Terms of Service

LAST REVISED: APRIL, 2024

Clients

These Terms of Service (the “Terms”) govern your use of the services provided by NOVA Network, Inc. (“we,” “us,” “our,” or “NOVA”) through our website and mobile application (the “Service”). Each time you access or use the Service, regardless of where it is downloaded from, and any software, service, feature, product, program, and element (including e-mail messages, notifications, and other messages) provided by or on behalf of NOVA on or in connection with the Service, you are agreeing to the terms and conditions of these Terms.

The Terms hereby incorporates by this reference any additional terms and conditions posted by NOVA through the Service, or otherwise made available to you by NOVA.

· Privacy Policy

· Community Guidelines

If you are accessing or using the Service on behalf of a business, you represent and warrant to NOVA that you have authority to accept these Terms on behalf of that business and that business agrees to these Terms. ARBITRATION NOTICE: YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. WE EXPLAIN SOME EXCEPTIONS AND HOW YOU CAN OPT OUT OF ARBITRATION BELOW.

The Service is made available for use only by individuals at least 18 years of age and offering certain creative services, or seeking certain creative services, in the creative fields contemplated by the Service (“Creatives”) and by individuals and organizations seeking certain creative services in the creative fields contemplated by the Service (“Clients”). You acknowledge and agree that your license to use the Service is automatically revoked upon your attempt to use the Service for any other purpose.

For the purposes of these Terms, all references to “you” or “your” shall mean you, the individual or organization accessing this Service in your capacity as a Client. As a Client, you are permitted to use the Service and its content solely for the purposes contemplated herein.

NOVA reserves the right, at any time, to modify, suspend, or discontinue the Service (in whole or in part) with or without notice to you. You agree that NOVA will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Service or any part thereof.

You acknowledge and agree that NOVA has no obligation to provide you with any support or maintenance in connection with the Service. Unless otherwise indicated, any future release, update, or other addition to functionality of the Service shall be subject to these Terms. All copyright and other proprietary notices on the Service (or on any content displayed on the Services) must be retained on all copies thereof.

1. License and Ownership
   Subject to these Terms, NOVA grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Service solely for your own use. Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Service and its content are owned by NOVA or NOVA"s suppliers. Neither these Terms (nor your access to the Service) transfers to you or any third party any rights, title, or interest in or to such intellectual property rights, except for the limited access rights expressly set forth above. NOVA and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
2. Restrictions on Your Use of the Service
   By using the Service, you agree not to:
   · license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Service, whether in whole or in part, or any content displayed on the Service;
   · modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Service;
   · access the Service in order to build a similar or competitive website, product, or service;
   · copy, reproduce, distribute, republish, download, display, post, or transmit in any form or by any means the Service or any component thereof, except as expressly permitted herein;
   · upload, transmit, or distribute to or through the Service any computer viruses, worms, or any software intended to damage or alter a computer system or data;
   · send through the Service unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;
   · use the Service to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent;
   · interfere with, disrupt, or create an undue burden on servers or networks connected to the Service, or violate the regulations, policies or procedures of such networks;
   · attempt to gain unauthorized access to the Service (or to other computer systems or networks connected to or used together with the Service), whether through password mining or any other means;
   · harass or interfere with any other user"s use and enjoyment of the Service;
   · provide personally identifiable information from any Creative or Client Profile (as defined below), resume, or application to any third party;
   · access or use the Service in any manner that is in violation of applicable laws and regulations;
   · use software or automated agents or scripts to produce multiple accounts on the Service, or to generate automated applications, searches, requests, or queries to (or to strip, scrape, or mine data from) the Service. We reserve the right to immediately terminate your access to or use of the Service if we believe, in our sole discretion, that you exhibit such behavior or you violate or attempt to violate any laws or breach these Terms.
3. Account Creation and Application to Use the Service
   In order to access the Service, you must register for an account (“Account”) by providing your email address or phone number and a unique password. To open an account using a phone number you must have a phone number based in the United States, Italy, Spain, UK, France, or Germany. Additionally, to use certain features of the Service, you must apply by providing certain required information about yourself as prompted by the application form. Some information is required while other information is optional. Such information may include without limitation: your name, email address, phone number, password, date of birth, job title, organization name, at least one third party social media account (Instagram, Vimeo, or Dribbble), and your primary geographic location. You represent and warrant that: (a) all required and optional information you submit is truthful and accurate and (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions provided through the Service. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You are strictly prohibited from allowing anyone other than yourself to use your Account. You agree to immediately notify NOVA of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. NOVA will not be liable for any loss or damage arising from your failure to comply with the above requirements. Upon receiving your completed application, NOVA will evaluate your application. You may be accepted, not accepted, or added to a waitlist. NOVA reserves the right to accept, to deny acceptance, or to waitlist any applicant, in its sole discretion, without any explanation. Notwithstanding anything to the contrary herein, you agree that NOVA is under no obligation to accept any particular application. If you identify that you are using the Service on behalf of an organization, you agree that NOVA may share information about your purchases and use of the Service with that organization, including its representatives and agents. If that organization indicates that you are no longer authorized to place maintain a NOVA Account on its behalf (e.g., if you leave that organization or changes roles within that organization), you agree you may be removed from the Service. You, in your use of the Services, and NOVA, in its provision of the services, agree not to discriminate against any customer, user of the services, employee, contractor or other person or individual on the basis of race, color, gender, pregnancy, marital status, familial status, sexual orientation, gender identity or expression, religion, ancestry, national origin, disability, or age.
4. Job Listings
   As a Client using the Service, NOVA allows you to post job listings on the Service (“Job Listings”). You acknowledge and agree that NOVA has no control over the content of Job Listings, the responses, or communications you receive from Creatives, the conditions imposed upon you by Creatives, or the behavior of Creatives during the application process or after a job has been accepted. NOVA has no obligation to screen any Job Listings, or include any Job Listings, on the Service, and may remove Job Listings in its sole discretion. NOVA makes no guarantees regarding your search for a qualified candidate, that you will find a qualified candidate through the Service, that any Creative will apply for your Job Listing, or that you will successfully hire a Creative through your search. NOVA assumes no responsibility and disclaims all liability for any interactions you have with Creatives applying for your Job Listings or that you hire as a result of their application to your Job Listing, including but not limited to disputes regarding payment. You may invite Creatives to apply for certain Job Listings. NOVA is not responsible for and has no control over such invitations. NOVA may also highlight certain Job Listings, Clients, or Creatives through the Service feed or editorial lists; however, this is not a representation regarding the Job Listing nor a representation regarding the attributes of the Creative or Client. NOVA does not guarantee you will be highlighted in any such feed or list. Without limiting the prohibitions in these Terms or any other applicable agreement, you agree that you will not, and you will not enable or authorize any third party, post Job Listings:
   · without a reasonable and legitimate intent to hire for a bona fide job opportunity or the specific position listed;
   · that intentionally misrepresents the job, hiring company, or individual posting;
   · that fails to clearly disclose that the position is commission-based or has otherwise nontraditional working conditions or compensation may constitute intentional misrepresentation;
   · that require payments or recruitment of others or that resemble franchises, multi-level marketing, club memberships, distributorships, or are entirely or almost entirely commission-based;
   · that would be a violation of the law in your state or country, the state or country where the job is to be performed, or the state of California.
5. Profile
   By applying for and creating an Account, you are requesting and authorizing NOVA to make a profile for you (your “Profile”) and make your Profile available to anyone accessing the Service. You agree to keep your Profile accurate and up-to-date and understand that this is your sole responsibility. NOVA assumes no responsibility and disclaims all liability for your Profile or application information that you share with NOVA, Creatives, other Clients, or otherwise make public, including third parties" use of such information in violation of these Terms. You acknowledge and understand that your Profile will be searchable on the Service. All personal information we collect on the Service is subject to our Privacy Policy. By using the Service, you consent to all actions taken by us with respect to your information in compliance with our Privacy Policy. To view our Privacy Policy, please visit https://www.itnova.com/privacy-policy.
6. Messaging Through the Service
   You have the ability to exchange messages with Creatives and other Clients through the Service. NOVA uses a third-party API for such messaging functions and does not receive or review the messages you send or receive unless a user “flags” the message using the “flag message” feature. If a message is flagged, we may review the message and take such action we deem reasonable or appropriate, as further described in Section 8 below. By using the Service, you agree to be contacted by Creatives and other Clients. You also agree to abide by our Community Guidelines in all messaging.
7. Reporting User Misconduct
   We encourage you to report users that engage in conduct you deem harmful and offensive, including all conduct that violates these Terms or the NOVA Community Guidelines. You can do so by emailing support@itsnova.com. NOVA will response to any user that submits a report and will take any actions it deems reasonable or appropriate, in its sole discretion and pursuant to these Terms and applicable law. You agree not to abuse or misuse NOVA"s reporting process. Notwithstanding the foregoing, NOVA assumes no responsibility and disclaims all liability for any delay or failure in responding to user misconduct reported through the Service.
8. Assumption of Risk
   IN NO EVENT WILL NOVA BE LIABLE FOR ANY DAMAGE TO PROPERTY, OR ANY DEATH OR BODILY INJURY, THAT YOU SUFFER, OR THAT YOU CAUSE TO ANY THIRD PARTY, IN CONNECTION WITH YOUR USE OF THE SERVICE OR ANY ACTIVITY YOU UNDERTAKE IN CONNECTION THEREWITH. AS BETWEEN YOU AND NOVA, YOU ARE SOLELY RESPONSIBLE FOR YOUR USE OF THE SERVICE AND YOUR INTERACTIONS WITH OTHER USERS. NOVA WILL HAVE NO LIABILITY FOR ANY UNAUTHORIZED DISCLOSURE OF YOUR PERSONALLY IDENTIFIABLE INFORMATION CAUSED BY YOUR ACTIONS OR OMISSIONS.
9. User Content
   “User Content” means any and all information and content that a user submits to, or uses with, the Service that is visible to other Creatives or Clients on the Service (such as content provided in a user"s Profile, postings, or Job Listings). You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. Each time you submit User Content through the Service, you represent and warrant that your User Content does not violate our Acceptable Use Policy (defined below). You may not represent or imply to others that your User Content is in any way provided, sponsored, or endorsed by NOVA. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. NOVA is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire. The parties expressly agree that you own all title and intellectual property rights, including copyrights, in and to your User Content. By using the Service, you grant Nova the limited rights set forth in the following license. You hereby grant (and you represent and warrant that you have the right to grant) to Nova an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use your User Content, including your name and likeness as contained in your User Content, and to grant sublicenses of the foregoing rights, for use in connection with the Service and Nova’s business interests, including for promoting the Service. Nova will use commercially reasonable efforts to (a) cite you as the owner of such User Content when used in our marketing or other communications and (b) cure any failure to cite the correct owner of User Content when brought to our attention. In the event Nova fails to cite you as the owner of your User Content, Nova will, at its sole option and expense (i) correct the failure, (ii) remove the User Content in question, or (iii) if options (i) and (ii) above cannot be accomplished despite Nova’s commercially reasonable efforts, then Nova will issue you a refund of fees paid for the Service during the period any such failure to cite you as the owner of such User Content occurred. The foregoing sets forth Nova’s sole and exclusive obligations, and your sole and exclusive remedies, with respect to Nova’s failure to cite the owner of the User Content. If you have reason to believe that content posted on the Service infringes your intellectual property rights, see our DMCA policy [L2].
10. Acceptable User Content Policy
    This Section constitutes our “Acceptable Use Policy”. You agree not to use the Service to collect, upload, transmit, display, or distribute any User Content that:
    · violates the NOVA Community Guidelines
    · violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
    · is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another"s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive or otherwise objectionable;
    · is harmful to minors in any way;
    · violates the privacy or publicity rights of any third party;
    · you know is not accurate and current;
    · promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual; or
    · violates or contributes to any violation of any law, regulation, or obligations, or restrictions imposed by any applicable third party.
11. Terminating or Disabling Your Account
    We reserve the right (but have no obligation) to review any User Content and investigate and take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy, these Terms, our policies (including our Community Guidelines), create liability for us or any other person, or where we are permitted or required to do so by law. We reserve the right to remove, modify, or block your User Content, terminate your Account, or stop providing the Service to you, and report you to law enforcement authorities as permitted or required by law.
12. Usage Data
    “Usage Data” means data in electronic form input or collected through the Service, including without limitation network statistics, device and application data, networking characteristics, usage, performance, and related data. Usage Data does not include any names, addresses, financial information, login IDs, geographic location data, or social media identifiers. Nothing in these Terms will restrict NOVA from collecting, using, and analyzing Usage Data in an anonymized or aggregated manner for purposes of improving and enhancing the quality and nature of the Service, or to market or publish general information and statistics derived from Usage Data, provided that NOVA does not specifically identify you or disclose your personally identifiable information.
13. Feedback
    If you provide us with any feedback or suggestions regarding the Service (“Feedback”), you hereby assign to NOVA all rights in such Feedback and agree that NOVA shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. NOVA will treat any Feedback as non-confidential and non-proprietary. You agree not to submit to NOVA any information or ideas that you consider to be confidential or proprietary.
14. Subscriptions
    Free Trials
    You may have access to a free trial period of the Service (“Free Trial”). You are only allowed one Free Trial regardless of your subscription method. We reserve the right to determine eligibility for Free Trials. Free Trials automatically convert to a paid annual or monthly subscription term after a certain period of time. You can prevent the automatic conversion by following the cancellation instructions provided in the Service prior to the date of conversion.
    Auto-Renewal
    We offer the Service primarily through a subscription fee-based program (“Subscription”). Subscriptions may be available via monthly or annual options (“Subscription Term”). If you activate a Subscription, you authorize NOVA to periodically charge all accrued sums in accordance with your Subscription Term (“Subscription Fee”) on or before the payment due date for the accrued sums. The Subscription will continue unless and until you cancel your Subscription or NOVA terminates your Subscription or your Account. You will only have access to the Service while your Subscription is active.
    Cancellation
    You may cancel your Subscription at any time by following the cancellation instructions provided in the Service, but you must cancel your Subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your account. Cancellation of a monthly Subscription is effective at the end of the applicable monthly period and cancellation of an annual Subscription is effective at the end of the applicable annual period. No Refunds Refunds cannot be claimed for any partial Subscription Term. If you purchase your Subscription through Apple Pay, your purchase will be subject to Apple"s applicable payment policy, which also may not provide for refunds.
15. Fees
    Your use of the Service may require you to pay fees. You are responsible for all applicable fees and charges incurred, including applicable taxes, unless otherwise agreed to in writing between the parties. Before you pay any fees, you will have the opportunity to review and accept the fees that you will be charged. In order to access the Service, you may be required to provide your payment information to Apple Pay. You authorize Apple Pay to charge all fees for the Service, including all applicable taxes. Apple Pay"s use of your personal information is subject to their applicable terms of service and privacy policy. You can also learn more about Apple Pay security and privacy at https://support.apple.com/en-us/HT203027. In the course of your use of the Service, Apple Pay may receive and use updated credit card information from your credit card issuer to prevent your Subscription from being interrupted by an outdated or invalid card. This information is provided to Apple Pay at the sole election of your credit card issuer. Your credit card issuer may give you the right to opt-out of the update service. Should you desire to do so, please contact your credit card issuer. You agree not to hold us responsible for banking charges incurred due to payments on your account. We reserve the right to change our subscription fees, plans or adjust pricing for the Service or any components thereof in any manner and at any time as we may determine in our sole discretion. Except as otherwise expressly provided for in these Terms, any price changes or changes to your subscription plan will take effect following notice to you.
16. Third Parties and Other Users
    Third-Party Links The Service may contain links to third-party websites and services (“Third-Party Links”). Such Third-Party Links are not under our control, and NOVA is not responsible for any Third-Party Links. We provide access to these Third-Party Links as a convenience to you, and do not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk, and we recommend you apply a suitable level of caution and discretion in doing so. Whenever you click on any of the Third-Party Links, the applicable third party"s terms and policies will apply, including the third party"s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links. Other Users You understand and agree we are not responsible for User Content provided by other users. We make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other users are solely between you and such users. You agree that we are not responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any user, we are under no obligation to become involved.
17. Privacy and Security
    You agree to comply with applicable data privacy and security laws and governmental requirements (collectively, “Applicable Privacy Laws”) relating to your use of the Service (e.g., the California Consumer Privacy Act and the EU Data Protection Directive 95/46/EC and EU Directive 2002/58/EC, each as amended and implemented). Without limiting the generality of the foregoing, you agree to prominently post a complete and accurate privacy policy on your business websites and mobile applications. You may use information resulting from the Jobs Listings (“Job Listings Data”) only in an aggregated and anonymized form to assess the performance and effectiveness of your candidate search using the Service and to optimize your candidate search. You agree to use reasonable measures to protect the confidentiality of Job Listings Data and to use appropriate security safeguards to protect Job Listings Data in accordance with Applicable Privacy Laws and industry standards. You may share Job Listings Data only with someone acting on your behalf, provided that you are responsible for ensuring their respective compliance with these Terms and for limiting their respective use of the Job Listings Data on your behalf. Without limiting the foregoing, you shall not (i) sell the Job Listings Data; (ii) combine the Job Listings Data with any data obtained by or on behalf of another business; or (iii) transfer any Job Listings Data (including anonymous, aggregate, or derived data) to any data broker or other monetization related service.
18. Indemnification
    You agree to indemnify and hold NOVA (and its officers, directors, employees, consultants, affiliates, subsidiaries, and agents) harmless from any claim or demand made by any third party, and any related liability, damage, loss or expense, including costs and attorneys" fees, caused by or arising out of (a) your use of the Service; (b) your violation of these Terms; (c) your violation of applicable laws or regulations; (d) your User Content and Job Listings; and (e) any dispute or issue between you and any third party, including another user of the Service. NOVA reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of NOVA. NOVA will use reasonable efforts to promptly inform you in writing of any such claim, demand, action, or suit, provided that any failure to so inform you will not affect your obligation of indemnity, except to the extent you are materially prejudiced by such failure.
19. Disclaimer of Warranty and Release
    THE SERVICES IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND NOVA (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. Your Release of Us If you have a dispute with any other Creative or Client, you release us from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise, for example, California Civil Code § 1542) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
20. Limitation of Liability
    TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, EACH PARTY"S LIABILITY TO THE OTHER FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) THE TOTAL FEES PAID TO NOVA IN THE SIX MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY OR (B) ONE HUNDRED U.S. DOLLARS ($100 USD). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT INCREASE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT. THESE LIMITATIONS OF LIABILITY DO NOT APPLY TO A PARTY"S (I) PAYMENT, CONFIDENTIALITY, OR INDEMNIFICATION OBLIGATIONS; (II) LIABILITY FOR FRAUD, GROSS NEGLIGENCE, OR INTENTIONAL MISCONDUCT; (III) LIABILITY FOR DEATH OR PERSONAL INJURY; OR (IV) VIOLATION OF THE OTHER PARTY"S INTELLECTUAL PROPERTY RIGHTS.
21. Electronic Communications Consent
    Email, text messaging, push notifications and other electronic communication (“Electronic Communications”) allow us to exchange information with you in connection with the Service. By using the Service, you agree and consent to the use of Electronic Communications as an acceptable form of communication regarding the Service. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send. You acknowledge that Electronic Communications may not be a completely secure means of communication, and there may be the potential for such communications to be accessed in storage or during transmission.
    Applicable laws require that some of the information or communications we send to you should be in writing. You acknowledge and agree that all contracts, notices, information, and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing.
    You may update your email address, phone number, or modify your preferences regarding the use of email and text communication by following the instructions provided through the Service. You can also contact support@itsnova.com to unsubscribe from further communications. Unsubscribing from communication may impact your ability to use the Service.
22. Dispute Resolution
    PLEASE READ THIS SECTION CAREFULLY, AS IT REQUIRES YOU TO ARBITRATE DISPUTES WITH NOVA, AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM NOVA, INCLUDING A LIMITATION ON THE RIGHT TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM.
    This section is deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act (“Arbitration Agreement”). You and we agree that we intend that this section satisfies the “writing” requirement of the Federal Arbitration Act.
    We believe that arbitration is a faster, more convenient, and less expensive way to resolve any disputes or disagreements between you and us. We will make every reasonable effort to informally resolve any complaints, disputes, or disagreements that you may have with us. If those efforts fail, you agree that any complaint, dispute, or disagreement you may have against us, and any claim that we may have against you, arising out of, relating to, or connected in any way with these Terms or the Service shall be resolved exclusively by final, confidential, and binding arbitration (“Arbitration”) before a single arbitrator administered by JAMS or its successor (“JAMS”) and conducted in accordance with the JAMS Streamlined Arbitration Rules And Procedures in effect at the time the Arbitration is initiated or, if the amount in controversy exceeds $100,000, then in accordance with the JAMS Comprehensive Arbitration Rules And Procedures then in effect (respectively, the “Applicable Rules”). The Applicable Rules can be found at www.jamsadr.com. This section shall not prevent any party from seeking provisional remedies (that is, a temporary restraining order or preliminary injunction) from a court of appropriate jurisdiction. You further agree that:
    22.1. Notice and Informal Dispute Resolution
    Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to NOVA should be sent to: 7461 Beverly Blvd., Suite 400, Los Angeles, California 90036. After the Notice is received, you and NOVA may attempt to resolve the claim or dispute informally. If you and NOVA do not resolve the claim or dispute within thirty (30) days after Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled. ‍
    22.2. Single Arbitrator
    The Arbitration shall be conducted before a single arbitrator selected in accordance with the Applicable Rules or by mutual agreement between you and us (the “Arbitrator”).
    22.3. Arbitrator Will Interpret This Agreement
    The Arbitrator, and not any federal, state or local court or agency, shall have the exclusive authority to resolve any dispute arising under or relating to the validity, interpretation, applicability, enforceability or formation of these Terms or these arbitration provisions, including but not limited to any claim that all or any part of these Terms is void or voidable.
    22.4. Location of Arbitration
    The Arbitration shall be held either: (i) at a location determined pursuant to the Applicable Rules (provided that such location is reasonably convenient for you and does not require travel in excess of 100 miles from your home or place of business); or (ii) at such other location as may be mutually agreed upon by you and us; or (iii) at your election, if the only claims in the arbitration are asserted by you and are for less than $10,000 in aggregate, by telephone or by written submission.
    22.5. Governing Law
    You agree that these Terms and your use of the Service are governed by the laws of the United States and the State of Delaware. The Arbitrator (i) shall apply internal laws of the State of Delaware consistent with the Federal Arbitration Act and applicable statutes of limitations, or, to the extent (if any) that federal law prevails, shall apply the law of the U.S., regardless of any conflict of law principles; (ii) shall entertain any motion to dismiss, motion to strike, motion for judgment on the pleadings, motion for complete or partial summary judgment, motion for summary adjudication, or any other dispositive motion consistent with Delaware or federal rules of procedure, as applicable; (iii) shall honor claims of privilege recognized at law; and (iv) shall have authority to award any form of legal or equitable relief.
    22.6. No Class
    Relief The Arbitration can resolve only your or our individual claims, and the Arbitrator shall have no authority to entertain or arbitrate any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated.
    22.7. Written Award
    The Arbitrator shall issue a written award supported by a statement of decision setting forth the Arbitrator"s complete determination of the dispute and the factual findings and legal conclusions relevant to it (an “Award”). Judgment upon the Award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets.
    22.8. Arbitration Costs
    In the event that you are able to demonstrate that the costs of Arbitration will be prohibitive as compared to the costs of litigation, we will pay as much of your filing and hearing fees in connection with the Arbitration as the Arbitrator deems necessary to prevent the arbitration from being cost-prohibitive, regardless of the outcome of the Arbitration, unless the Arbitrator determines that your claim(s) were frivolous or asserted in bad faith.
    22.9. Modification of Arbitration Clause With Notice
    We may modify these arbitration provisions, but such modifications shall only become effective thirty (30) days after we have given notice of such modifications and only on a prospective basis for claims arising from transactions or relationships occurring after the effective date of such notification. If any such modification is deemed to be invalid, unenforceable, or illegal, then the arbitration provisions effective at the time of your agreement to these Terms shall govern any dispute or disagreement between you and us regarding transactions or relationships.
    22.10. Small Claims Matters are Excluded. No Class Relief or Joinder of Claims
    Notwithstanding the foregoing arbitration provisions, at your option, you may bring any claim for damages you have against us in your local small claims court within the U.S., if your claim is within such court"s jurisdictional limit; provided that such court does not have the authority to entertain any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated in such proceeding.
    22.11. Confidentiality of Arbitration
    You and we agree to maintain the confidential nature of the Arbitration and shall not disclose the fact of the Arbitration, any documents exchanged as part of any mediation, proceedings of the Arbitration, the Arbitrator"s decision and the existence or amount of any Award, except as may be necessary to prepare for or conduct the Arbitration (in which case anyone becoming privy to such confidential information must undertake to preserve its confidentiality), or except as may be necessary in connection with a court application for a provisional remedy, a judicial challenge to an Award or its enforcement, or unless otherwise required by applicable law or court order.
    22.12. Opt-Out Procedure
    You can opt out of this provision within 30 days of the date that you first agreed to these Terms. To opt out, you must send your name, residence address, email address, and the phone number you use for your Account, and a clear statement that you want to opt out of this Arbitration Agreement, and you must send them here: 7461 Beverly Blvd., Suite 400, Los Angeles, California 90036.
    22.13. Claims Not Subject to Arbitration
    Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party"s patent, copyright, trademark, or trade secrets shall not be subject to this Arbitration Agreement. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the state and federal courts located within Los Angeles County, California, USA for such purpose, and waive any objection to such jurisdiction or venue. The laws of the United States and the State of Delaware, without regard to principles of conflict of laws, govern these Terms and any disputes arising out of or relating to these Terms or their subject matter, including tort claims, except to the extent they are preempted by U.S. federal law. The United Nations Convention on Contracts for the International Sale of Goods will not apply.
23. Changes
    You can review the most current version of the Terms at any time at this page. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms by posting updates and changes to the Service. It is your responsibility to check the Service periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
24. Export
    The Service may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from NOVA, or any products utilizing such data, in violation of the United States export laws or regulations.
25. Miscellaneous
    These Terms constitute the entire agreement between you and us regarding your use of the Service. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without NOVA"s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. NOVA may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees. The parties" relationship to each other under these Terms is strictly that of independent contractors.
26. Trademarks
    All trademarks, logos, and service marks (“Marks”) displayed on the Service are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
27. Contact Information
    Questions about these Terms should be sent to us at support@itsnova.com or to the below postal address: 7461 Beverly Blvd. Suite 400 Los Angeles, California 90036

Creatives

These Terms of Service (the “Terms”) govern your use of the services provided by NOVA Network, Inc. (“we,” “us,” “our,” or “NOVA”) through our website and mobile application (the “Service”). Each time you access or use the Service, regardless of where it is downloaded from, and any software, service, feature, product, program, and element (including e-mail messages, notifications, and other messages) provided by or on behalf of NOVA on or in connection with the Service, you are agreeing to the terms and conditions of these Terms.
The Terms hereby incorporates by this reference any additional terms and conditions posted by NOVA through the Service, or otherwise made available to you by NOVA.

If you are accessing or using the Service on behalf of a business, you represent and warrant to NOVA that you have authority to accept these Terms on behalf of that business and that business agrees to these Terms. ARBITRATION NOTICE: YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. WE EXPLAIN SOME EXCEPTIONS AND HOW YOU CAN OPT OUT OF ARBITRATION BELOW.

The Service is made available for use only by individuals at least 18 years of age and offering certain creative services, or seeking certain creative services, in the creative fields contemplated by the Service (“Creatives”) and by individuals and organizations seeking certain creative services in the creative fields contemplated by the Service (“Clients”). You acknowledge and agree that your license to use the Service is automatically revoked upon your attempt to use the Service for any other purpose. For the purposes of these Terms, all references to “you” or “your” shall mean you, the individual or organization accessing this Service in your capacity as a Creative. As a Creative, you are permitted to use the Service and its content solely for the purposes contemplated herein. NOVA reserves the right, at any time, to modify, suspend, or discontinue the Service (in whole or in part) with or without notice to you. You agree that NOVA will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Service or any part thereof. You acknowledge and agree that NOVA has no obligation to provide you with any support or maintenance in connection with the Service. Unless otherwise indicated, any future release, update, or other addition to functionality of the Service shall be subject to these Terms. All copyright and other proprietary notices on the Service (or on any content displayed on the Services) must be retained on all copies thereof.

1. License and Ownership
   Subject to these Terms, NOVA grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Service solely for your own use. Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Service and its content are owned by NOVA or NOVA "s suppliers. Neither these Terms (nor your access to the Service) transfers to you or any third party any rights, title, or interest in or to such intellectual property rights, except for the limited access rights expressly set forth above. NOVA and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
2. Restrictions on Your Use of the Service
   By using the Service, you agree not to:
   • license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Service, whether in whole or in part, or any content displayed on the Service;
   • modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Service;
   • access the Service in order to build a similar or competitive website, product, or service;
   • copy, reproduce, distribute, republish, download, display, post, or transmit in any form or by any means the Service or any component thereof, except as expressly permitted herein;
   • upload, transmit, or distribute to or through the Service any computer viruses, worms, or any software intended to damage or alter a computer system or data;
   • send through the Service unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;
   • use the Service to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent;
   • interfere with, disrupt, or create an undue burden on servers or networks connected to the Service, or violate the regulations, policies or procedures of such networks;
   • attempt to gain unauthorized access to the Service (or to other computer systems or networks connected to or used together with the Service), whether through password mining or any other means;
   • harass or interfere with any other user "s use and enjoyment of the Service;
   • provide personally identifiable information from any Creative or Client Profile (as defined below), resume, or application to any third party;
   • access or use the Service in any manner that is in violation of applicable laws and regulations;
   • use software or automated agents or scripts to produce multiple accounts on the Service, or to generate automated applications, searches, requests, or queries to (or to strip, scrape, or mine data from) the Service. We reserve the right to immediately terminate your access to or use of the Service if we believe, in our sole discretion, that you exhibit such behavior or you violate or attempt to violate any laws or breach these Terms.