Effective: May 5, 2010

Welcome to the Q3030 Media, LLC ("Q3030") web site and online services (the "Site"). The following Terms of Service (“Terms”) govern your access to and use of the Site and its related services, and constitute a binding legal agreement between you and Q3030. Your access to and use of the Site is conditioned on your compliance with these Terms. By accessing the Site, you agree to be bound by these Terms and any additional posted guidelines or rules applicable to specific services and features which may be posted from time to time (the "Guidelines"). All such Guidelines are hereby incorporated by reference into these Terms.

Description of the Site

The Site allows you to search for a wide variety of media programming content provided by third parties, and then guides you to the source offering the programming online, so that you can view the content that you are interested in. Neither the Site nor Q3030 directly hosts any third party media content.

Access and Use of the Site

You must be at least 13 years of age to register as member of the Site. If you are under 13 years of age, you may use portions of the Site, and are welcome to join as a member once you are 13 years of age.

Q3030 Account

Some functions of the Site require registration as a member by selecting a unique user identification ("User ID") and password, and by providing certain personal information. If you select a User ID that Q3030, in its sole discretion, finds offensive or inappropriate, Q3030 has the right to suspend or terminate your account. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You agree that the information you provide to Q3030 on registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times. If you have reason to believe that your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your account ID, password, or any credit, debit or charge card number, if applicable), then you agree to immediately notify Q3030 at info@Q3030.com.

Privacy Notice

See Q3030’s Privacy Policy for information and notices concerning Q3030’s collection and use of your personal information.

Ownership; License

The Site is owned and operated by Q3030. The visual interfaces, design, content, computer code (including source code or object code), and all other elements of the Site provided by Q3030 (the "Materials") are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Materials contained on the Site are the property of Q3030 or its subsidiaries or affiliated companies and/or its licensors. Except as expressly authorized by Q3030 or its licensors, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials on the Site. Q3030, its subsidiaries or affiliated companies and/or its licensors reserve all rights not expressly granted in these Terms. Q3030 grants you a limited license to access and make personal, non-commercial use of the Site subject to these Terms. Except for this limited right to access the Site, Q3030 and its licensors own and retain all rights to the Materials and to the Site.

Software and Content Downloads

Q3030 and its licensors may make certain software and other viewable content available to you for download from the Site. All such software or other content that you download shall be subject to the terms and conditions included with such software or content or otherwise presented to you at the time of download. Q3030 and its licensors reserve the right, at our discretion, to change, modify, remove or discontinue any content or services available on the Site at any time.

Third-Party Sites, Products and Services, Links

The Site includes links or references to other web sites or services. No inference or assumption should be made that Q3030 operates, controls, or is otherwise connected with these websites. When you click on a link within the Site, we will not warn you that you have left the Site and you are subject to the terms and conditions (including privacy policies) of the destination website. In some cases it may be less obvious than others that you have left the Site and reached another website. Please be careful and read the terms of use and privacy policy of any website before you provide any confidential information or engage in any transactions. You should not rely on these Terms for another website. Q3030 has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. By using the Site, you assume all responsibility for and assume all risk arising from your use of any such websites, and you expressly relieve Q3030 from any and all liability arising from your use of such websites.

User Content

Members may post, upload, publish, submit or transmit text, graphics, images, information or other materials to be made available through the Site and its related services (“User Content”). By making available any User Content through the Site and its related services, you hereby grant to Q3030 a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast and otherwise exploit such User Content only on, through or by means of the Site. Q3030 does not claim any ownership rights in any such User Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such User Content.

You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site and its related services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Site or you have all rights, licenses, consents and releases that are necessary to grant to Q3030 the rights in such User Content, as contemplated under these Terms; and (ii) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Q3030’s use of the User Content (or any portion thereof) on, through or by means of the Site will infringe, misappropriate or violate a third party’s copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

ADVERTISING REVENUE SHARE

Q3030 shares 50% of the net advertising revenues that are actually received by Q3030 and generated by user content with the user who uploaded the content. Revenue sharing is performed on a quarterly basis, with revenues remitted to users via electronic deposit or check (at Q3030's sole discretion) who have accumulated a balance of $25 or more. Participation in the revenue sharing program requires that the user have a bank account and share their bank account name with Q3030. In certain cases, Q3030 may be required to report your earnings through the advertising revenue share program to the Internal Revenue Service or other government authorities. In such a case, Q3030 may reserve payment until appropriate reporting information (i.e. Social Security Number, Tax ID & Address) has been provided to make such reporting possible.

Q3030 reserves the right to withhold advertising payment to any user who is found to have used the Q3030 service in a way disallowed by these Terms of Use (i.e. uploading content they do not own). Violation of the Q3030 Terms of Use automatically disqualifies a user from participation in the revenue share program.

Advertising on Q3030 is "opt-in". In order to participate in the advertising program, users must indicate that they wish to have advertisements run against their content and the format in which they would like it to run (Pre-Roll, Mid-Roll, Post-Roll, Lower Third, Banners, etc). Q3030 reserves the right to run advertisements on any page on Q3030, but will not run advertisements in-stream or directly adjacent to user videos without the opt-in of the user who uploaded the video. There is an exception, however: If the user's account has allow their videos to be used on another Q3030 Channel then advertisements may be run against the relevant Q3030 Channel(s) that the user's videos are aggregated in, regardless of the advertising preferences attached to the user's Q3030 account. In such a case, 50% of the adjusted gross revenues from such advertisements as may be directly related to the user's video will be credited to the aggregated user's revenue sharing account.

Net advertising revenues means, for any period of determination, the actual revenues received by Q3030 after third-party commissions and revenue shares from the sale of Video Advertisements that are viewed on the user content less reasonable and customary costs incurred by Q3030 in hosting the user content, selling advertising against the user content, and serving advertising against the user content. These costs may include ad-serving fees, commissions actually paid, analytics software costs, and bandwidth costs. Q3030 does not include its own overhead in calculating net advertising revenues.

Advertisements run against videos on Q3030 may be sold and served by Q3030 or any of its many advertising partners.

CHANNEL PARTNER SOLD ADVERTISING

If you would like Q3030 to run advertisements that you have sold, you may request that we do so. You will be charged a fee.

Prohibited Conduct

By using the Site you agree not to:

use the Site for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;

post, upload, publish, submit or transmit any User Content that: (i)infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) is fraudulent, false, misleading or deceptive; (iii) is defamatory, obscene, pornographic, vulgar or offensive; (iv)promotes discrimination, bigotry, racism, hatred, harassment or harm against any inpidual or group; (v) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vi) promotes illegal or harmful activities or substances (including but not limited to activities that promote or provide instructional information regarding the manufacture or purchase of illegal weapons or illegal substances);

disrupt, circumvent, or interfere with any part of the Site; forge or modify any data processed or distributed by the Site; or use an automated process to cause greater demand on the Site than a single person could produce;

alter, modify, delete, or otherwise interfere with or in any manner compromise any content, programming, advertising, services and/or features contained on or through the Service, including, without limitation, the Site's advertising and/or content delivery and display functionality;

register as a member of the Site if you are under the age of 13 years old;

use the Site, or any features therein, for any commercial use, without the prior written authorization of Q3030. Prohibited commercial uses include, but are not limited to, any of the following actions: (i) sale of access to the Site or its related services on another website; (ii) use of the Site or its related services, for the primary purpose of gaining advertising or subscription revenue; (iii) the sale of advertising, on the Site or any third-party website, targeted to the content of the Site and (iv) and any use of the Site or its related services that Q3030 finds, in its sole discretion, adversely affects Q3030 or the Site;

use or launch any automated system, including without limitation, "bots," "spiders," or "offline readers," that accesses the Site;

collect or harvest any personally identifiable information, including account names, from the Site; and

encourage or enable any other inpidual to do any of the foregoing.

You acknowledge that Q3030 has no obligation to monitor your access to or use of the Site or to review or edit any User Content, but has the right to do so for the purpose of operating the Site, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Q3030 reserves the right, at any time and without prior notice, to remove or disable access to any content, including, any User Content, that Q3030, in its sole discretion, considers to be in violation of these Terms or otherwise harmful to the Site or its related services. Q3030 may involve and cooperate with law enforcement authorities in prosecuting Users who violate these Terms.

Digital Millennium Copyright Act

It is Q3030's policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please go to Q3030's DMCA Notification Guidelines DMCA Notification Guidelines. Q3030 has a policy of terminating repeat infringers in appropriate circumstances.

Termination; Terms of Use Violations

Q3030 may, in its sole discretion, and without penalty, terminate any account (or any part thereof) you may have with Q3030 or your use of the Site and remove and discard all or any part of your account or User ID at any time. Q3030 may also in its sole discretion and at any time discontinue providing access to the Site, or any part thereof, with or without notice. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Q3030 may have at law or in equity.

Indemnification

You agree to defend, indemnify, and hold Q3030, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal fees, arising out of or in any way connected with your access to or use of the Site, or your violation of these Terms.

Disclaimers

The Site and any other materials contained on or provided through the Site are provided "AS IS". Q3030 expressly disclaims warranties of any kind, either express, statutory or implied. Without limiting the foregoing, Q3030 does not make any warranties of fitness for a particular purpose or non-infringement, or that the Site will be uninterrupted, free of viruses and other harmful components, accurate, error-free or reliable. Q3030 makes does not make any warranties about the materials or the content of any third party websites linked to this Site and assumes no responsibility for any of the foregoing.

You are solely responsible for all of your communications and interactions with other users of the Site and with other persons with whom you communicate or interact as a result of your use of the Site. Q3030 does not screen or inquire into the background of any users of the Site, nor does Q3030 make any attempt to verify the statements of users of the Site. Q3030 makes no representations or warranties as to the conduct or users of the Site or their compatibility with any current or future users of the Site.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE REMAINS WITH YOU. IN NO EVENT SHALL Q3030 OR ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE INVESTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND SUPPLIERS (COLLECTIVELY, THE "Q3030 PARTIES"), BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES, INCLUDING LOSS OF PROFITS, ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF THE SITE (INCLUDING ANY INFORMATION, PRODUCTS, OR SERVICES ADVERTISED IN, OBTAINED ON OR PROVIDED THROUGH THE SITE) OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHER THEORY (INCLUDING NEGLIGENCE), EVEN IF THE Q3030 PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.

Miscellaneous

The failure of Q3030 to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Q3030. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Governing Law

These Terms will be governed by and construed in accordance with the laws of the state of Georgia, without giving effect to any principles of conflicts of law. Any action brought by you against Q3030 arising out of these Terms shall be brought exclusively in the courts located in the State of Georgia, and any action brought by Q3030 against you arising out of these Terms shall, at the election of Q3030, be brought in either the courts located in the State of Georgia, or the applicable courts of the jurisdiction in which you reside. You and Q3030 hereby consent to, and irrevocably submit yourselves to, the exclusive personal jurisdiction and venue of such courts. you further agree not to bring claims on a representative, class member basis, or as a private attorney general.

Entire Agreement

These Terms, the Privacy Policy and Guidelines constitute the entire agreement between you and Q3030 relating to the subject matter herein (but exclude any services, if any, that Q3030 may provide to you under a separate written agreement), and completely replaces any prior agreements between you and Q3030 in relation to the Site. It may not be amended or varied by you except in a writing, signed by Q3030. For these purposes a signature may not include an electronic signature.

Modification of these Terms

Q3030 reserves the right, at our discretion, to change, modify, add, or remove portions of these Terms at any time. If we modify these Terms, we will post the modification on the Site. We will also indicate when such terms are effective at the top of the page. Your continued use of the Site after the posting of changes constitutes your binding acceptance of such changes. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site.

Contacting Q3030

The Site is owned and operated by Q3030 Media LLC, If you have any questions about these Terms, please contact Q3030 at info@Q3030.com.