Terms of Service

1. Definitions.

Terms used in this Agreement have the definitions given in this Agreement or, if not defined in this Agreement, have their plain English meaning as commonly interpreted in the United States.

2. Term.

The term of this Agreement begins on the Effective Date and will continue until terminated earlier in accordance with Section 10 herein or as provided.

3. Modifications.

TrueVi TV reserves the right, at any time, to modify the functionality of the Platform and any portion of the Content or Services without any liability to you. TrueVi TV also reserves the right, at any time, to modify the terms of this Agreement to the fullest extent permitted by applicable law. TrueVi TV will inform You of the presence of any material changes to this Agreement or material changes to the functionality of the Platform, Content or Services, as required by applicable law, including without limitation by posting those changes on the Platform, by providing You with notice through the Platform, or via email. Unless otherwise stated in the notification, any modifications will be effective immediately upon such notification, except as otherwise required by applicable law. You may terminate this Agreement as set forth below if you object to any such modifications. However, You will be deemed to have agreed to any and all modifications through Your continued use of the Platform, Content or Services following such notice period.

4. Eligibility.

To use the Platform or any Content or Services, You must be 18 years of age or older or have the permission of a parent or guardian who is over the age of 18 and use the account of that parent or guardian. You may not register for an account if You are under the age of 18. Some Content may not be suitable for individuals under the age of 18.

TrueVi TV does not collect information from individuals under the age of 13.

5. Accounts.

a. Content Access Through Accounts.

Subject to the terms of this Agreement, You may be permitted to access certain Content and other Services through the Platform without establishing an account on the Platform (an “Account”). However, access to the Platform generally requires that You register as a User of the Platform and establish an Account. Approval of Your request to establish and maintain any Account will be at the sole discretion of TrueVi TV.

b. Administrator Accounts.

Your Account and the User identification and password for Your Account (Your “Account ID”) is personal in nature. Your Account is for Your personal use and Your User Account ID may be used only by You alone. You may not distribute or transfer Your Account or Account ID or provide a third party with the right to access Your Account or Account ID. You are solely responsible for all use of the Platform and all Content and Services through Your Account. You will ensure the security and confidentiality of Your Account ID and will notify TrueVi TV immediately if Your Account ID is lost, stolen or otherwise compromised. You are fully responsible for all liabilities and damages incurred through the use of Your Account or under Your Account ID (whether lawful or unlawful) and any transactions completed through Your Account or under User Account ID will be deemed to have been lawfully completed by You.

c. Account Information.

In connection with establishing Your Account, You will be asked to submit certain information about Yourself (“Account Information”). You agree that: (a) all Account Information You provide will be accurate, complete and current; and (b) You will maintain and promptly update Your Account Information to keep it accurate, complete and current. You may not: (i) select or use an Account ID of another person with the intent to impersonate that person; and (ii) use an Account ID that TrueVi TV, in its sole discretion, deems offensive. You are solely responsible for confirming the set-up and configuration of Your Account in all respects and for making all changes and updates thereto through this Agreement.

6. Access.

a. To the Platform.

You may access the Platform through the TrueVi TV website and the other websites TrueVi TV may provide or operate for accessing the Platform (each a “Site”) or using web services, mobile, online and other applications and video players provided and operated by TrueVi TV for accessing the Platform (each, an “Application,” and each Site and Application included in the Platform for purposes of this Agreement). Subject to Your compliance with this Agreement, TrueVi TV will permit You to access and use the Platform solely for your own lawful, personal, non-commercial uses and solely in accordance with the terms of this Agreement.

b. To Applications.

Subject to Your compliance with this Agreement, including, without limitation, the restrictions in this Section 6, and any other terms and conditions accompanying each Application, TrueVi TV will permit You to download and install Applications and operate those Applications solely for the purpose of using and accessing the Platform for your own lawful, personal, non-commercial use. You may install each Application only on devices or equipment owned or controlled by You and used only for Your own personal and non-commercial purposes in accordance with this Agreement and any applicable terms and conditions accompanying that Application or otherwise provided to You by TrueVi TV. Except as expressly set forth in this Section, You are granted no licenses or other rights in or to any Application.

c. To Content.

The Platform will provide You with the ability to access to a variety of Content, including, video, audio, text, photographs, illustrations, graphics, and other data, information and content. Unless otherwise noted on the Platform, all Content available through the Platform (“Platform Content”) is owned by TrueVi TV and TrueVi TV’s third party licensors and providers. All Platform Content is provided for entertainment purposes only and You are solely responsible for verifying the accuracy, completeness and applicability of all Platform Content and for Your use of any Platform Content. Subject to Your compliance with this Agreement, You may access the Platform Content solely for Your own lawful, personal, non-commercial purposes in connection with Your use of the Platform. You will not, and will not permit any third party to: (a) alter, modify, reproduce, or create derivative works of any Platform Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any Platform Content; or (c) alter, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any Platform Content. TrueVi TV has not verified the accuracy of, and will not be responsible for any errors or omissions in, any Platform Content. Without limiting the foregoing, TrueVi TV will not be held liable to You or any other third party for any Content, including Your Content (as defined below), under a Federal Law called the Communications Decency Act or CDA, 47 U.S.C. § 230. Except as set forth in this Agreement, You are granted no licenses or other rights in or to any Platform Content, or any IPR (as defined below) therein or related thereto. If You would like to use any Platform Content in a manner not permitted by this Agreement, please contact TrueVi TV at privacy@truevi.tv.

d. To Other Users.

The Platform may allow you to connect and otherwise communicate with other Users of the Platform, both individually through messages to Users and generally through communications to multiple Users on boards, chats, comments, and other forums. By connecting or communicating with other Users, You are agreeing to allow those Users to communicate directly with You through the Platform. You agree that You are solely responsible for all communications between You and any other User through the Platform, including communications You make available to multiple Users through the Platform. Your decision to communicate with any other User through the Platform will serve as Your permission for TrueVi TV to provide that other User with any of Your User Information or Your Content that You include in that communication. You agree that Your communications through the Platform will not: (a) violate this Agreement, including, without limitation, the Privacy Policy; (b) violate any applicable international, federal, state, and local treaties, laws, rules, regulations, and ordinances (“Laws”), including, without limitation, any rules of professional conduct or of licensing bodies; (c) be libelous, defamatory, obscene, abusive, pornographic, threatening, or an invasion of privacy; (d) constitute an infringement, misappropriation or violation of the IPR (as defined below) or other rights of any third party; (e) be illegal in any way or advocate illegal activity; (f) be false, misleading or inaccurate; (g) be considered junk mail, spam, a part of a pyramid scheme, a disruptive commercial message or disruptive advertisement; (h) cause the publication or release of any material non-public data or information or (i) constitute the unauthorized practice of medicine, therapy, law or other professional service.

e. Equipment and Connectivity.

You are solely responsible for obtaining and maintaining all equipment, mobile devices, facilities, and internet connectivity required to access or use the Platform, Services, Applications, and Platform Content provided through them. In order to access and use TrueVi TV’s Platform, Services, Applications, and Platform Content, you must have a broadband, wireless or similar internet connection, and you will need to obtain such internet connection (including sufficient levels and required equipment related thereto) from a third-party internet or similar wireless service provider at your sole cost and expense (“Internet Connectivity”). TrueVi TV makes no representations or warranties about the availability, speed, or quality of your watching experience on your or any device, as that will depend on factors outside of TrueVi TV’s control, such as your location, your Internet Connectivity, the available bandwidth at the time of your request, the format of our Content you are attempting to access, the device(s) you use to access the Platform and Services. TrueVi TV also reserves the right change the format of the Platform Content based on the specifications of your Internet Connectivity (e.g., if your Internet Connection or device do not meet our required standards for accessing and viewing high-definition (“HD”) content, then any HD content accessed by you may be automatically re-formatted by us in an attempt to improve your experience).

f. Devices.

You must only use devices permitted (“Permitted Devices”) for use with the Platform, Applications, Services and Platform Content. For a current list of such devices please visit and review the devices listed at: www.truevi.tv. You can access the Platform and Platform Content through different Permitted Devices, provided that you will only be to access the Platform and Platform Content through your account on one Permitted Device at a given time. We are not responsible for any issues relating to your device, its operating system or connectivity.

g. Bitrate Streaming.

The Platform may use adaptive bitrate streaming (“ABS”), which creates multiple versions of each program, recorded at different bitrates, to optimize playback of the applicable audiovisual content at any given time based upon the capabilities of the applicable playback device and available internet bandwidth. If you choose to use the cloud DVR functionality, if available, you are directing that playback be provided using ABS.

h. Other Restrictions.

You may not use the Services to, or assist or encourage any other party to, engage in any of the following activities: (a) copying, framing or mirroring any part of the Services; (b) accessing the Service for purposes of monitoring its availability, performance or functionality; (c) permitting any third party to access the Services; (d) using, copying, modifying, creating a derivative work of, reverse engineering, decompiling or otherwise attempting to extract the source code of the software underlying the Services or any part thereof, unless expressly permitted or required by law, and in any case, without providing prior written notice to TrueVi TV; (e) publishing, transmitting, distributing or storing content, material, information or data that: (i) is illegal, obscene, defamatory, threatening, harassing, abusive, or hateful or that advocates violence; (ii) is harmful to or interferes with the Services or any third party’s networks, equipment, applications, services or websites (e.g., viruses, worms, Trojan horses, etc.); (iii) infringes, dilutes, misappropriates or otherwise violates any privacy, intellectual property, publicity or other personal rights including, without limitation, copyrights, patents, trademarks, trade secrets or other proprietary information (including unauthorized use of domain names); or (iv) is fraudulent or contains false, deceptive or misleading statements, claims or representations (such as “phishing”); (f) attempting to disrupt, degrade, impair or violate the integrity or security of the Services or the computers, services, Accounts or networks of any other party (including, without limitation, “hacking,” “denial of service” attacks, etc.), including any activity that typically precedes attempts to breach security such as scanning, probing or other testing or vulnerability assessment activity, or engaging in or permitting any network or hosting activity that results in the blacklisting or other blockage of TrueVi TV internet protocol space; (g) avoiding payment of incurring charges or fees payable by you with respect to the Services; (h) distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (i) using any automated system, including, without limitation, “robots,” “spiders,” “offline readers,” etc., to access the Services in a manner that sends more request messages to TrueVi TV than a human can reasonably produce in the same period of time by using a conventional web browser; (j) taking any action that imposes, or may impose, at our sole discretion, an unreasonable or disproportionately large load on our infrastructure; (k) collecting or harvesting any personally identifiable information, including Account names and information about users of the Services, from the Services; (l) using the Services for any commercial solicitation purposes; (m) accessing any Content on the Services through any technology or means other than those provided or authorized by the Services; (n) bypassing the measures we may use to prevent or restrict access to the Services, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein; (o) violating any applicable law, statute, ordinance or regulation, or encouraging any conduct that could constitute a criminal offense or give rise to civil liability; (p) removing any copyright, trademark or other proprietary rights notices contained in or on the Services; (q) executing any form of network monitoring or running a network analyzer or packet sniffer or other technology to intercept, decode, mine or display any packets used to communicate between the Service’s servers or any data not intended for you; or (r) rebroadcast, retransmit or otherwise publicly perform, transmit or distribute any portion of the Services (including the trademarks of any content providers) or any account of any Content provided to You in accordance therewith.

7. Your Content.

You are solely responsible for all Content that You may provide or upload to the Platform or otherwise generate through Your use of or access to the Platform (“Your Content”). Any feedback, suggestions or recommendations about the Services that you provide to TrueVi TV will be considered “Your Content”. As between You and TrueVi TV, You retain ownership of Your Content. However, You grant TrueVi TV a non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable (including, without limitation, to Users and other third parties) right to use, copy, store, reproduce, modify, display, adapt, publish, translate, create derivative works from, distribute, and display (collectively, “Use”) Your Content throughout the world in any form, media, software or technology of any kind without any compensation to you. You represent and warrant that none of Your Content or the use of Your Content by TrueVi TV: (1) violates this Agreement or any requirements under applicable Laws; (2) is libelous, defamatory, obscene, abusive, pornographic, threatening, or an invasion of privacy; (3) constitutes an infringement, misappropriation or violation of the IPR or other rights of any third party; (4) is illegal in any way or advocates illegal activity; (5) is an advertisement or solicitation of funds, goods, or services (unless You have entered into a separate advertiser agreement with TrueVi TV); (6) is false, misleading or inaccurate; (7) is or could be considered junk mail, spam, a part of a pyramid scheme, a disruptive commercial message or disruptive advertisement; or (8) violates the Privacy Policy or any other applicable policy of TrueVi TV. TrueVi TV is not responsible or liable for any deletion, correction, destruction, damage, loss or failure to store, restore or back-up any of Your Content. You agree that You have all right, title, interest and consent in Your Content necessary to allow TrueVi TV to Use Your Content as set forth in the rights and licenses You grant to TrueVi TV under this Agreement.

8. Third-Party Content and Services.

In addition to the terms of this Agreement, Your access to certain Content and Services developed, provided or maintained by TrueVi TV’s third party providers (“Third Party Content and Services”) may require You to agree to the terms of an additional agreement with that third party provider before being given access to the Third Party Content and Services (each, a “Third Party Content and Services Agreement”). The terms of any Third Party Content and Services Agreement (which may include payment of additional fees) will apply to the applicable Third Party Content and Services provided under that Third Party Content and Services Agreement in addition to the terms of this Agreement but will not apply to any other Content or Services You may access through the Platform. Except as set forth in this Agreement, the terms of any Third Party Content and Services Agreement will control in the event of a conflict between the terms of this Agreement and that Third Party Content and Services Agreement.

TRUEVI TV TAKES NO RESPONSIBILITY FOR ANY THIRD PARTY CONTENT OR SERVICE AND YOUR ACCESS TO AND USE OF ANY THIRD PARTY CONTENT OR SERVICES IS SOLELY GOVERNED BY THE TERMS SPECIFIED IN EACH APPLICABLE THIRD PARTY CONTENT AND SERVICES AGREEMENT.

9. Data Privacy.

a. Your Information.

You expressly consent to the use and disclosure of your personal information and any other information or data resulting from Your access to and use of the Platform or any Services or Content as described in the Privacy Policy for the Platform available at my.truevi.tv (“Privacy Policy”) at the time You provide such information or data to TrueVi TV. Notwithstanding anything in the Privacy Policy, TrueVi TV will have the right to collect and use non-personal identifiable information or data (information or data that does not identify an entity or natural person as the source thereof) resulting from or relating to Your access to and use of the Platform or any Services or Content. To the extent any such data or information is collected or generated by TrueVi TV, that data and information will be owned by TrueVi TV and may be used by TrueVi TV for any lawful business purpose without any further duty or obligation to You.

b. Other User’s Information.

The Platform may provide You with access to data and other information provided by other Users of the Platform and other third parties (“User Information”). The User Information may contain sensitive personal information regarding those Users and other third parties. You agree that You will only collect, use and disclose User Information in strict accordance with this Agreement and the current Privacy Policy for the Platform. Except as expressly provided in this Agreement and the Privacy Policy, You are granted no licenses or rights in or to any User Information.

10. Termination and Effect.

a. Termination.

This Agreement may be terminated by TrueVi TV, at any time, in TrueVi TV’s sole discretion, immediately upon any breach by You of this Agreement with or without notice to You of such breach. You may terminate this Agreement at any time upon notice to TrueVi TV or by deleting Your Account as may be permitted through the Platform.

b. Effect.

Termination of this Agreement will terminate all of Your Accounts on the Platform and access to their Services. Upon termination or expiration of this Agreement for any reason: (a) TrueVi TV may terminate all access to or use of Your Accounts, the Platform and the Services; (b) all rights granted to You under this Agreement will terminate; (c) You will immediately cease all use of and access to the Platform and all Content and Services; (d) You will immediately delete any Applications You have downloaded or installed prior to termination; and (e) You will immediately either return to TrueVi TV or, at TrueVi TV’s discretion, destroy any Content of TrueVi TV and any other information related to this Agreement in Your possession or control.

11. Suspension.

Without limiting TrueVi TV’s right to terminate this Agreement, TrueVi TV may also suspend, disconnect, limit or terminate Your access to Your Account and the Platform and any Content or Services (including Your Content), with or without notice to You, upon any actual, threatened or suspected breach of this Agreement (including, for the avoidance of doubt, a violation of Section 6(h)) or applicable Law or upon any other conduct deemed by TrueVi TV, in its sole discretion, to be inappropriate or detrimental to the Platform, TrueVi TV, or any other User or third party.

12. Platform Technology.

The Platform, and the databases, software, hardware and other technology used by or on behalf of TrueVi TV to operate the Platform, and the structure, organization, and underlying data, information and software code thereof (collectively, the “Technology”), are the property of and constitute valuable trade secrets of TrueVi TV. TrueVi TV retains all right, title and interest, including, without limitation, all IPR (as defined below), in and to the Technology and any additions, improvements, updates and modifications thereto. You receive no ownership interest in or to the Technology and You are not granted any right or license to use the Technology itself, apart from Your ability to access the Platform, under this Agreement. The TrueVi TV name, logo and all names and logos associated with any Content or Services appearing on the Platform are trademarks of TrueVi TV and its providers and You are granted no right or license to use them. For purposes of this Agreement, “IPR” means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights.

You understand and agree that the Platform, Application and Technology may offer or utilize a variety of tools to provide and improve the Platform, Application, Technology or our Services. These tools, such as chatbots or other features, may utilize or be powered by AI language models, and data input into such tools shall be subject to these Terms and our Privacy Policy.

13. Representations and Warranties.

You represent and warrant to TrueVi TV that: (a) You have the legal right and authority to enter into this Agreement; (b) this Agreement forms a binding legal obligation on Your behalf; and (c) You have the legal right and authority to perform Your obligations under this Agreement and to grant the rights and licenses described in this Agreement.

14. Disclaimers.

No Endorsement.

All Content made available to You through the Platform is for entertainment purposes only. Neither TrueVi TV nor any licensor or provider of TrueVi TV recommends or endorses any Content or any specific products, services, procedures, opinions or recommendations that may be included on the Platform or in any Content. Your reliance on any Content appearing on the Platform is solely at your own risk.

No Additional Warranties.

THE PLATFORM AND ALL CONTENT AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TRUEVI TV AND ITS LICENSORS AND PROVIDERS DO NOT WARRANT OR GUARANTEE THE AVAILABILITY, ACCURACY, COMPLETENESS, ADEQUACY OR CURRENCY OF THE PLATFORM OR ANY CONTENT OR SERVICES AND DO NOT ENDORSE THE VIEWS OR OPINIONS THAT MAY BE EXPRESSED IN THE PLATFORM CONTENT OR OTHER DATA INFORMATION OR CONTENT THAT MAY BE PROVIDED THROUGH THE PLATFORM. TRUEVI TV AND ITS PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE PLATFORM, CONTENT, SERVICES AND OTHER SUBJECT MATTER OF THIS AGREEMENT, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE OR NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY TRUEVI TV, ITS EMPLOYEES, PROVIDERS OR AGENTS WILL INCREASE THE SCOPE OF, OR CREATE ANY NEW WARRANTIES IN ADDITION TO, THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION.

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH ANY SERVICE, WILL CREATE ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY MADE HEREIN. WE ARE NOT RESPONSIBLE FOR THE ACTIONS OR INFORMATION OF THIRD PARTIES, AND YOU RELEASE US FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE § 1542, WHICH SAYS:

APPLICABLE LAW IN SOME JURISDICTIONS, SUCH AS THE STATE OF NEW JERSEY, DOES NOT ALLOW THE WAIVER OF IMPLIED WARRANTIES AS SET FORTH IN THIS SECTION, SO SOME OR ALL OF THIS PROVISION MAY NOT APPLY TO YOU.

15. Indemnity.

You hereby agree to indemnify, defend, and hold harmless TrueVi TV and its officers, directors, shareholders, affiliates, employees, agents, contractors, assigns, Users, customers, providers, licensors, and successors in interest (“Indemnified Parties”) from any and against all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys’ fees, court costs, damage awards, and settlement amounts) that result from any claim or allegation against any Indemnified Party arising in any manner from: (1) Your access to or use of the Platform or any Content or Services; (2) Your Content or any access to or use thereof; (3) any access to or use of Your Content by any other Users; (4) Your collection, use, or disclosure of any User Information, and (5) Your breach of any provision of this Agreement, including any representation or warranty. TrueVi TV will provide You with notice of any such claim or allegation. In the event that you provide TrueVi TV's defense to such a claim, you agree that TrueVi TV (a) shall be consulted regarding, and shall have the right to approve (at our sole discretion), defense strategy, and appeal, and any settlement of the claim, (b) shall have the right to select defense counsel, and (c) may further participate in the defense of the claim with counsel of our own choice at our own expense.

16. Limitation on Liability.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TRUEVI TV WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, FOR ANY MULTIPLIER ON OR INCREASE TO DAMAGES, OR FOR ANY COSTS OR FEES (INCLUDING ATTORNEYS’ FEES), HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, COMMON LAW, STATUTE, EQUITY, STRICT LIABILITY, TORT OR OTHER THEORY (INCLUDING BUT NOT LIMITED TO NEGLIGENCE OR DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA, LOSS OF USE OR LOST PROFITS, LOSS OF OTHER INTANGIBLES, OR LOSS OF SECURITY OF SUBMISSIONS), ARISING IN CONNECTION WITH THIS AGREEMENT, OR ARISING OUT OF OR CONCERNING THE USE OF THE PLATFORM OR ANY CONTENT OR SERVICES, EVEN IF TRUEVI TV HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF CONTENT, OPPORTUNITY, REVENUES, PROFITS OR REPUTATION, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE CONTENT, GOODS, OR SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TRUEVI TV’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT, THE PLATFORM, YOUR USE OF THE PLATFORM, YOUR PROVISION TO USE AND OUR USE OF YOUR PERSONAL INFORMATION AND ANY OTHER INFORMATION OR DATA, AND ALL CONTENT AND SERVICES PROVIDED UNDER THIS AGREEMENT OR THROUGH THE PLATFORM, WHETHER IN CONTRACT, TORT, STATUTE OR OTHERWISE, WILL NOT EXCEED ANY AMOUNTS PAID BY YOU TO TRUEVI TV IN THE 12 MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO ANY LIABILITY. YOU AGREE THAT TRUEVI TV WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES OR ANY OTHER LIMITATION OF LIABILITY IN THIS SECTION IS NOT PERMITTED, TRUEVI TV’S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

APPLICABLE LAW IN SOME JURISDICTIONS, SUCH AS THE STATE OF NEW JERSEY, DOES NOT ALLOW THE LIMITATION OF LIABILITY OF CERTAIN DAMAGES SET FORTH ABOVE, INCLUDING THE PROVISIONS OF THIS SECTION THAT LIMIT OR EXCLUDE SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LIMIT OR EXCLUDE THE USE OF ANY MULTIPLIER ON OR INCREASE TO DAMAGES, AND LIMIT THE LIABILITY OF TRUEVI TV, TO THE AMOUNTS PAID BY YOU TO TRUEVI TV IN THE 12 MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO ANY LIABILITY UNDER THIS AGREEMENT. THESE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THE PROVISIONS OF THIS SECTION DO NOT APPLY TO THE EXTENT, AND ONLY TO THE EXTENT, THEY ARE PROHIBITED BY APPLICABLE LAW.

17. Claims of Infringement.

TrueVi TV respects Your copyrights and other intellectual property rights and those of other third parties. If You believe in good faith that Your copyrighted work has been reproduced on the Platform without Your authorization in a way that constitutes copyright infringement, You may notify our designated copyright agent by mail to:

Please provide the following information to TrueVi TV’s Copyright Infringement Agent: (1) the identity of the infringed work, and of the allegedly infringing work; (2) Your name, address, daytime phone number, and email address, if available; (3) a statement that You have a good-faith belief that the use of the copyrighted work is not authorized by the owner, his or her agent, or the law; (4) a statement under penalty of perjury that the information in the notification is accurate and that You are authorized to act on behalf of the owner; and (5) Your electronic or physical signature. Please be advised that TrueVi TV will not respond to complaints that do not meet these requirements. If TrueVi TV determines that the materials alleged to infringe your copyright or trademark rights do not require removal, TrueVi TV will remove those materials only pursuant to a court order declaring the content or use of the materials unlawful.

If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, you may send us a counter-notice. Counter-notices must include the following information: (a) your name, address, and telephone number; (b) the source of the content that was removed; (c) a statement under penalty of perjury that you have a good-faith belief that the content was removed in error; (d) a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located; or, if your address is outside of the United States, for any judicial district in which TrueVi TV may be found, and that you will accept service of process from the person who provided the original complaint; and (e) a physical or electronic signature (for example, typing your full name). Notices and counter-notices with respect to the Services must meet the then-current statutory requirements imposed by the Digital Millennium Copyright Act (“DMCA”) (see copyright.gov/title17/92appb.html) and should be sent to the agent identified above. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

18. Disputes.

As detailed herein, the Terms of Service mandate that all disputes be resolved first through an informal dispute resolution process. In the event informal resolution fails, the Terms of Service further mandate that all disputes (except those identified in Section 18.3) be formally resolved through binding arbitration on an individual basis. Binding arbitration means that an arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve such disputes. Consequently, you should read the entirety of Section 18 carefully as it may significantly affect your legal rights. Our past, present, and future affiliates and agents, as well as any of our successors and assigns, can invoke TrueVi TV’s rights under this agreement in the event they become involved in a dispute.

18.1 Informal Dispute Resolution.

The parties shall use their best efforts to first settle informally any dispute, claim, question, or disagreement and to engage in good faith negotiations, before initiating arbitration or other legal proceedings, as applicable. Failure to engage in this process could result in the award of fees against you.

To initiate informal dispute resolution, the initiating party must first send a written description of the dispute to the other party. For any dispute against TrueVi TV that you initiate, you agree to send to TrueVi TV, by email to [Insert Email Address], (a) a written description of the dispute and (b) the email address(es) associated with your account. The written description must address only your individual dispute (and not that of any other person or class of persons) and must provide, at minimum, the following information: your name; a description of the nature or basis of the claim or dispute; and the specific relief sought. For any dispute that TrueVi TV initiates, we will send our written description of the dispute to the email address associated with your use of the Services.

If the dispute is not resolved within sixty (60) days after receipt of the written description of the dispute by a party, you and TrueVi TV agree to resolve any remaining dispute through the additional dispute resolution provisions set forth below. Neither party may initiate an arbitration or other legal proceedings, as applicable, during this 60-day period.

A good faith engagement in informal dispute resolution shall be and is a prerequisite and condition precedent to either party initiating a lawsuit or arbitration, as applicable. The parties agree that any applicable statute of limitations period and filing fees or other deadlines will be tolled while the parties engage in this informal dispute resolution process. If the party initiating litigation or arbitration, as applicable, does not satisfy any aspect of the requirements in this subsection 18.1, a court can enjoin the filing or prosecution of the dispute in litigation or arbitration, as applicable. In addition, unless prohibited by applicable law, the arbitration provider cannot accept or administer the arbitration, nor assess any fees for such arbitration if the party initiating arbitration does not satisfy any aspect of the requirements in this subsection 18.1; if such arbitration already is pending, it must be dismissed.

18.2 Binding Arbitration.

After the parties have engaged in a good-faith effort to resolve their dispute(s) in accordance with the Informal Dispute Resolution process (Section 18.1), and only if those efforts fail or if it is otherwise impossible for the parties to engage in the Information Dispute Resolution process, then either party may initiate arbitration as set forth in this Section.

If you decide to initiate arbitration, a copy of the arbitration demand must be emailed to [Insert Email Address]. If TrueVi TV is initiating arbitration, it will serve a copy of the demand to the email address associated with your use of the TrueVi TV Services.

(a) Mutual Arbitration Agreement

Except as set forth in Section 18.3 below, you and TrueVi TV agree that all claims, disputes, actions, disagreements, or other controversies concerning or arising in any way out of your use (or lack of use) of, access (or lack of access to) this Agreement, the Privacy Policy, Content, the Platform, the Services, an Account, your provision and any use of your personal information and any other information or data, a Site, an Application, Platform Content, Your Content, Third Party Content and Services, User Information, any Technology, this website, these Terms of Service, any other product or service, and any advertising, marketing, promotion, or other communications, whether based in contract, warranty, tort, statute, regulation, ordinance, or another legal or equitable basis, shall be resolved exclusively through binding arbitration in accordance with this Section 18.2 (collectively, the “Arbitration Agreement”). “Dispute” will be given the broadest possible meaning allowable under law.

This agreement to arbitrate covers and includes threshold questions of arbitrability. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any and all disputes arising out of or relating to the formation, existence, scope, validity, interpretation, applicability, or of this Disputes section (Section 18) or of these Terms of Service—including but not limited to any claim that all or any part of these terms are void or voidable, whether a claim is subject to arbitration, and any dispute regarding the payment, non-payment, or timing of any administrative or arbitrator fees. If any party disagrees about whether the foregoing provision (or any portion of this agreement to arbitrate, including without limitation the provisions relating to arbitration) can be enforced or whether it applies to the dispute, the parties agree that the arbitrator will decide that dispute. Notwithstanding the foregoing, however, the parties agree that any issue concerning the validity of the class action, class arbitration, and collective action waiver and the batch arbitration provisions below must be decided by a court, and further agree that an arbitrator does not have authority to consider the validity of the class action, class arbitration, and collective action waiver and the batch arbitration provisions. Both you and TrueVi TV understand and agree that we are waiving our right to sue or go to court to assert or defend our rights, except as set forth below. The arbitrator has the right to impose sanctions in accordance with the arbitration provider’s rules and procedures for any frivolous claims or submissions the arbitrator determines have not been filed in good faith, as well as for a party’s failure to comply with this Section 18.2.

This Arbitration Agreement is intended to be interpreted broadly, and it applies to claims that arose, were asserted, or involve facts occurring before the existence of this Arbitration Agreement or any prior agreement as well as claims that may arise after the termination of this Arbitration Agreement, in accordance with the notice and opt-out provisions set forth in Sections 18.4 and 18.5.

This Arbitration Agreement is governed by the Federal Arbitration Act (“FAA”) in all respects and evidences a transaction involving interstate commerce. You and TrueVi TV expressly agree that the FAA shall exclusively govern the interpretation and enforcement of this Arbitration Agreement. If for whatever reason the rules and procedures of the FAA cannot apply, the state law governing arbitration agreements in the state in which you reside shall apply.

Except as set forth in Section 18.2(c) below, if any provision of this Arbitration Agreement is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions thereof remain in full force and effect.

(b) Waiver of Rights Including Jury Trial

THE PARTIES UNDERSTAND THAT ARBITRATION MEANS THAT AN ARBITRATOR AND NOT A JUDGE OR JURY WILL DECIDE THE CLAIM, AND THAT RIGHTS TO DISCOVERY AND APPEALS MAY BE LIMITED IN ARBITRATION. THE PARTIES FURTHER UNDERSTAND THAT THE COSTS OF ARBITRATION COULD EXCEED THE COST OF LITIGATION IN SOME INSTANCES.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT BY AGREEING TO THESE TERMS AND ARBITRATION AGREEMENT, YOU AND TRUEVI TV ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

(c) Class Action, Class Arbitration and Collective Relief Waiver

YOU AND TRUEVI TV ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, AND EXCEPT AS OTHERWISE SET OUT IN THIS SECTION 18.2(c) AND SECTION 18.2(e)(vi) BELOW, ANY PROCEEDING TO RESOLVE ANY DISPUTE, CLAIM, OR CONTROVERSY WILL BE BROUGHT AND CONDUCTED ONLY IN THE RESPECTIVE PARTY'S INDIVIDUAL CAPACITY AND NOT AS PART OF ANY CLASS (OR PURPORTED CLASS), CONSOLIDATED, MULTIPLE-PLAINTIFF, COLLECTIVE, OR REPRESENTATIVE ACTION OR PROCEEDING (“CLASS ACTION”). YOU AND TRUEVI TV AGREE TO WAIVE THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION. YOU AND TRUEVI TV EXPRESSLY WAIVE ANY ABILITY TO MAINTAIN A CLASS ACTION IN ANY FORUM. IF THE DISPUTE IS SUBJECT TO ARBITRATION, THE ARBITRATOR WILL NOT HAVE THE AUTHORITY TO COMBINE OR AGGREGATE CLAIMS, CONDUCT A CLASS ACTION, OR MAKE AN AWARD TO ANY PERSON OR ENTITY NOT A PARTY TO THE ARBITRATION. FURTHER, YOU AND TRUEVI TV AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS FOR MORE THAN ONE PERSON’S CLAIMS, AND IT MAY NOT PRESIDE OVER ANY FORM OF A CLASS ACTION. FOR THE AVOIDANCE OF DOUBT, HOWEVER, YOU CAN SEEK PUBLIC INJUNCTIVE RELIEF TO THE EXTENT GOVERNING LAW REQUIRES THAT YOU BE PERMITTED TO SEEK SUCH RELIEF AND CONSISTENT WITH THE EXCEPTIONS BELOW.

If there is a final judicial determination that applicable law precludes enforcement of the limitations of this Section 18.2(c) as to a particular claim or remedy, then that claim or remedy (and only that claim or remedy) must be severed from the arbitration and may be sought in court. The parties agree, however, that any adjudication of claims or remedies not subject to arbitration shall be stayed pending the outcome of any arbitrable claims and remedies.

If there is a final judicial determination that either the Class Action, Class Arbitration and Collective Relief Waiver in this Section, or that the provisions in this Section 18.2 are not enforceable as to a particular claim or request for relief, then the parties agree that that particular claim or request for relief shall only proceed in court as provided herein, but shall be severed and stayed pending arbitration of the remaining claims. This provision does not prevent you or TrueVi TV from participating in a class-wide settlement of claims.

(d) Arbitration Location

If you are a resident of the United States, arbitration will take place in the county where you reside. For residents in Canada (and anywhere else outside the United States), arbitration shall be initiated in Dallas, Texas, unless you and TrueVi TV otherwise agree or unless the designated arbitrator determines that such venue would be unreasonably burdensome to any party, in which case the arbitrator shall have the discretion to select another venue.

For any arbitration conducted in Dallas, Texas, You and TrueVi TV agree to submit to the personal jurisdiction of any federal or state court in Dallas, Texas, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and in connection with any such proceeding, further agree to accept service of process by U.S. or certified mail and hereby waive any and all jurisdictional and venue defenses otherwise available.

(e) The Arbitration Rules

(i) The Provider. The arbitration will be administered by National Arbitration and Mediation (“NAM”) and resolved before a single arbitrator. If NAM is not available to arbitrate, the parties will select an alternative arbitration provider.

Except as modified by this “Disputes” provision, NAM will administer the arbitration in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedures, Fees For Disputes When One of the Parties is a Consumer and the Mass Filing Dispute Resolution Rules and Procedures in effect at the time any demand for arbitration is filed with NAM, excluding any rules or procedures governing or permitting class or representative actions. The applicable NAM rules and procedures are available at www.namadr.com or by emailing National Arbitration and Mediation’s Commercial Dept at commercial@namadr.com.

You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

The parties agree that NAM has discretion to reduce the amount or modify the timing of any administrative or arbitration fees due under NAM’s Rules where it deems appropriate, provided that such modification does not increase the costs to you, and you further agree that you waive any objection to such fee modification. The parties also agree that a good-faith challenge by either party to the fees imposed by NAM does not constitute a default, waiver, or breach of this Section 18 while such challenge remains pending before NAM, the arbitrator, and/or a court of competent jurisdiction, and that any and all due dates for those fees shall be tolled during the pendency of such challenge.

The parties agree that, to the extent permitted by applicable law, any arbitration proceedings, testimony, or discovery, along with any documents filed or otherwise submitted in the course of the proceedings, shall be confidential and shall not be disclosed to any third party except to the arbitrator and their staff, the parties’ attorneys and their staff and any experts retained by the parties, or as required by law. The parties may modify the terms of this paragraph through a mutually agreeable confidentiality agreement to be submitted to and entered by the arbitrator. Notwithstanding the foregoing, a party may disclose limited information required in any judicial proceeding brought to enforce these arbitration provisions or any award entered hereunder.

(ii) Arbitration Demand Must Contain Sufficient Information. Any arbitration demand or counterclaim asserted by either party must contain sufficient information to provide fair notice to the other party of the asserting party’s identity, the claims being asserted, and the factual allegations on which they are based, and must include proof that the claimant is party to this Arbitration Agreement and to these Terms of Service. The arbitrator and/or NAM may require amendment of any demand or counterclaim that does not satisfy these requirements. The arbitrator has the right to impose sanctions for any claims the arbitrator determines to be frivolous or improper (under the standard set forth in Federal Rule of Civil Procedure 11), including for any claim filed on behalf of a claimant who is not a party to this Arbitration Agreement or to these Terms of Service.

(iii) Arbitration Conducted on Papers in Some Circumstances. If the amount in controversy does not exceed $10,000 and you do not seek declaratory relief, then the arbitration will be conducted solely on the basis of documents that you and TrueVi TV submit to the arbitrator, unless the arbitrator determines that a hearing is necessary. If the amount in controversy exceeds $10,000 or seeks individual declaratory relief, either party may request (or the arbitrator may determine) to hold a hearing, which shall be via videoconference or telephone conference unless the parties agree otherwise.

(iv) Dispositive Motions. Subject to the applicable NAM rules and procedures, the parties agree that the arbitrator will have the discretion to allow the filing of dispositive motions if they are likely to efficiently resolve or narrow issues in dispute.

(v) Batching. To increase the efficiency of administration and resolution of arbitrations, in the event 25 or more claimants submit similar arbitration demands (those asserting the same or substantially similar facts or claims, and seeking the same or substantially similar relief), the parties are represented by the same or coordinated counsel and the demands are submitted to NAM (or another arbitration provider selected in accordance with Section 18.2(e)(i) if NAM is unavailable) against TrueVi TV within a 90-day time period (“Mass Filing”), the parties agree (A) to administer the Mass Filing in batches of 25 demands per batch (to the extent there are fewer than 25 arbitration demands left over after the batching described above, a final batch will consist of the remaining demands); (B) to designate one arbitrator for each batch; (C) to accept applicable fees, including any related fee reduction determined by NAM (or another arbitration provider selected in accordance with 18.2(e)(i) if NAM is unavailable) in its discretion; (D) that arbitration awards in one batch shall have no precedential effect on subsequently administered batches; and (E) that fees associated with a demand for arbitration included in a Mass Filing, including fees owed by TrueVi TV and the claimants, shall only be due after your demand for arbitration is included in a set of batch proceedings and that batch is properly designated for filing, processing, and adjudication. If your demand for arbitration is included in the Mass Filing, any statute of limitation applicable to your claims will remain tolled until your demand for arbitration is decided, withdrawn, or settled.

If 25 or more claimants submit similar Notices of Dispute or file similar arbitrations within a 90-day time period and are represented by the same or coordinated counsel (regardless of whether the cases are pursued simultaneously), all of the cases must be resolved in arbitration in staged proceedings. You agree to this process even though it might delay the arbitration of your claim. In the first stage, claimants’ counsel and TrueVi TV will each select up to 25 cases (50 cases total) to be filed in arbitration and resolved individually by separate arbitrators. If feasible, arbitrators will be from the respective claimants’ home states. In the meantime, no other cases may be filed in arbitration. Nor may NAM (or another arbitration provider selected in accordance with Section 18.2(e)(i) if NAM is unavailable) accept, administer, or demand payment for fees for other arbitrations. After the first stage is completed, the parties will engage in a single mediation of all remaining cases, and TrueVi TV will pay the mediation fee. If the parties cannot agree how to resolve any of the remaining cases after the mediation, the parties will repeat the process of filing up to 50 cases to be resolved individually by separate arbitrators, followed by mediation. If any cases remain after the second stage is completed, the process will be repeated until all cases are resolved, with four differences. First, a total of 100 cases may be filed in the third and later stages. Second, the cases will be randomly selected. Third, arbitrators who decided cases in the first two stages may be appointed in later stages if different arbitrators are not available. Fourth, mediation is optional at the election of claimants’ counsel. If this paragraph applies to a Notice of Dispute, any statute of limitations or contractual limitations period applicable to the listed claims and requests for relief will be tolled from the time the first cases are selected for bellwether proceedings until the claimant’s Notice of Dispute is selected for a bellwether proceeding, withdrawn, or otherwise resolved. A court will have the authority to enforce this paragraph, including without limitation the power to enjoin the filing or prosecution of arbitrations or the assessment or collection of related fees. If there is a final judicial determination that the sequencing process in this paragraph is invalid or not enforceable, then this paragraph shall be severed from the Agreement, and the remaining portions of this agreement to arbitrate shall nevertheless remain valid and in force.

Arbitrator selection for each batch shall be conducted to the greatest extent possible in accordance with the applicable NAM rules and procedures for such selection, and the arbitrator will determine the location where the proceedings will be conducted.

You agree to cooperate in good faith with TrueVi TV and the arbitration provider to implement such a “batch approach” or other similar approach to provide for an efficient and fair resolution of claims, including the payment of combined reduced fees, set by NAM in its discretion, for each batch of claims. The parties further agree to cooperate with each other and the arbitration provider or arbitrator to establish any other processes or procedures that the arbitration provider or arbitrator believe will provide for an efficient resolution of claims. Any disagreement between the parties as to whether this provision applies or as to the process or procedure for batching shall be resolved by a procedural arbitrator appointed by NAM.

Notwithstanding the foregoing, any challenge by a party to the applicability, validity, or enforceability of the “Batch Arbitration” provision shall be decided only by a court of competent jurisdiction and not by an arbitrator. In the event that this Batch Arbitration provision is found to be invalid or unenforceable, or in the event that NAM (or another arbitration provider selected in accordance with Section 18.2(e)(i) if NAM is unavailable) declines to implement this Batch Arbitration provision for any reason, the entire arbitration agreement shall be of no force and effect when there are 25 or more individual arbitration demands filed within a 90-day period relating to the same or similar facts and asserting the same or similar claims for relief, brought by claimants represented by the same counsel or counsel coordinating with one another. The Class Action, Class Arbitration, and Collective Relief Waiver, however, will still apply to the extent permitted by law.

This “Batch Arbitration” provision shall in no way be interpreted as increasing the number of claims necessary to trigger the applicability of NAM’s Mass Filing Supplemental Dispute Resolution Rules and Procedures or authorizing class arbitration of any kind.

(vi) No Class or Consolidated Arbitration Absent Written Consent. Unless TrueVi TV otherwise consents in writing, TrueVi TV does not agree or consent to class arbitration, private attorney general arbitration, or arbitration involving joint or consolidated claims under any circumstances, except as set forth in Section 18.2(c) and this Section 18.2(e)(vi).

(vii) Arbitration Award. The arbitrator will render an award within the time frame specified in the applicable NAM rules and procedures. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator will have the authority to award monetary damages on an individual basis and to grant, on an individual basis, any non-monetary remedy or relief available to an individual to the extent available under applicable law, the arbitral forum’s rules, and this Arbitration Agreement, except as set forth in Section 18.3 below. The parties agree that the damages and/or other relief must be consistent with Section 18.2(c) above, and also must be consistent with the terms of the “Limitation of Liability” section of these Terms of Service as to the types and the amounts of damages or other relief for which a party may be held liable. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. If the procedures set forth in Section 18.2(e)(v) (“Batching”) apply, then arbitration awards in one batch shall have no precedential effect on subsequently administered batches. Attorneys’ fees will be available to the prevailing party in the arbitration only if authorized under applicable substantive law governing the claims in the arbitration.

18.3 Exceptions to Arbitration.

Notwithstanding the parties’ agreement to resolve all disputes through binding arbitration as set forth in Section 18.2:

(a) IP Disputes. Either party’s claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret, shall be exclusively brought in the state and federal courts located in Dallas, Texas.

(b) Small Claims Court and Statutes of Limitation. Either party shall elect to have disputes or claims resolved in a small claims court on an individual basis, regardless of what forum the filing party initially chose, provided the disputes or claims are within the scope of that court’s jurisdiction and not brought as a class, representative, or consolidated action or proceeding.

Either party may also seek a declaratory judgment or other equitable relief in a court of competent jurisdiction regarding whether a party’s claims are time-barred or may be in fact be brought in small claims court. Seeking such relief shall not waive a party’s right to arbitration under this agreement, and any filed arbitrations related to any action filed pursuant to this paragraph shall automatically be stayed (and any applicable statute of limitations tolled) pending the outcome of such action.

(c) Disputes or Claims Where the Sole Form of Relief Sought Is Injunctive Relief (Including Public Injunctive Relief). Either party’s claims where the sole form of relief sought is injunctive relief shall be exclusively brought in the state or federal courts located in Dallas, Texas.

For the avoidance of doubt, the waiver of the right to bring claims in or otherwise participate in a class, representative, or consolidated action or proceeding set forth in the class action, class arbitration, and collective action waiver provision above does not prevent you from seeking public injunctive relief in an individual capacity to the extent applicable law requires that you be permitted to seek such relief.

You and TrueVi TV also agree that for disputes or claims where both injunctive relief (including public injunctive relief) and non-injunctive relief are sought, you and TrueVi TV will first submit the dispute or claim for non-injunctive relief to arbitration pursuant to this Section 18. The arbitrator will not be permitted to grant injunctive relief (unless the parties mutually agree otherwise). Once the arbitration of the dispute or claim for non-injunctive relief has concluded, you and/or TrueVi TV may seek the injunctive relief (including the public injunctive relief) in court to the extent permitted by law.

(d) Jurisdiction/Service of Process. For any dispute not subject to arbitration under this Section 18, you and TrueVi TV agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts located in Dallas, Texas. You further agree to accept service of process by U.S. or certified mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.

18.4 30-Day Right to Opt Out.

You have the right to opt-out and not be bound by the arbitration and/or class action, class arbitration, and collective action waiver provisions set forth above by sending written notice, signed by you, of your decision to opt-out to the following address: [Insert Email Address]. The notice must be sent within 30 days of the Effective Date, or your first use of the Services, whichever is later; otherwise, you shall be bound to arbitrate disputes on an individual basis in accordance with the terms of Section 18.2. If you do not opt out, you shall be bound to arbitrate disputes on an individual basis in accordance with the provisions of this section. If you opt out of only the arbitration provisions, and not also the class action, class arbitration, and collective action waiver, the class action, class arbitration, and collective action waiver still applies. You may not opt out of only the class action, class arbitration, and collective action waiver and not also the arbitration provisions; accordingly, if you opt out of the class action, class arbitration, and collective action waiver, you may not bring your claim in arbitration and may bring it only in court. If you opt-out of the arbitration provisions, TrueVi TV also will not be bound by them.

TrueVi TV will continue to honor any valid opt outs if you opted out of arbitration in a prior version of the Terms pursuant to the requirements set forth in that version. If you do not timely opt out of this Arbitration Agreement, such action shall constitute mutual acceptance of the terms of these “Disputes” provisions by you and TrueVi TV. If you agreed to previous and/or other arbitration agreement(s) with TrueVi TV and opt out of this Arbitration Agreement, you remain bound by those prior and/or other arbitration agreement(s) and must arbitrate any and all claims or disputes covered by those prior and/or other arbitration agreement(s), regardless of whether those claims or disputes arise after the date you execute this agreement.

18.5 Changes to this Section.

TrueVi TV will provide 30 days’ notice of the date of any material changes to this Section 18. To the fullest extent permitted by law, changes will become effective on the 30th day and apply to all claims not yet filed. If you continue to use the Services after the 30th day, you agree that any unfiled claims of which TrueVi TV does not have actual notice are subject to the revised clause.

If you reject any such changes by opting out of the revised Arbitration Agreement, you may exercise your right to a trial by jury or judge, as permitted by applicable law with respect to claims concerning or arising under the revised Arbitration Agreement. If you agreed to this Arbitration Agreement or a previous arbitration agreement with TrueVi TV and opt out of the revised Arbitration Agreement, you remain bound by this Arbitration Agreement and/or any prior arbitration agreement to which you did not opt out and must arbitrate any and all claims or disputes covered by this Arbitration Agreement and/or any such prior arbitration agreement, regardless of whether those claims or disputes arise after the date of the revised Arbitration Agreement. If TrueVi TV changes this “Disputes” section after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you agree that your continued use of the Services 30 days after such change will be deemed acceptance of those changes. If you do not agree to such change, you may opt out by providing notice as described in Section 18.4.

This agreement to arbitrate shall survive the termination or expiration of these Terms. With the exception of the Class Action, Class Arbitration, and Collective Action Waiver and Batch Arbitration provisions (as set forth above), if a court decides that any part of this agreement to arbitrate is invalid or unenforceable, then the remaining portions of this agreement to arbitrate shall nevertheless remain valid and in force.

19. Governing Law and Venue.

Subject to Section 17, the interpretation of the rights and obligations of the parties under this Agreement, including, to the extent applicable, any negotiations, arbitrations or other proceedings hereunder, will be governed in all respects exclusively by the laws of the State of Texas U.S.A. without regard to the conflict of laws provisions thereof and to the extent not preempted by or inconsistent with federal law.

20. Notices.

Unless otherwise specified in this Agreement, any notices required or allowed under this Agreement will be provided to TrueVi TV by postal mail to the address for TrueVi TV listed in Section 25 below. TrueVi TV may provide You with any notices required or allowed under this Agreement by sending You an email to any email address You provide to TrueVi TV in connection with Your Account, provided that in the case of any notice applicable both to You and other Users of the Platform, TrueVi TV may instead provide such notice by posting on the Platform. Notices provided to TrueVi TV will be deemed given when actually received by TrueVi TV. Notice provided to You will be deemed given 24 hours after posting to the Platform or sending via email, unless (as to email) the sending party is notified that the email address is invalid.

21. Linked Sites.

The Platform may contain links to third-party sites or Content that are not under the control of TrueVi TV. If You access a third-party site or Content from the Platform, then You do so at Your own risk and TrueVi TV is not responsible for any content on any linked site or content. You may establish a link to the Site, provided that the link does not state or imply any sponsorship or endorsement of Your site by TrueVi TV or any group or individual affiliated with TrueVi TV. You may not use on Your site any Platform Content or marks appearing on the Platform in establishing the link. You may not frame or otherwise incorporate into another site any Content or other materials on the Platform without prior written consent.

22. SMS Terms.

TrueVi TV provides these SMS Terms and Conditions (the “SMS Terms”), which govern the provision and delivery of text messages by us and/or our text message service providers to you. We offer this service so that we or our service providers can send text messages to: (1) provide you with information you requested from us; (2) provide you with marketing or promotional content, including but not limited to informing you of improvements, features, events, or products and services that may be of interest to you; and (3) provide updates regarding your transactions with us (including for multifactor authentication purposes). We refer to our SMS text messaging program as the “TrueVi TV SMS Program.”

E-SIGN Disclosure.

By agreeing to enroll in the TrueVi TV SMS Program and/or receive text messages from TrueVi TV, you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by emailing TrueVi TV at [Insert Email Address] with “Revoke Electronic Consent” in the subject line. To view and retain a copy of this disclosure or any information regarding your enrollment in the TrueVi TV SMS Program, you will need (i) a device (such as a computer or mobile phone) with a web browser and Internet access and (ii) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, email TrueVi TV at [Insert Email Address] with contact information and the address for delivery.

Agreement and Consent to Receive Text Messages.

You can provide us with your consent to receive text messages in multiple ways, such as by providing us with your phone number on our websites or mobile applications, through communications or transactions with us, or by opting into receiving text messages. By providing your consent, you agree to these SMS Terms.

By providing consent, you authorize us and/or our agents to use automated or nonautomated technology to send text messages to the number associated with your consent or your account. We may send you an initial message confirming your enrollment in TrueVi TV SMS Program. The types of text messages you will receive depend on the SMS campaign(s) you opt into. You understand that you are not required to receive TrueVi TV text messages as a condition of purchasing services from TrueVi TV. Wireless carriers are not liable for delayed or undelivered messages. TrueVi TV Texts may not be compatible with all cell phone models.

Costs of Signing Up for the TrueVi TV SMS Program.

TrueVi TV does not charge you for its text message program. But message and data rates may apply, so depending on your plan with your wireless or other applicable provider, you may be charged by your carrier or other applicable provider.

Frequency of Text Messages.

We may send you an initial message confirming that we have received your opt-in. After that, you will receive recurring text messages, and the specific amount may vary depending on how you use our services. The number of text messages you receive may depend upon factors including how you use our services and whether you take steps to generate additional text messages from us (such as by sending a HELP request).

Eligibility.

By signing up for the TrueVi TV SMS Program, you represent that you are 18 years of age or older and understand the obligations and agree to the terms set forth in these SMS Terms and elsewhere in these Terms of Use, which both form binding agreements between you and us. You further represent that you are the subscriber of the cellular service at the mobile number provided or that you are authorized by the subscriber to sign-up for texts.

Opting Out of TrueVi TV Text Messages.

To get help about TrueVi TV texts, reply HELP to any text message delivery by TrueVi TV and/or its agents. To opt out of TrueVi TV texts from a specific phone number, you must text STOP to that number. We may not recognize other opt-out commands, and you agree that we are not responsible if you submit opt-out commands that do not comply with these SMS Terms. You must separately opt out of each number from which you’ve provided us with consent to receive TrueVi TV texts. After we receive your “STOP” text, we may send you confirmation of your opt-out via text message.

We may change the phone number or short code from which we send text messages. Opt-out and other requests sent to a phone number or short code that has been changed may not be received by us, and you agree TrueVi TV is not responsible for honoring requests sent to a phone number or short code that has been changed.

Modifications to these SMS Terms.

We reserve the right to modify these SMS Terms, or any part thereof, or add or remove terms at any time, and such modifications, additions or deletions will be effective immediately upon posting. Your continued enrollment in the TrueVi TV SMS Program shall be deemed to constitute acceptance by you of such modifications, additions or deletions.

Sales/Shares.

Your mobile number will not be shared with third parties/affiliates for them to conduct their own marketing/promotional purposes.

23. Changes in Terms and Conditions.

To the extent permitted by applicable law, TrueVi TV reserves the right, in its sole discretion, to change these Terms of Service at any time. If TrueVi TV changes any term or condition, said modification, revision, and additional information shall be posted here, automatically replace the existing terms and conditions, become effective immediately, and become binding on all users of this site to the extent permitted by applicable law. Your continued use of the site following TrueVi TV’s posting of revised terms and conditions constitutes your acceptance of the revised agreement to the extent permitted by applicable law.

24. Additional Terms.

Unless otherwise amended as provided herein, this Agreement will exclusively govern Your access to and use of the Platform, including all Content and Services, and is the complete and exclusive understanding and agreement between the parties, and supersedes any oral or written proposal, agreement or other communication between the parties, regarding Your access to and use of the Platform and all Content and Services. All waivers by TrueVi TV under this Agreement must be in writing or later acknowledged by TrueVi TV in writing. Any waiver or failure by TrueVi TV to enforce any provision of this Agreement on one occasion will not be deemed a waiver by TrueVi TV of any other provision or of such provision on any other occasion. If any provision of this Agreement is found by an arbitrator or court of competent jurisdiction to be invalid, void, or unenforceable, that provision will be ineffective to the extent necessary to comply with applicable Law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the applicable Law, and the remaining provisions in this Agreement will remain in full force (except as discussed above with respect to the Class Action, Class Arbitration, and Collective Action Waiver and Batch Arbitration provisions). Any heading, caption or section title contained in these Terms is inserted only as a matter of convenience and in no way defines, limits, or explains any section or provision hereof. Neither this Agreement nor any rights or obligations of You hereunder may be assigned or transferred by You (in whole or in part and including by sale, merger, consolidation, or other operation of law) without the prior written approval of TrueVi TV. Any assignment in violation of the foregoing will be null and void. TrueVi TV may assign this Agreement to any party that assumes TrueVi TV’s obligations hereunder. Any rights not expressly granted herein are reserved by TrueVi TV. The parties hereto are independent parties, not agents, employees or employers of the other or joint venturers, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other. Any reference herein to “including” will mean “including, without limitation.” Upon request from TrueVi TV, You agree to provide TrueVi TV with such documentation or records with respect to Your activities under this Agreement as may be reasonably requested for TrueVi TV to verify Your compliance with the terms of this Agreement and all applicable Laws. The following Sections survive any expiration or termination of this Agreement: 1–5, 6(d), 6(e), 7–9, 10(b), 11–15 and 17–21. Notices to you may be made via posting to the Site, by e-mail, by regular mail, or by any other reasonable means, in TrueVi TV’s discretion. Without limitation, you agree that a printed version of this Agreement and of any notice given in electronic or other written form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. TrueVi TV will not be responsible for failures to fulfill any obligations due to causes beyond its control.

25. Contact TrueVi TV.

If You wish to contact us or have any questions or concerns related to these Terms of Service or Your use of the Platform, please:

(1) visit our Help Center at my.truevi.tv;
(2) message us via the in-service chat;
(3) call us at [Insert Phone Number];
(4) email us at [Insert Email Address]; or
(5) write us at the address below.