POLICIES AT ANY TIME BY POSTING A REVISED POLICY ONLINE. If you have any further questions, please send an e-mail to Productions Plus at [email protected].