TERMS & CONDITIONS/USER AGREEMENT

Effective Date: November 1st, 2009
Last Modified: August 11th, 2010

I. PRELIMINARY PROVISIONS

A. Party Definitions and Introductory Terms - The operative parties referred to in this user Agreement are defined as follows:

1. Grandzone Trading, Ltd., a Cypriot corporate entity, is the publisher and operator of www.textndate.com.

Hereinafter, Grandzone Trading, Ltd. d/b/a www.textndate.com shall be referred to as “Grandzone” or the “Publisher.” When first-person pronouns are used in this Policy, (Us, We, Our, Ours, etc.) these provisions are referring to Grandzone d/b/a www.textndate.com, or as any other site that we may choose to publish in the future. Additionally, when the terms “The Site” or “Site” are used, these terms refer to any website published by Us, unless a site is specifically exempt from this policy. This Agreement also provides the terms for Our Premium Short Messaging Service (PSMS), hereinafter the “Service” or “Services.” Our Site(s) and Services may contain images and content, including but not limited to text, software, images, graphics, data, messages, or any other information, and any other website content owned, operated, licensed, or controlled by the Publisher (collectively, “Materials”).

2. You, the User - As the user of this Site and/or Services, this policy will refer to the user as “You” or through any second-person pronouns, such as “Yours,” etc. Hereinafter, the user of the Site and/or Services shall be referred to in applicable second-person pronouns. You certify that you are over 18 years of age.

3. User vs. Member - For the purposes of this Agreement, all Members are Users, but not all Users are Members. This Agreement applies to all Users whether they are Members or not. You become a User by accessing this Site or Service in any way. You need not become a Member of the Site to make this Agreement apply to You. You become a Member by initiating a PSMS session via our Services.

4. Models – In using Our Services, You will be initiating contact with persons based on profiles found on Our Site. These persons may be referred to within this Agreement as “Models.”

B. What this Agreement is - This Agreement is a legal contract between You and Us. You should treat it as any other legal contract by reading its provisions carefully, as they will affect Your legal rights. By accessing the Site or Service in any manner, You are affirmatively agreeing to be bound by all of the terms contained in this Agreement. You may not pick and choose which terms apply to You. If You do not agree with all of the terms in this Agreement, You must cease all access and use of the Site and any other Services provided by Us.

C. Consideration - Consideration for Your acquiescence to all of the provisions in this Agreement has been provided to You in the form of allowing You to use Our Site and Our Services. You agree that such Consideration is both adequate, and that it is received upon Your viewing or using any portion of any of Our Site(s) and/or Services.

D. Electronic Signatures / Assent Required:

1. Nobody is authorized to access this Site or use the Services unless they have signed this Agreement. Such signature does not need to be a physical signature, since this Agreement is intended to be governed by the Electronic Signatures in Global and National Commerce Act (E-Sign Act). You manifest Your agreement to this User Agreement by taking any act demonstrating Your assent thereto. Most likely, You have clicked a button containing the words “I agree” or some similar syntax. You should understand that this has the same legal effect as You placing Your physical signature on any other legal contract.

2. If You fail to sign this Agreement, You understand that You are an unauthorized user of the Site and Service, despite any payments made or subscriptions sold to You. No act or omission by Us should be interpreted as a waiver of the requirement that You assent to this Agreement. If You fail to do so, You are still bound by the terms of this Agreement by virtue of Your viewing the Site or using any portion of the Site or Our Services. However, if You fail to electronically sign this Agreement, You stipulate to and agree to pay Us $250 each time You access the Site as liquidated damages for unauthorized access and use, and You agree to pay all of Our costs and expenses, including Attorney’s fees and costs, incurred in collecting this unauthorized access fee from You.

E. If You are seeking information regarding any illegal activities, please leave this Site immediately and do not attempt to use the Services. You acknowledge that You are aware of the community standards in your community, and You will only access the content on the Site and/or use the Services if You believe that the content on the Site does not offend the community standards prevalent in Your community.

F. You agree not to use the Services or access the Site if doing so would violate the laws of Your state, province, or country.

G. Revisions to this User Agreement:

1. From time to time, We may revise this Agreement. We reserve the right to do so, and You agree that We have this unilateral right. You agree that all modifications or changes to this Agreement are in force and enforceable immediately upon posting. Any updated or edited version supersedes any prior versions immediately upon posting, and the prior version is of no continuing legal effect unless the revised version specifically refers to the prior version and keeps the prior version or portions thereof in effect.

2. We agree that if We change anything in this Agreement, We will change the “last modified date” at the top of this Agreement so that it is immediately obvious that We have updated the Agreement. You agree to periodically re-visit this web page, and to use the “refresh” button on Your browser when doing so. You agree to note the date of the last revision to this Agreement. If the “last modified” date remains unchanged from the last time You reviewed this Agreement, then You may presume that nothing in the Agreement has been changed since the last time You read it. If the “last modified” date has changed, then You can be certain that something in the Agreement has been changed, and that you need to re-review it in order to determine how Your rights and responsibilities may have been affected by the revisions.

3. Waiver – if You fail to periodically review this Agreement to determine if any of the terms have changed, You assume all responsibility for your failure to do so and You agree that such failure amounts to Your affirmative waiver of Your right to review the amended terms. We are not responsible for Your neglect of Your legal rights.

H. Incorporations by reference.

Although this Agreement represents the primary terms and conditions of service for the Grandzone network of websites, additional guidelines and rules are hereby incorporated by reference. The documents which can be found on our Site, and which are specifically incorporated by reference, and are therefore part and parcel of this Agreement are the following:

Our Privacy Policy

II. ACCESS AND USER STATUS

A. Access and limited license – All Users may access certain public areas of the Site. You understand that all We are selling You is access to Our Services as We provide them from time to time. You need to provide Your own access to the Internet, and any Internet access and/or cellular phone fees that You incur to access Our Site and use Our Services are Your sole responsibility. We are not providing any hardware nor software to You – and You need to purchase or license the necessary hardware and software to access the Site and Services. This Agreement covers all public and non-public areas of the Site.

1. Participating cellular carriers for Our Services include: AT&T, Alltel, Sprint, Cellular One, and Nextel. Some cellular service operators do not allow access to messaging and mobile Internet access for prepaid cellular services, or may discontinue such access in the future, so You understand and agree that Our Services may not be available to You. It is Your responsibility to determine whether Your particular cellular phone provider and plan allow Your use of Our Services. Additionally, the device You attempt to use for accessing Our Site and Services may not support Our Services.

2. Subject to Your acceptance of this Agreement, We grant You a limited, nonexclusive, nontransferable personal license to access and use the Site, Materials, and the Services contained therein. We provide the Materials and Services on this Site for the personal, non-commercial use by viewers, fans, visitors, subscribers and/or potential subscribers of said Site. Users of this Site are granted a single copy license to view Materials (on a single computer only).

3. All Materials and Services available on the Site shall be for private non-commercial use only, and all other uses are strictly prohibited. We reserve the right to limit the amount of Materials viewed. You agree to prevent any unauthorized copying of the Site, or any of the Materials contained therein. Any unauthorized use of the Site or any of the Materials contained therein terminates this limited license effective immediately. This is a license to use and access the Site for its intended purpose and is not a transfer of title. You will not copy or redistribute any of the content appearing on this Site. Publisher reserves the right to terminate this license at any time if You breach or violate any provision of this Agreement, in which case You will be obligated to immediately destroy any information or Materials You have downloaded, printed or otherwise copied from this Site. Violators of this limited license may be prosecuted to the fullest extent under the applicable law.

B. Fees and Use of Our Services – Our Members are provided Our Services by paying a monthly fee and/or paying a fee per message received as determined by Your mobile phone carrier. We do not bill You directly, rather, all payments are made via Your mobile phone carrier and will appear on Your mobile phone bill in addition to any standard rate charges that may apply to You.

The models depicted on Our Site and used within Our Services will never initiate any contact with You. You are the sole initiator of Our Services, and before You can begin any communication with a Model, You must 1) initiate the communication via Our Site and 2) via your mobile device, agree to accept the charges.

We provide services only through specific mobile carriers serving certain geographic areas. Our Services are only available in areas covered by the mobile carriers with whom We do business. The rates charged for Our Services are based upon Your mobile carrier. Current rates are as follows:

1. AllTel and T-Mobile are billed at $0.99 per message received.

2. Virgin Mobile is billed at $1.99 per message received. .

3. AT&T is billed at $19.99 per month for unlimited messages.

4. Cellular One is billed at $15.00 per month for unlimited messages.

5. Sprint & Nextel are billed at $9.99 per month for unlimited messages

Unlimited chat may not be available on all carriers, and some carriers may not support Our Services either via that carrier’s cellular network or via restrictions placed on Your mobile device. You acknowledge that We have no control over such restrictions, and it is Your responsibility to determine whether any such restrictions may affect Your use of Our Site and Services. Additionally, some carriers may not support Our Services for customers using prepaid cellular plans or other restricted contracts.

We make no guarantees that messages will be delivered to You. Certain circumstances beyond Our control, such as the stability or status of Your carrier’s network, may delay delivery, or make delivery attempts impossible at times. You agree and accept that mobile network services are outside of Our control, and We are not responsible for messages You may not receive due to Your mobile network provider. You further agree that any delivery attempt by Us shall be charged at the rates outlined in this Agreement, regardless of whether or not You successfully receive the message.

Termination of Service: You may terminate Your use of Our Services at any time by texting STOP to 63283. Your termination request will be processed within 72 hours of receipt of your request.

You are responsible for managing Your use of Our Services, including the amount of messages You receive. If You have any questions regarding Your use of Our Site and Services, please text HELP to 63283 or e-mail us at support@textndate.com.

To report or block chat participants who are abusive or threatening, please email us at support@textndate.com. Visit www.textndate.com for more information or call toll free 1-877-265-3085. (By providing your mobile number you are agreeing to receive new service marketing messages.)

C. Billing Errors. All billing for Our Services is handled through Your mobile phone carrier, and any billing errors or disputes should be handled via your carrier.

III. SPECIAL CONSIDERATIONS REGARDING MINORS

A. Age of Majority. In order to use the Site or any Services provided by the Publisher, You must have attained the age of majority in Your jurisdiction. You represent and warrant You are at least 18 or 21 years of age, depending on the age of majority in Your jurisdiction, and that You have the legal capacity to enter into this Agreement. If You are not at least 18 or 21 years of age, depending on the age of majority in Your jurisdiction, You must exit the Site immediately and may not use or access the Site or use the Services in any manner.

1. We specifically disclaim any responsibility or liability for any misrepresentations regarding a User’s age.

2. You represent and warrant that You will not allow any minor access to this Site or Services. Users should implement parental control protections, such as computer hardware, software, or filtering services, which may help users to limit minors’ access to harmful material. You acknowledge that if Your computer or mobile device can be accessed by a minor, that You will take all precautions to keep Our Materials from being viewed by minors. You additionally acknowledge that if You are a parent, it is Your responsibility, and not Ours, to keep Our erotic content from being displayed to Your children or wards.

B. WE HAVE A ZERO TOLERANCE POLICY FOR CHILD PORNOGRAPHY AND A ZERO TOLERANCE POLICY REGARDING PEDOPHILES OR ANY PEDOPHILIC ACTIVITY.

1. You understand that all depictions of all persons on this Site and in all Materials produced or published by Us are of persons over the age of 18 as of the date of the production of the depiction. We take great measures to ensure that no underage models appear in any of Our Materials.

2. If You seek any form of child pornography (including so-called “virtual” child pornography), You must exit this Site and cease using Our Services immediately. We do not provide this kind of material and We do not tolerate those who provide this kind of material nor do we tolerate consumers of this kind of material.

3. In order to further Our zero-tolerance policy, all Users agree that You will report any images, real or simulated, that appear to depict minors on Our Site. If You see any images or other depictions that are questionable, You agree to report these images by emailing us at abuse@textndate.com.

4. Include with Your report any appropriate evidence, including the date and time of identification. All reports will immediately be investigated and the appropriate action will be taken.

5. We enthusiastically cooperate with any law-enforcement agency investigating child pornography. If You suspect other outside websites are participating in unlawful activities involving minors, please report them to http://www.asacp.org.

IV. IMAGES AND CONTENT

A. Our Site(s) and Services contain images and content, including but not limited to text, software, images, graphics, data, messages, or any other information, and any other website owned, operated, licensed, or controlled by Us.

B. You acknowledge and stipulate that all of the Materials are expressive content that is fully protected by the First Amendment to the United States Constitution.

C. You acknowledge and understand that some or all of the Materials on Our site and transmitted via Our Services may be erotic in nature – and that they may contain graphic visual or textual depictions of sexual activity and nudity, graphic audio portions of the same kind of content, and textual descriptions of sexually oriented and sexually explicit activities. You acknowledge that You are aware of the nature of the Materials provided by or through Grandzone and that You are not offended by such Materials, and that You access the Site and Services freely, voluntarily, and willingly, and for Your own personal enjoyment.

D. You understand that all of the information, data, text, images, audio, graphics, video, messages, or any other content on the Site or available via the Service, whether posted publicly or transmitted privately through Our messaging Services or the messaging services of third parties, are the sole responsibility of the party from whom the content originated. This means that You are entirely responsible for any and all content that You upload, post, transmit, e-mail, message, or otherwise publish via Our Services. We do not control the content posted on the User profiles or through the cellular premium short messaging service, and as such We do not guarantee any accuracy, integrity, quality, or any other aspect of such posted content. You agree that by using the Site and Services covered by this Agreement, You very well may be exposed to content that You might find offensive, indecent, problematic, or otherwise objectionable. Under no circumstances will we accept liability in any way for any content posted by, uploaded by or transmitted by Our Users.

E. Section 230 Notice: You acknowledge Your responsibility to prevent minors under Your care from accessing harmful or inappropriate material. You agree not to allow minors to view any such content, and You agree to take responsible measures to prevent them from doing so. Numerous commercial online safety filters are available which may help users limit minors' access to harmful or inappropriate material. Pursuant to 47 U.S.C. §230(d), You are hereby informed that You can research such services at websites such as: www.getwise.org or http://www.child-internet-safety.com/internet_filters.php, among others. Please note that We make no representation or warranty regarding any of the products or services referenced on such sites, and We recommend that You conduct appropriate due diligence before purchasing or installing any online filter. You agree to take particular steps to prevent minors from viewing Our Site or the content received via Our Services if Your computer or mobile device can be accessed by a minor. Finally, You agree that if You are a parent or guardian of a minor child, it is Your responsibility, not Ours, to keep any age-restricted content on Our Site or Services from being displayed or accessed by Your children or wards.

Pursuant to the Communications Decency Act (“CDA”), 47 U.S.C. § 230(c)(1), and court decisions interpreting the scope of the CDA, You acknowledge and understand that We operate as an interactive computer service. Thus, We are immune from, and cannot be held responsible for, claims arising from the publication or transmission of Your content as well as the content of other users and third parties. We do not create such content, and We are not responsible for the publication of remarks or communications of third-parties that may arguably rise to the level of being actionable under federal or state laws including, but not limited to, the publication of material that might be considered defamatory, or violative of privacy or publicity rights. Note, that federal law allows Us to remove or block any content found to be offensive, defamatory, obscene or otherwise violative of our policies, without impacting Our status as an interactive computer service. Nothing contained in this User Agreement is intended to limit or alter the immunity from claims provided by Section 230 of the Communications Decency Act, and no third parties are intended to benefit from this User Agreement between You and Grandzone.

V. Restrictions On Use Of Our Site and Services:

A. You agree that You will only use the Site and Services for purposes expressly permitted and contemplated by this User Agreement. You may not use the Site and Services for any other purposes without Our express prior written consent.

B. Without Our express prior written authorization, You may not:

1. Duplicate any part of Our Site or the Materials contained therein or received via the Services (except as expressly provided elsewhere in this Agreement);

2. Create any derivative works based on Our Site or any of the Materials contained therein or received via the Services, and You agree and stipulate that any and all derivative works are NOT “fair use”;

3. Use Our Site or Services, or any of the Materials contained therein, for any public display, public performance, sale or rental, and You hereby agree and stipulate that any and all such uses are NOT “fair use”;

4. Re-distribute Our Site or any of the Materials contained therein or received through the Services, and You hereby agree and stipulate that any and all such uses are NOT “fair use”;

5. Remove any copyright or other proprietary notices from Our Site or any of the Materials contained therein;

6. Frame or utilize any framing techniques in connection with Our Site or any of the Materials contained therein;

7. Use any meta-tags or any other “hidden text” using Our Site’s name or marks, and You hereby stipulate that any use of the Site’s name or marks, or any other marks owned by Us is an infringement upon Our trademark rights, and You stipulate to liquidated damages of $5000 per such infringement, plus You agree to pay any and all fees incurred in the recovery of this amount, including attorney’s fees and all associated costs.

8. “Deep-link” to any page of Our Site (including the homepage), or avoid agreement to the Site’s Terms & Conditions; You may only link to the main entry page;

9. Circumvent any encryption or other security tools used anywhere on the Site or in conjunction with the Services (including the theft of user names and passwords or using another person’s user name and password in order to gain access to a restricted area of the Site);

10. Use any data mining, bots, or similar data gathering and extraction tools on the Site or in conjunction with the Services;

11. Decompile, reverse engineer, modify or disassemble any of the software aspect of the Materials or Services except and only to the extent permitted by applicable law;

12. Sell, rent, lease, license, sublicense, transfer, distribute, re-transmit, time-share, use as a service bureau or otherwise assign to any third party the Materials or Services or any of Your rights to access and use the Materials or Services as granted specifically by this Agreement; or

13. Bookmark any page of the Site beyond the registration log-in screen.

14. Use Our Services for any commercial purpose unless expressly agreed to by Us in writing and at Our sole discretion. Without such consent by Us, Your use of the Site and Services is strictly for personal use.

15. Use Our Services to send any message or content to any other User or person that may be viewed as defamatory, vulgar, threatening, unlawful, abusive, tortuous, invasive of that person’s privacy, or racially, ethnically, or otherwise objectionable.

16. Use Our Services to impersonate any other User or person.

17. Attempt to disguise Your identity as the originator of any message or content You submit through Our Services.

18. Send any content which may be deemed as unsolicited or commercial advertising, including but not limited to sending spam, promotional material, and any other form of solicitation.

19. Use the Service in connection with unlawful contests, lotteries, or gambling; pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).

20. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.

21. Publish, post, upload, distribute, traffic or disseminate any defamatory, obscene, or otherwise unlawful content, such as child pornography.

22. Publish, post, upload, distribute or disseminate any topic, name, material or information that incites discrimination, hate or violence towards one person or a group because of their belonging to a race, a religion or a nation.

23. Upload, or otherwise make available files or products that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless You own or control the rights thereto or have received all necessary consents to do same.

24. Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.

25. Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another’s property.

26. Use meta tag searches on the site.

27. Download any file posted by another user of a Service that you know, or reasonably should know, cannot be legally distributed in such manner.

28. Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.

29. Restrict or inhibit any other user from using and enjoying the Services.

30. Violate any code of conduct or other guidelines which may be applicable for any particular Service.

31. Harvest or otherwise collect information about others, including e-mail addresses.

32. Violate any applicable laws, policies, or regulations.

33. Create a false identity for the purpose of misleading others. Any fraudulent, deceptive or unfair transactions or trade practices are strictly forbidden. You agree to fully comply with the United States Federal Trade Commission (“FTC”) statutes and regulations (if You do business in the United States or with United States based customers), and any related rules, policies, and advisory opinions issued by the FTC.

34. Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.

C. UNACCEPTABLE CONDUCT FOR MEMBERS:

All Members agree to be bound by the following general policies in connection with the Member’s use of the Site and Services:

1. No defamatory, obscene, child pornographic, harassing, illegal, or otherwise objectionable content may be sent via Our Services;

2. You shall not promote or facilitate illegal activity, or violates the rights of others such as copyright, trademark, other intellectual property infringement, right to privacy, right to publicity, or other similar rights;

3. You shall not use Our Services to solicit or promote: child pornography, warez content, scatological content, death images, defecation, feces, urination, genital mutilation, underage teen modeling, actual or simulated rape, sexual violence, menstruation, obscenity, bestiality, threats of physical harm to persons or property, programs containing viruses, pirated software, wire fraud, drug trafficking, violations of international export control laws or other illegal activity.

D. You agree to cooperate with Us in causing any unauthorized use to cease immediately. You are solely responsible for submitting any material that violates any United States or International laws even if a claim arises after your service is terminated, and by doing so, Your actions shall constitute a material breach of this Agreement and the Site shall terminate all of Your rights under this Agreement. Nothing contained in this User Agreement shall obligate Grandzone to monitor or investigate any use of Our Services by our users or other third parties, other than as required by applicable law.

E. Interference. Except where expressly permitted by law, You may not translate, reverse-engineer, decompile, disassemble, or make derivative works from any of Our Materials or any other Materials from Our Site. User hereby agrees not to use any automatic device or manual process to monitor or reproduce the Site or Materials, and will not use any device, software, computer code, or virus to interfere or attempt to disrupt or damage the Site or any communications on it. If You do not adhere to this provision of this Agreement, You hereby stipulate to and agree to pay liquidated damages of $5000 plus any and all fees associated with recovery of these damages, including attorney’s fees and costs.

VI. STIPULATED LIQUIDATED DAMAGES:

A. In various provisions in this Agreement, We have outlined liquidated damages amounts to be applied as penalties against You if You violate these specific provisions. You specifically agree to pay these amounts. In agreeing to pay liquidated damages, You acknowledge that this amount is not a penalty, that the actual damages are uncertain and difficult to ascertain, but that this amount represents the parties’ good faith attempt to calculate an appropriate compensation based on anticipated actual damages.

B. For any breach of a portion of this Agreement that does not specifically state a liquidated damages amount, You hereby agree that any breach of this Agreement shall result in liquidated damages of $100 per occurrence. You specifically agree to pay this $100 in liquidated damages.

C. If We are required to enlist the assistance of an Attorney or other person to collect any liquidated damages or any other amount of money from You, or if We are required to seek the assistance of an Attorney to pursue injunctive relief against You, then You additionally agree that You will reimburse Us for all fees incurred in order to collect these liquidated damages or in order to seek injunctive relief from You. You understand that even a nominal amount of damages may require the expenditure of extensive legal fees, travel expenses, costs, and other amounts that may dwarf the liquidated damages themselves. You agree that You will pay all of these fees and costs.

VII. DISCLAIMER OF WARRANTY:

A. You expressly agree that use of the Site and Services, or any of the Materials contained therein is at Your own and sole risk. You also understand and agree that any material and/or data downloaded or otherwise obtained through the use of the Site and Services or any of the materials contained therein is done at Your own discretion and risk and that You will be solely responsible for any damage to Your computer system or loss of data that results from the download of such material and/or data.

B. The Site and Services, and all materials contained therein, are provided “as is” without warranty of any kind, either express or implied, including but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title, or non-infringement.

C. We make no representations or warranties that the Site and Services, or any materials contained therein, will be uninterrupted, timely, secure, or error free; nor do We make any representations or warranties as to the quality, suitability, truth, usefulness, accuracy, or completeness of the Site and Services or any of the materials contained therein.

D. You understand that We cannot and do not guarantee or warrant that files available for downloading from the Internet will be free of viruses, worms, Trojan horses, or other code that may manifest contaminating or destructive properties. We do not assume any responsibility or risk for Your use of the Internet.

E. We make no warranty regarding any goods or services purchased or obtained through the Site and/or Services or any transaction entered into through the Site and/or Services, and We are not responsible for any use of confidential or private information by sellers or third parties.

F. The warranties and representations set forth in this Agreement are the only warranties and representations with respect to this Agreement, and are in lieu of any and all other warranties, written or oral, express or implied, that may arise either by agreement between the parties or by operation of law, including warranties of merchantability and fitness for a particular purpose. None of these warranties and representations will extend to any third person.

VIII. DISCLAIMER AND INDEMNIFICATION:

A. The provision of any services which is in violation of any laws is strictly prohibited. If We determine that You or any User has provided or intends to purchase or provide any services in violation of any law, your ability to use the Site and Services will be terminated immediately. We do hereby disclaim any liability for damages that may arise from any User providing any services for any purpose that violates any law. You do hereby agree to defend, indemnify and hold Us harmless from any liability that may arise for Us should You violate any law.

B. You also agree to defend and indemnify Us should any third party be harmed by Your illegal actions or should We be obligated to defend any claims including, without limitation, any criminal action brought by any party.

C. Our Site and Services contains material that may be offensive to third parties. You agree to indemnify and hold Us harmless from any liability that may arise from someone viewing such material and You agree to cease review of the Site and use of the Services should you find them offensive.

D. You agree to defend, indemnify, and hold harmless Grandzone, its officers, directors, shareholders, employees, independent contractors, telecommunication providers, and agents, from and against any and all claims, actions, loss, liabilities, expenses, costs, or demands, including without limitation legal and accounting fees, for all damages directly, indirectly, and/or consequentially resulting or allegedly resulting from Your, or You under another person’s authority including without limitation to governmental agencies, use, misuse, or inability to use the Site, Services, or any of the Materials contained therein, or Your breach of any of this Agreement. We shall promptly notify You by electronic mail of any such claim or suit, and cooperate fully (at Your expense) in the defense of such claim or suit. We reserve the right to participate in the defense of such claim or defense at our own expense, and choose our own legal counsel, but are not obligated to do so.

E. This Service is for Amusement Purposes.

1. You understand and accept that Our Site and Services, while built in the form of a personals service, is an entertainment and recreational service. All profiles are provided for the amusement and entertainment of Our Members and Our Users. You are not guaranteed that You will find a date, a companion, or an activity partner, or that You will meet any of Our members in person.
2. You understand and accept that some, many, or even all of the User profiles on Our network of Sites may be fictitious. We reserve the right to create fictitious profiles in order to “seed” Our profile bank and to create a greater entertainment value for Our Members. Additionally, not all Models on Our Site may be available for chat.
3. You understand and accept that when You attempt to contact other Users and/or Models from the Site, these Users may find amusement in your profile or communications. You understand and accept that no communications between You and other Users is private, even if the Member profile to which you respond is created by Us. You hereby specifically release Us and all other Members from any liability for invasion of privacy, defamation, false light, and related torts, in the event that Your communications or profile are made public – even if they are made public for the sole purpose of amusing others at Your expense. Nothing contained in this section is intended to limit the scope of releases and / or indemnification contained elsewhere in this User Agreement.

4. License To Use Your Information: With the exception of personal financial and billing information, You hereby grant to Us the perpetual, unlimited, royalty-free, world wide, non-exclusive, irrevocable, transferable license to run, display, copy, reproduce, publish, bundle, distribute, market, create derivative works of, adapt, translate, transmit, arrange, modify, sub-license, export, merge, transfer, loan, rent, lease, assign, share, outsource, host, make available to any person or otherwise use, any text, images, data, video or other information and content You provide on or through this web Site or which is sent to Us or others by text, e-mail or other correspondence, for any purpose whatsoever. We shall not be subject to any obligations of confidentiality regarding any such information unless specifically agreed by Us in writing or required by law.

a. By uploading any photographs of Yourself, You hereby swear that You own or control all intellectual property rights with respect to the uploaded photographs; and,

b. You hereby irrevocably grant a non-exclusive right and license to Us to:

i. Reproduce, transmit, communicate, display, or distribute Your submitted photographs, on or as part of Our Sites, on other Internet sites, or elsewhere, for promotional or commercial purposes, by means of any technology, whether now known or hereafter to become known;

ii. Reproduce Your photographs in digital form of display on the Internet (alone or in combination with other works, including, but not limited to, text, data, images, photographs, illustrations, animation, graphics, video, or audio segments, and hypertext links);

iii. Adapt, modify, or alter Your photographs or otherwise create derivative works based upon Your photographs; and for all other reasonable promotional or commercial uses either as part of the operation of Our Sites, or as a promotion or operation of any derivative or related businesses.

F. We do not pre-approve any of Our Users or chat Models which may be accessible via Our Site and Services. It is Your responsibility to properly investigate the background, personality, criminal history, financial condition, or any other relevant factor affecting Your potential compatibility with any other Member or User, prior to communicating with, or meeting such person. Most importantly, USE COMMON SENSE! Do not provide any personal information to individuals who can misuse that information to Your detriment. While the Site and Services may provide a venue for the exchange of information, ideas and emotion, they do not act as a guarantor of the accuracy of such information, and all Users/Members are encouraged to approach the veracity of any communications occurring on the Site and Services with a healthy skepticism.

G. You hereby discharge, acquit, and otherwise release Grandzone, its parent company, its agents, employees, officers, directors, shareholders, attorneys, and affiliates, from any and all allegations, counts, charges, debts, causes of action, and claims relating in any way to the use of, or activities relating to the use of, the Site and Services including, but not limited to claims relating to the following:

1. Sexual Harassment, Negligence, Gross Negligence, Reckless Conduct, Alienation of Affections (to the extent recognized in any jurisdiction), Intentional Infliction of Emotional Distress, Intentional Interference with Contract or Advantageous Business Relationship, Defamation, Intellectual Property, Statutory Rape, Misrepresentation or any claim based on Vicarious Liability for Torts committed by individuals met on or through the Site and Services, including but not limited to fraud, assault, battery, stalking, rape, theft, cheating, perjury, manslaughter, or murder.

2. The above list is intended to be illustrative only, and not exhaustive of the types or categories of claims released by You. This release is intended by the parties to be interpreted broadly in favor of Us, and thus any ambiguity shall be interpreted in a manner providing release of the broadest claims. This release is intended to be a full release of claims, and the parties acknowledge the legally binding nature of this provision, and the nature of the rights given up in connection therewith.

IX. LIMITATION OF LIABILITY:

A. In no event shall We (or our licensors, agents, suppliers, resellers, service providers, or any other subscribers or suppliers) be liable to You, or any other third party for any direct, special, indirect, incidental, consequential, exemplary, or punitive damages, including without limitation, damages for loss of profits, loss of information, business interruption, revenue, or goodwill, which may arise from any person’s use, misuse, or inability to use the Site, Services, or any of the materials contained therein, even if We have been advised of the probability of such damages. This is for any matter arising out of or relating to this Agreement, whether such liability is asserted on the basis of contract, tort or otherwise, even if We have been advised of the possibility of such damages.

B. In no event shall Our maximum total aggregate liability hereunder for direct damages exceed the total fees actually paid by You for use of the Site or Services for a period of no more than one (1) month from the accrual of the applicable cause or causes of action. Because some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to You.

X. LINKS AND LINKING:

A. Some websites which are linked to the Site are owned and operated by third parties. Because We have no control over such websites and resources, You acknowledge and agree that We are not responsible or liable for the availability of such external websites or resources, and do not screen or endorse them, and are not responsible or liable for any content, advertising, services, products, or other materials on or available from such websites or resources.

B. You further acknowledge and agree that We shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third-party content, goods or services available on or through any such website or resource. If You decide to access any such third party website, You do so entirely at Your own risk and subject to any terms and conditions and privacy policies posted therein.

C. You further acknowledge that use of any website controlled, owned or operated by third parties is governed by the terms and conditions of use for those websites, and not by this Agreement, Our Spam Policy, or Our Privacy Policy, which are incorporated into this Agreement by reference.

D. Links to external websites (including external websites that are framed by the Site) or inclusions of advertisements do not constitute an endorsement by Us of such websites or the content, products, advertising, or other materials presented on such Site, but are for Your convenience.

E. You hereby agree to hold Us harmless from any and all damages and liability that may result from the use of links that may appear on the Site or via the Services. We reserve the right to terminate any link or linking program at anytime.

XI. TRADEMARK INFORMATION:
A. Our name and the aforementioned name of the Site are service marks and/or trademarks of the Site and Services. The name of the Site and the name of Grandzone are considered trademarks owned by Us. We aggressively defend Our intellectual property rights.
B. Other manufacturers’ product and service names referenced herein may be trademarks and service marks of their respective companies and are the exclusive property of such respective owners, and may not be used publicly without the express written consent of the owners and/or holders of such trademarks and service marks.
C. All of the marks, logos, domains, and trademarks that You find on the Site and Services may not be used publicly except with express written permission from Us, and may not be used in any manner that is likely to cause confusion among consumers, or in any manner that disparages or discredits Us.

XII. COPYRIGHT INFORMATION:

A. The Materials accessible from the Site, Services, and any other World Wide Website owned, operated, licensed, or controlled by Us are Our proprietary information and valuable intellectual property and We retain all right, title, and interest in the Materials.

B. The Materials may not be copied, distributed, republished, modified, uploaded, posted, or transmitted in any way without Our prior written consent, except that You may print out a copy of the Materials solely for Your personal use. In doing so, You may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Materials.

C. Modification or use of the Materials except as expressly provided in this User Agreement violates Our intellectual property rights.

D. Neither title nor intellectual property rights are transferred to You by access to the Site and Services.

E. All Materials included on the Site, such as text, graphics, photographs, video and audio clips, music, soundtracks, button icons, streaming data, animation, images, downloadable materials, data compilations and software is the property of Grandzone or its content suppliers and is protected by United States and international copyright laws. The compilation of all Materials on the Site is the exclusive property of Grandzone or its content suppliers and protected by United States and international copyright laws, as well as other laws and regulations. © Grandzone Trading, Ltd. (2009), all rights reserved.

XIII. NOTICE OF CLAIMED INFRINGEMENT:

We respect the intellectual property of others, and We ask Our users to do the same. If You believe that Your work has been copied in a way that constitutes copyright infringement, please provide Our Designated Copyright Agent with the following information:

A. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest.

B. A description of the copyrighted work or other intellectual property that You claim has been infringed.

C. A description of where the material that You claim is infringing is located on the Site or Services.

D. Your address, telephone number, and email address.

E. A statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and.

F. A statement by You, made under penalty of perjury, that the above information in Your Notice is accurate and that You are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

You may send Your Notice of Claimed Infringement to:

Lawrence G. Walters, Esquire
781 Douglas Ave.
Altamonte Springs, FL 32714
Fax: (407) 774-6151
E-mail: Notice@DMCANotice.com

NOTE: Please do not send other inquires or information to our Designated Agent.

Notice and Take Down Procedures

The Site implements the following “notice and takedown” procedure upon receipt of any notification of claimed copyright infringement. The Site reserves the right at any time to disable access to, or remove any material or activity accessible on or from any Site or any Materials claimed to be infringing or based on facts or circumstances from which infringing activity is apparent. It is the firm policy of the Site to terminate the account of repeat copyright infringers, when appropriate, and the Site will act expeditiously to remove access to all material that infringes on another’s copyright, according to the procedure set forth in 17 U.S.C. §512 of the Digital Millennium Copyright Act (“DMCA”). The Site’s DMCA Notice Procedures are set forth in the preceding paragraph. If the notice does not comply with §512 of the DMCA, but does comply with three requirements for identifying sites that are infringing according to §512 of the DMCA, the Site shall attempt to contact or take other reasonable steps to contact the complaining party to help that party comply with the notice requirements. When the Designated Agent receives a valid notice, the Site will expeditiously remove and/or disable access to the infringing material and shall notify the affected user. Then, the affected user may submit a counter-notification to the Designated Agent containing a statement made under penalty of perjury that the user has a good faith belief that the material was removed because of misidentification of the material. After the Designated Agent receives the counter-notification, it will replace the material at issue within 10-14 days after receipt of the counter-notification unless the Designated Agent receives notice that a court action has been filed by the complaining party seeking an injunction against the infringing activity. The Site reserves the right to modify, alter or add to this policy, and all users should regularly check back to these Terms and Conditions to stay current on any such changes.

DMCA Counter-Notification Procedure

If the Recipient of a Notice of Claimed Infringement ("Notice") feels that the Notice is erroneous or false, and/or that allegedly infringing material has been wrongly removed in response to a Notice as outlined in Section 5.12 above, the Recipient is permitted to submit a counter-notification pursuant to Section 512(g)(2) and (3) of the DMCA. A counter-notification is the proper method for the Recipient to dispute the removal or disabling of material pursuant to a Notice. The information that a Recipient provides in a counter-notification must be accurate and truthful, and the Recipient will be liable for any misrepresentations which may cause any claims to be brought against Us relating to the Content.

To submit a counter-notification, please provide Our Designated Copyright agent the following information:

A. A specific description of the material that was removed or disabled pursuant to the Notice.

B. A description of where the material was located within the Site or the Content before such material was removed and/or disabled. Please provide the specific url if possible.

C. A statement reflecting the Recipient's belief that the removal or disabling of the material was done so erroneously. For convenience, the following format may be used:

“I swear, under penalty of perjury, that I have a good faith belief that the referenced material was removed or disabled by the service provider as a result of mistake or misidentification of the material to be removed or disabled.”

D. The Recipient's physical address, telephone number, and email address.
Written notification containing the above information must be signed and sent to:

Lawrence G. Walters, Esquire
781 Douglas Ave.
Altamonte Springs, FL 32714
Fax: (407) 774-6151

Alternately, to email the above information, You must digitally sign the email and send it to:
Notice@DMCANotice.com Do not send any other information or material to the DMCA Agent.

After receiving a DMCA-compliant counter-notification, Our Designated Copyright Agent will forward it to Us, and We will then provide the counter-notification to the entity who first provided the Notice concerning material in the Recipient's Content.

Additionally, within ten to fourteen (10-14) days of Our receipt of the counter-notification, We will replace or cease disabling access to the disputed material provided that We or Our Designated Copyright Agent have not received notice from the entity who first provided the Notice that such entity has filed a legal action pertaining to the disputed material.

The Site reserves the right to modify, alter or add to this policy, and all users should regularly check back regularly to stay current on any such changes.

XV. EXPORT CONTROL:

A. You understand and acknowledge that the software elements of the Materials on the Site may be subject to regulation by agencies of the United States Government, including the United States Department of Commerce, which prohibits export or diversion of software to certain countries and third parties. Diversion of such Materials contrary to United States’ or international law is prohibited.

B. You will not assist or participate in any such diversion or other violation of applicable laws and regulations.

C. You warrant that you will not license or otherwise permit anyone not approved to receive controlled commodities under applicable laws and regulations and that You will abide by such laws and regulations.

D. You agree that none of the Materials are being or will be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or be used for proscribed activities.

XVI. NO AGENCY RELATIONSHIP:

Nothing in this Agreement shall be deemed to constitute, create, imply, give effect to, or otherwise recognize a partnership, employment, joint venture, or formal business entity of any kind; and the rights and obligations of the parties shall be limited to those expressly set forth herein.

XVII. NOTICE:

A. Notice. Any notice required to be given under this Agreement may be provided by email to a functioning email address of the party to be noticed, by a general posting on the Site, or personal delivery by commercial carrier such as Federal Express or DHL. Notices by customers to Grandzone shall be given by electronic messages unless otherwise specified in the Agreement.

B. Change of Address. Either party may change the address to which notice is to be sent by written notice to the other party pursuant to this provision of the Agreement.

C. When Notice is Effective. Notices shall be deemed effective upon delivery. Notices delivered by overnight carrier (e.g., United States Express Mail or Federal Express) shall be deemed delivered on the business day following mailing. Notices mailed by United States Mail, postage prepaid, registered or certified with return receipt requested, shall be deemed delivered five (5) days after mailing. Notices delivered by any other method shall be deemed given upon receipt. Notices by email and facsimile transmission, with confirmation from the transmitting machine that the transmission was completed, are acceptable under this Agreement provided that they are delivered one (1) hour after transmission if sent during the recipient's business hours, or 9:00 a.m. (recipient's time) the next business day. Either Party may, by giving the other Party appropriate written notice, change the designated address, fax number and/or recipient for any notice or courtesy copy, hereunder.

D. Refused, Unclaimed, or Undeliverable Notice. Any correctly addressed notice that is refused, unclaimed, or undeliverable, because of an act or omission of the Party to be notified shall be deemed effective as of the first date that said notice was refused or deemed undeliverable by the postal authorities, messenger, facsimile machine, email server, or overnight delivery service.

XVIII. COMMUNICATIONS NOT PRIVATE:

We do not provide any facility for sending or receiving private or confidential electronic communications. All messages transmitted to Us shall be deemed to be readily accessible to the general public. Visitors should not use this Site or Services to transmit any communication for which the sender intends only the sender and the intended recipient(s) to read. Notice is hereby given that all messages entered into this Site or Services can and may be read by the agents and operators of this service, regardless of whether they are the intended recipients of such messages.

XIX. FORCE MAJEURE:

We shall not be responsible for any failure to perform due to unforeseen circumstances or to causes beyond our reasonable control, including but not limited to: acts of God, such as fire, flood, earthquakes, hurricanes, tropical storms or other natural disasters; war, riot, arson, embargoes, acts of civil or military authority, or terrorism; fiber cuts; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, SPAM, or any failure of a computer, server or software, for so long as such event continues to delay the Site’s or Services’ performance.

XX. JURISDICTION/DISPUTES:

A. Governing Law. This Agreement, and any disputes arising hereunder, shall be governed by Florida and United States federal law. The choice of law herein shall not constitute a waiver of the obligation to resolve disputes in Cyprus through arbitration, and is not intended as a consent to the personal jurisdiction of the courts of the United States, or any individual state or territory.

B. Final Decisions. Any final decision or judgment rendered against a party in any action or proceeding authorized by this User Agreement shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law if such enforcement becomes necessary.

C. Right to Injunctive Relief. Both parties acknowledge that remedies at law may be inadequate to provide an aggrieved party with full compensation in the event of the other party’s breach, and that an aggrieved party shall therefore be entitled to seek injunctive relief in the event of any such breach, in addition to seeking all other remedies available at law or in equity.

XXI. ARBITRATION PROVISIONS:

A. Binding Arbitration. If there is a dispute between the Parties arising out of or otherwise relating to this Agreement, the Parties shall meet and negotiate in good faith to attempt to resolve the dispute. If the Parties are unable to resolve the dispute through direct negotiations, then, except as otherwise provided herein, either Party must submit the issue to binding arbitration with the Arbitration Service of the Cyprus Chamber of Commerce and Industry, or if not available, a comparable arbitration service located in Cyprus.. Arbitral Claims shall include, but are not limited to, contract and tort claims of all kinds, and all claims based on any federal, state or local law, statute, or regulation, excepting only claims by Us for injunctive or other equitable relief.

B. The Arbitrator shall have no authority to award any punitive or exemplary damages, certify a class action, add any parties, or vary or ignore the provisions of this User Agreement. The arbitrators shall be bound by and apply United States federal law to any dispute submitted for arbitration hereunder, and this Agreement shall be interpreted in accordance with the laws of the State of Florida.. The arbitrator shall render a written opinion setting forth all material facts and the basis of his or her decision within thirty (30) days of the conclusion of the arbitration proceeding. THE PARTIES HEREBY WAIVE ANY RIGHTS THEY MAY HAVE TO TRIAL BY JURY IN REGARD TO ARBITRAL CLAIMS.

C. No waiver of right to arbitration -- There shall be no waiver of the right to arbitration unless such waiver is provided affirmatively and in writing by the waiving party to the other party. There shall be no implied waiver of this right to arbitration. No acts, including the filing of litigation, shall be construed as a waiver or a repudiation of the right to arbitrate.

D. The First Amendment applies to arbitration proceedings -- Any arbitration tribunal shall consider the First Amendment to the United States Constitution to be in force and effect between the parties. Both parties stipulate to the applicability of the First Amendment’s protection of free speech, expression, and association, and both parties stipulate that case law interpreting the First Amendment shall be admissible and considered to be binding authority upon the Arbitrator.

XXII. MISCELLANEOUS PROVISIONS:

A. Attorney’s Fees. In the event any Party shall commence any claims, actions, formal legal action, or arbitration to interpret and/or enforce any of the terms and conditions of this Agreement, or relating in any way to this Agreement, including without limitation asserted breaches of representations and warranties, the prevailing party in any such action or proceeding shall be entitled to recover, in addition to all other available relief, its reasonable attorney’s fees and costs incurred in connection therewith, including attorney’s fees incurred on appeal.

B. Assignment. The rights and liabilities of the parties hereto will bind and inure to the benefit of their respective assignees, successors, executors, and administrators, as the case may be.

C. Severability. If for any reason a court of competent jurisdiction or an arbitrator finds any provision of this User Agreement, or any portion thereof, to be unenforceable, that provision will be enforced to the maximum extent permissible and the remainder of this User Agreement will continue in full force and effect.

D. Complaints – California Residents
The Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs may be contacted in writing at 1020 N. Street, #501, Sacramento, CA 95814, or by telephone at 1-916-445-1254.
E. No Waiver. No waiver or action made by Us shall be deemed a waiver of any subsequent default of the same provision of this User Agreement. If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from this User Agreement.

F. Headings. All headings are solely for the convenience of reference and shall not affect the meaning, construction or effect of this User Agreement.

G. Complete Agreement. This User Agreement constitutes the entire agreement between the parties with respect to Your access and use of the Site, Services and the Materials contained therein, and your use of the Site and Services, and supersede and replace all prior understandings or agreements, written or oral, regarding such subject matter.

H. Other Jurisdictions. We make no representation that the Site, Services or any of the Materials contained therein are appropriate or available for use in other locations, and access to them from territories where their content may be illegal or is otherwise prohibited. Those who choose to access the Site and Services from such locations do on their own initiative and are solely responsible for determining compliance with all applicable local laws.