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18 U.S.C. Section 2257 Compliant

The date of reissuance of all material is the date on which you view it over the Internet, which is today, 12/30/04, according to presently applicable time (standard or daylight savings) in the Eastern Time Zone of the United States.

Please direct questions pertaining to content on this Website to: 

Custodian of Records
XonDemand 
XOD LLC
400 Lincoln Avenue
Suite 3A
Hatboro, PA 19040

The motion pictures available for viewing on this site originate from many different producers (which, in many cases, are production companies). Each producer has its own Custodian of Records, as required by 18 U.S.C. � 2257 (along with the regulations promulgated there under). With respect to each motion picture (in each case including the box covers reproduced on this site), those required records are kept by one of the custodians listed below. To determine the Custodian of Records for a particular motion picture, note the name of the Studio that is displayed on the copy of the box cover that is immediately adjacent to �button� that activates that particular motion picture. The Custodian of Records for that motion picture is the one on the following list, immediately below the name of that Studio.

Conditions and Terms of Use
For XonDemand, the Adult Entertainment Online Multiplex. � 

Conditions

By entering this Web site, you agree under penalty of perjury to the following: 

� I am at least 18 years of age. A
� Any material that I am buying and/or viewing is exclusively for my own personal use. 
� I will not give, sell or otherwise provide any of it to anyone else, and I will take due care to insure that those of inappropriate age are never exposed to it. I desire to receive sexually explicit material and neither I, nor anyone in my household, has notified the United States Postal Service or any other governmental agency that anyone at my address does not desire to receive sexually oriented material.
� I am aware of the standards of my local community with respect to sexually oriented materials; I am familiar with the materials offered by this Web site; and I warrant and certify that these materials do not offend the standards of the average adult in my community.
� I recognize that this Web site has no control over the content of Web sites which are listed or linked on it and that it takes no responsibility for the content of those other sites.
� I recognize that this Web site has no control over the content of Web sites which are listed or linked on it and that it takes no responsibility for the content of those other sites.
� I understand that the materials on this Web site are copyrighted and that my copyright license is only to view the materials on this site. Any copy I make of any image or text on this site, other than that which is automatically created by my Web browser for the purpose of viewing the materials, is considered copyright infringement which would expose me to criminal penalties, as well as to actions for infringement seeking injunctions, damages and attorneys fees.
� I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge and belief. 


Terms of Use

XonDemand is the Adult Entertainment Online Multiplex owned and operated by XOD LLC (hereinafter referred to as �Company�). Acceptable use of theXonDemand Web site is set forth in the XonDemand Service Agreement. The Service Agreement consists of sections that establish terms of use of the XonDemand Web site and its contents. The Terms Of Use establish a limited license agreement granted to you (hereinafter referred to as �Paid Guest�) by the Company for the purpose of gaining access to content and materials contained on or made available via theXonDemand Web site (hereinafter referred to as �Web site�) and any other consideration granted to Paid Guests in good standing. 
By submitting your payment information (credit card number or other authorized means of payment) to the XonDemand Web site, you acknowledge and represent that you have read the XonDemand Service Agreement and agree to its Terms of Use. You further agree to the terms and conditions of participating credit card processing companies retained by XonDemand. 

These Terms of Use constitute a legal and binding agreement by and between you and the Company. Upon submission of your payment information and subsequent Company approval, you will become an active Paid Guest of XonDemand.

1. Parties to This Agreement and Consideration
The parties to this Service Agreement (�Agreement�) are you (�Paid Guest�), and XOD, LLC (�Company�). The XonDemand Web site is owned and operated by XOD, LLC, an authorized licensee with the legal authority to sell online/downloadable viewing and membership interests to the Web site. The term �Company� refers to the party that holds the licenses and legal rights to sell online/downloadable viewing and memberships to the Web site. The terms �we� and �us�, as used in this Service Agreement, refer to the Company, the Web site, and any succeeding party in interest to or licensee of Company in the ownership or operation of the Web site. The terms �You� and �Yours� refer to You, the Subscriber. 1.1 By submitting Your payment information (credit card number or other authorized means of payment), You agree to the terms and conditions contained in this Service Agreement. By processing Your payment information, Company agrees to provide all the privileges and consideration accorded a Paid Guest in good standing, including access to members-only content and material available on the Web site.

1.2 This Agreement is subject to change by the Company and may be modified or amended at any time. All changes will become effective upon notice to Paid Guests by e-mail or hyperlink to the Web site at http://XonDemand. You may not modify or amend these Terms of Use in any way, and any such attempts will be null and void.

1.3 Any act on Your part to bookmark a page on the Web site and thereby bypass the Warning Page, Age Verification Page and/or Terms of Use Page constitutes Your implicit acceptance of the Terms of Use as set forth in this Service Agreement.

1.4 Any act on Your part to bookmark a page on the Web site and thereby bypass the Warning Page, Age Verification Page and/or Terms of Use Page is an explicit acknowledgement that You are an adult of the age of majority under the laws of Your state, province or country and/or in any case no less than 18 years of age.

2. Sexually Explicit Material
2.1All content and materials contained on this Web site are intended for distribution exclusively to consenting adult Paid Guests in locations where all content and materials contained thereon do not violate any community standards or federal, state, or local law or regulation of the United States or any other country.

2.2 You know and understand that all content and materials presented on the Web site, and/or downloaded from the Web site, include explicit visual, audio, and/or textual depictions of nudity and activities of a sexual nature, which may include, without limitation, heterosexual, bisexual, homosexual, and/or transsexual activities.

2.3You acknowledge and represent that You are familiar with content and materials of this nature and are not offended by it.

2.4 By accepting the Terms of Use of this Agreement, You warrant that with full knowledge and intention You are seeking access to explicit sexual content and materials for Your own personal viewing.

3. Adults Only
3.1 Access to the content and material contained on the Web site is authorized for viewing by adults only. No person under the age of majority [eighteen (18) years in some jurisdictions, twenty-one (21) in others] may directly or indirectly view or possess any of the content or materials, or place orders for any goods or services, presented on or through the Web site. 3.2 Any access to the Web site by a minor, or to its content and materials, constitutes unauthorized access to stored communications which is a violation of the law as prohibited by the Stored Communications Act, 18 U.S.C. Sections 2510-2520.

3.3 You warrant that You are currently at least eighteen (18) years of age. In jurisdictions where the age of majority is not 

eighteen (18) years, You warrant that You are at least twenty-one (21) years of age.

4. The Granting of a Limited License
4.1 In consideration of Your payment for online/downloadable viewing via the Web site and Your consent and agreement to abide by the Terms of Use established by this Service Agreement, the Company grants You a limited, nonexclusive, nontransferable license to access the content and materials contained on or made available via the Web site solely for Your personal, non-commercial use while You are a Paid Guest in good standing. 

4.2 All content and materials contained on the Web site are proprietary and constitute valuable intellectual property owned by the Company or by others who have licensed the use of such content and materials to the Company. You may access, view, download or otherwise use the content and materials contained on or made available via the Web site only as specifically authorized by the Company and in accordance with the Terms of Use of this Service Agreement.

The Company specifically prohibits certain activities. As a Paid Guest, You agree not to perform any of the following prohibited activity: (1) modifying, translating, reverse engineering, de-compiling or disassembling the content or any feature or functionality of the Web site (except where applicable laws specifically prohibit such restriction); (2) making copies or derivative works based on the content, except as permitted in the Service Agreement; (3) renting, leasing or transferring any rights to the content; (4) removing any proprietary notices or labels; and (5) making any other use of the content not specifically and expressly permitted. 

4.3 You agree not to access, view, download or use the content and materials contained on or made available via the Web site in any way that is not expressly permitted by the Company. You further agree not to enable, influence, cause or allow others to access, view, download or use the content and materials contained on or made available via the Web site in any way or in any place or area not expressly permitted by the Company. (See Prohibited Areas in Section 5)

4.4 The Company prohibits any person, including You, from any unauthorized use of the content and materials contained on or made available via the Web site from locations designated as PROHIBITED AREAS. Unauthorized use includes but is not limited to accessing, viewing, downloading, duplicating, transmitting, or broadcasting the content and materials.

4.5All unauthorized access and use, in any manner, of the content contained on or available via the Web site, whether Your involvement is direct or indirect, constitutes intentional infringement of intellectual property rights of the content and material and a further violation of the Company�s trademark and other rights.

4.6 Unauthorized access to all content and materials contained on or available via the Web site from Prohibited Areas constitutes a violation of the Company�s intellectual property rights and may also be a violation of the Stored Communications Act, 18 U.S.C. Sections 2510-2520 and other civil and criminal laws.

5. Prohibited Areas 
5.1 Prohibited Areas include any and all locations, governments, districts and political entities, in part or whole, in which access to or use of content and materials contained on or available via the Web site, in any form, is a violation of any law, rule, regulation or custom. Prohibited use includes but is not limited to accessing, viewing, downloading, duplicating, transmitting, or broadcasting the content and materials.

6. Liability and Indemnification
6.1 You assume personal liability for any damages to the Company, its assigns and successors, resulting from the unauthorized use in any form of the content and materials contained on or available via the Web site by You, or in association with any other person or persons. Unauthorized use includes but is not limited to accessing, viewing, downloading, duplicating, transmitting, or broadcasting the content and materials.

6.2 You agree to indemnify in full the Company, its assigns and successors, for any and all damages, direct, indirect or consequential, resulting from the unauthorized use in any form of the content and materials contained on or available via the Web site by You, or in association with any other person or persons, without limitation.

7. Pay-Per-Minute and Download Rental Charges
7.1 By accessing the content contained on or available via the Web site, You consent to the pay-per-minute and download rental charges as set forth on the Web site.

7.2 Viewing of content is charged on a per minute subscription basis, payable in advance of viewing, or leased by the day, week or month. Rates are subject to change at any time at the sole discretion of the Company.

7.3 Charges for viewing content available via the Web site will be debited from your credit card or charged to any other payment method approved by us and chosen by You during registration. Charges will appear on your credit card bill or other appropriate payment billing method.

7.4 Any Paid Guest minutes package or download rental may be cancelled at any time at the sole discretion of the Company. With any such cancellation, the Company agrees to provide a pro-rated refund for the remainder of unused viewing time.

7.5 You authorize the Company, its assigns and successors, and any payment processing company retained by the Company, its assigns and successors, to charge your credit card for any and all adult entertainment products and services rendered to you through the Web site at the current official rates.

7.6 You assume personal liability for any and all charges incurred by you on or via the Web site. Your liability for unpaid charges incurred by you extends beyond any attempt to cancel or discontinue your Paid Guest status.

8. Transfer of Subscription-Membership 
8.1 As a Paid Guest of the Web site, you retain no legal right or privilege to transfer or assign your viewing time to any other person or entity. Any such attempt by you will be null and void. Any unauthorized access to content and materials contained on or via the Web site by a person or entity other than yourself using your password constitutes a breach of the license granted to you and a violation of the intellectual property rights of the Company. Such unauthorized access may also violate the Stored Communications Act and other civil and criminal laws.

8.2 Without prior notice and at its sole discretion, the Company retains the legal right to transfer or assign your Paid Guest status at any time to an affiliated or non-affiliated company. The Company may also transfer your credit card information to an assignee of the Web site or a duplicate site for the sole purpose of processing payments.

9. Credit Card Transactions
9.1 Payment for goods and services rendered by or through the Web site may be made by any of the Company-approved purchase methods, including credit card, debit card, phone bill-pay or online checking. By accessing content and materials contained on or via the Web site, you authorize the Company, its assigns and successors, and any payment processing companies retained by the Company, its assigns and successors, to make payment transactions on your behalf and You agree to pay all credit card charges according to the terms of the credit card agreement.

9.2It is your responsibility to inform the Company promptly of any change of status in regard to a credit card used by you to make payments to the Company for goods and services rendered on the Web site. This includes the loss or theft of your credit card, a change in the expiration date of the card, a change of shipping or billing address, a breach of security regarding your subscription-membership, or any and all other changes in regard to your credit card that may affect the Company�s ability to obtain due payments.

9.3 It is a crime to fraudulently report a lost or stolen credit card in an effort to avoid payment of goods and services contained on or made available via the Web site. It is also a criminal act to make a fraudulent report of an unauthorized charge on your credit card that has been made by you or anyone under your authority or influence. The Company will not ignore nor take lightly fraudulent reporting of any kind to avoid payment and will, in fact, seek liquidated damages in the amount of $25,000 for such activity. Your personal liability in such case is not limited to that amount if liability exists for a breach of any other term, condition or warranty set forth in this Service Agreement. 

10. Password Security
As a measure of security, a password is required to access and use the content contained on or made available via the Web site. It is the responsibility of each Paid Guest to keep his or her password strictly confidential. Any form of unauthorized use of the site violates the intellectual property rights of the Company, and may violate the Stored Communications Act or other civil and criminal laws. 

11. No Warranties
XonDemand provides all content, materials and services to you without warranties of any kind. You assume any and all risk for the use of all content, materials and services provided to you by the Company, including any and all damages or inconvenience that may result directly or indirectly from its use. This disclaimer of warranty constitutes an essential part of this Agreement. If you cannot affirmatively accept these terms, do NOT purchase viewing time to this Service. 

The Company is not responsible for supplying You with the computer equipment or communications connection necessary to access content and materials available on or via the Web site. You are solely responsible for those items. 

12. Limited Liability
Under no circumstances and under no cause of action or legal theory, including but not limited to negligence, shall the Company, its suppliers, licensers, resellers, affiliated companies or subscribers, be liable to you or any other person for any direct, indirect, incidental, special, consequential or punitive damages or losses of any kind that may result from the use of, or the inability to use, any content, materials or services provided to you by the Company on or via the Web site. Use of any content, materials or services is at your own personal risk. 

You specifically acknowledge and agree that the Company is not liable for any defamatory, offensive or illegal conduct of any user, or for any failure of performance, error, omission, interruption, deletion, defect or delay in operation, theft or destruction or unauthorized access to, alteration of or use of records, whether under contract or tort theory, or under any other cause of action, for any amount over and above the amount paid by You to the Company for the preceding twelve months. You also agree that the Company is not liable for any damages or losses that may result from the accurate or inaccurate dissemination of any communication on or via the Web site, including advertisements, or the failure to disseminate such communication.

13. No Endorsements of Third Party Content
The Company does not endorse any Web site or product offered in advertisements or communications linked to the Web site by third-party licensees or advertisers, nor does the Company have the authority to screen the content beforehand. You are encouraged and advised to use your own judgment in the evaluation of all advertisements and communications available on or through the Web site prior to purchasing goods or services or otherwise responding to any communication. 

You acknowledge that the Company does not exercise editorial control of any content, information or messages in any form posted or uploaded by users of the Web site. You further release the Company from any and all liability and responsibility in connection with the content in any form that you may receive from other users of the Web site.

14. User Restrictions and Liability
You agree not to post, submit or communicate information that is defamatory, obscene, pornographic, profane, inaccurate, abusive, threatening, offensive or illegal, while connected to or otherwise directly or indirectly using the Web site or any services provided to You by the Company. 

You agree not to post, submit or communicate information that would violate or infringe the copyright, trademark, rights of publicity, privacy rights, or rights of any person or entity. Transmission of any material that violates any federal, state, or local law in the United States or anywhere in the world is prohibited and shall constitute a breach of this Agreement entitling the Company to terminate all rights to access the Web site without notice or reimbursement.

14.1. You assume all responsible for any information posted, submitted, disseminated or in any way communicated by You on or via the Web site, under all conditions, including any claims that might arise after termination of service. The Company does not and will not assume any obligation to monitor any communication of the sort. 

14.2. You assume all responsibility and liability for all damages or consequences, foreseen or unforeseen, that occur as the result of information that you post, submit, disseminate or communicate in any way on or via the Web site, under all conditions, including any claims that might arise after termination of service. 

15. Chat Rooms
You acknowledge that the posting of any message by you in any Chat Room or any other online public venue is not and should not be considered private or confidential. The Company hereby serves notice that any message posted on the Web site can and may be read by operators of the Web site, whether the intended recipients or not. As such, any posted message may be subject to disclosure to government authorities in accordance with applicable laws.

16. Trademarks and Service Marks
The name, descriptors and associated graphics of the Web site are trademarks of the Company. No use of these trademarks shall be permitted in any way without the prior written permission of the Company. All rights reserved. 

17. Communications 
The Company may elect to communicate with you, as necessary, by means of electronic messages, by general posting of messages on the Web site, or by conventional mail. You have the option of communicating with the Company by electronic messages or by conventional mail. All electronic messages must be directed tomailto:%20support@xonDemand.com. 

18. Full and Complete Agreement
This Service Agreement constitutes the full and complete agreement between You and the Company, relating to Your use of and access to the content and materials contained on or made available via the Web site. This Agreement supersedes all prior agreements and understandings, whether oral or written, and may only be amended upon notice by the Company.

19. Arbitration and Dispute Resolution
The parties shall submit all disputes relating to this Agreement, whether contract, tort, or both to confidential, binding arbitration in Philadelphia, Pennsylvania, in accordance with the then-effective rules of the American Arbitration Association for a single-arbitrator. THE PARTIES UNDERSTAND THAT THEY ARE WAIVING THEIR RIGHTS TO A JURY TRIAL. Any dispute that arises under or relates to this Agreement, whether contract, tort, or both, shall be resolved in any court in Philadelphia, Pennsylvania having jurisdiction over same, by way of an arbitration as set forth above in Philadelphia, Pennsylvania. An arbitration award may be enforced in any court having jurisdiction over the defending party. This Agreement, and any dispute arising from the relationship between the parties to this Agreement, shall be governed by Pennsylvania law, excluding any laws that direct the application of another jurisdiction�s laws.
20. Unenforceability of Provisions
If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. Failure of the Company to enforce any provision shall not be deemed to be a waiver of the rights to enforce any provision. 

21. Acceptance of Entire Agreement
By selecting to enter our Web site and by authorizing the use of your credit card for payment of goods and services, you thereby acknowledge that you have read the entire Agreement and that you accept all its terms and conditions.
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