Terms of Use
CBS BD-LIVE TERMS OF USE
Effective Date: April 17th, 2009
NOTE THAT YOU WILL BE UNABLE TO ACCESS CERTAIN BD LIVE FEATURES WITHOUT A BD-LIVE COMPATIBLE BLU-RAY PLAYER.
IMPORTANT! PLEASE CAREFULLY READ THESE TERMS OF USE ("TOU") BEFORE USING THE BD-LIVE SERVICE (DEFINED BELOW), AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. CBS Corporation ("Company," "we," "our," or "us") owns and operates www.CBS-BDLive.com (the "Web Site") and individual Blu-ray disc web sites for specific titles (the "BD Sites") that post these TOU. The Web Site and the BD Sites are collectively referred to as the "BD-Live Service". These TOU only apply to the BD-Live Service. You agree to these TOU by registering for, accessing or using the BD-Live Service (whether via personal computer, Blu-ray disc player, mobile device or otherwise), or by accepting, uploading, submitting or downloading any information or content from or to the BD-Live Service. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THESE TOU, DO NOT USE THE BD-LIVE SERVICE.
Table of Contents
1. Intellectual Property Ownership
2. BD-Live Service System Requirements
3. Accounts and Registration
4. Information You Submit
5. Collaborative Works and Viral Distribution
6. User Forum Usage Rules
7. Intellectual Property Infringement Notification Process
8. License
9. Links
10. Third Party Content and Information
11. Software
12. Your Warranties
13. User Interactions and Disputes
14. Promotions
15. Restrictions and Termination
16. Indemnification
17. Disclaimers
18. Limitation of Liability
19. Governing Law, Venue and Jurisdiction
20. Miscellaneous
1. Intellectual Property Ownership
The past, present and future content on the BD-Live Service, including, without limitation, television, programs, motion pictures, audiovisual works, organization, graphics, text, images, audio, videos, ringtones, voicetones, widgets, wallpapers, games, contests, voting, technology, applications, artwork, information, data, designs, compilations, advertising copy, and the trademarks, logos, domain names, trade names, service marks and trade identities; any and all copyrightable material (including source and object code); and all other materials related to the BD-Live Service, including, without limitation, the "look and feel" of the BD-Live Service (collectively, "Content"), are protected by applicable U.S. copyright laws, international conventions, other applicable copyright laws and other proprietary (including, but not limited to, intellectual property) rights and are owned or controlled by Company, its parent, subsidiaries, affiliates or its licensors. Except as expressly set forth in these TOU or otherwise expressly granted to you in writing by Company, no rights (either by implication, estoppel or otherwise) are granted to you. Any and all rights to use any Content not expressly granted to you under these TOU are hereby reserved for Company and/or its parent, subsidiaries affiliates or its licensors. Nothing contained in these TOU will affect, impair, or limit in any way Company's rights to exploit fully any or all of the Content. The copying, reproduction, alteration, rearrangement, sales, leasing, renting, distribution, redistribution, modification, downloading, exchanging, creating of derivative works, uploading, posting, transmitting, or publication by you, directly or indirectly, of the Content, including the removal or alteration of Content, advertising or promotional materials, except pursuant to the express limited grant of rights hereunder, is strictly prohibited. You agree to abide by any and all additional copyright notices, information, or restrictions contained in any part of the BD-Live Service (including the Content) or as Company may impose from time to time. Moreover, you agree that you will not remove any proprietary notices or labels contained in or on the Content. Copying, archiving or storing any part of the BD-Live Service for a purpose that is not permitted by these TOU is expressly prohibited without prior written permission from Company or the applicable copyright holder as identified on the BD-Live Service. You acknowledge and agree that you will not, directly or indirectly, contest, challenge, aid or abet in contesting or challenging the validity or ownership of the Content, or take any action whatsoever in derogation of Company's rights therein, or in breach of, any terms and conditions contained in these TOU. You acknowledge and agree that you will not acquire or claim any rights in the Content, or aid or abet anyone else in doing so. Nothing in these TOU will be interpreted to grant you, any right or license to enter into sublicenses or redistribution agreements with respect to any portion of the Content or to otherwise rent, sell, lease, loan, transfer, assign, broadcast, upload to any computer or wireless device, sublicense, distribute or allow access to the Content. You agree that you will not charge any person or entity to view, listen, play or otherwise access any Content, or disseminate any Content in any manner to the public (for free or for a fee).
2. BD-Live Service System Requirements
The BD-Live Service requires use of a BD Live compatible Blu-ray player connected to the Internet through a high-speed Internet connection and possibly software or firmware for your Blu-ray player, none of which are supplied by Company. NOTE THAT YOU WILL BE UNABLE TO ACCESS THE BD LIVE SITES WITHOUT A BD LIVE COMPATIBLE BLU-RAY PLAYER. Also, even if your Blu-ray player is BD Live compatible, the player’s software or firmware may require updates or upgrades. Please consult your hardware manufacturer’s web site for the latest firmware or software version and, if an upgrade is available, it is suggested that you follow its installation instructions. Your ability to use the BD-Live Service may be affected by the performance of hardware, software or the Internet. You agree that all BD-Live Service system requirements, which may be updated or modified at any time, are your responsibility.
3. Accounts & Registration
In order to access and use certain areas of the BD-Live Service and/or BD Site, you must first create an account ("Account") using an Internet-connected BD-Live enabled Blu-ray disc player or through the Web Site. The decision to provide this information is purely optional; however, if you elect not to provide such information, you may not be able to access certain Content or participate in certain features of the BD-Live Service. Once you set up an Account with a Blu-ray disc player, there are two ways to access a different Account with the same Blu-ray disc player: (i) log out of your Account and log in with a different Account or (ii) delete the memory of your Blu-ray disc player. You agree to: (i) provide true, accurate, current and complete registration data ("Registration Data") as may be prompted by any registration forms for the BD-Live Service; (ii) maintain and promptly update the Registration Data, and any other Account-related information you provide to us, and to keep it accurate, current and complete; and (iii) accept all risks of unauthorized access to the Registration Data and any other information you provide to us.
Account holders select their own usernames/passwords to access their Account. If we issue you a username/password, you may not reveal it to anyone else and you may not use anyone else's username/password. You may not use a username that is used by someone else or include words in your username that are inappropriate, vulgar, or otherwise offensive (as determined by us), infringe any trademark or other proprietary rights of others, or is used in any way that violates the TOU (including the User Forum Usage Rules set forth below ). You agree to immediately notify us of any unauthorized use of your username, password or Account or any other breach of security. You also agree to exit from your Account at the end of each session. We will not be responsible for any loss or damage that may result if you fail to comply with these requirements.
4. Information You Submit
From time to time, the BD-Live Service may contain functionality through which you can upload or otherwise submit information, data, software, messages, photographs, audio, video, text or other materials to the BD-Live Service ("User Upload Information"). For example, the BD-Live Service may offer forums, bulletin boards, chat rooms or other interactive areas ("User Forums"). You must read and follow the User Forum Usage Rules Policy set forth in Section 6 below. Company, its parent, subsidiaries, affiliates or the directors, officers, employees, shareholders, vendors, partners, contractors, agents, licensees or other representatives of each of them (the "Company Parties") do not endorse the content posted in User Forums. Company reserves the right to suspend or terminate your access to the BD-Live Service, including, without limitation, any User Forums, and pursue all legal remedies if we believe your User Upload Information infringes another's copyright or otherwise violates any law, rule or regulation. Except as expressly allowed by Company in writing, you acknowledge and agree that you are prohibited from accepting payment for User Upload Information, including, without limitation, accepting payment for the inclusion of a logo, brand or other commercial content, in User Upload Information. You agree to use User Forums only to send and receive messages and material that are proper and related to that particular User Forum.
Except as otherwise described in the posted privacy policy or other agreement on the BD-Live Service at which you provide User Upload Information, User Upload Information will be treated as non-confidential and non-proprietary and we will not be liable for any use or disclosure to anyone, including, but not limited to, claimed intellectual property owners. When you upload User Upload Information via the BD-Live Service, you irrevocably grant to the Company Parties a non-exclusive, worldwide, royalty-free license containing, without limitation, all right, title and interest in User Upload Information, including, without limitation, all patents, trademarks, service marks, trade names, trade identities, copyrights, trade secrets, logos, domain names, know-how, source code and object code, mask-work rights, inventions, moral rights, author's rights, algorithms, rights in packaging, goodwill and other intellectual property and proprietary rights whatsoever in User Upload Information. You further agree that the Company Parties will have the unlimited right everywhere, and forever, without any credit or compensation to you, to use, reuse, modify, alter, display, archive, publish, sub-license, perform, reproduce, make available for download, disclose, transmit, broadcast, post, sell, translate, create derivative works of, distribute and use for advertising, marketing, publicity and promotional purposes, any of User Upload Information or portions of User Upload Information, and your name, voice, likeness and other identifying information, in any form, media, software or technology of any kind now known or developed in the future for any purposes whatsoever, including, without limitation, developing, manufacturing and marketing products using such User Upload Information. You hereby waive any moral rights you may have in and to any of User Upload Information, even if such material is altered or changed in a manner not agreeable to you. You agree and understand that the Company Parties are not obligated to use User Upload Information submitted through the BD-Live Service or otherwise, and may alternatively choose to discard, and limit or block access to Your Upload Information without any liability whatsoever.
All of User Upload Information is your sole responsibility. This means that you, and not Company, are entirely responsible for all of User Upload Information that you upload, post, e-mail, transmit or otherwise make available via the BD-Live Service. If you post personal information in User Forums or on other publicly available areas of the BD-Live Service, then you may receive unsolicited messages from third parties. Company cannot ensure the security of any information you post on publicly available areas of the BD-Live Service. Under no circumstances will we be liable in any way for any of User Upload Information, including, but not limited to, any errors or omissions in User Upload Information, or for any loss or damage of any kind incurred as a result of User Upload Information. You represent that User Upload Information is an original work by you or you have all necessary rights in it and to submit it to Company under the terms of these TOU; that it is not defamatory; and that it does not infringe upon, misappropriate or violate the rights of any third parties, including, without limitation, any intellectual property rights, rights of publicity or privacy or any other proprietary rights or otherwise violate any law, rule, or regulation. You further agree that you are solely liable for any and all costs, claims, demands, investigations, liabilities, losses, damages, judgments, settlements, costs and expenses, including attorneys' fees, connected to or arising from your breach of any representation or warranty, or other violation of the terms of the TOU.
5. Collaborative Works and Viral Distribution
Company may provide certain functionality on the BD-Live Service that permit users to manipulate Content or combine Content with Your Upload Information and other users' Your Upload Information ("Mash-Up Tools"). The works created using the Mash-Up Tools are called "Collaborative Works." Your use of Mash-Up Tools is subject to the following terms:
1. The license to use the Content in connection with Mash-Up Tools is limited to Content specifically made available by Company for use in connection with Mash-Up Tools, and may be revoked by Company at any time without liability to you;
2. The license to use the Content in connection with Mash-Up Tools is solely for the purpose for you to manipulate the Content or combine the Content with Your Upload Information or other users' Your Upload Information as expressly allowed by Company on the Web Sites and you may only do so by using the Mash-Up Tools;
3. Your use of the Mash-Up Tools and Collaborative Works is subject to these TOU and any additional terms and conditions as Company may from time-to-time notify you in these TOU or otherwise;
4. Notwithstanding your license grant to Your Upload Information in the section titled "Information You Submit" above, you understand and agree that any Collaborative Works will be owned by Company and Company may make unlimited uses of the Collaborative Works; however, you reserve the right to use your contributions to Collaborative Works in works entirely unrelated to Content if those contributions are not Content or derivative works of Content ("Your Contributions To Collaborative Works").
5. You will have no control over Collaborative Works after submission, including, without limitation, with respect to subsequent contributions made by third parties; and
6. You may use the BD-Live Service to create Collaborative Works pursuant to these TOU and, if expressly permitted on the BD-Live Service, you may engage in Viral Distribution pursuant to these TOU, but you will not make any use of or license, distribute, reproduce, or otherwise exploit any part of the Collaborative Works (except Your Contributions To Collaborative Works), or the Content without our express written permission.
By express written direction on the Web Sites, the Company may grant you the limited, revocable permission to engage in Viral Distribution of Collaborative Works as may from time to time be made available on the BD-Live Service for such purpose. "Viral Distribution" means these personal uses only: (a) sending Collaborative Works to friends, acquaintances at no charge by e-mail or other forms of digital delivery; (b) reproducing copies of Collaborative Works for personal use; (c) posting and displaying a copy of Collaborative Works on a personal web site; or (d) posting and displaying a copy of the Collaborative Works on a third party web site that permits users to post content, so long as the posting is allowed pursuant to the third party site terms and conditions, and provided that the third party web site does not charge for access to the Collaborative Works or associate the Collaborative Works with products, services or advertising.
You agree to include, and not remove or alter, any of the Company's trademark, copyright or other proprietary rights notices, as required to be displayed with the Collaborative Works, and you agree to comply with usage guidelines that may be provided by Company from time to time. Company will not pay or reward you for Viral Distribution. You agree not to engage in spamming or other unlawful or objectionable behavior in connection with the Collaborative Works.
6. User Forum Usage Rules
As a user of the BD-Live Service, you agree that these User Forum Usage Rules ("Rules") are here to help you understand the conduct that is expected of users of the BD-Live Service's User Forums. Your participation on the User Forums is subject to all these TOU, including these Rules. Please follow these Rules before you upload any User Upload Information:
• Content must be yours. All User Upload Information must be original with you, not copied from someone else’s work, and you must have all rights in the User Upload Information; OR, all persons who contributed in any way or have any rights to your User Upload Information or otherwise appear in the User Upload Information have given you permission to upload and distribute the User Upload Information on the BD-Live Service and elsewhere.
• No pictures or images of anyone but you and your friends and family. If you choose to upload photos to the BD-Live Service, link to embedded videos, or include other images of real people, make sure they are of you or of you and someone you know – but only with their express permission to submit it.
• Please follow codes of social decency. Express yourself with non-offensive individual self-expression. Be respectful of others opinions and comments so we can continue to build a community for everyone to enjoy. If you think your User Upload Information might offend someone or be embarrassing to someone chances are it probably will and it doesn’t belong on the BD-Live Service. Cursing, flaming, harassing, stalking, posting insulting comments, personal attacks, gossip or similar actions are prohibited. Your User Upload Information may not threaten, abuse or harm others. Your User Upload Information may not include any negative comments that are connected to race, national origin, gender, sexual preference or physical handicap or that are defamatory, slanderous, indecent, obscene, pornographic or sexually explicit. If you discover content that violates these TOU, you may report such abuse by clicking on the “Report Abuse” links located throughout the Web Site.
• Don't upload third party materials. Your User Upload Information should not contain any visible logos, phrases or trademarks or other third party materials. Do not use any User Upload Information that belongs to other people and pass it off as your own. This includes any content that you might have found elsewhere on the Internet.
• Do we hear music? Your User Upload Information may not contain any music unless the work and performance is original with you and/or you have all rights to the musical work (including any performances). No jingles, sampling or otherwise.
• Keep it relevant. Your User Upload Information should relate to the content on the BD-Live Service, including, without limitation, Company's movies or other entertainment content and should be intended to add to the discussion and community on the BD-Live Service – it should not include irrelevant topics or postings.
• Do not use the BD-Live Service for commercial purposes. Your User Upload Information may not advertise or promote a product or service. You may not use your User Upload Information to raise money for anyone or for a pyramid or other multi-tiered marketing scheme.
• Do not upload content that is inappropriate or illegal. Your User Upload Information may not promote any illegal activity. If someone could go to jail for taking action suggested by your User Upload Information, don’t upload or post it. If you do upload or post User Upload Information that is illegal or in violation of applicable law, we reserve the right to take action that we deem appropriate, in our sole discretion, including reporting you to the proper governmental authorities.
• No violence. Your User Upload Information may not promote violence or describe how to perform a violent act.
• Be honest and do not misrepresent yourself or your User Upload Information. Do not impersonate any other person, user or company or upload or post User Upload Information that you know is false, fraudulent, deceptive, inaccurate, misleading or that misrepresents your identity or affiliation with a person or company.
• Others are watching. We hope that you will use the BD-Live Service to exchange information and content and have discussions with other users. However, please remember that the BD-Live Service is a public forum and User Upload Information that you post on the BD-Live Service will be accessible and viewable by other users. Do not post personal information (e.g., full name, password, phone number, address, e-mail address or other personally identifiable information or contact information).
• Don't share other people's personal information. Your User Upload Information may not reveal another person’s address, phone number, e-mail address, credit card number or any information that may be used to track, contact, or impersonate that individual or that is extremely personal in nature.
• Don't damage the BD-Live Service or anyone's computers. You may not include or upload viruses, Trojan horses, spyware or any other technologies in User Upload Information that could impact the operation of the BD-Live Service or any computer system.
User Content Screening. You acknowledge that the BD-Live Service, through the Company Parties undertakes no obligation to pre-screen User Upload Information, but that it has the right, in its sole discretion, to modify, delete, edit, distribute, refuse, move, block access to or remove any User Upload Information. You agree that you must evaluate, and bear all risks associated with, the use of any of User Upload Information, including, but not limited to, any reliance on the accuracy, completeness, or usefulness of User Upload Information. As the Company Parties may not pre-screen User Upload Information, you bear legal responsibility for others' exposure to any offensive indecent or objectionable content in User Upload Information. However, we reserve the right, in our sole discretion, to monitor and screen all User Upload Information submitted to the BD-Live Service and may disregard and not respond to any User Upload Information that, in our sole discretion, violates these Rules or any other TOU, or that we otherwise find objectionable. We also reserve the right to request at any time proof of the permissions referred to above in the sections starting "Content must be yours" and "No pictures or images of anyone but you and your friends and family" in a form acceptable to us. Failure to provide such proof may, if requested, lead to the User Upload Information in question being removed forthwith from the BD-Live Service.
7. Intellectual Property Infringement Notification Process
You may not use the BD-Live Service for any purpose or in any manner that infringes the rights of any third party. In accordance with the Digital Millennium Copyright Act of 1998 (the “DMCA”) (full text at http://www.copyright.gov) for United States residents, Company has a designated agent for receiving notices of copyright infringement and Company follows the notice and take down procedures of the DMCA.
If you believe that your work has been copied in a way that constitutes copyright or other intellectual property infringement, please contact CBS, using the contact information below, with the following information: (a) your complete contact information, including any alternative address that may be provided to the party alleged to be infringing; (b) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (c) identification of the work claimed to have been infringed, or, if multiple works are covered, a representative list of such works; (d) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (e) information reasonably sufficient to permit us to contact the complaining party; (f) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the owner, its agent, or the law; and (g) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed (“Notice”).
Please send your Notice to CBS:
By mail:
Wayne Hutchinson, Copyright Agent
CBS Interactive Inc.
51 West 52nd Street
New York, NY 10019
(p) 212-975-4321
(f) 212-975-0117
By e-mail: designatedagent@cbs.com
NOTE: This contact information is for inquiries regarding potential copyright infringement only.
For other inquiries, click on the "Contact Us" buttons located on the Web Site. We have a policy of terminating the accounts of users who (in our reasonable discretion) are repeat infringers.
8. License
You may only view, use, download, reformat and/or print Company's Content for your revocable, non-commercial personal use, subject to these TOU. Except for the limited license provided to you, if you desire to use any of Company's Content for any commercial or other purposes, you must obtain our prior written permission and the use of such Content is subject to: (i) these TOU, (ii) any additional terms that may govern the Content that are posted on the BD-Live Service, and (iii) any requirements we make you aware of when we provide you permission to use our Content.
9. Links
You may link from another site to the Web Site, subject to the following restrictions: any web site that links to the Web Site: (a) must not frame or create a browser or border environment around any of the Content of the Web Site; (b) may link to, but not replicate, the Content; (c) must not imply that Company or the Web Site are endorsing or sponsoring it or its products, unless Company has given its prior written consent; (d) must not present false information about Company or its products or services; (e) must not use any Company trademarks without the prior written permission from Company; and (f) must not contain content that could be construed as distasteful, offensive or controversial. We reserve the right to deny permission to link to the Web Site for any reason in our sole and absolute discretion. By linking to the Web Site, you agree that you do and will continue to comply with the above linking requirements.
10. Third Party Content and Information
The BD-Live Service contains Content that is provided for your convenience and enjoyment. Third parties may provide some of the Content. You should be aware that the Content might contain errors, omissions, inaccuracies, outdated information, and inadequacies and that the Content may be subject to terms and conditions, which may be found on the BD-Live Service or in the documents and policies of third parties. We make no representations or warranties as to the completeness, accuracy, adequacy, currency or reliability of any Content and will not be liable for any lack of the foregoing. Third parties may offer goods, services and other materials to you on the BD-Live Service. Your correspondence and business dealings with others found on or through the BD-Live Service, including, without limitation, the payment and delivery of products and services, and any terms, conditions, warranties and representations associated with such dealings, are solely between you and the third party. You agree that Company will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or the offering of such products, services, and other Content on the BD-Live Service. Under certain circumstances, we may permit third party users to upload content, in which event you may be exposed to offensive, indecent or objectionable content. We have the right, but not the obligation, to remove any content that may, in our sole discretion, violate these TOU or that is otherwise objectionable. Descriptions of, or references to, products, services or publications within the BD-Live Service do not imply endorsement of that product, service or publication.
11. Software
Any software that we make available for download or use from the BD-Live Service and/or our or a third party's servers (the "Software") is the copyrighted work of Company or its licensors or suppliers. Your use of the Software may be governed by the terms of an end user license agreement that accompanies or is included with the Software (the "License Agreement"). Please carefully read the License Agreement and Paragraph 7 above to determine the full extent of conditions governing the use of such Software. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE AGREEMENT APPLICABLE TO SUCH SOFTWARE.
12. Your Warranties
You represent and warrant that: (i) you are at least eighteen (18) years of age and you have the legal right and capacity to enter into these TOU in your jurisdiction and to comply with these TOU or, if you are a minor, your parent or legal guardian has read and agreed to these TOU on your behalf; (ii) all information you provide to Company is accurate and complete; (iii) you hold and will continue to hold all rights necessary to enter into and perform your obligations under these TOU. You also agree that you will be responsible for obtaining and maintaining all telephone, computer hardware, Blu-ray disc players and other equipment needed for access to and use of the BD-Live Service and you will be responsible for all charges related thereto.
13. User Interactions and Disputes
You are solely responsible for your interaction with other users of the BD-Live Service, whether online or offline. We are not responsible or liable for the conduct of any user. We reserve the right, but have no obligation, to monitor or become involved in disputes between you and other users. To notify us of a dispute or general complaint that you are having with another user please click on the “Report Abuse” links found throughout the Web Site. Exercise common sense and your best judgment in your interactions with others, when you submit or post any personal or other information, and in all other online activities.
14. Promotions
The BD-Live Service may contain or offer sweepstakes or other promotions, which may be governed by a separate set of rules that describe the sweepstakes or promotion and may have eligibility requirements, such as certain age or geographic area restrictions. It is your responsibility to read those rules to determine whether or not your participation, registration or entry will be valid and to determine the sponsor’s requirements of you in connection with the applicable sweepstakes or promotion.
15. Restrictions and Termination
Additionally, you understand and agree that Company will determine your compliance with these TOU, in its sole discretion. Company reserves the right, without notice or liability of any kind: (i) to restrict, suspend or terminate your access to all or any part of the BD-Live Service and to deny access to any person for any reason, in its sole discretion, (ii) refuse, move, or remove any material that you submit to the BD-Live Service for any reason; (iii) refuse, move, or remove any Content that is available on the BD-Live Service; (iv) deactivate or delete your Account and all related information and files in your Account; and (v) establish general practices and limits concerning use of the BD-Live Service. Any violation of these TOU may be referred to law enforcement authorities. Upon termination of your Account or access to the BD-Live Service, or upon demand by Company, you must destroy all materials obtained from the BD-Live Service and all related documentation. Unauthorized access to any of the BD-Live Service is a breach of these TOU and a violation of the law. You agree not to access the BD-Live Service by any means other than through the interface that is provided by Company for use in accessing the BD-Live Service. You agree not to use any automated means, including, without limitation, agents, robots, scripts, or spiders, to access, monitor, or copy any part of the BD-Live Service, except those automated means that have been approved in advance and in writing.
16. Indemnification
You agree to defend, indemnify and hold harmless the Company Parties with respect to any and all costs, claims, demands, investigations, liabilities, losses, damages, judgments, settlements, costs and expenses, including attorneys' fees arising out of or in connection with these TOU, including, without limitation: (a) your use of the BD-Live Service; (b) your violation of these TOU or any law, rule or regulation, including, without limitation, those relating to intellectual property infringement or defamation; (c) your use of the Content; (d) your User Upload Information; (e) any use or alleged use of your Account or your passwords by any person, whether or not authorized by you; and (f) your connection to the BD-Live Service. You will cooperate as fully and reasonably as required by Company in the defense of any claim. Notwithstanding the foregoing, Company retains the exclusive right to assume the exclusive defense and control of any matter for which you are required to indemnify us and/or settle, compromise and pay any and all claims, demands, proceedings, suits, actions or causes of actions which are brought against Company herein under the terms and provisions of this Section and in no event shall you settle any such claim without Company's prior written approval.
17. Disclaimers
We disclaim any responsibility for the deletion, the failure to store, the misdelivery, or the untimely delivery of any information or material. We disclaim any responsibility for any harm resulting from downloading or accessing any information or material on the Internet using search results from the BD-Live Service. We disclaim any responsibility for any service outages that are caused by our maintenance on the servers or the technology that underlies the BD-Live Service, failures of our service providers (including telecommunications, hosting, and power providers), computer viruses, natural disasters or other destruction or damage of our facilities, acts of nature, war, civil disturbance, or any other cause beyond our reasonable control.
THE BD-LIVE SERVICE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT, SOFTWARE, AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE BD-LIVE SERVICE, ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY PARTIES MAKE NO REPRESENTATION OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) ABOUT: (A) THE BD-LIVE SERVICE; (B) THE CONTENT AND SOFTWARE ON AND PROVIDED THROUGH THE BD-LIVE SERVICE; (C) THE FUNCTIONALITY OR FEATURES MADE ACCESSIBLE ON OR ACCESSED THROUGH THE BD-LIVE SERVICE; (D) THE MESSAGES AND INFORMATION SENT FROM THE BD-LIVE SERVICE BY USERS; (E) ANY PRODUCTS OR SERVICES OFFERED VIA THE BD-LIVE SERVICE, INCLUDING, BUT NOT LIMITED TO, HYPERTEXT LINKS OR OTHER INTERACTIVE FEATURES THAT ARE ACCESSIBLE OR DOWNLOADABLE THROUGH THE BD-LIVE SERVICE; AND/OR (F) SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE BD-LIVE SERVICE OR ANY LINKED SITE. COMPANY DOES NOT WARRANT THAT THE BD-LIVE SERVICE, ANY OF THE BD-LIVE SERVICE'S FUNCTIONS OR ANY CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE BD-LIVE SERVICE OR THE SERVERS THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
COMPANY DOES NOT WARRANT THAT YOUR ACTIVITIES OR USE OF THE BD-LIVE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, COMPANY SPECIFICALLY DISCLAIMS SUCH WARRANTIES. YOU UNDERSTAND THAT BY USING ANY OF THE FEATURES OF THE BD-LIVE SERVICE, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE BD-LIVE SERVICE OR THE CONTENT. FURTHER, COMPANY AND ITS SUBSIDIARIES AND AFFILIATES DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE. YOU EXPRESSLY AGREE THAT YOU WILL ASSUME THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE BD-LIVE SERVICE AND THE ACCURACY OR COMPLETENESS OF ITS CONTENT. THE COMPANY PARTIES SHALL NOT BE LIABLE FOR THE USE OF THE BD-LIVE SERVICE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO THIS AGREEMENT.
18. Limitation of Liability
YOU UNDERSTAND AND AGREE THAT COMPANY LIMITS ITS LIABILITY IN CONNECTION WITH YOUR USE OF THE BD-LIVE SERVICE AS SET FORTH BELOW:
UNDER NO CIRCUMSTANCES SHALL THE COMPANY PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (1) THE BD-LIVE SERVICE OR THE CONTENT; (2) THE USE OF, INABILITY TO USE, OR PERFORMANCE OF THE BD-LIVE SERVICE; (3) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY COMPANY, LAW ENFORCEMENT AUTHORITIES OR COPYRIGHT OWNERS REGARDING YOUR USE OF THE BD-LIVE SERVICE OR CONTENT; OR (4) ANY ERRORS OR OMISSIONS IN THE BD-LIVE SERVICES' TECHNICAL OPERATION, EVEN IF FORESEEABLE OR EVEN IF THE COMPANY PARTIES AND INDIVIDUALS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED, IN WHOLE OR IN PART, BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE BD-LIVE SERVICE). IN NO EVENT WILL THE COMPANY PARTIES AND INDIVIDUALS BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES, COUNTRIES, PROVENCES AND TERRITORIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE COMPANY PARTIES AND INDIVIDUALS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED ONE HUNDRED U.S. DOLLARS ($100).
THE PARTIES AND INDIVIDUALS ARE NOT RESPONSIBLE FOR ANY DAMAGE TO ANY USER'S COMPUTER, BLU-RAY DISC PLAYER, DVD PLAYER, MODEM, CELL PHONE, HARDWARE, SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY, INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION.
YOUR ACCESS TO AND USE OF THE BD-LIVE SERVICE IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE BD-LIVE SERVICE OR ANY OF THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE BD-LIVE SERVICE OR THE CONTENT.
YOU RECOGNIZE AND CONFIRM THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF COMPANY'S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, PROPERTY, PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE OR OTHER AUDIO/VISUAL CONTENT OWNED OR CONTROLLED BY COMPANY AND/OR ITS PARENTS, SUBSIDIARIES, AND/OR AFFILIATES OR YOUR UPLOAD INFORMATION, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY COMPANY WEB SITE, PROPERTY, PRODUCT, PROGRAM, TELEVISION SHOW, MOTION PICTURE OR OTHER AUDIO/VISUAL CONTENT OR YOUR UPLOAD INFORMATION OR ANY AND ALL ACTIVITIES OR ACTIONS RELATED THERETO.
BY ACCESSING THE BD-LIVE SERVICE, I UNDERSTAND THAT I MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
19. Governing Law, Venue and Jurisdiction
THESE TOU SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO ITS CONFLICTS OF LAWS RULES AND SPECIFICALLY WILL NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS, IF OTHERWISE APPLICABLE.
You agree that jurisdiction over and venue in any legal proceeding directly or indirectly arising out of or relating to the BD-Live Service, the use or access thereof, or these TOU must be in the state or federal courts located in New York, New York and you hereby consent and submit to the exclusive personal jurisdiction and venue of the courts located in New York, New York for any such legal proceeding.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the BD-Live Service or these TOU must be filed within one (1) year after such claim or cause of action arose or be forever barred.
To the fullest extent permitted by applicable law, you agree that any and all disputes, claims and causes of action you may have in connection with or related to the BD-Live Service will be resolved individually, without resort to any form of class action.
20. Miscellaneous
The Company’s failure to exercise or enforce any right or provision of these TOU shall not constitute a waiver of such right or provision.
These TOU, including all terms, conditions, and policies that are incorporated into these terms by reference, constitute the entire agreement between you and Company and govern your use of the BD-Live Service, superceding any prior agreements that you may have with Company.
If any part of these TOU is determined to be invalid or unenforceable pursuant to applicable law, then the invalid or unenforceable provision will be deemed superceded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the TOU shall continue in effect.