Effective: October 1, 2018
KEY CONTENT-RELATED TERMS
“Content” means video, text, graphics, images, software (excluding the App) information or other materials.
“Filmbook Content” means Content that we make available through the Site, Services or App, including any Content licensed from a third party, but excluding Registered User Information.
“Registered User” and “you” means a person that completes the Filmbook account registration process, as described in the “Account Registration” section below; “your” applies as the meaning of the clause requires.
“Registered User Information” means Information a Registered User posts, uploads, publishes, submits or transmits to be made available through the Site, Services or App.
Certain areas of the Site and App may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Services, or the App the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Services, or the App. Unless explicitly stated otherwise, any new features that augment or enhance the current Services in future shall be subject to these Terms; they will be posted to the Site as available as well as to the App and you are deemed to have accepted them.
YOU ACKNOWLEDGE AND AGREE THAT, BY CLICKING ON THE “AGREE” OR “I ACCEPT” BUTTON, OR ACCESSING OR USING THE SITE, SERVICES OR APP, OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR THROUGH THE SITE, SERVICES OR APP, YOU ARE INDICATING THAT YOU HAVE READ, AND UNDERSTAND AND AGREE TO BE BOUND BY, THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED VIA THE SITE OR APP. YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, SERVICES, OR THE APP UNLESS YOU AGREE TO THESE TERMS. THESE TERMS ARE BINDING UPON YOU, THE PERSON OR CLICKS “AGREE” OR “I ACCEPT” OR ACCESSES OR USES THE SITE, SERVICES, OR APP, AS WELL AS UPON ANY OTHER PERSON OR ENTITY WHO HAS RIGHTS THROUGH YOU, ON WHOSE BEHALF YOU ARE ACCESSING THE SITE, SERVICES OR APP.
Filmbook reserves the right, at its sole discretion, to modify, discontinue or terminate the Site, Services or App or to modify these Terms, at any time and without prior notice. If we modify these Terms we will post the modification via the Site or App or provide you with notice of the modification. By continuing to access or use the Site, Services or App after we have posted a modification via the Site or App or have provided you with notice of a modification, you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, you agree to immediately stop using the Site, Services and App.
ACCOUNT REGISTRATION; CONDITIONS ON ACCESS AND USE OF SERVICES
Access to and use of the Services is limited to persons who are at least 13 years of age. You must register to create an account (“Account”) and become a “Registered User” to use the Services.
Use of the Services is void where prohibited by law or otherwise. By using the Services, you represent and warrant that you have the right, authority, and capacity to agree to and abide by these Terms and that you are not prohibited from using the Services. You understand that your use of the Services may involve or require the transmission of significant amounts of data. You are solely responsible for all data charges that may be charged by your wireless carrier or internet service provider or that may otherwise arise from your use of the Services. You may wish to adjust the settings on your smart-phone or mobile device to only use wi-fi rather than cellular data when using the App, Service or Site.
You understand and agree that the Services may include certain communications from Filmbook. You may also be asked to opt-in to receiving text-based marketing messages. To stop receiving such messages via text message, reply “STOP” to such messages. For help, reply “HELP” to such messages. Customer service is available at firstname.lastname@example.org. You agree that Filmbook may communicate with you through any contact information provided by you, including text, mobile phone, physical mail, email, other messaging service, social media account, or any other method.
You acknowledge and agree that Filmbook reserves the right, in its sole discretion, to charge you for and collect fees from you for the use of the Services to send and receive communications. Filmbook will provide notice of any fee collection via the Services, prior to implementing such a fee, and you will have a choice at that time to continue to use the Services or not. If you choose not to pay, Filmbook reserves the right to immediately terminate your access to the Services. Additionally, message and data rates may apply.
Some of the Service may be supported by advertising revenue and may display advertisements and promotions, and you hereby agree that Filmbook may place such advertising and promotions on the Service or on, about, or in conjunction with your Content. The manner, mode and extent of such advertising and promotions are subject to change without specific notice to you.
TRANSACTIONS AND PAYMENT
Substantial portions of the App, Site and Services are provided on a subscription basis, for which we charge a subscription fee. Payment of the subscription fee, or any other financial transaction or purchase offered through the App, Site or Services is referred to as a “Transaction”. At present, we use a third party payment service to process Transactions. The third party payment platform will ask you to provide certain information as part of the payment process, and you are subject to any additional terms provided by the third party payment processor. You represent and warrant that you have the right to use any payment method or card that you submit in connection with a Transaction. You agree to pay all charges incurred by you or on your behalf through the Site, at the prices in effect when the charges are incurred, including all shipping and handling charges (if any). In addition, you are responsible for any taxes applicable to your Transaction.
PRICING AND ACCURACY
Prices are subject to change without notice. Errors will be corrected where discovered, and Filmbook reserves the right to revoke any stated price or other term and to correct any errors, inaccuracies or omissions including after an order has been submitted and whether or not the order has been confirmed and your credit card charged.
All orders placed through the Site or App are subject to our acceptance, which is in our sole discretion. Your submission of an order is an “offer,” which we may “accept”. Without limitation, we may refuse to accept or may cancel any order, whether or not the order has been confirmed, for any or no reason, in our sole discretion, and without liability to you or any third party. If your payment card has already been charged for an order that is subsequently cancelled, we will post a refund in the same form of payment originally used for purchase. Your refund will refunded in full, which is your sole and exclusive remedy for an order cancelled by us.
The Services are designed to require users to provide information (such as a user name and password) to access and use the Site, Services, and App. You may also have the option to provide an email address, telephone number, or other information in connection with your use of the Site, Services, and the App. Your user name, password, and other information you provide to access and use the Site, Services, and App are, collectively, your “User Information.” You are solely responsible for (1) maintaining the strict confidentiality of your User Information, (2) not allowing another person to use your User Information to access the Services, (3) any and all damages or losses that may be incurred or suffered as a result of any activities that occur under your User Information. You agree to immediately notify Filmbook in writing by email of any unauthorized use of your User Information or any other breach of security. Filmbook is not and shall not be liable for any harm arising from or relating to the theft of your User Information, your disclosure of your User Information, or the use of your User Information by another person or entity.
Subject to your compliance with the terms and conditions of these Terms, Filmbook grants you a limited, personal, non-exclusive, non-transferable license: (i) to view, any Filmbook Content solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site, Services, or App, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Filmbook or its licensors, except for the licenses and rights expressly granted in these Terms.
Subject to your compliance with these Terms, Filmbook grants you a limited, personal, non-exclusive, non-transferable license to download and install a copy of the App on any mobile device or computer that you own or control and to run such copy of the App solely for your own personal and non-commercial use. The non-transferable license is also limited by any terms of service provisions required by the vendor from whom you obtained the App (e.g., Apple iTunes, Google Play, etc.) (hereinafter, “App Vendor”).
We welcome and encourage you to provide feedback, comments and suggestions for improvements to or otherwise relating to the Site, Services or App (“Feedback”). You may submit Feedback by emailing us. You acknowledge and agree that if you submit any Feedback to us, you hereby grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose. Feedback is not considered confidential information and may be shared by us without limitation.
You agree not to do any of the following:
Post, upload, publish, submit or transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships.
Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or substances.
Use, display, mirror or frame the Site or App, or any individual element within the Site, Services or App, Filmbook’s names, any Filmbook trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Filmbook’s express written consent;
Access, tamper with, or use non-public areas of the Site or App, Filmbook’s computer systems, or the technical delivery systems of Filmbook’s providers;
Attempt to probe, scan, or test the vulnerability of any Filmbook’s system or network or breach any security or authentication measures;
Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Filmbook or any of Filmbook’s providers or any other third party (including another user) to protect the Site, Services, or App;
Attempt to access or search the Site, Services, or App from the Site, Services or App through the use of any engine, software, tool, agent, device or mechanism (including scripts, bots, spiders, scraper, crawlers, data mining tools or the like) other than the software and/or search agents provided by Filmbook or other generally available third party web browsers;
Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation, from or through the App or otherwise, or to any other users of the App, Site or Services through any method;
Use any meta tags or other hidden text or metadata utilizing a Filmbook trademark, logo URL or product name without Filmbook’s express written consent;
Use the Site, Services, or App for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, or App;
Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Site, Services or App.
Filmbook will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Filmbook may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.
The Site, Services or App may contain links to third-party websites or resources. You acknowledge and agree that Filmbook is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the Content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Filmbook of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products, or services on or available from such websites or resources.
TERMINATION AND ACCOUNT CANCELLATION
If you breach any of these Terms, Filmbook will have the right to suspend or disable your Account or terminate these Terms, at its sole discretion and without prior notice to you.
THE SITE, SERVICES, AND APP ARE PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, FILMBOOK EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. FILMBOOK MAKES NO WARRANTY THAT THE SITE, SERVICES, OR APP WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. FILMBOOK MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, OR SERVICES PURCHASED OR OBTAINED THROUGH THE SITE, SERVICES OR APP OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SITE, SERVICES OR APP.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM FILMBOOK OR THROUGH THE SITE, SERVICES, OR APP, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. YOU ACKNOWLEDGE AND AGREE THAT APPLICABLE LAWS AND REQUIREMENTS MAY CHANGE WITHOUT NOTICE, AND FILMBOOK DOES NOT PROVIDE LEGAL ADVICE. ALTHOUGH FILMBOOK AIMS TO PROVIDE ACCURATE INFORMATION FILMBOOK IS NOT RESPONSIBLE IF THE LEGAL OR REGULATORY REQUIREMENTS APPLICABLE TO YOU IN YOUR PARTICULAR JURISDICITON ARE DIFFERENT FROM RULES OR REQUIREMENTS DESCRIBED IN THIS APP, SITE OR SERVICE. FILMBOOK DOES NOT GUARANTEE THAT YOUR USE OF THE APP, WEBSITE OR SERVICES WILL RESULT IN THE PASSING OF ANY PARTICULAR TEST OR EXAM, OR YOUR RECEIPT OF ANY CERTIFICATION OR LICENSE, OR ANY OTHER PARTICULAR RESULT OR OUTCOME.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, SERVICES AND APP AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, SERVICES OR APP. YOU UNDERSTAND THAT FILMBOOK DOES NOT TAKE RESPONSIBILITY FOR SCREENING OR INQUIRY INTO THE BACKGROUND OF ANY USERS OF THE SITE, SERVICES OR APP, NOR DOES FILMBOOK VERIFY OR TAKE RESPONSIBILITY FOR THE STATEMENTS OF USERS OF THE SITE, SERVICES OR APP. FILMBOOK MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, SERVICES OR APP OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, SERVICES OR APP. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, SERVICES AND APP AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, SERVICES OR APP, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON.
You agree to defend, indemnify, and hold Filmbook, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Site, Services, or App, or your violation of these Terms.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, SERVICES, AND APP REMAINS WITH YOU. NEITHER FILMBOOK NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, SERVICES, OR APP WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, OR APP, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, SERVICES OR APP OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, SERVICES OR APP WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT FILMBOOK HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED IN MEETING ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL FILMBOOK’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SITE, SERVICES, APP OR COLLECTIVE CONTENT EXCEED TEN DOLLARS ($10). THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN FILMBOOK AND YOU.
PROPRIETARY RIGHTS NOTICES
All trademarks, service marks, logos, trade names and any other proprietary designations of Filmbook used herein are trademarks or registered trademarks of Filmbook. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.
PLEASE READ THIS SECTION CAREFULLY. IT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. THIS MEANS THAT ANY DISPUTE(S) BETWEEN YOU AND FILMBOOK MUST BE RESOLVED IN ARBITRATION, RATHER THAN IN COURT BY A JUDGE AND/OR JURY. THIS ALSO MEANS THAT YOU AND FILMBOOK AGREE TO WAIVE ALL RIGHTS TO PARTICIPATE IN OR BRING CLASS, COLLECTIVE, OR REPRESENTATIVE ACTIONS RELATED TO ANY DISPUTE(S).
A. Arbitration of Disputes: You and Filmbook agree that any existing or future claim, dispute, or controversy (“Dispute”) arising out of or in any way related to the Site, Services or the App, the subject matter of these Terms, or your relationship with Filmbook, shall be submitted to the American Arbitration Association (“AAA”) for final and binding arbitration in accordance with the AAA’s Commercial Arbitration Rules, including its Supplementary Procedures for Consumer Related Disputes. As the only exceptions to this arbitration provision, you and Filmbook agree that (1) either Party shall have the right to file, in any court of competent jurisdiction, an application for temporary or preliminary injunctive relief in aid of arbitration or for the maintenance of the status quo or preservation of the Party’s rights pending arbitration; and (2) either party shall have the right to litigate in court any Dispute to the extent it arises under any federal statute or regulation that expressly precludes arbitration. You further understand that you have the right to challenge the validity of the arbitration provisions contained in these Terms on any ground that may exist in law and equity, and Filmbook may not take any retaliatory action against you in the event you choose to do so. In the event of a conflict between the provisions of these Terms and the AAA’s rules, the provisions of these Terms shall control.
B. Class Action Waiver: The Parties agree that, to the maximum extent permitted by applicable law, neither you nor Filmbook shall have a right to (a) arbitrate or litigate in any forum any Dispute on a class action, collective action, or representative action basis; (b) to serve as a representative or participate as a member of any class action, collective action, or representative action pertaining to any Dispute in any forum; (c) to litigate any Dispute in court except as expressly provided above; or (d) to have a jury trial for any Dispute. Rather, the Parties agree that any proceeding between Filmbook and you concerning any Dispute shall be conducted and resolved on an individual basis only. The Parties further agree that any issue concerning the validity or enforceability of the Class Action Waiver contained in these Terms shall be decided only by a court of competent jurisdiction. Any other issue concerning the arbitrability of any Dispute or any legal claim underlying a Dispute shall be resolved in arbitration.
C. Location of Arbitration: The Parties agree that any arbitration under these Terms will take place in Minneapolis, Minnesota. In the event that the arbitration provisions in these Terms are inapplicable, the parties hereby agree and consent to the jurisdiction of the state and federal courts located in Minnesota, and agree that such courts are the exclusive proper jurisdiction and venue for a dispute between the parties and consent to the jurisdiction and proper venue of such courts.
D. Remedies: The Parties agree that the arbitrator(s) shall have the authority to award any and all damages, awards, remedies, or other relief that would be available in a court of competent jurisdiction subject to these Terms.
E. Arbitration Fees and Expenses: The Parties agree that Filmbook shall pay all AAA fees, except for the filing fee for any Dispute You initiate up to the amount of the filing fee you would have incurred in a court of competent jurisdiction or $200, whichever is less. You understand and agree that you are responsible for any fees and expenses of any witness(es) whose presence you require at the arbitration and for any fees and expenses of your attorney(s).
F. Choice of Law: The Parties agree that these Terms are made pursuant to and shall be construed and enforced at all times in accordance with the Federal Arbitration Act (“FAA”) and the law of the State of Minnesota to the extent Minnesota law is not inconsistent with the FAA and without regard to conflicts of law principles.
In case any one or more of the provisions contained in these Terms, shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of these Terms, and these Terms shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. Notwithstanding the foregoing, in the event the Class Action Waiver above is determined to be invalid, unenforceable or void with respect to any legal claim underlying any Dispute, that claim and only that claim shall proceed in court and the Dispute Resolution provisions herein, including the Class Action Waiver, shall remain effective and enforceable with respect to all other legal claims underlying any Dispute. Insofar as any legal claim underlying any Dispute is permitted to proceed on a class action, collective action, or representative action basis, it may do so only in a court of competent jurisdiction and not in arbitration.
The failure of Filmbook to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Filmbook except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
OPERATED FROM UNITED STATES
The Site, App and Services are controlled and operated from within the United States, and no action by Filmbook is intended to subject Filmbook to any non-U.S. jurisdiction or law. The App, Site and Services may not be appropriate or available for use in some non-U.S. jurisdictions. Any use of the Site, App or Services, is at your own risk, and you must comply with all applicable laws, rules and regulations in doing so. We may limit the availability of the Site, App or Services at any time, in whole or in part, to any geographic area or jurisdiction that we choose.
If you have any questions about these Terms, please contact Filmbook LLC at email@example.com.
You acknowledge that the Terms apply to you and those who have rights through you as described above and Filmbook only, and not to any App Vendor. The App Vendor and any App Vendor subsidiaries are third party beneficiaries of the Terms. Upon your acceptance of the Terms, the App Vendor will have the right (and will be deemed to have accepted the right to enforce the Terms against you as a third party beneficiary.
You may not use or otherwise export or re-export the App except as authorized by United States law and the laws of the jurisdiction in which you obtained the App. In particular, but without limitation, the App may not be exported or re-exported (a) into any U.S.-embargoed countries or (b) to anyone on the U.S. Treasury Department’s Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or Entity List. By using the App, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture, or production of nuclear, missile, or chemical or biological weapons.
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Unauthorized duplication, in whole or in part, is strictly prohibited.