FACE.NAUGHTYAMERICA.COM TERMS OF USE AGREEMENT

Effective Date: May 6, 2012

WELCOME TO FACE.NAUGHTYAMERICA.COM

FACE.NAUGHTYAMERICA.COM is an online service that allows you to find a porn star or performer who looks like someone you know, subject to your compliance with all of the terms, conditions, and notices contained or referenced in this Terms of Use Agreement (the “Agreement”). Please read the Agreement carefully as this document is a binding legal agreement between you and La Touraine, Inc. (the "Company"), the owner of FACE.NAUGHTYAMERICA.COM (the “Site”).

I. ELIGIBILITY.

1. Your Eligibility. NO PERSONS UNDER THE AGE OF EIGHTEEN (18) YEARS MAY DIRECTLY OR INDIRECTLY VIEW OR POSSESS ANY OF THE CONTENTS OF THE SITE (AS DEFINED BELOW), SUBSCRIBE TO THE SITE, OR PLACE ANY ORDERS FOR ANY GOODS OR SERVICES ADVERTISED AT OR IN THE SITE. YOU HEREBY REPRESENT, WARRANT, AND AFFIRM THAT YOU ARE CURRENTLY AT LEAST EIGHTEEN (18) YEARS OLD OR THE AGE OF MAJORITY IN YOUR COMMUNITY, AND ARE CAPABLE OF LAWFULLY ENTERING INTO THE AGREEMENT.

2. Eligibility of Your Submissions. ALL PHOTOGRAPHS, LIKENESSES, OR OTHER VISUAL MATERIALS THAT YOU SUBMIT, UPLOAD, E-MAIL, OR OTHERWISE SEND TO THE SITE SHALL NOT REPRESENT OR PORTRAY ANY PERSON WHO IS UNDER THE AGE OF EIGHTEEN (18) YEARS OLD OR UNDER THE AGE OF MAJORITY IN THAT PERSON’S COMMUNITY.

II. BINDING ELECTRONIC AGREEMENT.

1. Binding Agreement. The Agreement spells out the terms and conditions which you and all users of FACE.NAUGHTYAMERICA.COM (the "Site") are required to adhere to. By accessing or using the Site in any manner, you acknowledge that you have read the Agreement, understand the Agreement, and agree to be bound by its terms. If you do not agree to be bound by the terms of the Agreement, you must leave the Site immediately.

2. Changes to Service. The Company may change, suspend, discontinue, and/or limit your access to any portion of the Site, including without limitation, the availability of any feature, database, or Content (as defined below) at any time without notice or liability to the Company.

3. Amendments to the Agreement. The Company may change, add, or remove portions of the Agreement at any time and changes are effective upon notice to you by email, posting, or made available as a hyperlink on the Site. Your continued access to and use of the Site will indicate your acceptance of such changes. If future changes to the Agreement are unacceptable to you, or cause you to no longer be in compliance with the Agreement, you must leave the Site immediately.

III. SITE CONTENT.

1. Nature of Content. YOU HEREBY ACKNOWLEDGE THAT THE MATERIALS ACCESSED, PUBLISHED, BROADCAST, CONTAINED, AND/OR DOWNLOADABLE ON THE SITE, INCLUDING WITHOUT LIMITATION, VIDEOS, STILL PHOTOGRAPHS, AUDIO CLIPS, TEXT, HYPERLINKS, INTERLINKS, SEARCH ENGINES, SOFTWARE, LOGOS, ICONS AND ANY OTHER PROPRIETARY CONTENT (COLLECTIVELY, THE "CONTENT") INCLUDE SEXUALLY EXPLICIT VISUAL, AUDIO, AND/OR TEXTUAL DEPICTIONS OF SEXUALLY EXPLICIT ACTIVITY AND/OR SITUATIONS AND THAT YOU ARE FAMILIAR WITH AND NOT OFFENDED BY SUCH CONTENT.

2. Use of Content. The Content is intended to be accessed and/or used exclusively by consenting adults who are in locations where such Content does not violate community standards or any applicable local, state, or federal law or regulation.

3. Liability for Improper Use of Content. Liability for Improper Use of Content. You agree to be personally liable and fully indemnify the Company for any and all damages directly, indirectly, and/or consequentially resulting from your attempted or actual unauthorized downloading or other duplication of Content. Such damages include, without limitation, loss of revenue, loss of profits, loss of property, fines, penalties, attorney's fees, costs, and damages resulting from civil lawsuits, administrative actions, prosecution, and/or governmentally imposed seizure(s), forfeiture(s), and/or injunction(s).

IV. LIMITED NON-EXCLUSIVE USE LICENSE.

1. Grant of License. Subject to the limitations set forth below, the Company hereby grants you a limited, non-commercial, non-exclusive, and non-transferable license (the "License") to use the Content during the period in which you are a legitimate user of the Site. The License will immediately terminate automatically if you fail to comply with the limitations described herein, breach any provision of the Agreement, or are notified of termination of the License by the Company.

2. Limitations on License. You may make no use of the Content not expressly authorized in the Agreement or by express written authorization from the Company. You may use the Content only in accordance with the Agreement, on only one (1) computer at a time, and if the Site makes downloadable copies of the Content available, you may make only a single copy of such Content for your personal use and enjoyment. You agree to the following limitations and restrictions on your use of the Content:

  1. (a) You acknowledge and agree that the Company does not authorize the Content to be accessed, viewed, downloaded, used by, transmitted, broadcast, or otherwise disseminated to any person or entity located in any and all areas prohibited by law ("Prohibited Areas");
  2. (b) You acknowledge and agree that the Content is intended for your personal, non-commercial use and the Company does not authorize you to cause or enable others to access, view, download, receive or otherwise use the Content, directly or indirectly, including but not limited to (i) anyone under the age of eighteen (18) years or the age of majority, or (ii) any person located in Prohibited Areas;
  3. (c) You acknowledge and agree that any and all unauthorized access, viewing, downloading, receipt, duplication, or other use of the Content in which you are directly or indirectly involved, shall constitute a material breach of the Agreement, intentional infringement(s) of the Company's and potentially others' trademarks, copyrights, intellectual property, and/or other rights including without limitation, the rights of privacy and publicity;
  4. (d) You acknowledge and agree that you are prohibited from:
    1. (1) modifying, translating, reverse engineering, decompiling, and/or disassembling the Content;
    2. (2) creating derivative works based on the Content;
    3. (3) renting, leasing, licensing, or transferring any rights in the Content;
    4. (4) removing any proprietary notices or labels on the Content; and
    5. (5) making any other unauthorized use of the Content.

3. Ownership of the Content and Intellectual Property. Except for public domain material or material otherwise licensed to the Company for electronic dissemination, all of the Content displayed at or otherwise available through the Site is proprietary content owned by the Company, its parents, subsidiaries and/or assigns. All editions of the Site and Content and other matter used directly or indirectly in, at, by, through and/or with the Site are protected by the copyright laws of the United States, international copyright treaties, and other laws and regulations. All intellectual property and other rights in and to the Content and other matter on the Site shall at all times remain in the Company, its parent(s), subsidiaries, and assign(s).

V. USER SUBMITTED CONTENT.

1. Submissions. You acknowledge that any content that you submit, transmit, including comments, forum messages, text, email, video, audio, photographs or other types of media to the Company ("Submission") may be edited, removed, modified, published, transmitted and displayed by the Company and you waive any rights you may have in the material. The Company reserves the right (but not the obligation) to delete, remove or revise any Submission at its sole discretion without notice. You may not infringe on any party's intellectual property, publicity, privacy, or other rights and must adhere to the warranties listed under VI. REPRESENTATIONS AND WARRANTIES, as described below. The Company takes no responsibility and assumes no liability for any content posted by you or any third party. You agree to defend, indemnify, and hold harmless the Company and its agents for all claims resulting from content you submit to the Site.

2. License Granted. To the extent any Submission is copyrightable material, you grant the Company and its authorized agents a non-exclusive, royalty free, perpetual and fully sub-licensable right to use, post, publish, reproduce, adapt, create derivative works from, distribute, and display such Submission throughout the world in any media and for any purpose. By way of example, the Company may sublicense the content and allow third parties to use the material for any purpose.

VI. REPRESENTATIONS AND WARRANTIES

1. Your Representations and Warranties. You hereby represent, warrant, and affirm ("Your Warranties") that:

  1. (a) you are at least 18 years old and/or the age of majority in your community;
  2. (b) it is legal to access and view the materials where you are located;
  3. (c) you will not permit any person(s) under the age of 18 (or who are otherwise not legally permitted) to have access to any of the materials contained on the Site;
  4. (d) your submissions to the site shall not represent or portray any person who is under the age of eighteen (18) years old or under the age of majority in that person’s community;
  5. (e) you will not impersonate any person or entity when accessing or using the Site;
  6. (f) no materials of any kind submitted by you to the Site will:
    1. (1) violate or infringe upon the rights of any third party, including without limitation, copyright, trademark, privacy, publicity, moral, contract, privacy, or other personal or proprietary rights;
    2. (2) plagiarize any material owned by any third party or the Company;
    3. (3) contain violent, obscene, defamatory, harassing, threatening, or otherwise illegal content;
    4. (4) contain bigoted, hateful, or otherwise racially offensive material;
    5. (5) otherwise harm or be reasonably expected to harm any person or entity;
    6. (6) contain a virus or other harmful component that tampers with, impairs or damages the Site or any connected network, or otherwise interferes with any person or entity's use or enjoyment of the Site and/or Service; or
    7. (7) constitute antisocial, disruptive or destructive behavior, including "flaming," "spamming," "flooding," "trolling," and "griefing," as those terms are commonly understood and used on the Internet.
  7. (g) you will refrain from posting comments on the Site on the following subjects:
    1. (1) sexually transmitted disease;
    2. (2) derogatory comments about the porn stars’/performers' physical appearance; or
    3. (3) anything demeaning to the porn stars/performers.

2. Breach of Your Warranties. Any conduct that the Company, in its sole discretion, deems to be a breach of Your Warranties shall constitute a breach of the Agreement and grounds for immediate termination, without further notice.

3. Indemnity. You agree to indemnify, defend, and hold harmless the Company and all of its related entities, subsidiaries and parent companies, and each of their heirs, successors, officers, directors, employees, assigns, agents, attorneys, representatives, and any other person or entity now or hereafter affiliated with them, and each of them (collectively, "Indemnified Parties"), of and from any and all claims, demands, causes of action, obligations, damages, losses to any person (including death) or property, penalties, attorney's fees, costs, and liabilities of any nature whatsoever, whether or not now known, suspected or claimed, arising out of any breach by you of the Agreement or Your Warranties. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification and reimbursement by you. In such event, you shall cooperate as fully as is reasonably required in the defense of any claim.

4. Third Party Violations. The Company does not assure or warrant that third parties or other users will comply with the Agreement, and, as between you and the Company, you assume all risk of harm or injury resulting from any such lack of compliance.

5. No Warranties by the Company. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES AND IS MAKING THE SITE AVAILABLE "AS IS" WITHOUT WARRANTY OF ANY KIND. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITE, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SITE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE.

6. Disclaimer of Responsibility for Outbound Links. THE SITE MAY CONTAIN LINKS TO OTHER RELATED INTERNET SITES, RESOURCES, AND SPONSORS OF THE COMPANY. YOUR SELECTION OF AN AD BANNER OR LINK WILL REDIRECT YOU FROM THE SITE TO A THIRD PARTY WEBSITE. THE COMPANY HAS NO CONTROL OVER AND NO LIABILITY FOR ANY THIRD PARTY WEBSITES OR MATERIALS. TRANSACTIONS THAT OCCUR BETWEEN YOU AND ANY SUCH THIRD PARTY ARE STRICTLY BETWEEN YOU AND THE THIRD PARTY AND ARE NOT THE RESPONSIBILITY OF THE COMPANY. THE COMPANY MAKES NO GUARANTEES ABOUT THE ACCURACY, CURRENCY, CONTENT, OR QUALITY OF THE INFORMATION PROVIDED BY SUCH SITES, AND THE COMPANY ASSUMES NO RESPONSIBILITY FOR UNINTENDED, OBJECTIONABLE, INACCURATE, MISLEADING, OR UNLAWFUL CONTENT THAT MAY RESIDE ON THOSE SITES. THE COMPANY IS NOT RESPONSIBLE FOR THE AVAILABILITY OR CONTENTS OF SUCH OUTSIDE RESOURCES, AND YOU SHOULD DIRECT ANY CONCERNS REGARDING ANY EXTERNAL LINK TO THE THIRD PARTY SITE'S ADMINISTRATOR OR WEBMASTER.

7. The Company's Limited Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RELATED TO YOUR USE OF THE SITE, THE SERVICE, THE CONTENT AND/OR ANY OTHER MATERIALS OR SERVICES PROVIDED TO YOU BY THE COMPANY, EXCEPTING SUCH INJURY OR DAMAGES CAUSED BY THE COMPANY'S FRAUD, WILLFUL INJURY TO THE PERSON OR PROPERTY OF ANOTHER, OR VIOLATION OF LAW BY THE COMPANY.

VII. DMCA.

1. Notice of Copyright Infringement. If you believe that any Content or submission appearing on the Site has been used in a manner that infringes upon your copyrights, you or your authorized agent may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

  1. (a) An electronic or physical signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
  2. (b) Identification of the material that is claimed to be infringing or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works on the Site;
  3. (c) 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 the Company to locate the material;
  4. (d) Information reasonably sufficient to permit the Company to contact you, such as your address, telephone number or e-mail address;
    1. (1) modifying, translating, reverse engineering, decompiling, and/or disassembling the Content;
    2. (2) creating derivative works based on the Content;
    3. (3) renting, leasing, licensing, or transferring any rights in the Content;
    4. (4) removing any proprietary notices or labels on the Content; and
    5. (5) making any other unauthorized use of the Content.
  5. (e) A statement that you have 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. (f) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The Company's Copyright Agent is:

  1. Vanessa Syra
    625 Broadway, Suite 700
    San Diego, CA 92101
    International: 1(619)237-5014
    Email: vanessa@latouraineinc.com

2. Counter-Notice. If you believe that Your Submission that was removed or disabled is not infringing, or that you have proper authorization to post and use the material in Your Submission, you may send a counter-notice to the Company’s Copyright Agent containing the following information:

  1. (a) Your physical or electronic signature;
  2. (b) Identification of Your Submission that has been removed or to which access has been disabled and the location at which Your Submission appeared before it was removed or disabled;
  3. (c) A statement that you have a good faith belief that Your Submission was removed or disabled as a result of mistake or a misidentification of Your Submission;
  4. (d) Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in San Diego, California, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

Our Copyright Agent may send a copy of any counter-notice to the original complaining party informing that party that it may replace the removed submission or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the provider of the submission, member or user, the removed submission may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at the Company's sole discretion.

VIII. PRIVACY POLICY

The Company respects your privacy and permits you to control the treatment of your personal information. A complete statement of the Company’s privacy policy can be found at www.FACE.NAUGHTYAMERICA.COM/privacypolicy.html and is expressly incorporated into the Agreement by this reference.

IX. GENERAL

1. Governing Law. You agree that the Agreement shall be governed by and construed in accordance with the laws of the State of California without giving effect to its conflict of laws principles.

2. Forum Selection. Any dispute between you and the Company shall be tried and litigated exclusively in the State or Federal courts located in San Diego County, California. This forum is intended by the parties to be mandatory and not permissive in nature, precluding the possibility of litigation between the parties with respect to or arising out of the Agreement in any jurisdiction other than that specified in this paragraph.

3. Miscellaneous. If any provision of the Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Agreement, which shall remain in full force and effect. The Agreement, together with the Privacy Policy at www.FACE.NAUGHTYAMERICA.COM/privacypolicy.html, and any other legal notice published by the Company on the Site, shall constitute the entire agreement between you and the Company concerning your access to and use of the Site. The Company will not be in breach of the Agreement for any failure or delay in performance caused by reasons beyond its reasonable control, if it makes reasonable efforts to perform. No waiver of any term of the Agreement shall be deemed a further or continuing waiver of such term or any other term, and the Company's delay in asserting any right or provision under the Agreement shall not constitute a waiver of such right or provision. Your access to and use of the Site following any amendment of the Agreement will signify your assent to and acceptance of its revised terms. YOU AND THE COMPANY AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR ACCESS TO AND USE OF THE SITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

X. ACKNOWLEDGED AND AGREED

You are electronically signing this Agreement by either selecting the "I Agree" button below and/or accessing this site in any manner. You understand and agree that the Agreement may not be denied legal effect, validity, or enforceability solely because your electronic signature was used in its formation. You further understand and agree that electronic signatures and records are just as valid and enforceable as their paper equivalent, and, therefore, are subject to the same legal scrutiny of authenticity that applies to paper documents.

BY ACCESSING OR USING THE SITE IN ANY MANNER, YOU ACKNOWLEDGE THAT YOU HAVE READ THE "FACE.NAUGHTYAMERICA.COM TERMS OF USE AGREEMENT" IN ITS ENTIRETY, UNDERSTAND THE TERMS, CONSENT TO ALL THE TERMS AND CONDITIONS SET FORTH IN THE AGREEMENT, REPRESENT AND WARRANT THAT YOU ARE CURRENTLY AT LEAST 18 YEARS OLD, AND UNDERSTAND THAT MATERIALS PRESENTED AT THIS SITE INCLUDE SEXUALLY EXPLICIT NUDITY, VISUAL AND AUDIO REPRESENTATIONS OF SEXUAL SITUATIONS, AND ADULT LANGUAGE.

IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THE AGREEMENT, ARE UNDER 18 YEARS OF AGE, OR ARE IN AN UNAUTHORIZED DOWNLOADING LOCATION, DO NOT ATTEMPT TO USE THE SITE IN ANY MANNER AND LEAVE NOW!