Join the Husky Network

Heavy Inc. d/b/a "Husky Media" ("Husky Media") and Publisher, enter into this Husky Media Publisher Agreement ("Agreement") to establish the terms and conditions by which Publisher may participate in Husky Media's advertising service network and utilize Husky Media's advertising platform ("Husky Platform") on behalf of Husky Media customers ("Advertisers" or "Customers"). Husky Media and Publisher agree as follows:

1. Husky Media.
1. Husky Platform Components. The Husky Platform is comprised of the following components:
1. Ad Units. The following ad units are the proprietary product of Husky Media (individually and collectively, "Ads" or "Creatives"):
1. Interstitial. The "Interstitial" Ads consist of a large static graphic that appears before the Skin (as defined below) and video player appears.
2. Skin. The "Skin" is a static or rich media advertisement that fully "wraps" an application window (for example, but by no way as a limitation, a flash video player).
2. Video Guide. The "Video Guide" is a proprietary editable, searchable index of web video.
2. Husky Platform Delivery.The Husky Platform may be delivered "in page" on Websites or in a modal window on Websites.
3. License. Publisher shall be granted a non-exclusive, non-sublicensable, non-transferable license in the Husky Platform for the Term (as defined herein) of this agreement. Publisher is not granted the right to sublicense or subdistribute the Husky Platform and/or Husky Media.
4. Participation. Participation in Husky Media's advertising service network is subject to prior approval by Husky Media. Husky Media reserves the right to refuse service to any new or existing Publisher for any reason, in its sole discretion. Approval of participation in the network is limited only to the domains, uniform resource locator ("URL"), online platform and/or other media properties ("Websites") for which Publisher has applied for approval by Husky Media. Husky Media reserves the right, in its sole discretion and without liability, to reject, omit or exclude any Publisher for any reason at any time with or without notice to the Publisher and regardless of whether such Publisher or Websites were previously accepted. This Agreement can be voided by Husky Media immediately if Publisher fails to disclose, conceals or misrepresents itself in any way.
5. Services. Publisher understands and agrees that from time to time the Husky Media ad serving services may be inaccessible, unavailable or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Husky Media may undertake from time to time; or (iii) causes beyond the control of Husky Media or which are not reasonably foreseeable by Husky Media, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, the unavailability, operation, or inaccessibility of Husky Distribution (as defined below) or interfaces, network congestion or other failures. While Husky Media will attempt to provide the services on a continuous basis, Publisher acknowledges and agrees that Husky Media has no control over the availability of the services on a continuous or uninterrupted basis. Publisher also understands and agrees that Husky Media is not responsible for the functionality of any third-party Website or interface. Terms of this Agreement are subject to Husky Media hardware, software, and bandwidth traffic limitations. Failure to deliver because of technical difficulties does not represent a failure to meet the obligations of this Agreement.
6. Optional Services.
1. Heavy Video Player. Should Publisher request to utilize Husky Media's proprietary web video player (the "Heavy Video Player") on Websites, then Publisher shall pay any actual video serving and/or hosting costs in connection with the Heavy Video Player ("Heavy Video Player Fees"). Such Heavy Video Player Fees shall be deducted from Advertising Revenue (as defined below).
2. Heavy Content. Should Publisher request Heavy Inc.'s content (the "Heavy Content") via the Heavy Video Player or a third-party video player on Websites, then Publisher shall pay any actual video serving and/or hosting costs in connection with the Heavy Content ("Heavy Content Fees"). Such Heavy Content Fees shall be deducted from Advertising Revenue (as defined below).
3. Publisher Content. Publisher may license Publisher's web video content (the "Publisher Content") to Heavy Inc. as the exclusive distributor of Publisher Content. Should Heavy Inc. become the exclusive distributor of Publisher Content, then Publisher shall pay any actual video serving and hosting costs in connection with the Publisher Content ("Publisher Content Fees"). Such Publisher Content Fees shall be deducted from Advertising Revenue (as defined below).
4. Rich Media Advertisements. If rich media advertisements ("Rich Media Ads") are a part of the advertising content provided by Husky Media, then any actual serving costs in connection with the Rich Media Ads shall be deducted from Advertising Revenue.
2. Advertising Revenue.
1. Revenue. Publisher shall receive a Fifty (50%) Percent net revenue share ("Publisher's Share") of Advertising Revenue (as defined below) in connection with any of the following, as applicable (i) Ads sold within the Husky Platform; (ii) third-party content viewed via the Video Guide on Websites; and (iii) Publisher's content viewed via the Video Guide on third-party website. All revenue will be net of any taxes, tariffs, and any third party revenue shares, where applicable. Payments shall be calculated solely based on records maintained by Husky Media. For purposes of this section, "Advertising Revenue" shall mean all monetary amounts that are received by Husky Media as a result of any advertising content provided by Husky Media and displayed on Websites or on third-party publisher's websites around Publisher's content and viewed on such third-party publisher's websites (collectively, the "Husky Distribution"), less (i) any sales tax, value added tax, duties, excise tax, and any other applicable taxes or tariffs mandated by law; (ii) third party advertising and/or media agency fees; (iii) any third party content syndication costs; and (iv) refunds to customers. Advertising Revenue may be determined on a Cost per Impression (CPM) basis, or as a result of any other payment arrangement entered into between Husky Media and an Advertiser or between Husky Media and Publisher.
2. Payment Terms. Husky Media will remit payments to Publisher within thirty (30) days after the end of each calendar month during which Advertising Revenue is actually received by Company from third-party advertisers for Husky Distribution. Notwithstanding anything to the contrary in this agreement, in the event that Publisher's Share does not exceed One Hundred ($100.00) Dollars in any accounting period, then payment shall be carried forward to the next accounting period in which Publisher's Share exceeds such sum.
3. Monthly Payment Reports. Within thirty (30) days after the end of each calendar month, Husky Media will deliver to Publisher a report which will provide all information reasonably necessary for computation and confirmation of payments due to Publisher from Husky Media under this Agreement. The Publisher shall be entitled to audit Husky Media's books and records in connection with the Publisher once every twelve months. The cost of the audit shall be borne by the Publisher, however in the event the audit determines the Publisher has been underpaid by a discrepancy greater than 20%, Husky Media shall bear the cost of the audit and shall promptly pay to Publisher any sums due.
4. Reporting Basis. All reports and revenue calculations shall be based on the delivery of advertising on Husky Distribution as determined by an independent third party ad serving technology chosen at Husky's sole discretion, which will be Doubleclick unless otherwise determined by Advertiser.
3. Website Content, Prohibited Conduct and Publisher's Obligations.
1. Prohibited Conduct. Publisher represents that they shall be engaged in good internet business practices and that they do not, nor will they engage in practices that are detrimental to the name or reputation of Husky Media or Heavy Inc., including but not limited to Heavy.com, myheavy.com, burlysports.com or any of its respective online properties. Husky Media does not accept any individual Websites that produce, relate to, or have characteristics of Prohibited Conduct and Publisher represents and warrants as follows their content will conform with Husky Media Content Standards and Practices, as amended, further described below.
2. Ad Placement & Tracking. Publisher shall not, and shall not authorize or encourage any third party to: (i) generate impressions of or clicks on any Ad through any automated, deceptive, fraudulent or other invalid means, including but not limited to repeated manual clicks and automated query tools; (ii) encourage users to click on Ads through incentives or place statements near any Ad that encourages users to click on the Ad (e.g., "Please click here") or to visit the third-party advertiser (e.g., "Please visit our sponsor") or place misleading statements near the Ad (i.e., "You will win $5,000"); (iii) edit, modify, filter or change the order of the information contained in an Ad; (iv) attempt to edit the website tags, source codes, links, pixels, modules, or other data provided by Company enabling the service; (v) frame, minimize, remove or otherwise inhibit the full and complete display of any third-party website accessed through an Ad ("Advertiser Page"); (vi) redirect a user away from any Advertiser Page; provide a version of the Advertiser Page that is different from the page a user would access by going directly to the Advertiser Page; intersperse any content between the Ad and the Advertiser Page; or otherwise provide anything other than a direct link from an Ad to an Advertiser Page; (vii) serve Creatives, or drive traffic to such Creatives, using any downloadable applications without the prior written approval of Husky Media; (viii) on any Websites with an Ad, display content that is obscene, libelous or otherwise offensive or illegal; (ix) directly or indirectly access, launch, or activate Ads through or from, or otherwise incorporate the Ads in, any software application, website, or other means other than the videos; (x) use invisible methods to generate impressions, clicks, or transactions that are not initiated by the affirmative action of the end-user; (xi) "crawl", "spider", index or in any non-transitory manner store or cache information obtained from any Ad, or any part, copy, or derivative thereto; (xii) or place Ads in emails; (xiii) attempt in any way to alter, modify, eliminate, conceal, or otherwise render inoperable or ineffective the website tags, source codes, links, pixels, modules or other data provided by or obtained from Husky Media that allows Husky Media to measure ad performance and provide its service.
3. Promotional Ads. Husky Media reserves the right to Five (5%) Percent of all Ad inventory to run on Husky Distribution for non-revenue generating, promotional purposes.
4. Websites' Content. Publisher shall not place any Creatives or Ads on Husky Distribution that contain, promote reference or have links to: (1) software piracy (warez, cracking, etc.), hacking, phreaking, emulators, ROM's, or illegal MP3 activity; (2) illegal activities, deceptive practices or violations of the intellectual property or privacy rights of others; or offend the Husky Media Content Standards or Practices.
5. Publisher Conduct. Publisher shall not include pop-up advertising (or other non-user initiated impressions), spyware installation, malware installation, Trojan horses, or any type of software application that invades a user's computer or downloads itself onto a user's computer, installs on users toolbars, and / or that is difficult to remove, and / or is otherwise unwanted by users.
6. Confidentiality. Publisher agrees not to disclose Husky Media's confidential information ("Husky Media Confidential Information", as defined below) without Husky Media's prior written consent. Husky Media Confidential Information includes without limitation: (1) all Husky Media software, technology, programming, specifications, materials, guidelines and documentation relating to, but not limited to, the Husky IP (as defined below) and Husky Platform; (2) click-through rates or other statistics relating to site performance in the Husky Platform provided to publisher by Husky Media; and (3) any other information designated in writing by Husky Media as "confidential" or an equivalent designation. However, Publisher may accurately disclose the amount of Husky Media gross payments to Publisher pursuant to the Husky Platform. Husky Media confidential information does not include information that has become publicly known through no breach by Publisher or Husky Media, or information that has been (1) independently developed without access to Husky Media Confidential Information, as evidenced in writing; (2) rightfully received by Publisher from a third party; or (3) required to be disclosed by law or by a governmental authority. Husky Media agrees not to disclose Publisher's confidential information ("Publisher Confidential Information", as defined below) without Publisher's prior written consent. Publisher Confidential Information includes without limitation: (1) all Publisher's software, technology, programming, specifications, materials, guidelines and documentation relating to the Websites; and (2) any other information designated in writing by Publisher as "confidential" or an equivalent designation. However, Husky Media may accurately disclose the amount of Husky Media gross payments to Publisher pursuant to the Husky Platform. Publisher confidential information does not include information that has become publicly known through no breach by Publisher or Husky Media, or information that has been (1) independently developed without access to Publisher Confidential Information, as evidenced in writing; (2) rightfully received by Husky Media from a third party; or (3) required to be disclosed by law or by a governmental authority.
7. Technology Reverse Engineering. Publisher recognizes the validity of Husky IP (as defined below) and agrees not to attempt to reverse engineer Husky IP, including but not limited to technology, or business methods, patents, pending patents, or other proprietary software or applications. Husky Media recognizes the validity of Publisher's intellectual property and agrees not to attempt to reverse engineer Publisher's intellectual property, including but not limited to technology, or business methods, patents, pending patents, or other proprietary software or applications.
8. Proprietary Rights. Notwithstanding anything to the contrary herein, Publisher acknowledges that the Husky Platform, the method and style of delivery of Husky Platform in addition to any other product, tool, device, software, code or the like created Husky Media and used in connection with Husky Media are proprietary intellectual products of Husky Media are proprietary intellectual products (collectively, "Husky IP") of Husky Media. Publisher is not authorized to replicate, copy or use the Husky IP without Husky Media's prior written approval. Publisher acknowledges that any violation of this subparagraph by Publisher could cause Husky Media irreparable harm for which monetary damages may be difficult to ascertain or an inadequate remedy. Publisher therefore agrees that Husky Media shall have the right, in addition to its other rights and remedies, to seek injunctive relief for any violation of this subparagraph. In addition, Publisher acknowledges that any violation of this subparagraph by Publisher shall result in Publisher promptly providing Husky Media with an accounting of all revenue (including, but not limited to, past revenue) in connection with such violation to Husky Media ("Violation Revenue") and shall promptly pay Husky Media one hundred (100%) percent of all such Violation Revenue. Publisher therefore agrees that Husky Media shall have the right, in addition to its other rights and remedies in law and equity, to seek injunctive relief and liquidated damages for any violation of this subparagraph.
9. No Guarantee.
   1. Ad Impressions. Husky Media makes no guarantee regarding the level of impressions of Ads or clicks on any Ad, the timing of delivery of such impressions and/or clicks, the amount of any payment to be made to publisher under this Agreement.
   2. Publisher Acceptance. Publisher is under no obligation to accept any or all creative, promotional or Advertiser content or advertisements or the Heavy Player provided by Husky Media for display on Websites. Husky Media may pre-approve all Advertiser content and offers to ensure that they meet Publisher's advertising guidelines; however, Publisher reserves the right, in its sole discretion and without liability, to reject, omit or refuse any creative, promotional or Advertiser content for display on Websites. Publisher further reserves the right, in its sole discretion and without liability, to remove any creative, promotional or Advertiser content on display on Websites. Publisher shall cooperate with Husky Media to enable Ads to be served on Websites, as listed on Exhibit 1, in accordance with terms and conditions hereunder. Publisher shall enable Husky Media to display the phrase "Ads by Husky Media", or words of a similar effect, on all Ads. Publisher shall be solely responsible for the development, operation, and maintenance of Websites, including all video and other content accessible on each Websites. Publisher shall promptly forward to Company, and not to any third-party advertiser, all inquiries regarding the service or Ads
4. Representations and Warranties.
   1. Disclaimer of Warranties. ALL SERVICES PROVIDED BY HUSKY MEDIA ARE PROVIDED ON AN "AS IS" "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, HUSKY MEDIA MAKES NO WARRANTIES, GUARANTEES, REPRESENTATIONS, PROMISES, STATEMENTS, ESTIMATES, CONDITIONS, OR OTHER INDUCEMENTS, EXPRESS, IMPLIED, ORAL, WRITTEN, OR OTHERWISE EXCEPT AS EXPRESSLY SET FORTH HEREIN. HUSKY MEDIA IS NOT RESPONSIBLE FOR DELAYS CAUSED BY ACCIDENT, WAR, ACT OF GOD, EMBARGO, COMPUTER SYSTEM FAILURE, OR ANY OTHER CIRCUMSTANCE BEYOND ITS CONTROL.
   2. Husky Media's Representations. Notwithstanding subparagraph 4(a), Husky Media represents, warrants and covenants that (a) Husky Media has the right to enter into this Agreement, and grant the rights and provide the services identified herein; and (b) Husky Media holds the necessary rights to permit the use of all creative, promotional and Advertiser content which Husky Media provides to Publisher for display on Husky Distribution.
   3. No Warranty. Husky Media makes no warranty, express or implied, with respect to the Ads or any linked third-party websites and interfaces, and expressly disclaims any warranties or conditions of noninfringement, merchantability, and fitness for any particular purpose.
   4. Publisher's Representations. Publisher represents and warrants that all Websites and any video and other material displayed thereon: (i) comply with all applicable laws, statutes, ordinances, and regulations; (ii) do not infringe upon or breach, and have not infringed upon or breached, any duty toward or rights of any person or entity including, without limitation, rights of intellectual property, publicity or privacy, or rights or duties under consumer protection, product liability, tort, or contract theories; (iii) are not pornographic, hate-related or violent in content; and (iv) is not Prohibited Content.
5. Marketing and Promotion.
1. Promotional Materials. Each party shall, subject to the prior approval of the other party (which shall not be unreasonably withheld or delayed), have the right to include such other party (and reference its trade names, trademarks, and service marks) in any marketing, advertising, or other promotional materials, excluding press releases (which are governed by subparagraph 5(c) below), related to this Agreement (the "Promotional Materials"). Once the other party has approved any Promotional Materials, the first party shall have the right to continue using such approved Promotional Materials so long as they remain accurate or until requested in writing to stop.
2. Trademark License. During the Term of this Agreement, each party hereby grants to the other party a non-exclusive, non-sublicenseable, non-transferable, royalty-free, revocable right and license to use, display and reproduce such party's name, logo, trademarks and service marks, solely for the purposes of displaying and maintaining the Husky Distribution and Husky Media service and, subject to subparagraph 5(a) above, for marketing and promoting the Husky Media service as set forth in this Agreement. Each party acknowledges that the other party's Trademark is and will remain the exclusive property of such party and all use by each party of any Trademark will inure solely to the benefit of the owning party. Neither this Agreement nor any rights granted hereunder will operate as a transfer of any rights in or to any Trademark, except for the limited rights expressly granted under this Agreement
3. Press Releases. Both parties shall, subject to the other's prior approval (which shall not be unreasonably withheld or denied), have the right to include the other's name in any press release relating to this Agreement.
6. Limitations of Liability. Husky Media shall have no liability for any claim related to the content of any Ad or third-party website. In addition, except for any indemnification obligations in this Agreement, (a) in no event shall either party be liable under this agreement for any consequential, special, indirect, exemplary, or punitive damages whether in contract, tort or any other legal theory, even if such party has been advised of the possibility of such damages and notwithstanding any failure of essential purpose of any limited remedy; and (b) Husky Media's aggregate liability to Publisher under this Agreement for any claim is limited to the net amount paid by Husky Media to Publisher during the three-month period immediately preceding the date Publisher became aware of the claim. Each Party acknowledges that the other Party has entered into this Agreement relying on the limitations of liability stated herein and that these limitations are an essential basis of the bargain between the parties.
7. Indemnification.
1. Indemnification by Publisher. Publisher agrees to indemnify, defend and hold Husky Media, its agents, affiliates, directors, officers, employees, and applicable third parties (e.g. relevant advertisers, consultants and contractors) (collectively "Indemnified Husky Media Persons") harmless from and against any and all third-party claims, liability, loss, damages and expense (including damage awards, settlement amounts, and reasonable legal fees), arising (i) in connection with any claim or allegation that the Websites, including any content therein, excluding content provided by Husky Media (1) infringe any third party's patent, copyright, trade secret or other intellectual property right; or (2) violate any law or regulation; or (3) violate any right of or cause injury to any third party, including any right of publicity or privacy, or are defamatory or obscene and (ii) as a result if a breach of any representation, warranty or duty in this Agreement. 
2. Indemnification by Husky Media. Husky Media agrees to indemnify, defend and hold Publisher, its agents, affiliates, directors, officers, employees, and applicable third parties (e.g. consultants and contractors) (collectively "Indemnified Publisher Persons") harmless from and against any and all third-party claims, liability, loss, and expense (including damage awards, settlement amounts, and reasonable third-party legal fees), arising (i) out of legal liability of the types referred to in subparagraph 7(a)(i) relating to any advertisement provided by Husky Media for display on Husky Distribution except as limited by subparagraph 7(c) and paragraph 9 below; and (ii) as a result of a breach of any representation, warranty or duty in this Agreement. 
3. Notice and Defense. A party's obligation as indemnitor under subparagraphs 7(a) or 7(b) with respect to any legal actions is contingent upon the other party, as indemnitee, giving the indemnitor: (i) prompt written notice of any action or threatened action for which the indemnitee is seeking indemnification, (ii) the authority to take over and settle or defend any such action, and (iii) assistance in defending the action. The indemnitor shall not be liable for any cost, expense, or compromise incurred or made by an indemnitee in any legal action without the indemnitor's prior written consent.
8. Term and Termination.
1. Term. This Agreement, as may be amended, applies to Publisher for as long as Publisher distributes Ads for Husky Media for twelve months unless otherwise extended. The Term shall automatically renew for twelve (12) months on the same terms provide herein until Husky Media either terminates this agreement or Publisher gives notice to Husky Media of its intent to terminate sixty (60) days prior to the end of that then Term. The initial Term and any subsequent Term, if any, are hereinafter referred to as the "Term". The foregoing notwithstanding, if Husky Media has entered into an advertising campaign that's "run" extends beyond the Term then the Term shall be extended to the close of the advertising campaign.
2. Termination by Husky Media. Husky Media reserves the right to terminate any Publisher from the network at any time, with or without cause. Upon termination, Publisher agrees to immediately remove from the Husky Distribution any and all Husky Media ad serving code supplied to Publisher by Husky Media. Publisher will be paid, in the next scheduled payment cycle following termination, all legitimate, non-fraudulently accrued and unpaid, earnings due up to the time of termination. The foregoing notwithstanding, if Husky Media has entered into an advertising campaign that's "run" extends beyond the Term after termination, then the Term may be extended to the close of the advertising campaign
3. Termination by Publisher. Publisher may terminate this Agreement due to breach by Husky Media upon a thirty (30) day "cure" period. After a period of ninety (90) days after the commencement of the initial Term, Publisher may upon thirty (30) days notice to Husky Media terminate the agreement, with or without cause. The foregoing notwithstanding, if Husky Media has entered into an advertising campaign that's "run" extends beyond the termination date, then the Term shall be extended to the close of the advertising campaign.
9. Choice of Law. This Agreement is governed by the laws of the State of New York. The exclusive forum for any actions related to this Agreement shall be in the state courts and, to the extent that federal courts have exclusive jurisdiction, in New York, New York. The parties hereby irrevocably submit to the jurisdiction of said courts.
10. Relationship of Parties. This agreement does not constitute and shall not be construed as constituting a partnership or joint venture between Publisher and Husky Media. Neither party shall have any right to obligate or bind the other party in any manner whatsoever. The parties are independent contractors for all purposes.
11. Entire Agreement. This agreement constitutes the entire agreement between Publisher and Husky Media with respect to the subject matter of this agreement and supersedes all prior agreements, whether written or oral. Any modification to this agreement must be in writing and signed by both parties.
12. Notice. Except as provided elsewhere herein, both parties must send all notices relating to this Agreement to: (i) for Husky Media, via registered mail, return receipt requested or via an internationally recognized express mail carrier to: Heavy Inc., 500 Seventh Avenue, 17th Floor, New York, New York 10018, (effective upon actual receipt); and, (ii) for Publisher at the email and physical address listed above via registered mail, return receipt requested or via an internationally recognized express mail carrier.
13. Assignment. No rights or obligations under this Agreement may be assigned by Publisher without the prior written consent of the Husky Media. Husky Media may freely assign its rights and obligations under this Agreement at any time. Any assignment, transfer or attempted assignment or transfer in violation of this Section shall be void and of no force and effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns
14. Force Majeure. Neither party shall be liable by reason of any failure or delay in the performance of its obligations hereunder for any cause beyond the reasonable control of such party, including but not limited to electrical outages, failure of Internet service providers, default due to Internet disruption (including without limitation denial of service attacks), riots, insurrection, acts of terrorism, war (or similar), fires, flood, earthquakes, explosions, and other acts of God.
15. Survival and Severability. Any obligations which expressly or by their nature are to continue after termination, cancellation, or expiration of the Agreement shall survive and remain in effect after such happening. Each Party acknowledges that the provisions of the Agreement were negotiated to reflect an informed, voluntary allocation between them of all the risks (both known and unknown) associated with the transactions contemplated hereunder. All provisions are inserted conditionally on their being valid in law. In the event that any provision of the Agreement conflicts with the law under which the Agreement is to be construed or if any such provision is held invalid or unenforceable by a court with jurisdiction over the Parties to the Agreement, then (i) such provision will be restated to reflect as nearly as possible the original intentions of the Parties in accordance with applicable law; and (ii) the remaining terms, provisions, covenants, and restrictions of the Agreement will remain in full force and effect.
16. Remedies and Waiver. Except as otherwise specified, the rights and remedies granted to a party under this Agreement are cumulative and in addition to, not in lieu of, any other rights and remedies which the party may possess at law or in equity. Failure of either party to require strict performance by the other party of any provision shall not affect the first party's right to require strict performance thereafter. Waiver by either party of a breach of any provision shall not waive either the provision itself or any subsequent breach.

The following are the official standards and practice for content on or available through Husky Distribution. The standards are to be adhered to and enforced by the Publishers in order to maintain a safe environment consistent with general entertainment and media industry practices and acceptable social guidelines. Publishers shall not perform the following "Prohibited Conduct" on Husky Distribution:

1. post, transmit, display, distribute or promote any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, racist, sexually explicit or indecent material of any kind;
2. encourage, promote, solicit or commit conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law;
3. post, transmit, display, distribute or promote in any way, information, software, or other material that violates, plagiarizes or infringes the rights of third parties including, without limitation, copyright (including, without limitation, offering pirated computer programs or links to such programs, information used to circumvent manufacturer-installed copy-protect devices, including serial registration numbers for software programs, or any type of cracker utilities), trademark, patent, trade secret, rights of privacy or publicity or any other proprietary right;
4. promote physical harm or injury against any group or individual;
5. promote or solicit for participation in multi-level marketing or pyramid schemes;
6. post, transmit, display, distribute or promote material that exploits children under eighteen (18) years of age;
7. post, transmit, display, distribute or promote material of any kind which constitutes requests for money, petitions for signature, or chain letters;
8. post, transmit, display, distribute or promote material of any kind that contains a virus or other harmful component;
9. post, transmit, display, distribute or promote information or material of any kind that constitutes or contains false or misleading indications of origin or statements of fact;
10. collect, use and/or disclose personally identifiable information in violation of, (a) the Heavy Inc. Privacy Policy, and/or (b) applicable law, including, without limitation, Children's Online Privacy Protection Act (COPPA);
11. post, transmit, display, distribute or promote material of any kind in connection with gambling.