Terms of Service

UNITED STATES

1. Introduction and Overview.

These Terms of Use (“Terms”) form a legally binding agreement between you and Connected Ventures, LLC (“Connected Ventures”, “we”, “our”, or “us”), and govern your use of any of our online service platforms containing a link to these Terms, including our websites and apps, and all features, content, and other services that we own, control and make available through such online platforms (collectively, the “Service”).

In some instances, both these Terms and separate terms and conditions will apply to your use of the Service (“Additional Terms”) (including our our Video Privacy Notice and Consent , which applies to our video offerings on the Service and our Privacy Policy), and is incorporated herein. To the extent there is a conflict between these Terms and any applicable Additional Terms, the Additional Terms will take precedence unless they expressly state otherwise.

By using the Service, you agree to these Terms, and consent to our collection, use and disclosure practices, and other activities as described in our Privacy Policy. If you do not agree and consent, discontinue use of the Service.


2. Beta Release.

If any portion of the Service is in beta and not available to the public (“Beta”), the right to use a Beta account is personal and non-transferable to any other person or entity under any circumstances.


3. Service Use.

  1. CONTENT.

    The Service contains: (i) materials and other items relating to Connected Ventures and its products and services, and similar items from our licensors and other third parties, including all layout, information, databases, articles, posts, text, data, files, images, scripts, designs, graphics, instructions, illustrations, photographs, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material; (ii) trademarks, logos, trade names, trade dress, service marks, and trade identities of various parties, including those of Connected Ventures; and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”). All right, title, and interest in and to the Service and the Content is the property of Connected Ventures or our licensors or certain other third parties, and is protected by U.S. and international copyright, trademark, trade dress, patent and/or other intellectual property and unfair competition rights and laws to the fullest extent possible.

  2. LIMITED LICENSE.

    Subject to your strict compliance with these Terms and any applicable Additional Terms, Connected Ventures grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download, display, view, use, and play the Content on a personal computer, browser, laptop, tablet, mobile phone, or other internet-enabled device (each, a “Device”), in each case for your personal, non-commercial use only during the term of your Subscription (as defined in Section 6 below). The foregoing limited license (i) does not give you any ownership of, or any other intellectual property interest in, any Content, and (ii) may be suspended or terminated for any reason, in Connected Ventures’ sole discretion, and without advance notice or liability. Your unauthorized use of the Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability.

  3. ACCOUNTS.

    Certain features of the Service may require you to register an account. For example, you may need to register an account to access video content on the Service. When registering an account, you agree to: (i) provide true, accurate, current, and complete information; (ii) maintain and update this information to keep it true, accurate, current, and complete; (iii) protect and prevent unauthorized access to your account; (iv) not transfer or share your account with any third party; and (v) immediately notify us of any suspected or actual unauthorized use of your account or breach of security. Please note that you are solely responsible for all activities that occur under your account, whether or not you authorized the activity, and we are not liable for any loss or damage to you or any third party arising from your failure to comply with any of the foregoing obligations.

  4. RESTRICTIONS.

    You may not use the Service unless you are at least seventeen (17) years old.

    In addition to any other restrictions set forth in these Terms, you may not: (i) use the Service or Content for any political or commercial purpose; (ii) engage in any activity in connection with the Service or Content that is unlawful, harmful, offensive, sexually explicit, obscene, violent, threatening, harassing, abusive, falsely representative of your persona, invasive of someone else’s privacy, or otherwise objectionable to Connected Ventures; (iii) harvest any information from the Service or Content; (iv) reverse engineer or modify the Service or Content; (v) upload or transmit worms, viruses, or any other type of malicious or harmful code; (vi) interfere with the proper operation of or any security measure used by the Service or Content; (vii) infringe any intellectual property or other right of Connected Ventures or any third party; (viii) use the Service or Content in a manner that suggests an unauthorized association or is beyond the scope of the limited license granted to you; or (ix) otherwise violate these Terms or any applicable Additional Terms.

    You agree to comply with all local, state, federal, national, foreign, supranational, and international laws, statutes, ordinances, regulations, treaties, directives, and agreements that apply to your use of the Service and Content.

  5. AVAILABILITY.

    Connected Ventures may suspend or terminate the availability of the Service and Content, in whole or in part, to any individual user or all users, for any reason, in Connected Ventures’ sole discretion, and without advance notice or liability. Upon suspension or termination of your access to the Service, or upon notice from Connected Ventures, all rights granted to you under these Terms or any applicable Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Service and Content.

    Invitations to access third party service providers (e.g. Discord chat channels) are also subject to these Terms.

  6. RESERVATION OF RIGHTS.

    All rights not expressly granted to you are reserved by Connected Ventures and its licensors and other third parties. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. Any unauthorized use of the Content or Service for any purpose is prohibited.


4. Submissions.

When you submit any ideas, feedback, opinions, techniques, images, sounds, videos, or other content to us through or relating to the Service (“Submissions”), you grant us a non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, transferable and cost-free right and license to host, store, use, display, reproduce, modify, adapt, edit, combine with other materials, publish, distribute, create derivative works from, promote, exhibit, broadcast, syndicate, sublicense (including, without limitation, to third party media channels, platforms, and distributors), publicly perform, publicly display, and otherwise use and exploit in any manner whatsoever, or grant third parties the right to do any of the foregoing, all or any portion of your Submissions, for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. You further irrevocably grant us the right, but not the obligation, to use your name in connection with your Submissions. You also agree to waive any right of approval for our use of the rights granted herein and agree to waive any moral rights that you may have in any Submissions, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights in a manner that interferes with any exercise of the granted rights.

You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this Section. Our receipt of your Submissions is not an admission of their novelty, priority, or originality, and it does not impair our right to existing or future intellectual property rights relating to your Submissions. You waive any and all rights and claims in connection with our consideration, use, or development of any product, content, or other materials similar or identical to your Submission now or in the future.

You represent and warrant that you own or have the necessary rights, licenses, consents, and permissions to grant us the rights granted in this Section. You alone, though, retain whatever legally cognizable right, title, and interest that you have in your Submission and remain responsible for them.


5. Copyright Infringement.


6. Subscriptions and Products.

You will be required to pay for access to certain aspects of the Service (“Subscriptions”). For example, you need a Subscription in order to access certain video content on our Service. When purchasing a Subscription, you will be asked to supply certain information, including credit or debit card information. The information you supply will be saved in your account and used on all future Subscriptions. You agree that all information that you provide to us will be accurate, complete and current. You agree to pay all charges incurred by you or any other user of your account and/or any credit or debit card or other payment mechanism issued to you, including any applicable taxes and processing charges, if any, relating to your Subscriptions. If any problems arise with the credit or debit card associated with your Subscription (e.g, the payment method cannot be verified, is invalid, or is otherwise not acceptable), we will notify you via e-mail using the e-mail address associated with your account requesting that you resolve the problem, and may suspend or terminate your Subscription.

The period of your Subscription is based on the term you select (“Subscription Term”). Unless otherwise selected by you, the default Subscription Term is month-to-month. When you sign up for a Subscription, the card you use will continue to be automatically charged on the first day following the end of your then-current Subscription Term, on a re-occurring basis in accordance with the term length you have chosen, unless and until you cancel your Subscription.

The final cost of each Subscription may vary, and is determined based on your Subscription Term, the date you place your order, and any eligible discounts or promotions we offer and applied to your order. Any subscription discounts and promotions applied to your order will be displayed at the time of Subscription sign-up. Discounts and promotions may be valid for a limited time only and will not necessarily be applied to subsequent Subscription Terms. In the event we increase the price of a Subscription in which you are enrolled, we will e-mail you in advance of the price change going into effect. If you do not agree with the price change, please immediately cancel your Subscription using a method specified herein.

From time to time, we may offer trials of Subscriptions for a specified period without payment or at a reduced rate (a “Trial”). We will require you to provide your payment information to start the Trial. When you sign up for a Trial, the card you use will be automatically charged for a Subscription on the first day following the end of your Trial, and then automatically charged for a Subscription on a re-occurring basis, in accordance with the term duration you selected, unless and until you cancel your Subscription. Your Subscription will be subject to the terms set forth in this Section.You can cancel your Subscription or Trial, or change your billing addresses and/or preferred card at any time through your online account settings or by sending an e-mail to us at customercare@info.dropout.tv; such cancellation or changes will apply from the end of the current billing cycle. You may also change your Subscription Term through your account settings. Any charges already made to your card at the time of cancellation or change are non-refundable.

We do our best to describe every product or service offered on our Service as accurately as possible. However, we are human, and therefore we do not warrant that product specifications, pricing, or other content on the Service is complete, accurate, reliable, current, or error-free. Connected Ventures shall have the right to refuse or cancel any orders in its sole discretion, including in connection with any errors relating to pricing or specifications. If we charged you prior to our cancellation on this basis, we will issue a credit to your account in the amount of the charge.

If a product or service you purchased from Connected Ventures is not as described, your sole remedy is to cancel the purchase. If you cancel your Subscription, you will retain access to the Services and Content until the end of your then-current billing cycle, at which time we will terminate your Subscription and you will incur no further charges. For refund requests or questions about your refund, please send an e-mail to us at customercare@info.dropout.tv with information detailing the nature of the request. Any refund request must be made within thirty (30) days from date of purchase, and the product must have been purchased from Connected Ventures. For any purchases made through a third party, such as Apple, please contact their customer support. Their terms, conditions and policies, and not ours, apply and we do not handle returns or refund requests for purchases made through such third parties. Additional Terms may apply to Subscriptions and products.


7. Customer Support.

If you have any questions or comments, please send an e-mail to us at customercare@info.dropout.tv. You acknowledge that the provision of support is at Connected Ventures’ sole discretion and that we have no obligation to provide you with customer support of any kind. All legal notices to us must be mailed to: Connected Ventures, LLC, ℅ Legal Department, 555 W. 18th Street, New York, New York 10011 with a copy to legal@chmedia.com. When you communicate with us electronically, you consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.


8. Third Party Services.

Our Service contains content from and hyperlinks to websites, locations, platforms, and services operated and owned by third parties (“Third Party Services”). We may also integrate third party technologies into our Service and host our content on Third Party Services. These Third Party Services are not owned, controlled, or operated by us, and you acknowledge and agree that we are not responsible or liable for the information, content, products, technologies, or services on or available from such Third Party Services, or for the results to be obtained from using them. If you choose to access, transact with, or otherwise interact with any such Third Party Services, you do so at your own risk. For more information on our use of Third Party Services, see our Privacy Policy.


9. Service Features.

  1. WIRELESS FEATURES

    The Service may offer features that are available to you via your wireless Device including the ability to access the Service’s features and upload content to the Service (collectively, “Wireless Features”). By using the Service, you agree that Connected Ventures may collect information related to your use of the Wireless Features as described in our Privacy Policy, and may change, alter, or modify the settings or configurations on your Device in order to allow for or optimize your use of the Service. Data rates and other carrier fees may apply.

  2. LOCATION-BASED FEATURES.

    If you have location-based features on your wireless Device, you acknowledge that your Device location will be tracked and shared consistent with our Privacy Policy. You can terminate location tracking by us by adjusting the permissions in your Device or uninstalling our app. Location-based features are used at your own risk and location data may not be accurate.

  3. COMMUNICATIONS.

    1. E-mails: You can opt-out of receiving certain promotional e-mails from us at any time by following the instructions as provided in e-mails to click on the unsubscribe link, or sending an e-mail to us at unsubscribe@info.dropout.tv with the word UNSUBSCRIBE in the subject field of the e-mail. Your opt-out will not affect non-promotional e-mails, such as those about your account, transactions, servicing, or Connected Ventures’ ongoing business relations.

    2. Push Notifications: You can opt-out of receiving push notifications from us at any time by adjusting the permissions in your Device or uninstalling our app.

      Please note that any opt-out by you is limited to the e-mail address or device used and will not affect subsequent subscriptions.


10. Agreement to Arbitrate Disputes and Choice of Law.

PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
  1. WE BOTH AGREE TO ARBITRATE.

    You and Connected Ventures agree to resolve any claims relating to these Terms through final and binding arbitration, except to the extent you have in any manner violated or threatened to violate Connected Ventures’ intellectual property rights (for example, trademark, trade secret, copyright, or patent rights). Under such circumstances Connected Ventures may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Service, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described herein.

  2. WHAT IS ARBITRATION?

    Arbitration is more informal than a lawsuit in court and seeks to resolve disputes more quickly. Instead of a judge or a jury, the case will be decided by a neutral arbitrator who has the power to award the same damages and relief that a court can. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced.

  3. ARBITRATION PROCEDURES.

    The Federal Arbitration Act governs the interpretation and enforcement of this dispute resolution provision. Arbitration shall be initiated through JAMS. Any dispute, controversy, or claim arising out of or relating to these Terms shall be referred to and finally determined by arbitration in accordance with the JAMS Streamlined Arbitration Rules and Procedures in front of one arbitrator. If there is a conflict between JAMS Rules and the rules set forth in these Terms, the rules set forth in this Terms will govern. The JAMS Rules and instructions for how to initiate an arbitration are available from JAMS at http://www.jamsadr.com or 1-800-352-5267. To initiate arbitration, you or Connected Ventures must do the following things:

    1. Write a demand for Arbitration. The demand must include a description of the Claim and the amount of damages sought to be recovered. You can find a copy of a demand for Arbitration at www.jamsadr.com.

    2. Send three copies of the demand for Arbitration, plus the appropriate filing fee to: JAMS to your local JAMS office or to JAMS, Two Embarcadero Center, Suite 1500, San Francisco, CA 94111.

    3. Send one copy of the demand for Arbitration to the other party.

    Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules. If traveling to New York is a burden, you may participate in the arbitration by phone or via document submission to the fullest extent allowable by the arbitrator. Each party will bear their own costs of arbitration unless the arbitrator directs that bearing such costs would be an undue burden and in that case, we will pay for your portion of the arbitration administrative costs (but not your attorneys’ fees). Arbitration under this agreement shall be held in the United States in New York, NY under New York law without regard to its conflict of laws provisions. The arbitration may award on an individual basis the same damages and relief as a court (including injunctive relief). Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

  4. AUTHORITY OF ARBITRATOR.

    The arbitrator will decide the rights and liabilities, if any, of you and Connected Ventures, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the Arbitration Rules, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and Connected Ventures.

  5. WAIVER OF CLASS ACTIONS.

    You waive any right to pursue an action against us on a class-wide basis and may only resolve disputes with us on an individual basis, and may not bring a claim against us as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.

  6. WAIVER OF JURY TRIAL.

    THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between you and Connected Ventures in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND CONNECTED VENTURES WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING TO ACCEPT THIS AGREEMENT TO ARBITRATE.

  7. CHOICE OF LAW/FORUM SELECTION.

    In any circumstances where the Agreement to Arbitrate Disputes permits the parties to litigate in court, these Terms shall be governed by and construed in accordance with the laws of the State of New York, excluding its conflict of law rules. You further expressly consent and agree to submit to the exclusive jurisdiction and venue of a court of competent jurisdiction located in New York, NY.


11. Disclaimer of Representations and Warranties.

THE SERVICE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER CONNECTED VENTURES NOR ANY OF ITS OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “CONNECTED VENTURES PARTIES”) MAKE ANY REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND FREEDOM FROM INTERRUPTION, ERROR OR COMPUTER VIRUSES. BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE.

NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CONNECTED VENTURES INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.


12. Limitations of Our Liability.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE CONNECTED VENTURES PARTIES BE LIABLE TO YOU FOR ANY LOSS, DAMAGE OR INJURY OF ANY KIND INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD-WILL, ARISING OUT OF OR IN CONNECTION WITH (A) THE SERVICE, (B) THESE TERMS OR (C) YOUR MISUSE OF THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT, INDEMNIFICATION, TORT, STRICT LIABILITY, STATUTE OR ANY OTHER LEGAL OR EQUITABLE THEORY.

NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS HEREIN DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CONNECTED VENTURES INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.


13. Indemnification.

You agree to defend, indemnify and hold harmless the Connected Ventures Parties from and against any and all claims, liabilities, damages, losses, costs and expenses (including, reasonable attorneys’ fees and costs) arising out of or in connection with any of the following: (i) your breach or alleged breach of these Terms; (ii) your Submissions; (iii) your misuse of the Service; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental or quasi-governmental authorities; (v) your violation of the rights of any third party, including any intellectual property right, publicity, confidentiality, property or privacy right; (vi) your use of a Third Party Service; or (vii) any misrepresentation made by you. Connected Ventures reserves the right to assume, at your expense, the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with Connected Ventures’ defense of any claim. You will not in any event settle any claim without the prior written consent of Connected Ventures.

This provision does not require you to indemnify us for any unconscionable commercial practice by us or for our fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Service.


14. Waiver of Injunctive or other Equitable Relief.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT YOU WILL NOT BE PERMITTED TO OBTAIN AN INJUNCTION OR OTHER EQUITABLE RELIEF OF ANY KIND, SUCH AS ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, SUBMISSIONS, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY CONNECTED VENTURES OR A LICENSOR OF CONNECTED VENTURES.


15. Updates to Terms.

We reserve the right, at any time in our sole discretion, to modify or replace any part of these Terms and any applicable Additional Terms, without prior notice. You agree that we may notify you of any updated Terms and any applicable Additional Terms by posting them on the Service so that they are accessible via a link from the home page, and/or to send you an e-mail to the last e-mail address you provided to us. All such changes are effective immediately when we post them, or such later date as may be specified in the notice of updated Terms and any applicable Additional Terms. If you object to any such changes, your sole recourse is to cease using the Service. Your continued use of the Service will be considered acceptance of the updated Terms or the Additional Terms (as the context requires).


16. General Provisions.

  1. CONSENT OR APPROVAL.

    No Connected Ventures consent or approval may be deemed to have been granted by Connected Ventures without being in writing and signed by an officer of Connected Ventures.

  2. SURVIVAL.

    The provisions of these Terms and any applicable Additional Terms, which by their nature should survive termination of your use of the Service, including sections on Service Use (except for the limited license), Submissions, Copyright Infringement, Subscriptions and Products, Customer Support, Third Party Services, Service Features, Agreement to Arbitrate Disputes and Choice of Law, Disclaimer of Representations and Warranties, Limitations of Our Liability, Indemnification, Waiver of Injunctive or Other Equitable Relief, Updates to Terms, and General Provisions, will survive.

  3. SEVERABILITY; INTERPRETATION; ASSIGNMENT.

    If any provision of these Terms, or any applicable Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the Additional Terms. You hereby waive any applicable statutory and common law that may permit a contract to be construed against its drafter. The summaries of provisions and section headings are provided for convenience only and shall not limit the full Terms. Connected Ventures may assign its rights and obligations under these Terms and any applicable Additional Terms, in whole or in part, to any party at any time without any notice. These Terms and any applicable \Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Connected Ventures.

  4. COMPLETE AGREEMENT; NO WAIVER.

    These Terms, and any applicable Additional Terms, reflect our complete agreement regarding the Service and supersede any prior agreements, representations, warranties, assurances or discussion related to the Service. Except as expressly set forth in these Terms or any applicable Additional Terms, (i) no failure or delay by you or Connected Ventures in exercising any of rights, powers, or remedies under will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms or any applicable Additional Terms will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.

  5. INTERNATIONAL ISSUES.

    Connected Ventures controls and operates the Service from the U.S., and Connected Ventures makes no representation that the Service is appropriate or available for use beyond the U.S. You agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms or to any sale of goods carried out as a result of your use of the Service. Software related to or made available by the Service may be subject to export controls of the U.S., and, except as authorized by law, you agree and warrant not to export or re-export the software to any county, or to any person, entity, or end-user subject to U.S. export controls or sanctions.

  6. INVESTIGATIONS; COOPERATION WITH LAW ENFORCEMENT.

    Connected Ventures reserves the right to investigate and prosecute any suspected breaches of these Terms or the Service. Connected Ventures may disclose any information as necessary to satisfy any law, regulation, legal process or governmental request.

  7. CALIFORNIA CONSUMER RIGHTS AND NOTICES.

    Residents of California are entitled to the following specific consumer rights information: you may contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs by mail at: 400 R St., Suite 1080, Sacramento, California, 95814, or by telephone at (916) 445-1254. Their website is located at: http://www.dca.ca.gov

  8. NEW JERSEY RIGHTS.

    The sections on Indemnification, Limitation of Our Liability, and Disclaimer of Representations and Warranties do not apply to New Jersey residents.

  9. TERMS APPLICABLE FOR APPLE IOS.

    If you are using the Service through an Apple Device, the following terms apply:

    1. To the extent that you are accessing the Service through an Apple Device, you acknowledge that these Terms are entered into between you and Connected Ventures and, that Apple, Inc. (“Apple”) is not a party to these Terms other than as third-party beneficiary as contemplated below.

    2. The license granted to you in these Terms is subject to the permitted Usage Rules set forth in the App Store Terms of Service (see: http://www.apple.com/legal/itunes/us/terms.html) and any third party terms of agreement applicable to the Service.

    3. You acknowledge that Connected Ventures, and not Apple, is responsible for providing the Service and Content thereof.

    4. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or any support services to you with respect to the Service.

    5. To the maximum extent not prohibited by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Service.

    6. Notwithstanding anything to the contrary herein, and subject to the terms in these Terms, you acknowledge that, solely as between Apple and Connected Ventures, Connected Ventures, and not Apple is responsible for addressing any claims you may have relating to the Service, or your possession and/or use thereof, including, but not limited, to: (a) product liability claims; (b) any claim that the Service fails to confirm to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.

    7. Further, you agree that if the Service, or your possession and use of the Service, infringes on a third party’s intellectual property rights, you will not hold Apple responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claims.

    8. You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

    9. When using the Service, you agree to comply with any and all third party terms that are applicable to any platform, website, technology or service that interacts with the Service.

    CANADA

    1. Introduction and Overview.

    These Terms of Use (“Terms”) set forth a legally binding agreement between you and Connected Ventures, LLC (“Connected Ventures”, “we”, “our”, or “us”), and govern your use in Canada of any online service location that posts a link to these Terms, including our websites and apps, and all features, content, and other services that we own, control and make available through such online service location (collectively, the “Service”).

    In some instances, both these Terms and separate terms elsewhere on the Service that will be provided to you prior to your use of the Service will apply to your use of the Service (“Additional Terms”). For example, our Video Privacy Notice and Consent applies to our video offerings on the Service, and is incorporated herein. To the extent there is a conflict between these Terms and any applicable Additional Terms, the Additional Terms will control unless they expressly state otherwise.

    By using the Service, you agree to these Terms, and consent to our collection, use and disclosure practices, and other activities as described in our Privacy Policy. If you do not agree and consent, discontinue use of the Service.

     

    2. Beta Release.

    If any portion of the Service is in beta and not available to the public (“Beta”), the right to use a Beta account is personal and non-transferable to any other person or entity under any circumstances.

    3. Service Use.

    1. CONTENT.

      The Service contains: (i) materials and other items relating to Connected Ventures and its products and services, and similar items from our licensors and other third parties, including all layout, information, databases, articles, posts, text, data, files, images, scripts, designs, graphics, instructions, illustrations, photographs, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material; (ii) trademarks, logos, trade names, trade dress, service marks, and trade identities of various parties, including those of Connected Ventures; and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”). All right, title, and interest in and to the Service and the Content is the property of Connected Ventures or our licensors or certain other third parties, and is protected by United States, Canadian, and international copyright, trademark, trade dress, patent and/or other intellectual property and unfair competition rights and laws to the fullest extent possible.

    2. LIMITED LICENSE.

      Subject to your strict compliance with these Terms and any applicable Additional Terms, Connected Ventures grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download, display, view, use, and play the Content on a personal computer, browser, laptop, tablet, mobile phone, or other internet-enabled device (each, a “Device”), in each case for your personal, non-commercial use only. The foregoing limited license (i) does not give you any ownership of, or any other intellectual property interest in, any Content, and (ii) may be suspended or terminated for any reason, in Connected Ventures’ sole discretion, and without advance notice or liability. Your unauthorized use of the Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability.

    3. ACCOUNTS.

      Certain features of the Service may require you to register an account. For example, you may need to register an account to access video content on the Service. When registering an account, you agree to: (i) provide true, accurate, current, and complete information; (ii) maintain and update this information to keep it true, accurate, current, and complete; (iii) protect and prevent unauthorized access to your account; (iv) not transfer or share your account with any third party; and (v) immediately notify us of any suspected or actual unauthorized use of your account or breach of security. Please note that you are solely responsible for all activities that occur under your account, whether or not you authorized the activity, and we are not liable for any loss or damage to you or any third party arising from your failure to comply with any of the foregoing obligations.

    4. RESTRICTIONS.

      You may not use the Service unless you are at least the age of majority in the jurisdiction where you are using the Service.

      You may not: (i) use the Service or Content for any political or commercial purpose; (ii) engage in any activity in connection with the Service or Content that is unlawful, harmful, offensive, sexually explicit, obscene, violent, threatening, harassing, abusive, falsely representative of your persona, invasive of someone else’s privacy, or otherwise objectionable to Connected Ventures; (iii) harvest any information from the Service or Content; (iv) reverse engineer or modify the Service or Content; (v) interfere with the proper operation of or any security measure used by the Service or Content; (vi) infringe any intellectual property or other right of any third party; (vii) use the Service or Content in a manner that suggests an unauthorized association or is beyond the scope of the limited license granted to you; or (viii) otherwise violate these Terms or any applicable Additional Terms.

      You agree to comply with all local, provincial, federal, national, foreign, supranational, and international laws, statutes, ordinances, regulations, treaties, directives, and agreements that apply to your use of the Service and Content.

    5. AVAILABILITY.

      Connected Ventures may, to the maximum extent permitted by law, suspend or terminate the availability of the Service and Content, in whole or in part, to any individual user or all users, for any reason, in Connected Ventures’ sole discretion, and without advance notice or liability. Upon suspension or termination of your access to the Service, or upon notice from Connected Ventures, all rights granted to you under these Terms or any applicable Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Service and Content.

    6. RESERVATION OF RIGHTS.

      All rights not expressly granted to you are reserved by Connected Ventures and its licensors and other third parties. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. Any unauthorized use of the Content or Service for any purpose is prohibited.

     

    4. Submissions.

    When you submit any ideas, feedback, opinions, techniques, images, sounds, videos, or other content to us through or relating to the Service (“Submissions”), you grant us a non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, transferable and cost-free right and license to host, store, use, display, reproduce, modify, adapt, edit, combine with other materials, publish, distribute, create derivative works from, promote, exhibit, broadcast, syndicate, sublicense (including, without limitation, to third party media channels, platforms, and distributors), publicly perform, publicly display, and otherwise use and exploit in any manner whatsoever, or grant third parties the right to do any of the foregoing, all or any portion of your Submissions, for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. You further irrevocably grant us the right, but not the obligation, to use your name in connection with your Submissions. You also agree to waive any right of approval for our use of the rights granted herein and agree to waive any moral rights that you may have in any Submissions, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights in a manner that interferes with any exercise of the granted rights.

    You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this Section. Our receipt of your Submissions is not an admission of their novelty, priority, or originality, and it does not impair our right to existing or future intellectual property rights relating to your Submissions. You waive any and all rights and claims in connection with our consideration, use, or development of any product, content, or other materials similar or identical to your Submission now or in the future.

    You represent and warrant that you own or have the necessary rights, licenses, consents, and permissions to grant us the rights granted in this Section. You alone, though, retain whatever legally cognizable right, title, and interest that you have in your Submission and remain responsible for them.

     

    5. Intentionally omitted.

    6. Subscriptions and Products.

    Certain areas of the Service require payment before you can access them (“Subscriptions”). For example, you need a Subscription in order to access certain video content on our Service. All prices listed by us on the Site are in United States Dollars and inclusive of applicable taxes and duties. When purchasing a Subscription, you will be asked to supply certain information, including credit or debit card information. The information you supply will be saved in your account and used on all future Subscriptions. You agree that all information that you provide to us will be accurate, complete and current. You agree to pay all charges incurred by you or any other user of your account and/or any credit or debit card or other payment mechanism issued to you, including any applicable taxes and processing charges, if any, relating to your Subscriptions. If any problems arise with the credit or debit card associated with your Subscription, we will notify you via e-mail using the address associated with your account requesting that you resolve the problem, and may suspend or terminate your Subscription.

    The period of your Subscription is based on the term you select (“Subscription Term”). Unless otherwise selected by you, the default Subscription Term is month-to-month. When you sign up for a Subscription, the card you use will continue to be automatically charged on the first day following the end of your then-current Subscription Term, on a re-occurring basis in accordance with the term length you have chosen, unless and until you cancel your Subscription. If that card is no longer available (e.g., if it has expired) we will bill any other card that you have saved in your account.

    The final cost of each Subscription may vary, and is determined based on your Subscription Term, the date you place your order, and any eligible discounts or promotions we offer and applied to your order. Subscription discounts and promotions applied to your order will be displayed at the time of Subscription sign-up, and will not necessarily be applied to subsequent Subscription Terms.

    Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies: In the event we increase the price of a Subscription in which you are enrolled, we will e-mail you in advance of the price change going into effect. If you do not agree with the price change, please immediately cancel your Subscription using a method specified herein or follow such other process as set out in such e-mail.

    From time to time, we may offer trials of Subscriptions for a specified period without payment or at a reduced rate (a “Trial”). We will require you to provide your payment information to start the Trial. When you sign up for a Trial, the card you use will be automatically charged for a Subscription on the first day following the end of your Trial, and then automatically charged for a Subscription on a re-occurring basis, in accordance with the term duration you selected, unless and until you cancel your Subscription. Your Subscription will be subject to the terms set forth in this Section. You can cancel your Subscription or Trial, or change your billing addresses and/or preferred card at any time through your online account settings or by sending an e-mail to us at customercare@info.dropout.tv; such cancellation or changes will apply on a going-forward basis. You may also change your Subscription Term through your account settings. Any charges already made to your card at the time of cancellation or change are non-refundable.

    Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies: We do our best to describe every product or service offered on our Service as accurately as possible. However, we are human, and therefore we do not, to the maximum extent permitted by law, warrant that product specifications, pricing, or other content on the Service is complete, accurate, reliable, current, or error-free.

    If a product or service you purchased from Connected Ventures is not as described, to the maximum extent permitted by law, your sole remedy is to cancel the purchase and receive a credit for the purchase price. For refund requests please send an e-mail to us at customercare@info.dropout.tv with information detailing the nature of the request. Any refund request must be made within thirty (30) days from date of purchase, and the product must have been purchased from Connected Ventures. For any purchases made through a third party, such as Apple, please contact their customer support. Their terms, conditions and policies, and not ours, apply and we do not handle returns or refund requests for purchases made through such third parties. Additional Terms may apply to Subscriptions and products.

    Connected Ventures shall have the right to refuse or cancel any orders in its sole discretion, including in connection with any errors relating to pricing or specifications. If we charged you prior to our cancellation, we will issue a credit to your account in the amount of the charge.

     

    7. Customer Support.

    If you have any questions or comments, please send an e-mail to us at customercare@info.dropout.tv. You acknowledge that the provision of support is at Connected Ventures’ sole discretion and that we have no obligation to provide you with customer support of any kind. All legal notices to us must be mailed to: Connected Ventures, LLC, ℅ Legal Department, 555 W. 18th Street, New York, New York 10011 with a copy to legal@chmedia.com. When you communicate with us electronically, you consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

     

    8. Third Party Services.

    Our Service contains content from and hyperlinks to websites, locations, platforms, and services operated and owned by third parties (“Third Party Services”). We may also integrate third party technologies into our Service and host our content on Third Party Services. These Third Party Services are not owned, controlled, or operated by us, and you acknowledge and agree that we are not responsible or liable for the information, content, products, technologies, or services on or available from such Third Party Services, or for the results to be obtained from using them. If you choose to access, transact with, or otherwise interact with any such Third Party Services, you do so at your own risk. For more information on Third Party Services, see our Privacy Policy.

     

    9. Service Features.

    1. WIRELESS FEATURES

      The Service may offer features that are available to you via your wireless Device including the ability to access the Service’s features and upload content to the Service (collectively, “Wireless Features”). By using the Service, you agree that Connected Ventures may collect information related to your use of the Wireless Features as described in our Privacy Policy, and may change, alter, or modify the settings or configurations on your Device in order to allow for or optimize your use of the Service. Data rates and other carrier fees may apply.

    2. LOCATION-BASED FEATURES.

      If you have location-based features on your wireless Device, you acknowledge that your Device location will be tracked and shared consistent with the Privacy Policy. You can terminate location tracking by us by adjusting the permissions in your Device or uninstalling our app. Location-based features are used at your own risk and location data may not be accurate.

    3. COMMUNICATIONS.

      1. E-mails: You can opt-out of receiving certain promotional e-mails from us at any time by following the instructions as provided in e-mails to click on the unsubscribe link, or sending an e-mail to us at unsubscribe@info.dropout.tv with the word UNSUBSCRIBE in the subject field of the e-mail. Your opt-out will not affect non-promotional e-mails, such as those about your account, transactions, servicing, or Connected Ventures’ ongoing business relations.
      2. Push Notifications: You can opt-out of receiving push notifications from us at any time by adjusting the permissions in your Device or uninstalling our app.

        Please note that any opt-out by you is limited to the e-mail address or device used and will not affect subsequent subscriptions.

     

    10. Canadian Dispute Resolution.

    PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO HAVE A JURY HEAR YOUR CLAIMS.

    1. WAIVER OF JURY TRIAL.

      TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PARTIES HEREBY WAIVE THEIR RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY

    2. CHOICE OF LAW/FORUM SELECTION.

      Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies: These Terms shall be governed by and construed in accordance with the laws of the State of New York, excluding its conflict of law rules. You further expressly consent and agree to submit to the non-exclusive jurisdiction and venue of a court of competent jurisdiction located in New York, NY.

     

    11. Disclaimer of Representations and Warranties.

    Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies: THE SERVICE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS. NEITHER CONNECTED VENTURES NOR ANY OF ITS OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “CONNECTED VENTURES PARTIES”) MAKE ANY REPRESENTATIONS, WARRANTIES, CONDITIONS, OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND FREEDOM FROM COMPUTER VIRUS. BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE.
    NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CONNECTED VENTURES INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.

    12. Limitations of Our Liability.

    Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies: TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE CONNECTED VENTURES PARTIES BE LIABLE TO YOU FOR ANY LOSS, DAMAGE OR INJURY OF ANY KIND INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD-WILL, ARISING OUT OF OR IN CONNECTION WITH (A) THE SERVICE, (B) THESE TERMS OR (C) YOUR MISUSE OF THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT, INDEMNIFICATION, TORT, STRICT LIABILITY, STATUTE OR ANY OTHER LEGAL OR EQUITABLE THEORY.

    NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS HEREIN DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CONNECTED VENTURES INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.

    13. Indemnification.

    You agree to defend, indemnify and hold harmless the Connected Ventures Parties from and against any and all claims, liabilities, damages, losses, costs and expenses (including, reasonable attorneys’ fees and costs) arising out of or in connection with any of the following: (i) your breach or alleged breach of these Terms; (ii) your Submissions; (iii) your misuse of the Service; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental or quasi-governmental authorities; (v) your violation of the rights of any third party, including any intellectual property right, publicity, confidentiality, property or privacy right; (vi) your use of a Third Party Service; or (vii) any misrepresentation made by you. Connected Ventures reserves the right to assume, at your expense, the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with Connected Ventures’ defense of any claim. You will not in any event settle any claim without the prior written consent of Connected Ventures.

    This provision does not require you to indemnify us for any unconscionable commercial practice by us or for our fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Service.

    14. Waiver of Injunctive or other Equitable Relief.

    Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT YOU WILL NOT BE PERMITTED TO OBTAIN AN INJUNCTION OR OTHER EQUITABLE RELIEF OF ANY KIND, SUCH AS ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, SUBMISSIONS, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY CONNECTED VENTURES OR A LICENSOR OF CONNECTED VENTURES.

    15. Updates to Terms.

    Not applicable to the residents of Quebec to which the Quebec Consumer Protection Act applies: We reserve the right, at any time in our sole discretion, to modify or replace any part of these Terms and any applicable Additional Terms, including where permitted by law without prior notice. You agree that we may notify you of any updated Terms and any applicable Additional Terms by posting them on the Service so that they are accessible via a link from the home page, and/or to send you an e-mail to the last e-mail address you provided to us. All such changes are, to the maximum extent permitted by law, effective immediately when we post them, or such later date as may be specified in the notice of updated Terms and any applicable Additional Terms. If you object to any such changes, to the maximum extent permitted by law, your sole recourse is to cease using the Service.

    16. General Provisions.

    1. CONSENT OR APPROVAL.

      No Connected Ventures consent or approval may be deemed to have been granted by Connected Ventures without being in writing and signed by an officer of Connected Ventures.

    2. SURVIVAL.

      The provisions of these Terms and any applicable Additional Terms, which by their nature should survive termination of your use of the Service, including sections on Service Use (except for the limited license), Submissions, Copyright Infringement, Subscriptions and Products, Customer Support, Third Party Services, Service Features, Agreement to Arbitrate Disputes and Choice of Law, Disclaimer of Representations and Warranties, Limitations of Our Liability, Indemnification, Waiver of Injunctive or Other Equitable Relief, Updates to Terms, and General Provisions, will survive.

    3. SEVERABILITY; INTERPRETATION; ASSIGNMENT.

      If any provision of these Terms, or any applicable Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the Additional Terms. You hereby waive any applicable statutory and common law that may permit a contract to be construed against its drafter. The summaries of provisions and section headings are provided for convenience only and shall not limit the full Terms. Connected Ventures may assign its rights and obligations under these Terms and any applicable Additional Terms, in whole or in part, to any party at any time without any notice. These Terms and any applicable Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Connected Ventures.

    4. COMPLETE AGREEMENT; NO WAIVER.

      These Terms, and any applicable Additional Terms, reflect our complete agreement regarding the Service and supersede any prior agreements, representations, warranties, assurances or discussion related to the Service. Except as expressly set forth in these Terms or any applicable Additional Terms, (i) no failure or delay by you or Connected Ventures in exercising any of rights, powers, or remedies under will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms or any applicable Additional Terms will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.

    5. INTERNATIONAL ISSUES.

      Connected Ventures controls and operates the Service from the U.S. You agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms or to any sale of goods carried out as a result of your use of the Service. Software related to or made available by the Service may be subject to export controls of the U.S. or Canada, and, except as authorized by law, you agree and warrant not to export or re-export the software to any county, or to any person, entity, or end-user subject to U.S. or Canadian export controls or sanctions.

    6. INVESTIGATIONS; COOPERATION WITH LAW ENFORCEMENT.

      Connected Ventures reserves the right to investigate and prosecute any suspected breaches of these Terms or the Service. Connected Ventures may disclose any information as necessary to satisfy any law, regulation, legal process or governmental request.

    7. ENGLISH LANGUAGE AGREEMENT.

      The parties acknowledge that they have required this Agreement to be written in English. Les parties aux présentes reconnaissent qu’elles ont exigé que la présente entente soit rédigée en anglais.

    8. TERMS APPLICABLE FOR APPLE IOS.

      If you are using the Service through an Apple Device, the following terms apply:

      1. To the extent that you are accessing the Service through an Apple Device, you acknowledge that these Terms are entered into between you and Connected Ventures and, that Apple, Inc. (“Apple”) is not a party to these Terms other than as third-party beneficiary as contemplated below.

      2. The license granted to you in these Terms is subject to the permitted Usage Rules set forth in the App Store Terms of Service (see: https://www.apple.com/legal/internet-services/itunes/ca/terms.html) and any third party terms of agreement applicable to the Service.

      3. You acknowledge that Connected Ventures, and not Apple, is responsible for providing the Service and Content thereof.

      4. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or any support services to you with respect to the Service.

      5. To the maximum extent not prohibited by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Service.

      6. Notwithstanding anything to the contrary herein, and subject to the terms in these Terms, you acknowledge that, solely as between Apple and Connected Ventures, Connected Ventures, and not Apple is responsible for addressing any claims you may have relating to the Service, or your possession and/or use thereof, including, but not limited, to: (a) product liability claims; (b) any claim that the Service fails to confirm to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.

      7. Further, you agree that if the Service, or your possession and use of the Service, infringes on a third party’s intellectual property rights, you will not hold Apple responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claims.

      8. You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

      9. When using the Service, you agree to comply with any and all third party terms that are applicable to any platform, website, technology or service that interacts with the Service.

    AUSTRALIA/NEW ZEALAND

    1. Introduction and Overview.

    These Terms of Use (“Terms”) form a legally binding agreement between you and Connected Ventures, LLC (“Connected Ventures”, “we”, “our”, or “us”), and governs your use of any of our online platforms, including our websites and apps, and all features, content, and other services that we own, control and make available through such online platforms (collectively, the “Service”).

    In some instances, both these Terms and separate terms and conditions will apply to your use of the Service (“Additional Terms”) (including our Video Privacy Notice and Consent, which applies to our video offerings on the Service and our Privacy Policy), and are incorporated into and will form part of these Terms. To the extent there is a conflict between these Terms and any applicable Additional Terms, the Additional Terms will take precedence unless they expressly state otherwise.

    By using the Service, you agree to these Terms, and consent to our collection, use and disclosure practices, and other activities as described in our Privacy Policy. If you do not agree and consent, discontinue use of the Service.

     

    2. Beta Release.

    If any portion of the Service is in beta and not available to the public (“Beta”), the right to use a Beta account is personal and non-transferable to any other person or entity under any circumstances.

     

    3. Service Use.

    1. CONTENT.

      The Service contains: (i) materials and other items relating to Connected Ventures and its products and services, and similar items from our licensors and other third parties, including all layout, information, databases, articles, posts, text, data, files, images, scripts, designs, graphics, instructions, illustrations, photographs, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Service, and the compilation, assembly, and arrangement of the materials of the Service and any and all copyrightable material; (ii) trademarks, logos, trade names, trade dress, service marks, and trade identities of various parties, including those of Connected Ventures; and (iii) other forms of intellectual property (all of the foregoing, collectively “Content”). All right, title, and interest in and to the Service and the Content is the property of Connected Ventures, our licensors or certain other third parties, and is protected by applicable local and international copyright, trademark, trade dress, patent and/or other intellectual property and unfair competition rights and laws to the fullest extent possible.

    2. LIMITED LICENSE.

      Subject to your strict compliance with these Terms and any applicable Additional Terms, Connected Ventures grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download, display, view, use, and play the Content on a personal computer, browser, laptop, tablet, mobile phone, or other internet-enabled device (each, a “Device”), in each case for your personal, non-commercial use, solely while you maintain an account with us. The foregoing limited license (i) does not give you any ownership of, or any other intellectual property interest in, any Content, and (ii) may be suspended or terminated without advance notice or liability if, in our reasonable opinion, we consider that your conduct has violated or may violate, our rights or the rights of a third party, or you have otherwise failed to comply with any provision of these Terms or any applicable law. Your unauthorized use of the Content may violate copyright, trademark, privacy, publicity, communications, and other laws, and any such use may result in your personal liability, including potential criminal liability.

    3. ACCOUNTS.

      Certain features of the Service may require you to register an account. For example, you may need to register an account to access video content on the Service. When registering an account, you agree to: (i) provide true, accurate, current, and complete information; (ii) maintain and update this information to keep it true, accurate, current, and complete; (iii) protect and prevent unauthorized access to your account; (iv) not transfer or share your account with any third party; and (v) immediately notify us of any suspected or actual unauthorized use of your account or breach of security. Please note that you are solely responsible for all activities that occur under your account, whether or not you authorized the activity, and to the fullest extent permitted by law, we are not liable for any loss or damage to you or any third party arising from your failure to comply with any of the foregoing obligations.

    4. RESTRICTIONS.

      You may not use the Service unless you are at least eighteen (18) years old.

      In addition to any other restrictions set forth in these Terms, you may not: (i) use the Service or Content for any political or commercial purpose; (ii) engage in any activity in connection with the Service or Content that is unlawful, harmful, offensive, sexually explicit, obscene, violent, threatening, harassing, abusive, falsely representative of your persona, invasive of someone else’s privacy, or otherwise objectionable to Connected Ventures; (iii) harvest any information from the Service or Content; (iv) reverse engineer or modify the Service or Content; (v) upload or transmit worms, viruses or any other type of malicious or harmful code; (vi) interfere with the proper operation of or any security measure used by the Service or Content; (vii) infringe any intellectual property or other right of Connected Ventures or any third party; (viii) use the Service or Content in a manner that suggests an unauthorized association or is beyond the scope of the limited license granted to you; or (ix) otherwise violate these Terms or any applicable Additional Terms. We reserve the right to terminate your use of the Service for violating any of the restrictions in this clause.

      You agree to comply with all local, state, federal, national, foreign, supranational, and international laws, statutes, ordinances, regulations, treaties, directives, and agreements that apply to your use of the Service and Content.

    5. AVAILABILITY.

      Connected Ventures may suspend or terminate the availability of the Service and Content, in whole or in part, to any individual user or all users, for any reason, in Connected Ventures’ sole discretion, and without advance notice or liability. Upon suspension or termination of your access to the Service, or upon notice from Connected Ventures, all rights granted to you under these Terms or any applicable Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Service and Content.

    6. RESERVATION OF RIGHTS.

      All rights not expressly granted to you are reserved by Connected Ventures and its licensors and other third parties. No right or license may be construed, under any legal theory, by implication, estoppel, industry custom, or otherwise. Any unauthorized use of the Content or Service for any purpose is prohibited.

    7. SUBMISSIONS.

      When you submit any ideas, feedback, opinions, techniques, images, sounds, videos, or other content to us through or relating to the Service (“Submissions”), you grant us a non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, transferable and cost-free right and license to host, store, use, display, reproduce, modify, adapt, edit, combine with other materials, publish, distribute, create derivative works from, promote, exhibit, broadcast, syndicate, sublicense (including, without limitation, to third party media channels, platforms, and distributors), publicly perform, publicly display, and otherwise use and exploit in any manner whatsoever, or grant third parties the right to do any of the foregoing, all or any portion of your Submissions, for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. You further irrevocably grant us the right, but not the obligation, to use your name in connection with your Submissions. To the fullest extent permitted by law, you also agree to waive any right of approval for our use of the rights granted herein and agree to waive any moral rights that you may have in any Submissions, even if it is altered or changed in a manner not agreeable to you. To the extent not waivable, you irrevocably agree not to exercise such rights in a manner that interferes with any exercise of the granted rights.

      You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this Section. Our receipt of your Submissions is not an admission of their novelty, priority, or originality, and it does not impair our right to existing or future intellectual property rights relating to your Submissions. You waive any and all rights and claims in connection with our consideration, use, or development of any product, content, or other materials similar or identical to your Submission now or in the future.

      You represent and warrant that you own or have the necessary rights, licenses, consents, and permissions to grant us the rights granted in this Section. You alone, though, retain whatever legally cognizable right, title, and interest that you have in your Submission and remain responsible for them.

     

    5. Intentionally omitted.

     

    6. Subscriptions and Products.

    You will be required to pay for access to certain aspects of the Service (“Subscriptions”). For example, you need a Subscription in order to access certain video content on our Service. All prices listed by us on the Site are in United States Dollars and inclusive of applicable taxes and duties. When purchasing a Subscription, you will be asked to supply certain information, including credit or debit card information. The information you supply will be saved in your account and used on all future Subscriptions. You agree that all information that you provide to us will be accurate, complete and current. You agree to pay all charges incurred by you or any other user of your account and/or any credit or debit card or other payment mechanism issued to you, including any applicable taxes and processing charges, if any, relating to your Subscriptions. If any problems arise with the credit or debit card associated with your Subscription (for example, the payment method cannot be verified, is invalid or is otherwise not acceptable), we will notify you via e-mail using the e-mail address associated with your account requesting that you resolve the problem, and may suspend or terminate your Subscription.

    The period of your Subscription is based on the term you select (“Subscription Term”). Unless otherwise selected by you, the default Subscription Term is month-to-month. When you sign up for a Subscription, the card you use will continue to be automatically charged on the first day following the end of your then-current Subscription Term, on a re-occurring basis in accordance with the term length you have chosen, unless and until you cancel your Subscription.

    The final cost of each Subscription may vary, and is determined based on your Subscription Term, the date you place your order, and any eligible discounts or promotions we offer and applied to your order. Any subscription discounts and promotions applied to your order will be displayed at the time of Subscription sign-up. Discounts and promotions may be valid for a limited time only and will not necessarily be applied to subsequent Subscription Terms. In the event we increase the price of a Subscription in which you are enrolled, we will e-mail you within a reasonable time in advance to notify you of the price change going into effect. If you do not agree with the price change, please immediately cancel your Subscription using a method specified herein.

    From time to time, we may offer trials of Subscriptions for a specified period without payment or at a reduced rate (a “Trial”). We will require you to provide your payment information to start the Trial. When you sign up for a Trial, the card you use will be automatically charged for a Subscription on the first day following the end of your Trial, and then automatically charged for a Subscription on a re-occurring basis, in accordance with the term duration you selected, unless and until you cancel your Subscription. Your Subscription will be subject to the terms set forth in this Section. You can cancel your Subscription or Trial, or change your billing addresses and/or preferred card at any time through your online account settings or by sending an e-mail to us at customercare@info.dropout.tv; such cancellation or changes will apply immediately on an on-going basis. You may also change your Subscription Term through your account settings. Any charges already made to your card at the time of cancellation or change are non-refundable.

    We do our best to describe every product or service offered on our Service as accurately as possible. However, we are human, and therefore, to the fullest extent permitted by applicable law, we do not warrant that product specifications, pricing, or other content on the Service is complete, accurate, reliable, current, or error-free. Connected Ventures shall have the right to refuse or cancel any orders in its sole discretion, including in connection with any errors relating to pricing or specifications. If we charged you prior to our cancellation on this basis, we will issue a credit to your account in the amount of the charge.

    If a product or service you purchased from Connected Ventures is not as described, your sole remedy is to cancel the purchase. If you cancel your Subscription, you will retain access to the Services and Content for your Subscription Term, at which time we will terminate your Subscription and you will incur no further charges. For refund requests or questions about your refund, please send an e-mail to us at customercare@info.dropout.tv with information detailing the nature of the request. Any refund request must be made within thirty (30) days from date of purchase, and the product must have been purchased from Connected Ventures. For any purchases made through a third party, such as Apple, please contact their customer support. Their terms, conditions and policies, and not ours, apply and we do not handle returns or refund requests for purchases made through such third parties. Additional Terms may apply to Subscriptions and products.

     

    7. Customer Support.

    If you have any questions or comments, please send an e-mail to us at customercare@info.dropout.tv. You acknowledge that the provision of support is at Connected Ventures’ sole discretion and that we have no obligation to provide you with customer support of any kind. All legal notices to us must be mailed to: Connected Ventures, LLC, ℅ Legal Department, 555 W. 18th Street, New York, New York 10011 with a copy to legal@chmedia.com. When you communicate with us electronically, you consent to receive communications from us electronically. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

     

    8. Third Party Services.

    Our Service contains content from and hyperlinks to websites, locations, platforms, and services operated and owned by third parties that are not affiliated with us (“Third Party Services”). We may also integrate third party technologies into our Service and host our content on Third Party Services. These Third Party Services are not owned, controlled, or operated by us, and you acknowledge and agree that we are not responsible or liable for the information, content, products, technologies, or services on or available from such Third Party Services, or for the results to be obtained from using them. If you choose to access, transact with, or otherwise interact with any such Third Party Services, you do so at your own risk. For more information on our use of Third Party Services, see our Privacy Policy.

     

    9. Service Features.

    1. WIRELESS FEATURES

      The Service may offer features that are available to you via your wireless Device including the ability to access the Service’s features and upload content to the Service (collectively, “Wireless Features”). Our collection of information related to your use of the Wireless Features is described in our Privacy Policy. By using the Service, you agree that Connected Ventures may change, alter, or modify the settings or configurations on your Device in order to allow for or optimize your use of the Service. Data rates and other carrier fees may apply.

    2. LOCATION-BASED FEATURES.

      If you have location-based features on your wireless Device, you acknowledge that your Device location will be tracked and shared consistent with our Privacy Policy. You can terminate location tracking by us by adjusting the permissions in your Device or uninstalling our app. Location-based features are used at your own risk and location data may not be accurate.

    3. COMMUNICATIONS.

      1. E-mails: If you have consented to receiving certain promotional e-mails from us, you can opt-out of at any time by following the instructions as provided in e-mails to click on the unsubscribe link, or sending an e-mail to us at unsubscribe@info.dropout.tv with the word UNSUBSCRIBE in the subject field of the e-mail. Your opt-out will not affect non-promotional e-mails, such as those about your account, transactions, servicing, or Connected Ventures’ ongoing business relations.

      2. Push Notifications: You can opt-out of receiving push notifications from us at any time by adjusting the permissions in your Device or uninstalling our app.

        Please note that any opt-out by you is limited to the e-mail address or device used and will not affect subsequent subscriptions.

     

    10. Agreement to Arbitrate Disputes and Choice of Law.

    PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

    1. WE BOTH AGREE TO ARBITRATE.

      You and Connected Ventures agree to resolve any claims relating to these Terms through final and binding arbitration, except to the extent you have in any manner violated or threatened to violate Connected Ventures’ intellectual property rights (for example, trademark, trade secret, copyright, or patent rights). Under such circumstances Connected Ventures may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Service, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described herein.

    2. WHAT IS ARBITRATION?

      Arbitration is more informal than a lawsuit in court and seeks to resolve disputes more quickly. Instead of a judge or a jury, the case will be decided by a neutral arbitrator who has the power to award the same damages and relief that a court can. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced.

    3. ARBITRATION PROCEDURES.

      Arbitration shall be initiated through JAMS. Any dispute, controversy, or claim arising out of or relating to these Terms shall be referred to and finally determined by arbitration in accordance with the JAMS Streamlined Arbitration Rules and Procedures in front of one arbitrator. If there is a conflict between JAMS Rules and the rules set forth in these Terms, the rules set forth in this Terms will govern. The JAMS Rules and instructions for how to initiate an arbitration are available from JAMS at http://www.jamsadr.comor 1-800-352-5267. To initiate arbitration, you or Connected Ventures must do the following things:

      1. Write a demand for Arbitration. The demand must include a description of the Claim and the amount of damages sought to be recovered. You can find a copy of a demand for Arbitration at www.jamsadr.com.
      2. Send three copies of the demand for Arbitration, plus the appropriate filing fee to: JAMS to your local JAMS office or to JAMS, Two Embarcadero Center, Suite 1500, San Francisco, CA 94111.
      3. Send one copy of the demand for Arbitration to the other party.

      Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules. Each party will bear their own costs of arbitration unless the arbitrator directs that bearing such costs would be an undue burden and in that case, we will pay for your portion of the arbitration administrative costs (but not your attorneys’ fees). Arbitration under this agreement shall be held in Sydney, Australia without regard to its conflict of laws provisions. The language of the arbitration shall be English. The arbitration may award on an individual basis the same damages and relief as a court (including injunctive relief). Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

    4. AUTHORITY OF ARBITRATOR.

      The arbitrator will decide the rights and liabilities, if any, of you and Connected Ventures, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the Arbitration Rules, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and Connected Ventures.

    5. WAIVER OF CLASS ACTIONS.

      You waive any right to pursue an action against us on a class-wide basis and may only resolve disputes with us on an individual basis, and may not bring a claim against us as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.

    6. WAIVER OF JURY TRIAL.

      THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between you and Connected Ventures in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND CONNECTED VENTURES WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.

    7. CHOICE OF LAW/FORUM SELECTION.

      In any circumstances where the Agreement to Arbitrate Disputes permits the parties to litigate in court, these Terms shall be governed by and construed in accordance with the laws of the State of New South Wales, Australia. You further expressly consent and agree to submit to the exclusive jurisdiction and venue of a court of competent jurisdiction located in the State of New South Wales, Australia.

     

    11. Disclaimer of Representations and Warranties.

    THE SERVICE IS PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER CONNECTED VENTURES NOR ANY OF ITS OFFICERS, DIRECTORS, MANAGERS, EMPLOYEES OR AGENTS (COLLECTIVELY, THE “CONNECTED VENTURES PARTIES”) MAKE ANY REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER AS TO THE CONTENT OR OTHER SERVICES, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND FREEDOM FROM INTERRUPTION, ERROR OR COMPUTER VIRUSES. BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE.

    NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CONNECTED VENTURES INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE, NOR DO THESE THEY EXCLUDE ANY IMPLIED CONDITION, GUARANTEE OR WARRANTY THE EXCLUSION OF WHICH WOULD CONTRAVENE ANY STATUTE OR CAUSE THIS CLAUSE TO BE VOID. TO THE EXTENT THAT IT IS ENTITLED TO DO SO, CONNECTED VENTURES LIMITS ITS LIABILITY FOR FAILURE TO COMPLY WITH ANY SUCH CONDITION, GUARANTEE OR WARRANTY TO (AT ITS OPTION): (A) IN THE CASE OF SERVICES, THE SUPPLY OF THE SERVICES AGAIN OR THE PAYMENT OF THE COST OF HAVING THE SERVICES SUPPLIED AGAIN; AND (B) IN THE CASE OF GOODS, THE REPLACEMENT OF THE GOODS OR THE SUPPLY OR SIMILAR GOODS, THE REPAIR OF SUCH GOODS, THE PAYMENT OF THE COST OF REPAIRING THE GOODS OR ACQUIRING EQUIVALENT GOODS, OR THE PAYMENT OF THE COST OF HAVING THE GOODS REPAIRED.

     

    12. Limitations of Our Liability.

    TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE CONNECTED VENTURES PARTIES BE LIABLE TO YOU FOR ANY LOSS, DAMAGE OR INJURY OF ANY KIND INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE LOSSES OR DAMAGES, OR DAMAGES FOR SYSTEM FAILURE OR MALFUNCTION OR LOSS OF PROFITS, DATA, USE, BUSINESS OR GOOD-WILL, ARISING OUT OF OR IN CONNECTION WITH (A) THE SERVICE, (B) THESE TERMS OR (C) YOUR MISUSE OF THE SERVICE OR ANY CONTENT AVAILABLE ON OR THROUGH THE SERVICE. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT, INDEMNIFICATION, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE OR ANY OTHER LEGAL OR EQUITABLE THEORY.

    NOTWITHSTANDING THE FOREGOING, THESE DISCLAIMERS HEREIN DO NOT EXCLUDE ANY PRODUCT LIABILITY CLAIMS, STATUTORY CONSUMER RIGHTS, DAMAGES ASSOCIATED WITH PERSONAL INJURY OR RESULTING FROM CONNECTED VENTURES INTENTIONAL MISCONDUCT, RECKLESSNESS, FRAUD, OR GROSS NEGLIGENCE.

     

    13. Indemnification.

    You agree to defend, indemnify and hold harmless the Connected Ventures Parties from and against any and all claims, liabilities, damages, losses, costs and expenses (including, reasonable attorneys’ fees and costs) arising out of or in connection with any of the following: (i) your breach of these Terms; (ii) your Submissions; (iii) your misuse of the Service; (iv) your violation of any applicable laws, rules, regulations, codes, statutes, ordinances or orders of any governmental or regulatory authorities, except to the extent any violation is due to any unlawful or negligent act or omission on the part of Connected Ventures; (v) your violation of the rights of any third party, including any intellectual property right, publicity, confidentiality, property or privacy right, except to the extent any violation is due to any unlawful or negligent act or omission on the part of Connected Ventures; (vi) your use of a Third Party Service; or (vii) any misrepresentation made by you. Connected Ventures reserves the right to assume, at your expense, the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with Connected Ventures’ defense of any claim. You will not in any event settle any claim without the prior written consent of Connected Ventures.

    This provision does not require you to indemnify us for any unconscionable commercial practice by us or for our fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Service.

    14. Waiver of Injunctive or other Equitable Relief.

    TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT YOU WILL NOT BE PERMITTED TO OBTAIN AN INJUNCTION OR OTHER EQUITABLE RELIEF OF ANY KIND, SUCH AS ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, SUBMISSIONS, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY CONNECTED VENTURES OR A LICENSOR OF CONNECTED VENTURES.

     

    15. Updates to Terms.

    We reserve the right, at any time in our sole discretion, to modify or replace any part of these Terms and any applicable Additional Terms. We shall notify you of any updated Terms and any applicable Additional Terms by posting them on the Service so that they are accessible via a link from the home page, and/or to send you an e-mail to the last e-mail address you provided to us. All such changes are effective immediately when we post them, or such later date as may be specified in the notice of updated Terms and any applicable Additional Terms. If you object to any such changes, your sole recourse is to cease using the Service. Your continued use of the Service will be considered acceptance of the updated Terms or the Additional Terms (as the context requires).

     

    16. General Provisions.

    1. CONSENT OR APPROVAL.

      No Connected Ventures consent or approval may be deemed to have been granted by Connected Ventures without being in writing and signed by an officer of Connected Ventures.

    2. SURVIVAL.

      The provisions of these Terms and any applicable Additional Terms, which by their nature should survive termination of your use of the Service, including sections on Service Use (except for the limited license), Submissions, Copyright Infringement, Subscriptions and Products, Customer Support, Third Party Services, Service Features, Agreement to Arbitrate Disputes and Choice of Law, Disclaimer of Representations and Warranties, Limitations of Our Liability, Indemnification, Waiver of Injunctive or Other Equitable Relief, Updates to Terms, and General Provisions, will survive.

    3. SEVERABILITY; INTERPRETATION; ASSIGNMENT.

      If any provision of these Terms, or any applicable Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the Additional Terms. You hereby waive any applicable statutory and common law that may permit a contract to be construed against its drafter. The summaries of provisions and section headings are provided for convenience only and shall not limit the full Terms. Connected Ventures may assign its rights and obligations under these Terms and any applicable Additional Terms, in whole or in part, to any party at any time without any notice. These Terms and any applicable Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Connected Ventures.

    4. COMPLETE AGREEMENT; NO WAIVER.

      These Terms, and any applicable Additional Terms, reflect our complete agreement regarding the Service and supersede any prior agreements, representations, warranties, assurances or discussion related to the Service. Except as expressly set forth in these Terms or any applicable Additional Terms, (i) no failure or delay by you or Connected Ventures in exercising any of rights, powers, or remedies under will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms or any applicable Additional Terms will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.

    5. INTERNATIONAL ISSUES.

      Connected Ventures controls and operates the Service from the U.S. You agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms or to any sale of goods carried out as a result of your use of the Service. Software related to or made available by the Service may be subject to export controls of the U.S., and, except as authorized by law, you agree and warrant not to export or re-export the software to any county, or to any person, entity, or end-user subject to U.S. export controls or sanctions.

    6. INVESTIGATIONS; COOPERATION WITH LAW ENFORCEMENT.

      Connected Ventures reserves the right to investigate and prosecute any suspected breaches of these Terms or the Service. Connected Ventures may disclose any information as necessary to satisfy any law, regulation, legal process or governmental request.

    7. TERMS APPLICABLE FOR APPLE IOS.

      If you are using the Service through an Apple Device, the following terms apply:

      1. To the extent that you are accessing the Service through an Apple Device, you acknowledge that these Terms are entered into between you and Connected Ventures and, that Apple, Inc. (“Apple”) is not a party to these Terms other than as third-party beneficiary as contemplated below.

      2. The license granted to you in these Terms is subject to the permitted Usage Rules set forth in the App Store Terms of Service (see: https://www.apple.com/legal/internet-services/itunes/au/terms.html) and any third party terms of agreement applicable to the Service.

      3. You acknowledge that Connected Ventures, and not Apple, is responsible for providing the Service and Content thereof.

      4. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or any support services to you with respect to the Service.

      5. To the maximum extent not prohibited by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Service.

      6. Notwithstanding anything to the contrary herein, and subject to the terms in these Terms, you acknowledge that, solely as between Apple and Connected Ventures, Connected Ventures, and not Apple is responsible for addressing any claims you may have relating to the Service, or your possession and/or use thereof, including, but not limited, to: (a) product liability claims; (b) any claim that the Service fails to confirm to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.

      7. Further, you agree that if the Service, or your possession and use of the Service, infringes on a third party’s intellectual property rights, you will not hold Apple responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claims.

      8. You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

      9. When using the Service, you agree to comply with any and all third party terms that are applicable to any platform, website, technology or service that interacts with the Service.

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