OMGchat.com TERMS OF USE AGREEMENT
   
MONDAY September 10, 2009


OMGchat, Inc. a California corporation owns and operates the interactive multimedia website www.OMGchat.com. OMGchat.com is a social networking service that allows Members to create unique personal profiles online in order to find and communicate with old and new friends. OMGchat can be contacted at support@OMGchat.com. The services offered by OMGchat include any OMGchat branded URL (the "OMGchat Website"), the OMGchat A/V chat, instant messaging service, and other features (for example, music and video embedded players), and any other features, content, or applications offered from time to time by OMGchat in connection with OMGchat’s business (collectively, the "OMGchat Services"). The OMGchat Services are hosted in the United States.

This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the OMGchat Services. By using the OMGchat Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the OMGchat Website, including through a mobile device or otherwise use the OMGchat Services without being registered) or you are a "Member" (which means that you have registered with OMGchat). The term "User" refers to a Visitor or a Member. You are only authorized to use the OMGchat Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. Please read this Agreement carefully and save it. If you do not agree to be bound by it or with any of the legal provisions applicable to it and to follow all applicable laws, you should leave the OMGchat Website and discontinue use of the OMGchat Services immediately. If you wish to become a Member, communicate with other Members and/or make use of the OMGchat Services, you must read this Agreement and indicate your acceptance during the Registration process.

This Agreement includes OMGchat's policy for acceptable use of the OMGchat Services and Content (as defined in Section 6.1 below) posted on or through the OMGchat Services and your rights, obligations and restrictions regarding your use of the OMGchat Services and Content posted on or through the OMGchat Services. In order to participate in certain OMGchat Services, you may be notified that you are required to download software or content and/or agree to additional terms and conditions from OMGchat. Unless otherwise provided by the additional terms and conditions applicable to the OMGchat Services in which you choose to participate, those additional terms are hereby incorporated into this Agreement. You may receive a copy of this Agreement by emailing us at: support@OMGchat.com, Subject: Terms of Use Agreement.

OMGchat may modify this Agreement from time to time and such modification shall be effective upon posting by OMGchat on the OMGchat Website. Your continued use of the OMGchat Services after OMGchat posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.

Please choose carefully the information you post on or throughout the OMGchat Services and that you provide to other Users. Your OMGchat profile may not include any form of Prohibited Content, as outlined in Section 8 below. Despite this prohibition, information, materials, products or services provided by other OMGchat Members (for instance, in their profile) may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and OMGchat assumes no responsibility or liability for this material. If you become aware of misuse of the OMGchat Services by any person, please click on the "Contact Us” link at the bottom of the OMGchat Website pages, or the “Report User” link at the bottom of each OMGchat Profile page.

OMGchat reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the OMGchat Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. OMGchat expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the OMGchat Services if OMGchat determines, in its sole discretion that you have violated this Agreement or pose a threat to OMGchat and/or its Users and/or violating any applicable law.


1.     Eligibility. Use of the OMGchat Services and registration to be a Member for the OMGchat Services (“Membership”) is void where prohibited. By using the OMGchat Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 13 years of age or older; and (d) your use of the OMGchat Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are less than 13 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, or if we believe you are over 18 and represent yourself as under 18.

2.     Term. This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the OMGchat Services or are a Member. You may terminate your Membership at any time, for any reason, by following the instructions on the Member's Account Settings page. OMGchat may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Even after Membership is terminated, this Agreement will remain in effect, including Sections 5-17.

3.     Fees. You acknowledge that OMGchat reserves the right to charge for any portion of the OMGchat Services and to change its fees (if any) from time to time in its discretion. If OMGchat terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).

4.     Password. When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify OMGchat immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

5.     Use by Members. The OMGchat Services are for the personal use of Members and may be used for promotional purposes as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by OMGchat. OMGchat reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the OMGchat Services, including collecting usernames, user id numbers and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the OMGchat Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. OMGchat reserves the right to take appropriate legal action for any illegal or unauthorized use of the OMGchat Services.

6.     Proprietary Rights in Content on OMGchat.

6.1           OMGchat does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post on or through the OMGchat Services. After posting your Content to the OMGchat Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By displaying or publishing ("posting") any Content on or through the OMGchat Services, you hereby grant to OMGchat a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on or through the OMGchat Services, including without limitation distributing part or all of the OMGchat Website in any media formats and through any media channels, except Content marked “private” will not be distributed outside the OMGchat Website. This limited license does not grant OMGchat the right to sell or otherwise distribute your Content outside of the OMGchat Services. After you remove your Content from the OMGchat Website we will cease distribution as soon as practicable, and at such time when distribution ceases, the license will terminate. If after we have distributed your Content outside the OMGchat Website you change the Content’s privacy setting to “private,” we will cease distribution of such “private” Content outside the OMGchat Website as soon as practicable after you make the change.

6.2           The license you grant to OMGchat is non-exclusive (meaning you are free to license your Content to anyone else in addition to OMGchat), fully-paid and royalty-free (meaning that OMGchat is not required to pay you for the use on the OMGchat Services of the Content that you post), sub licensable (so that OMGchat is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the OMGchat Services), and worldwide (because the Internet and the OMGchat Services are global in reach).

6.3           You represent, warrant and covenant that: (i) you own the Content posted by you on or through the OMGchat Services or otherwise have the right to grant the license set forth in this Section 6, and (ii) the posting of your Content on or through the OMGchat Services does not violate any applicable laws, including but not limited to the privacy rights, publicity rights, intellectual property rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing to any person or entity by reason of any Content posted by you on or through the OMGchat Services.

6.4           The OMGchat Services contain Content of OMGchat ("OMGchat Content"). OMGchat Content is protected by copyright, trademark, patent, trade secret, industrial secret, and other laws, and OMGchat owns and retains all rights in the OMGchat Content and the OMGchat Services. OMGchat hereby grants you a limited, revocable, non sub licensable license to reproduce and display the OMGchat Content (excluding any software code) solely for your personal use in connection with viewing the OMGchat Website and using the OMGchat Services.

6.5           The OMGchat Services contain Content of Users and other OMGchat licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any content appearing on or through the OMGchat Services.

6.6           OMGchat performs technical functions necessary to offer the OMGchat Services, including but not limited to transcoding and/or reformatting Content to allow its use throughout the OMGchat Services.

7.     Content Posted.

7.1           OMGchat may reject, refuse to post or delete any Content for any or no reason, including Content that in the sole judgment of OMGchat violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. OMGchat assumes no responsibility for monitoring the OMGchat Services for inappropriate Content or conduct. If at any time OMGchat chooses, in its sole discretion, to monitor the OMGchat Services, OMGchat nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.

7.2           You are solely responsible for the Content that you post on or through any of the OMGchat Services, and any material or information that you transmit to other Members and for your interactions with other Users.

7.3           You are solely responsible for ensuring that all Content that you post on or through any of the OMGchat Services, and any material or information that you transmit to other Users, conforms to all applicable data protection and privacy laws, including ensuring that you have obtained the prior consent of any and all individuals whose personal information you use and/or disclose on or through OMGchat.

8.     Content/Activity Prohibited. The following are examples of the kind of Content that is illegal or prohibited to post on or through the OMGchat Services. OMGchat reserves the right to investigate and take appropriate legal action against anyone who, in OMGchat's sole discretion, violates this provision, including without limitation, removing the offending Content from the OMGchat Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to content that, in the sole discretion of OMGchat:

8.1           Are patently offensive and promote racism, bigotry, and hatred or physical harm of any kind against any group or individual;

8.2           Harass or advocates harassment of another person;

8.3           Exploit people in a sexual or violent manner;

8.4           Contain nudity, excessive violence, or offensive subject matter or contain a link to an adult website;

8.5           Solicit personal information from anyone under 18;

8.6           Publicly posts information that poses or creates a privacy or security risk to any person;

8.7           Constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;

8.8           Constitutes or promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacturer-installed copy-protect devices, or providing pirated music or links to pirated music files;

8.9           Involve the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";

8.10           Contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);

8.11           Furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;

8.12           Solicit passwords or personal identifying information for commercial or unlawful purposes from other Users;

8.13           Involve commercial activities and/or sales without prior written consent from OMGchat such as contests, sweepstakes, barter, advertising, or pyramid schemes;

8.14           Include a photograph or video of another person that you have posted without that person's consent;

8.15           for band, comedy, filmmaker and other profiles, uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile;

8.16           Violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person;

8.17           Promote propaganda and/or symbols of organizations which are unconstitutional or illegal in your country.

      The following are examples of the kind of activity that is illegal or prohibited on the OMGchat Website and through your use of the OMGchat Services. OMGchat reserves the right to investigate and take appropriate legal action against anyone who, in OMGchat's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:

8.18           Criminal or tortuous activity, including child pornography, corruption of minors, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, intellectual property rights (including but not limited to copyright, trademark and patent infringement), or theft of trade or industrial secrets;

8.19           Advertising to, or solicitation of, any Member to buy or sell any products or services through the unauthorized or impermissible use of the OMGchat Services. You may not transmit any chain letters or junk email to other Members. In order to protect our Members from such advertising or solicitation, OMGchat reserves the right to restrict the number of emails which a Member may send to other Members in any 24-hour period to a number which OMGchat deems appropriate in its sole discretion. If you breach this Agreement and send unsolicited bulk email, instant messages or other unauthorized commercial communications of any kind through the OMGchat Services, you acknowledge that you will have caused substantial harm to OMGchat, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay OMGchat USD $50 for each such unsolicited email or other unauthorized commercial communication you send through the OMGchat Services;

8.20           Circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the OMGchat Services;

8.21           Activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;

8.22           Covering or obscuring the banner advertisements on your personal profile page, or any OMGchat page via HTML/CSS or any other means;

8.23           Any automated use of the system, including but not limited to, using scripts to add friends or send comments or messages;

8.24           Interfering with, disrupting, or creating an undue burden on the OMGchat Services or the networks or services connected to the OMGchat Services;

8.25           Iimpersonating or attempting to impersonate another Member, person or entity;

8.26           For band, comedy, filmmaker and other profiles containing a OMGchat player, copying the code for your OMGchat Player and embedding it (or directing others to embed it) anywhere other than your band profile on OMGchat;

8.27           Using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;

8.28           Selling or otherwise transferring your profile;

8.29           Using any information obtained from the OMGchat Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;

8.30           Displaying an unauthorized commercial advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the OMGchat Services on behalf of that person, such as placing commercial content on your profile, posting blogs or bulletins with a commercial purpose, selecting a profile with a commercial purpose as one of your "Top" friends, or sending private messages with a commercial purpose;

8.31           Using the OMGchat Services in a manner inconsistent with any and all applicable laws and regulations.

9.     By using the OMGchat video chat software and/or site related services, you agree to be bound by the following terms and conditions:

9.1           You may not harm or exploit minors in any way. Use of the OMGchat site or related services, or third party software to harm or exploit minors in any way is not allowed and in violation of the law;

9.2           You may not use OMGchat for illegal purposes.  OMGchat software or OMGchat site related services may not be used for illegal purposes or to support illegal activities.  OMGchat reserves the right to cooperate with legal authorities, and/or any injured third parties in the investigation of any criminal activity;

9.3           Disputes with OMGchat users;  How you choose to interact with other OMGchat users is your sole responsibility.  OMGchat has no obligation to monitor or mediate disagreements between you and other OMGchat users;

9.4           You may not make threats. Making threats against others or encouraging bodily harm or destruction of property is absolutely forbidden;

9.5           Broadcasting obscene, nude or offensive photos, videos, and links are absolutely forbidden. The video you show with your webcam will appear in the public video chat room.  Recording videos of others without their explicit permission and broadcasting any pre-recorded videos on OMGchat is forbidden. A pre-recorded video is a video that is not broadcast live from a webcam;

9.6           Impersonating a OMGchat employee is absolutely forbidden. OMGchat employees will never ask you for your logon, password, or credit card. Private Room moderator and moderators are not OMGchat employees – any member who makes a room is an automatic moderator who can remove inappropriate users from their chat room;

9.7           You may not use OMGchat web services or software to spam others. Spam includes sending many identical unsolicited messages to others, or creating OMGchat nicknames or profiles in order to send traffic to a specific website or affiliate program without OMGchat’s express written permission;

9.8           Copyright or trademark infringement is absolutely forbidden.  You may not upload or transmit to OMGchat any content that infringes on any copyright, trademark, patent, or any proprietary rights of any party.  To report trademark or copyright infringements please visit our contact page;

9.9           Accessing unauthorized OMGchat accounts and services are absolutely forbidden. You may not attempt to logon to accounts which are not yours;

9.10           You may not use the OMGchat software, OMGchat site related services, or third party software bundled with OMGchat to collect or attempt to collect personal information about third parties without their knowledge and consent;

9.11           You may not use the OMGchat software, OMGchat site related services, or third party software bundled with OMGchat to commit or attempt to commit fraud. You may not knowingly mislead others with the intent that the other party will act on it;

9.12           You may not act in a way that impedes others from communicating through video chat rooms, our OMGchat directories, or with the OMGchat software;

9.13           You may not interfere with or disrupt the OMGchat servers or services in any manner whatsoever.  Doing so may be a violation of Federal law;

9.14           You may not use software other than OMGchat software to connect to the OMGchat video chat network;

9.15           You may not use OMGchat software, OMGchat site related services, or third party software bundled with OMGchat to transmit viruses or any other malicious programs.  Doing so may be a violation of Federal law;

9.16           OMGchat reserves the right to modify or change the OMGchat software and site related services without notice.  OMGchat shall not be liable to you or any third party for changes in our software, site related services or bundled software;

9.17           These Terms of Service will be interpreted and governed by the laws of the State of Washington.  You agree that any legal dispute involving OMGchat software and/or site related services must take place in State or Federal courts in King County, Washington.  You agree to waive any objection to personal jurisdiction, and agree that venue shall be in King County, Washington.  OMGchat’s liability to you for any cause whatsoever, no matter the form of the action, will at all times be limited to the amount paid, if any, by you to OMGchat for products and services during your membership;

10.     Protecting Copyrights and Other Intellectual Property. OMGchat respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. OMGchat has the right to terminate the Membership of infringers.

      If you believe your work has been copied and posted on or through the OMGchat Services in a way that constitutes copyright infringement, please send OMGchat's Copyright Agent a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the OMGchat Services (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and (f) your physical or electronic signature. OMGchat's Copyright Agent for notification of claimed infringement can be reached as follows: OMGchat's Copyright Agent for notification of claimed infringement can be reached electronically by clicking here. OMGchat provides certain tools and technologies to help facilitate copyright owners’ control over their copyrighted works.

11.     Member Disputes. You are solely responsible for your interactions with other OMGchat Members. OMGchat reserves the right, but has no obligation, to become involved in any way with disputes between you and other Members.

12.     Privacy. Use of the OMGchat Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

13.     Disclaimers. OMGchat is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the OMGchat Services, whether caused by Users of the OMGchat Services or by any of the equipment or programming associated with or utilized in the OMGchat Services and such User Content does not necessarily reflect the opinions or policies of OMGchat. Profiles and third party applications created and posted by Members on the OMGchat Website may contain links to other websites. OMGchat is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by OMGchat. Inclusion of any linked website on the OMGchat Services does not imply approval or endorsement of the linked website by OMGchat. When you access these third-party sites, you do so at your own risk. OMGchat takes no responsibility for third party advertisements or third party applications that are posted on or through the OMGchat Services, nor does it take any responsibility for the goods or services provided by its advertisers. OMGchat is not responsible for the conduct, whether online or offline, of any User of the OMGchat Services. OMGchat assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. OMGchat is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the OMGchat Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the OMGchat Services. Under no circumstances shall OMGchat be responsible for any loss or damage, including personal injury or death, resulting from use of the OMGchat Services, attendance at a OMGchat event, from any User Content posted on or through the OMGchat Services, or from the conduct of any Users of the OMGchat Services, whether online or offline. The OMGchat Services are provided "AS-IS" and as available and OMGchat expressly disclaims any warranty of fitness for a particular purpose or non-infringement. OMGchat cannot guarantee and does not promise any specific results from use of the OMGchat Services.

14.     Limitation on Liability. IN NO EVENT SHALL OMGchat BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE OMGchat SERVICES, EVEN IF OMGchat HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OMGchat'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO OMGchat FOR THE OMGchat SERVICES DURING THE TERM OF MEMBERSHIP.

15.     U.S. Export Controls. Software available in connection with the OMGchat Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the OMGchat Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

16.     Disputes. The Agreement shall be governed by, and construed in accordance with, the laws of the State of Washington, without regard to its conflict of law provisions. You and OMGchat agree to submit to the exclusive jurisdiction of the courts located within the State of Washington to resolve any dispute arising out of the Agreement or the OMGchat Services. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

17.     Indemnity. You agree to indemnify and hold OMGchat, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the OMGchat Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or if any Content that you post on or through the OMGchat Services causes OMGchat to be liable to another.

18.     Other. This Agreement is accepted upon your use of the OMGchat Website or any of the OMGchat Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and OMGchat regarding the use of the OMGchat Services. The failure of OMGchat to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. OMGchat is a trademark of OMGchat, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

Please contact us with any questions regarding this Agreement.

I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.