This Model Agreement (“Agreement”) is a legally binding agreement between you, a model, (“Model,” “you,” “your”, “yours”, etc.) and us, Kellina, LLC, the owner of www.naughtyconnection.com, all affiliated websites, and any such mobile interface version(s) of the same, unless such site is listed as specifically exempt, including any successor or affiliated company or entity, (hereinafter “we”, “us”, “our”, “ours”, or the “Website”). You must read this Agreement carefully before using the Website and/or creating an account as a model.

Model must be at least eighteen (18) years old and have reached the age of majority and legal consent in the jurisdiction in which Model lives or resides, to agree to this Agreement. By clicking on the words “I agree,” “Submit,” or similar syntax, Model electronically signs this Agreement, and therefore agrees to be bound by and acknowledges Model’s complete acceptance of all the express and incorporated terms in this Model Agreement even if Model does not read them. Model will not seek to avoid acceptance or rejection of our online agreements, and Model will immediately leave the Website if Model does not want to accept the terms of this Agreement. We will cancel Model’s account and/or pursue other legal remedies if Model violates this Agreement. We may revise this Agreement on one or more occasions by updating this webpage. We will deem Model’s continued use of the Website after we post the changes as Model’s acceptance of the changes. If Model does not agree to any future changes, Model must delete his/her account and cease accessing or using the Website.

Model Accounts

Registration. In order to create an account as a Model, you must agree to this Model Agreement and provide us with certain identification documents. If you fail to provide this information, if we reasonably believe that you have provided false information, or if you fail to agree to the Model Agreement, we will terminate your Model account. Acceptance of Model registration is subject to our sole discretion. Model will not, under any circumstances, allow anyone else access to any accounts Model has established with the Website, or share login information, passwords, data, or account information with anyone else.

Model’s Content. Model may post content, materials, and listings to the Website including all audiovisual work supplied by Model to us through the Model’s account, including all digitized recorded or live performances by Model that are supplied, broadcast, or otherwise transmitted by Model to us; all works, videos, or images related to licensed works in any way, including all material used to promote or market Model, and all other works, videos, or images otherwise transmitted by Model to us; derivative works; names, likenesses, persona, characters, voices, writings, and personas of Model, including all images and videos of Model(s), and all audio and text pertaining to or provided by Model; and any items, products, or other merchandise in e-commerce listings posted by Model, including any materials and/or content shared as part of those listings (“Model’s Content”). Model will not, under any circumstances, appear in Model’s Content with anyone other than a user of the Website that is currently registered as a model, and will not allow anyone else to provide Model’s Content on behalf of Model.

Listings. Model may offer certain items, products, or other merchandise for sale by posting such items in an e-commerce listing on the Website and setting a price for which members of the Website may purchase such items (“Listings”).

Termination. Model may terminate this Agreement at any time, for any reason, with or without cause, by deactivating Model’s account. We may terminate this Agreement at any time, for any reason, with or without cause, by deleting, banning, or otherwise deactivating Model’s account. All rights granted by Model to us during the term of this Agreement will survive the termination of this Agreement by either party.

Grant of Rights

Model grants us a perpetual, irrevocable, worldwide, transferrable, sublicensable, nonexclusive license for all rights, copyrights, trademarks, and future obtained rights in Model’s Content. This license applies to any medium or technology now known or later developed, including wide area computer networks and the Internet. The license provided herein shall permit us to transmit, broadcast, record, rebroadcast, publish, alter, create derivative works from, sublicense, and otherwise exploit the Model’s Content in perpetuity.

Interface

Upon account approval, we will provide Model with access to a proprietary web interface for use on our computer systems. Model acknowledges that this web interface is and will remain our exclusive property. Model will not distribute or make copies of the web interface to anyone, including Model’s employees, agents, affiliates, and related and unrelated third parties; nor will Model duplicate or reverse engineer the web interface in any way.

Compensation

Tokens. Members of the Website may purchase tokens from the Website that may be exchanged for access to your Model’s Content or to purchase items in your Listings (“Tokens”). In order to receive Tokens from the Website, Model must agree to this Agreement, provide the proper identification documents to us, and provide an accurate payment method in your account admin area. We may adjust or deduct the number of Tokens transferred to Model for any reason, at any time, without advance warning or notice, including retroactively. The most common reasons for Token transfer adjustments include customer refunds, fraud, Model conduct violations, and technical errors.

Payments. There is usually one pay period each month on or about the 15th of each month. We reserve the right to change this pay period and/or date from time to time. We will issue a payment to Model for all Tokens earned during that pay period in the amount of five cents (USD 0.05) per Token. We reserve the right to change this amount from time to time. It is your responsibility to frequently review this Agreement to ensure that you agree with the terms set forth therein. You will only earn payments for Tokens at the currently displayed amount per Token. All previous amounts are unavailable once changed. Any continued use of our services after a change has been posted shall be deemed Model’s consent to the amended terms. We reserve the right to charge additional fees for access to the Website, or any other feature or service, and to change our fee structure at our discretion. We will issue payments to Model in the payment method selected by the Model at the time that payment is issued. We require a different minimum payout amount to be reached before payment is issued for each of the offered payment methods. In the event that Model does not reach the minimum amount required for the selected payment method, the Model’s account balance will continuously carry over into the next pay period, until the mandatory minimum amount for payout is met.

Delays and Errors. We are not responsible for any delays or errors generated by the acts or omissions of third parties such as banks, payment processors, and outside vendors. While we endeavor to ensure that timely payment is made, Model acknowledges that payment may be delayed in some circumstances due to causes beyond our control.

Setoff. We may set off any liability, damages, costs, or expenses that we incur arising from or relating to Model’s breach of this Agreement against any money that we owe to Model under this Agreement.

Listings

Posting Listings. You are solely responsible for maintaining the accuracy or completeness of any information, including prices, taxes, shipping and handling costs, product images, specifications, availability, condition, and services associated with any Listing. All products sold by Model are for novelty purposes only and must be in sanitary condition. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions associated with any Listing, at any time, for any reason, without prior notice.

Fulfilling Orders. Model understands and agrees that customer privacy is a high priority for us and Model. Model must utilize best practices in order to maintain the customer’s privacy at all times. Model must seal and ship items in a plain padded envelope or box of the smallest possible size. Model will not use any identifying markings, logo, or company names on the packaging. Model must label all packages with proper postal tracking information to ensure delivery. Model may, but is not obligated to, require signature upon delivery. If Model requires signature upon delivery, Model will prominently display such requirement in the Listing information to put the customer on notice of such signature requirement. Model will arrange for shipment of all items purchased by a user of the Website from a Listing. Model is solely responsible for all items purchased by users of the Website from Listings on the Website. Title and risk of loss and damage pass to from Model to the purchaser upon transfer of the items to the carrier. Model understands and agrees that Model is solely responsible for, and we are not liable for, any delays or losses in shipments.

Cancelling Orders. Model may, without liability, cancel any accepted order before shipment if there are any issues with payment.

Model Disclaimers and Warranties. Model will hold us harmless from any and all claims associated with the sale or use of an item in any Listing on the Website. Model represents and warrants that all items in any Listing associated with Model’s account do not violate any laws and are legal both in Model’s jurisdiction and in the jurisdiction of the user of the Website that purchased such items. We expressly disclaim liability arising from any Listing or any information, materials, and/or content associated with any Listing.

Prohibited Conduct

We reserve the right to suspend or disable access to and/or delete your account or Model’s Content at any time, for any reason, including violations of the following provisions:

User Terms. Model agrees to abide by the Terms of Use Agreement (“Terms of Use”) which are incorporated herein by reference. In the event of any conflict between the Terms of Use and this Agreement, the terms of this Agreement shall control.

No Circumvention. For so long as Model maintains an account on the Website, and for a period of three (3) years thereafter, neither Model nor any person under Model’s control or authority will circumvent or attempt to circumvent the Website to form or attempt to form any business relationship with any of our employees, models, affiliates, sublicensees, users, or other customers, that harms, injures, or diminishes the Website or the benefits that the Website might reasonably expect to enjoy according to the rights granted to us in this Agreement. Model will not use the Website to promote websites or services other than those maintained by us, unless specifically authorized by us. Model will not advertise competing websites or third-party commercial websites. Specifically included in this section is any action by Model or anyone associated with Model to contact or attempt to contact any of our users or other customers with the intent to advertise other products or services, solicit money or goods, offer video or chat interaction not on the Website, or any action that in any way diminishes our business prospects as they relate to our users and other customers. Model agrees that the liquidated and conclusive amount of damages from any breach of Model’s duties imposed by this section will be $50,000 (fifty thousand dollars) per action.

No Disparagement. Model will not disparage the Website, misrepresent any of the services provided by us, nor make any false or misleading statements to anyone about the services offered by us under this Agreement.

Confidential Information. For so long as Model maintains an account on the Website, and for a period of five (5) years thereafter, Model will preserve and protect the confidentiality of any proprietary information, and all physical and digital forms of it that have been disclosed to Model. Our proprietary information includes the following aspects of the Website: software, identity of employees, customers, affiliates, and service providers, functions, features, options, preferences, programming code, style, colors, layouts, costs, profitability, marketing strategies, statistics, data, and any other information in any way relating to the Website, or how we conduct business. Model agrees that the liquidated and conclusive amount of damages from any breach of Model’s duties imposed by this section will be $50,000 (fifty thousand dollars) per action.

Best Interest Requirement. Model will, at all times, act in the best interests of the Website and our employees, partners, service providers, customers, and affiliates.

Fraud. Any attempt at fraud (e.g., working together with a member or “hacker” to accept Tokens paid for with stolen credit cards) will result in a permanent ban, without payment. Model will report all suspicious activity to us. We may consider Model complicit in fraud if Model fails to report suspicious activity.

Privacy Breach. Model is expressly forbidden from publicly releasing the personal contact details of any other model, member, user of the Website, or third party, without that person’s consent. In the event such breach of privacy occurs, Model agrees to pay us liquidated damages in the amount of $5,000 (five thousand dollars) per incident. The parties agree that this amount is an attempt to reasonably calculate the actual damages that would be suffered by us, and that it shall not be construed as a penalty.

Harassment. Models are forbidden from harassing, disparaging, defaming, or otherwise interfering with the business or personal lives of other Models or users. You will not engage in such harassment on the Website, or other online/offline venues.

Content Prohibitions. Model will not post, upload, or share any content that depicts, advertises, promotes, facilitates, or solicits (real or simulated) (i) sexual activity involving minors; (ii) incest; (iii) bestiality; (iv) violence, rape, lack of consent, intoxication, sexual assault, torture, sadomasochistic abuse or hardcore bondage, extreme fisting, or genital mutilation; (v) necrophilia; (vi) urine, scatological, or excrement-related content; (vii) illegal prostitution or human trafficking, whether explicitly or by use of any slang, acronyms, or abbreviations; (viii) “revenge porn” (as that term is commonly understood) (ix) illegal or illicit drugs; or (x) any other illegal behavior or behavior that may be considered obscene under applicable law.

Discipline. Any violation of the foregoing conduct restrictions or any other term of this Agreement or any other term of our other policies can result in a wide variety of discipline, ranging from warnings, suspension, loss of Tokens, or permanent termination of Model’s account, in our sole discretion. In the event that we choose to reinstate Model after a violation, Model will lose the Tokens earned for Model’s Content resulting in the violation.

Enforcement

The Website may:

• Remove or refuse to post any of Model’s Content for any reason, including obscene or defamatory material, excessive length, intellectual property law, and the personal safety of our users or the public.
• Disclose Model’s identity or other information to any person who claims that content posted by Model violates their rights.
• Take appropriate legal action, including referral to law enforcement, for any illegal or unauthorized use of the Website or the services.
• Terminate or suspend Model’s access to all or part of the Website or the services for any reason, including breach of this Agreement.

The Website will fully cooperate with any law enforcement authorities or court order requesting or directing the Website to disclose the identity or other information of anyone posting any content on or through the Website. Model hereby waives any claims Model might have against us resulting from any action taken by us during or because of law enforcement investigations or court orders.

We undertake no obligation to review Model’s Content before it is posted on the Website, and we cannot ensure prompt removal of objectionable material after it has been posted. We will not be liable for any action or inaction for transmissions, communications, content, or products provided by any model, member, other user, or third party. We will not be liable to anyone for performance or nonperformance of the activities described in this section.

Representations and Warranties by Model

Model represents and warrants to us that:

IP Rights. Model owns all right, title, and interest in Model’s Content sufficient to lawfully and fully grant all the rights to us listed in this Agreement, and that all use of the Model’s Content is consistent with the rights granted to us in this Agreement, and will not infringe, violate, or misappropriate any person’s or entity’s rights of any kind, including any contract, copyright, trademark right, right of publicity, right of privacy, any rights in name, likeness, voice or persona, moral rights, trade dress rights, or any right subject to 17 U.S.C. § 106A of United States copyright law. Model has and will continue to have, the full authority to grant all rights to us in and to the Model’s Content, and to perform all other obligations, warranties, and indemnifications stated in this Agreement.

Lawful Material. Model’s Content comprises lawful material and that the Model depicted in Model’s Content is an adult (over 18-years old, or over 21-years old in places where the age of majority is not 18-years old) at the time of participation in the material in which they appear. All products sold by Model are lawful and not considered contraband under applicable law. Model has researched, understands, and will comply with all laws and legal restrictions in effect in the location Model resides and in the United States of America, particularly dealing with matters including obscenity, material harmful to minors, and the creation of sexually-explicit content and associated record-keeping requirements.

Section 2257. Model’s Content is fully compliant with all requirements listed at 18 U.S.C. § 2257 et seq. 18 U.S.C. § 2257A, and 28 CFR Part 75 et seq. (“Section 2257”) and that Model possesses and maintains age verification documents required by Section 2257 in a form acceptable to us and that Model will continue to maintain originals of these documents in that manner and for so long as Model maintains an account on the Website, plus a term of seven (7) years, or the length of time required by law (whichever is longer), and that Model will provide to us an accurate and legible copy of this documentation immediately upon request. Model further consents to any circulation of such records to third parties such as our contractors, affiliates, successors, and sub-licensees, at our sole discretion. For so long as Model maintains an account on the Website, and for a period of no less than seven (7) years after the Model’s account on the Website is deactivated, Model will act as the “Custodian of Records” as defined in 28 CFR Part 75 et seq. and will maintain all records as required by Section 2257 at the primary address of Model. Model will provide us with one or more government-issued “picture ID cards” as mandated by Section 2257, that contains the name, photo, and birth date of Model.

Private Information. Model and Model’s associates, employees, employers, agents, and affiliates will not, under any circumstances, solicit from any customer any personal or private information including the customer’s real name, address, account, billing or payment information for any unfair personal gain or benefit, and shall not solicit a customer’s passwords or security credentials. Model and Model’s associates, employees, employers, and affiliates will work, in good faith, in our best interests and the best interests of our employees, partners, service providers, customers, and affiliates.

Worldwide Network. Model is aware that we are a worldwide website and distribution network, and that Model may be viewed by individuals that recognize Model’s true identity when performing. Users of the Website (whether authorized or not) may create video/audio recordings of Model’s Content and such recordings on third party sites or services. Model releases and holds us harmless from any claims arising from identification of Model based on Model’s Content occurring on the Website.

Adult Content. Model’s Content and the Website may involve depictions and themes of a sexually explicit nature and that the Website is adult-oriented entertainment.

Disclaimer of Warranties

We provide all services on an “as is,” “with all faults,” and “as available” basis, without warranties of title, non-infringement or implied warranties of merchantability or fitness for a particular purpose, or warranties or guarantees of profitability, or any other warranties or guarantees of any kind, whether expressed or implied. There are no warranties of any kind that extend beyond the face of this Agreement or that arise because of course of performance, course of dealing, or usage of trade. Model understands that we disclaim all warranties. Model assumes sole responsibility for all risks, consequences, and damages of any kind resulting from Model’s interaction and association with the Website, including risks associated with the publicity of appearing on the Website, such as the risk of recording, piracy, unauthorized dissemination, or publicity of the Model’s Content or the publication of the identity of Model.

Release and Disclaimer of Liability

We will not be liable to Model for the content of any user submissions or the defamatory, offensive, or illegal conduct of any third party, whether on the Website or any other location. Model understands that the risk of harm or damage from this rests entirely with Model, and Model expressly releases us from any liability arising out of user submissions or the conduct of any third party. Model further releases us from any claims based on the actions or inactions of Model and/or the Website, its agents, moderators, employees, or administrators, including claims involving; negligence, sexual harassment, hostile work environment, discrimination, defamation, invasion of privacy, false light, stalking, harassment, non-consensual distribution of intimate content (i.e., “revenge porn”), disease, physical or mental injury, debilitating condition, emotional distress, and any other claim arising from our performance of this Agreement, other than a breach of our obligations set forth in this Agreement. The parties intend for this release to have the broadest possible legal effect. Model has been afforded an opportunity to seek legal counsel before assenting to this Agreement, and has either done so, or has chosen not to consult with legal counsel.

We expressly disclaim any liability or responsibility to Model for any of the following:

• Errors, mistakes, or inaccuracies of content;
• Personal injury or property damage of any nature resulting from Model’s access to or use of the Website;
• Any information, comments, or material Model receives that is infringing, inaccurate, obscene, indecent, threatening, offensive, defamatory, invasive of privacy, or illegal;
• Any third party’s unauthorized access to or alterations of Model’s account, transmissions, Model’s Content, or data;
• Any interruption or cessation of transmission to or from the Website;
• Any bugs, viruses, Trojan horses, hacking, denial of service attack, or the like, that may be transmitted to or through the Website by any person or device;
• Any incompatibility between the Website and Model’s other services, hardware, or software;
• Any delays or failures Model may experience in initiating, conducting, or completing any transmissions to or transactions with the Website;
• Any loss or damage of any kind incurred because of Model’s use of any content posted, emailed, transmitted, or otherwise made available through the Website;
• Any recording or piracy of Model’s Content, including the posting or distribution thereof by any person; and
• Any breach of data security resulting in the release or posting of personal or private information associated with a model, member, or other user of the Website.

Privacy/Security Warning

Model acknowledges and agrees that no website or server is immune from hacking or other breaches of security protocols, which can result in the wrongful public release of information and data. While we may choose to implement features designed to ban specific geographic locations, IP addresses, users or groups of users, no regional or user ban is foolproof. Any use or implementation of such feature is expressly accepted “as is” with no warranties or guarantees of performance. Model acknowledges and agrees that despite any such features, banned users or regions may still be able to access, record, possess and/or distribute Model’s Content. Model acknowledges and agrees that Model’s Content may be illegally recorded by users or third parties, and graphic material depicting the Model may be posted online or otherwise distributed without Model’s permission. We may, in our sole discretion, decide to assist Model with enforcement of intellectual property rights in Model’s Content. Such assistance may include the services of third parties. Model agrees and acknowledges that we are under no obligation to provide such enforcement assistance, and Model releases us from any claims arising from such services. Such actions may cause humiliation, distress, identity theft, and other significant damages. Model therefore acknowledges and agrees that we shall not be liable for any recording or release of private information, personal data, or Model’s Content, and Model hereby releases us from any and all liability and claims associated therewith.

Stipulated Liquidated Damages

In various provisions in this Agreement, we outlined liquidated damages amounts against Model if Model violates these specific provisions. Model specifically agrees to pay these amounts. In agreeing to pay liquidated damages, Model acknowledges that these amounts are not a penalty, that the actual damages are uncertain and difficult to ascertain, but that the amounts represent the parties’ good faith attempt to calculate an appropriate compensation based on anticipated actual damages.

Limitation and Exclusion of Damages

• Unless caused by our gross negligence or willful and wanton misconduct, we limit our total liability to Model for any claims arising out of this Agreement or Model’s access to or use of the Website solely to Model’s actual damages, if any. However, our total liability to Model will not exceed the greater of two hundred and fifty dollars ($250) or the outstanding payment amount owed to Model under this Agreement at the time of such claim. Recovery of these damages will be Model’s sole and exclusive remedy. We disclaim any liability for any other damages of any kind arising out of this Agreement or Model’s access to the Website, including any punitive, exemplary, special, or consequential damages.
• Unless caused by the other’s gross negligence or willful and wanton misconduct, neither party will be liable to the other party for any special, indirect, incidental, consequential, exemplary, or punitive damages arising out of these terms or the Website. This exclusion applies even if the other party knew or should have known about the possibility of the damages. This mutual exclusion of special, indirect, incidental, consequential, exemplary, or punitive damages is independent of Model’s exclusive remedy under 13(a) and survives even if Model’s exclusive remedy fails of its essential purpose or a court or tribunal of competent jurisdiction otherwise deems Model’s exclusive remedy unenforceable.
• The limitations and exclusions in this section apply regardless of the theory of liability asserted, whether strict liability, breach of warranty (express or implied), breach of contract, tort, or any other legal theory.

Scope of Disclaimers

The disclaimers, exclusions, and limitations contained in this Agreement apply to the maximum extent permitted by applicable law, but no more. They are not intended to deprive Model of any mandatory protections provided to Model under applicable law. Because some jurisdictions may prohibit the exclusion or limitation of certain warranties, liability for consequential damages, or other matters, some or all of the disclaimers, exclusions, or limitations may not apply to Model. It is Model’s responsibility to determine the extent to which these disclaimers, exclusions, and limitations may be applied.

Trademarks

“Naughty Connection” is our brand name and trademark. All rights are reserved. Nothing in this Agreement should be construed as a grant or assignment of any rights in any intellectual property owned by us, including any of our current and future trademarks. Model will not use these marks without first obtaining our prior written authorization.

Indemnification

Model must pay us for any loss of ours that Model caused by Model’s negligence, intentional misconduct, or violation of this Agreement or our Terms of Use. However, Model need not pay us for a loss caused by our gross negligence or intentional misconduct.

In this paragraph, “loss” means a monetary amount that we are legally responsible for or pay in any form. Amounts include, for example, a judgment, a settlement, a fine, damages, injunctive relief, staff compensation, a decrease in property value, and expenses for defending against a claim for a loss (including fees for legal counsel, expert witnesses, and other advisers). A loss can arise from a tangible or intangible detriment; from bodily injury, property damage, or other causes; can be based on tort, breach of contract, or any other theory or recovery; and includes incidental, direct, and consequential damages. A loss is “caused by” an event if the loss would not have occurred without the event, even if the event is not a proximate cause of the loss.

Legal Defense of a Claim. We have control over defending a claim for a loss (including settling it), unless we direct you to control the defense. We reserve the right to select legal counsel of our choice, for any claims subject to indemnification. You and we must cooperate with each other in good faith on a claim.

No Exclusivity. Our rights under this section do not affect other rights we might have.

Limited Time to Bring Claims

Either party to this Agreement must bring any claim that either party may have against the other party that arises out of this Agreement or the Website within one (1) year after the claim arises. If either party fails to bring any claim that either party may have against the other party within this one (1) year period, that claim is permanently barred.

Dispute Resolution

• Opportunity to Comply in Good Faith. Each party will allow the other reasonable opportunity to comply before it claims that the other has not met the obligations under this Agreement. The parties will attempt in good faith to resolve all disputes, disagreements, or claims between the parties relating to this Agreement.
• Jurisdiction, Venue, and Choice of Law. Florida law governs this Agreement without regard for any choice-of-law rules that might direct the application of the laws of any other jurisdiction. Except for disputes subject to arbitration, all disputes arising under this Agreement or regarding the Website will be subject to the exclusive jurisdiction and venue of the courts in Orange County, Florida. The parties submit to the personal jurisdiction of the state or federal courts in Orange County, Florida, to resolve all disputes not subject to arbitration. The parties acknowledge that the exclusive venue and forum to resolve all disputes not subject to arbitration will be in the courts in the State of Florida, and waive any right to seek another venue because of improper or inconvenient forum. The parties stipulate and agree that the Website will be deemed solely based in the State of Florida, and that the Website will be deemed a passive service provider that does not give rise to personal jurisdiction over the Website, either specific or general.
• No Admissions. Nothing in this Agreement shall be construed as an admission or concession that the laws of any other jurisdiction apply to the Website, or to this Agreement.
• Jury Trial Waiver. Both parties waive the right to a trial by jury for any dispute arising between the parties related to the subject matter of this Agreement. The parties further agree that this waiver will be enforceable up to and including the day that trial is to start.
• Class Action Waiver. Any proceedings to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither party will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No arbitration or proceeding will be combined with another without the advanced written consent of all parties to all affected arbitrations or proceedings.
• Right to Injunctive Relief. Both parties acknowledge that remedies at law may be inadequate to provide an aggrieved party with full compensation if the other party breaches this Agreement, and that an aggrieved party may seek injunctive relief if a breach occurs, in addition to seeking all other remedies available at law or in equity.

Model Release

Model certifies that:

• Model grants to the Website and our subsidiaries, successors, licensees, and assignees a license to use the Model’s Content in any way, throughout the universe, in perpetuity, according to the terms of this Agreement;
• Model hereby releases and discharges the Website and our subsidiaries, successors, assignees, and licensees from all claims, demands, or causes of action that Model may have, whether for libel, copyright, violation of my right of privacy or publicity, trademark, or any other matter arising out of or in any manner connected with the use of Model’s Content or the exercise of the rights granted therein;
• Model hereby verifies that all statements, warranties, and other information given by Model to the Website are true and accurate, and Model agrees to be legally responsible for any claims arising from these statements and warranties;
• Model acknowledges and agrees that the parties are proceeding on the terms stated herein, and that this Agreement will not be subject to the terms of any union or guild agreement and that no sums will be due to Model in connection with the use or reuse of Model’s Content;
• Model is eighteen (18) years old or older, of sound mind and body, not under the influence of drugs or alcohol, acting of Model’s own free will without any coercion or duress, and not violating any moral standards of Model’s community; and,
• Model fully understands the terms of this Agreement and is legally able to sign this Agreement.

General Provisions

Entire Agreement. This Agreement, together with the Terms of Use any other legal notice or agreement published by us on the Website, forms the entire agreement between the parties concerning Model’s access to and use of the Website. This Agreement supersedes all prior terms, understandings, or agreements between the parties regarding access to and use of the Website. A printed version of this Agreement and of any notice given in electronic form will be admissible in any proceedings based on or relating to these terms. Such version of this Agreement shall be utilized to the same evidentiary extent, and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Assignment and Delegation. We may assign any rights or delegate any performance under this Agreement without notice to Model. Model will not assign, delegate, or sublicense any of Model’s rights or duties without our advanced written consent. Any attempted assignment or delegation in violation of this provision will be void.

Severability. If any provision of this Agreement is determined to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force, if the essential terms for each party remain valid, binding, and enforceable.

Cumulative Remedies. All rights and remedies provided in this Agreement are cumulative and not exclusive, and the assertion by a party of any right or remedy will not preclude the assertion by the party of any other rights or the seeking of any other remedies available at law, in equity, by statute, in any other agreement between the parties, or otherwise.

Successors and Assigns. This Agreement inures to the benefit of, and is binding on, the parties and their respective successors and assigns. This section does not address, directly or indirectly, whether a party may assign its rights or delegate its performance under this Agreement.

Force Majeure. We are not responsible for any failure to perform because of unforeseen circumstances or causes beyond our reasonable control, including: Acts of God, such as fire, flood, earthquakes, hurricanes, tropical storms, or other natural disasters; pandemics, 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, data breach, malware, or any failure of a computer, server, network, or software for so long as the event continues to delay our performance; and unlawful acts of our employees, agents, or contractors.

Expenses and Costs of Enforcement. If a court or tribunal of competent jurisdiction determines that a party violated this Agreement, then subject to the limitations of liability and exclusions of damages in this Agreement, the breaching party will reimburse the non-breaching party for all actual costs and reasonable attorney fees incurred in enforcing this Agreement.

Notices. Any notice required to be given by us 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 Website, or by personal delivery via commercial carrier. Notices by Model to us shall be given by electronic messages to support@naughtyconnection.com unless otherwise specified in the Agreement. 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. Notices shall be deemed effective upon delivery. Notices delivered by overnight carrier shall be deemed delivered on the business day following mailing. Notices delivered by any other method shall be deemed given upon receipt. Either party may, by giving the other party appropriate written notice, change the designated address, email address, and/or recipient for any notice hereunder. 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, email server, or overnight delivery service.

English language. We have written this Agreement and our associated Website policies in the English language. Model represents Model understands and assents to the English language version of this Agreement as it is published. We are not liable to Model or any third party for any costs or expenses incurred in translating this Agreement. In the event that Model chooses to translate this Agreement, Model does so at Model’s risk, as only the English language version is binding.

No Agency Relationship. This Agreement does not create an agency, employment relationship, joint or collaborative venture, or partnership of any kind between us and Model, or either party’s respective employees, agents, or permitted assigns. Instead, Model is an independent contractor of the Website. We only provide access to an online service platform to Model. Model acknowledges and states that We have no direct or indirect control over the monitoring, supervision, prior approval, or review of Model’s Content, Model’s schedule, or services provided by Model. Model further acknowledges and states that Model will be solely responsible for all expenses of Model’s Content, along with any legal liabilities or consequences resulting from Model’s decisions and acts relating to Model’s Content. Model is responsible for the payment of all government, state, provincial, local and international taxes, levies, duties, import fees, or any other similar fees related to payments received as a result of performance of this Agreement.

Usages. In this Agreement, unless otherwise stated or the context otherwise requires, the following usages will apply:

• References to a statute will refer to the statute and any successor statute, and to all regulations promulgated under or implementing the statute or successor, as in effect at the relevant time.
• In computing periods from a specified date to a later specified date, the words “from” and “commencing on” (and the like) mean “from and including,” and the words “to,” “until,” and “ending on” (and the like) mean “to but excluding.”
• References to a governmental or quasi-governmental agency, authority, or instrumentality will also refer to a regulatory body that succeeds to the functions of the agency, authority, or instrumentality.
• “A or B” means “A or B or both.” “A, B, or C” means “one or more of A, B, and C.” The same construction applies to longer strings.
• “Including” means “including, but not limited to.”

No Waiver. No waiver or action made by us shall be deemed a waiver of any subsequent default of the same provision of this 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 Agreement.

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

Other Jurisdictions/Foreign Law. We make no representation that the Website 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 Website from such locations do so on their own initiative and are solely responsible for determining compliance with all applicable local laws. Nothing contained in this Agreement shall be interpreted as an admission that that the Website is subject to the laws of any nation besides the United States.

Service Not Available in Some Areas. Model is subject to the laws of the state, province, city, country, or other legal entity in which Model resides and/or from which Model accesses this Website. THIS WEBSITE IS VOID WHERE PROHIBITED OR RESTRICTED BY LAW. If Model opens an account and/or uses this Website while located in a prohibited jurisdiction, Model will be in violation of the law of such jurisdiction and this Agreement, and subject to having Model’s account suspended or terminated without any notice to Model. Model hereby agrees that this Website cannot be held liable if laws applicable to Model restrict or prohibit Model’s participation. This Website makes no representations or warranties, implicit or explicit, as to Model’s legal right to participate in the services offered by the Website, nor shall any person affiliated, or claiming affiliation, with the Website have authority to make any such representations or warranties. We reserve the right to restrict access to this Website in any jurisdiction.