WatchMode™ Mobile Application End-User License Agreement and Website Terms and Conditions
Last Updated: April 3, 2019
NOTICE: THE AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, RELEASES, INDEMNIFICATION PROVISIONS, A BINDING ARBITRATION AGREEMENT AND WAIVERS OF CLASS ACTION AND TRIAL BY JURY.
THE AFOREMENTIONED PROVISIONS ARE AN ESSENTIAL BASIS OF THE AGREEMENT. NEW JERSEY STATE RESIDENTS ARE ENCOURAGED TO REVIEW THEIR RIGHTS UNDER THE AGREEMENT, AS PROVIDED UNDER THE NEW JERSEY TRUTH-IN-CONSUMER CONTRACT WARRANTY AND NOTICE ACT (“TCCWNA”).
1. Your Consent to the Agreement; Modification. The WatchMode™ Offerings (as defined below) are owned and operated by Meteoric, LLC (“WatchMode™,” “we,” “our” or “us”). You agree to the terms and conditions contained in the Agreement, in their entirety, when you: (a) access and/or use the WatchMode™ website located at www.Watchmode.com (the “Site”); (b) download, attempt to download and/or use the WatchMode™ mobile application (the “App”) and associated Software (as defined below), as made available on the iPhone®, iPad® and iPod Touch®, as well as Android® and other mobile devices, where and to the extent available (collectively, “Mobile Devices”) by and through the Apple® App Store, the Google Play® store (where available) and other applicable venues (collectively, “Download Venues”); (c) access certain reviews, ratings, tips, rankings, lists, text, images, video, audio and other content and information relating to the WatchMode™ Offerings as made available by: (i) WatchMode™ (collectively, “WatchMode™ Content”); and/or (ii) Users (as defined below) (“User Content,” and together with the WatchMode™ Content, the “Content”); (d) register for a WatchMode™ account (“Account”) as an end-user of the App and/or Site (“User”), which enables Users to: (i) create personalized profile pages which may include images uploaded by Users and User Content (“Profile Pages”); and (ii) upload links and buttons (“User Links”) associated with such Users’ third-party video streaming service providers (“Third-Party Streaming Services”) to a personalized dashboard (“Dashboard”); (e) access certain message boards, comment sections, messaging functionality and other interactive features of the WatchMode™ Offerings (“Interactive Services”); (f) access links to the WatchMode™ and/or User social media pages/accounts appearing on third-party social media websites (collectively, “Social Media Pages”), such as Facebook®, Instagram®, Twitter® and YouTube® (collectively, “Social Media Websites,” and together with the Site, App, Content, Profile Pages, Dashboard and Interactive Services, the “WatchMode™ Offerings”); and/or (g) otherwise affirmatively consent to these Terms and/or the Agreement.
These Terms are effective as of the date set forth above. Please print the Agreement for your records. A printed version of the Agreement will be valid, enforceable, and admissible in judicial or administrative proceedings based upon or relating to the Agreement to the same extent and subject to the same conditions as a paper agreement that you sign manually. Violations of the Agreement may result in suspension or termination of your Account.
We may amend the Agreement from time to time in our sole discretion, without specific notice to our Users; provided, however, that any amendment or modification to the arbitration provisions, prohibition on class action provisions or any other provisions applicable to dispute resolution (collectively, “Dispute Resolution Provisions”) shall not apply to any disputes incurred prior to the applicable amendment or modification. The latest Agreement will be posted on the Site and by and through the App, and Users should review the Agreement in its entirety prior to using any WatchMode™ Offerings. By a User’s continued use of any WatchMode™ Offerings, that User hereby agrees to comply with all of the terms and conditions contained within the Agreement effective at that time (other than with respect to disputes arising prior to the amendment or modification of the Dispute Resolution Provisions which shall be governed by the Dispute Resolution Provisions then in effect at the time of the subject dispute).
Apple®, Apple TV®, iTunes®, iPhone®, iPad® and iPod Touch® are registered trademarks of Apple, Inc. (“Apple”). Facebook® and Instagram® are registered trademarks of Facebook, Inc. (“Facebook”). Android®, Google®, Google Play® and YouTube® are registered trademarks of Google, Inc. (“Google”). Twitter® is a registered trademark of Twitter, Inc. (“Twitter”). Please be advised that the WatchMode™ is not in any way affiliated with Apple, Facebook or Twitter, and the WatchMode™ Offerings are not endorsed, administered or sponsored by any of the foregoing entities.
Please be advised that WatchMode™ does not itself provide any video streaming services and the ultimate terms and conditions of any Streaming Services accessible via the Dashboard or other WatchMode™ Offerings will be determined by the applicable Third-Party Streaming Services. You understand and agree that refusal to use the WatchMode™ Offerings is your sole right and remedy with respect to any dispute with WatchMode™.
2. Requirements; Necessary Equipment; Data Charges.
THE WatchMode™ OFFERINGS ARE NOT AVAILABLE TO ANYONE UNDER THE AGE OF THIRTEEN (13).
THE WatchMode™ OFFERINGS ARE NOT AVAILABLE TO ANYONE UNDER THE AGE OF EIGHTEEN (18) (OR THE APPLICABLE AGE OF MAJORITY, IF GREATER THAN EIGHTEEN (18) YEARS OF AGE IN THEIR RESPECTIVE JURISDICTIONS) WHOSE REGISTRATION HAS NOT BEEN APPROVED BY A PARENT OR LEGAL GUARDIAN.
If you are under eighteen (18) years of age, or the applicable age of majority, if greater than eighteen (18) years of age in your jurisdiction of residence, but older than thirteen (13) years of age (each, a “Minor”), and you wish to access the WatchMode™ Offerings, you must have your parent(s) or legal guardian(s) (collectively, “Parent”): (a) give you her/his/their permission to access and use the WatchMode™ Offerings; and (b) review the Agreement with you, and discuss any questions that you may have. If you are a Parent, you are responsible for exercising supervision over your Minor’s online activities. If, as a Parent, you do not agree to the terms of the Agreement, do not let your Minor access and/or use the WatchMode™ Offerings. If you are the Parent of a Minor and you believe that your Minor has accessed the WatchMode™ Offerings without your authorization, please Contact Us.
IF YOU ARE A PARENT OR LEGAL GUARDIAN AND YOU PROVIDE CONSENT FOR A MINOR UNDER YOUR SUPERVISION TO USE THE WatchMode™ OFFERINGS, YOU AGREE TO BE BOUND BY THE AGREEMENT IN CONNECTION WITH THAT MINOR’S USE OF THE WatchMode™ OFFERINGS.
You shall be responsible, at all times, for ensuring that you have an Internet connection, computer/Mobile Device, mobile telephone number, up-to-date Internet browser versions, a functioning e-mail account, applicable software, applicable hardware and/or other equipment necessary to access the WatchMode™ Offerings. WatchMode™ does not guarantee the quality, speed or availability of the Internet connection associated with your mobile device and/or computer. WatchMode™ does not guarantee that the WatchMode™ Offerings can be accessed: (i) on all Mobile Devices; (ii) through all wireless service plans; (iii) in connection with all Internet browsers; and/or (iv) in all geographical areas. Standard messaging, data and wireless access fees may apply to your use of the App and other WatchMode™ Offerings. You are fully responsible for all such charges and WatchMode™ has no liability or responsibility to you, whatsoever, for any such charges billed by your wireless carrier.
In addition to the foregoing, individuals are not permitted to access the WatchMode™ Offerings with “Jail-Broken Mobile Devices.” For purposes of the Agreement, a Jail-Broken Mobile Device is a Mobile Device that runs: (A) Apple’s® iOS operating system (including the iPhone®, iPod touch®, iPad® and second-generation Apple TV®) that has had any of its iOS-based software restrictions removed via any procedure that is not fully endorsed and authorized by Apple®; and/or (B) the Android® operating system that has had any of its Android®-based software restrictions removed via any procedure that is not fully endorsed and authorized by the applicable Mobile Device manufacturer.
3. Registration; Termination of Accounts. In order to open an account (“Account”) and utilize certain of the WatchMode™ Offerings (including the App), each prospective User will be required to register via the Site, the App, that User’s Facebook® account or that User’s Google® account.
Where a prospective User opens an Account via the Site and/or App, she/he will be required to fully complete the applicable registration form ("Form"). Where a User opens an Account via the Site and/or App, WatchMode™ may collect some or all of the following: (a) full name; (b) e-mail address; and (c) any other information requested on the Form (collectively, "Form Registration Data").
Where a User opens an Account using her/his Facebook® account, WatchMode™ may collect some or all of the following (depending on the User’s Facebook® account settings and the discretion of Facebook®): (i) the User’s e-mail address; (ii) the User’s full name; (iii) the User’s date of birth; (iv) the User’s profile picture; (v) the User’s gender; and (vi) any other information collected via the Facebook® account interface, depending on the User’s Facebook® account settings (collectively, “Facebook® Registration Data”).
Where a User opens an Account using her/his Google® account, WatchMode™ may collect some or all of the following (depending on the User’s Google® account settings and the discretion of Google®): (A) the User’s e-mail address; (B) the User’s full name; (C) the User’s profile picture; and (D) any other information collected via the Google® account interface, depending on the User’s Google® account settings (collectively, “Google® Registration Data”).
In addition, where a User creates a Profile Page, that User may opt to provide some or all of the following: (I) publicly viewable user name; (II) profile picture; (III) gender; (IV) date of birth; and (V) any other information that can be uploaded to the applicable Profile Page (collectively, “Profile Page Personal Information,” and together with the Form Registration Data, Facebook® Registration Data and Google® Registration Data, the “Registration Data”).
Each User agrees to provide true, accurate, current and complete Registration Data, as necessary, in order to maintain it in an up to date and accurate fashion. WatchMode™ may reject a User’s form and/or terminate a User’s Account at any time and for any reason, in its sole discretion. Such reasons may include, without limitation, where: (x) WatchMode™ believes that such User is in any way in breach of the Agreement; (y) WatchMode™ believes that such User is engaged in any improper and/or unauthorized conduct in connection with the WatchMode™ Offerings; and/or (z) WatchMode™ believes that such User is, at any time, engaged in any activity by and/or through the WatchMode™ Offerings that may violate any applicable law. Upon cancellation or termination of your Account for any reason, you must immediately cease all use of the WatchMode™ Offerings and uninstall and delete all copies of the App and associated proprietary software (together with the content included therein, any associated documentation, and any application program interfaces, license keys, and patches, updates, upgrades, improvements, enhancements, fixes and revised versions of any of the foregoing, collectively the “Software”). Upon cancellation or termination of your Account for any reason, all licenses and rights granted to you under the Agreement shall automatically terminate. All terms and conditions contained in the Agreement that are unrelated to WatchMode™ Offerings including, without limitation, disclaimers, limits of liability, dispute resolution, indemnity, copyright notices, and your obligation to pay any amounts due hereunder, will survive any cancellation or termination of your Account. WatchMode™ will retain pertinent Account information for as long as required by law.
As part of the registration process, Users will be provided with, or must select, a user name and/or password for log-in purposes in connection with both the Site and the App. If the user name(s)/password(s) that a User requests is/are not available, that User will be asked to supply another user name/password. If WatchMode™ provides a User with a user name/password, that User can change that user name and/or password, or the one that the User selected during registration, at any time through her/his Site and/or App Account settings, as applicable. We may, in our sole discretion, reject, change, suspend and/or terminate any user name. Profanity, obscenities, or the use of **asterisks** or other “masking” characters to disguise such words, is not permitted. Impersonating other Users is prohibited. Each User agrees to notify WatchMode™ of any known or suspected unauthorized use(s) of her/his Account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of her/his user name(s)/password(s). Each User shall be responsible for maintaining the confidentiality of her/his user name(s)/password(s) and Account. Each User agrees to accept responsibility for all activities that occur through use of her/his user name(s)/password(s) and Account, including any charges incurred therethrough. Any fraudulent, abusive or otherwise illegal activity engaged in by any User, or any entity or person with access to that User’s user name(s)/password(s) and/or Account may be grounds for termination of that User’s Account, in WatchMode’s™ sole discretion, and that User may be reported to appropriate law enforcement agencies.
4. Compliance with Applicable Law. Each User represents and warrants that it, its User Content, User Links and use of the WatchMode™ Offerings in general, shall: (a) fully comply with all applicable local, state, national, federal and international laws (collectively, “Applicable Law”); and (b) shall not infringe upon or misappropriate any third-party’s intellectual and/or proprietary rights.
5. Profile Pages. Users that successfully register for an Account shall be permitted to create personalized profile pages which may include: (a) images uploaded by Users; (b) User Content; and (c) Profile Page Personal Information. Each User is solely responsible and liable for all aspects of her/his Profile Page. You understand and agree that WatchMode™ is not responsible or liable in any manner whatsoever for your inability to create, access and/or use any Profile Page.
6. Dashboard. Users that successfully register for an Account may create a personalized dashboard interface on the Site and/or App by uploading links/buttons of such Users’ Third-Party Streaming Services. Please be advised that WatchMode™ does not itself provide any video streaming services and the ultimate terms and conditions of any Streaming Services accessible via the Dashboard or other WatchMode™ Offerings will be determined by the applicable Third-Party Streaming Services. You agree that WatchMode™ shall have no obligations and incur no liabilities to you in connection with: (a) any modification, suspension or discontinuation of any Third-Party Streaming Service; (b) your use of, or inability to use and/or acquire access to, any Third-Party Streaming Service whether through the Dashboard or otherwise; or (c) any other matter relating to the Third-Party Streaming Services accessible via any Dashboard, or otherwise.
7. The App.
(a) Installation. WatchMode™ believes in providing Users with clear, concise and complete disclosure before Users download and install the App, including a description of the primary functions of the App. The App requires User consent prior to installation. WatchMode™ does not believe that Users should be deceived into downloading or installing the App. In order to download the App, as made available on the iOS® and Android® mobile platforms, you must either utilize the options made available: (i) on the Site; or (ii) via participating Download Venues. You understand and agree that WatchMode™ shall not be liable to you, any other User or any third-party for any claim in connection with your use of, or inability to use, the App.
(b) Uninstall. The App can be completely uninstalled in a straightforward manner and without requiring undue effort or skill, in most cases by using the traditional “add/remove” programs function contained within your Mobile Device. Please be advised that in some instances, you may be required to restart your Mobile Device before all remnants of the App are completely uninstalled and removed from your Mobile Device. If you experience any problems installing and/or uninstalling the App, please contact us via e-mail here.
THE APP IS NOT SPYWARE OR ADWARE. THE APP WILL NOT DELIVER ADVERTISEMENTS TO YOUR MOBILE DEVICE, PROVIDED THAT ADS MAY APPEAR IN THE APP ITSELF.
(c) Download Venues. The Agreement is entered into by and between you and WatchMode™, and not with the applicable Download Venue that you use to access the App. As between WatchMode™ and any participating Download Venue, WatchMode™ is solely responsible for the App. No Download Venue has any obligation to furnish any maintenance and/or support services with respect to the App. The Download Venues are third-party owned and operated websites. Use of those stores shall be governed by the applicable venue’s agreements, terms and conditions. WatchMode™ does not control the Download Venues or any of the actions, policies or decisions made by the operators of those venues. If you accessed or downloaded the App from the Apple® Store, then you agree to use the App only: (i) on an Apple®-branded product or device that runs iOS (Apple’s® proprietary operating system software); and (ii) as permitted by the “Usage Rules” set forth in the Apple® Store Terms of Service, as applicable.
(d) Remote Access, Updates and Bug Fixes. WatchMode™ reserves the right (but is not obligated) to add additional features or functions to the existing App, and to provide technical support including bug fixes, error corrections, patches, new releases or any other component not specified within these Terms, from time-to-time. When installed on a User’s Mobile Device, the App periodically communicates with WatchMode™ servers. WatchMode™ may require the updating of the App residing on a User’s Mobile Device when WatchMode™ releases a new version of the App, or when WatchMode™ makes new features available. The aforementioned technical support and/or updates may occur automatically without prior notice, or upon prior notice to you, and may occur all at once or over multiple sessions, in WatchMode’s™ sole and absolute discretion. By downloading the App, you hereby consent to these update/technical support services. Our access to your Mobile Device will be limited to providing support and/or updating the App. Where we are denied access for these purposes, your ability to utilize App-based WatchMode™ Offerings may be limited. Each User understands that we may require that User’s review and acceptance of our then-current Agreement before that User will be permitted to use any subsequent versions of the App. Each User acknowledges and agrees that WatchMode™ has no obligation to make any subsequent versions of the App available to that User, or to provide bug fixes, error corrections, patches, new releases or any other component not specified within the Agreement.
(e) Third-Party Software. ANY THIRD-PARTY SOFTWARE, AS WELL AS ANY THIRD-PARTY PROVIDED PLUG-INS, THAT MAY BE PROVIDED WITH THE APP ARE MADE AVAILABLE FOR USE AT EACH USER’S SOLE OPTION AND RISK. IF A USER CHOOSES TO USE SUCH THIRD-PARTY SOFTWARE, THEN SUCH USE SHALL BE GOVERNED BY SUCH THIRD-PARTY'S LICENSING AGREEMENT(S), TERMS AND CONDITIONS AND PRIVACY PRACTICES. WatchMode™ IS NOT RESPONSIBLE FOR ANY THIRD-PARTY SOFTWARE AND SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY USER’S USE OF, OR INABILITY TO USE, THIRD-PARTY SOFTWARE.
(f) App License Grant/Termination. Subject to the restrictions set forth in the Agreement, we grant to you a personal, non-exclusive, limited, non-transferable, non-assignable, non-sublicensable, limited license to install and run the App and related Software, in object code format only, on Mobile Devices owned or controlled by you, solely for the purpose of accessing and using the WatchMode™ Offerings in accordance with the Agreement, and solely for so long as your Account is in good standing. You acknowledge that you are receiving licensed rights only. The licenses set forth in this Section 7 shall be in effect unless and until this license is terminated by WatchMode™. WatchMode™ may terminate the licenses set forth in this Section 7 and/or disable, remove or change the App and/or any portion thereof in its sole discretion at any time, with or without notice, by remote updates or otherwise. In addition, this license will terminate immediately with respect to a User if that User fails to comply with any term or condition of the Agreement. Each User agrees upon expiration or termination of this license to immediately un-install the App. You may not network the App and/or Software among multiple Mobile Devices. You may not directly or indirectly, or authorize any person or entity to: (i) reverse engineer, decompile, disassemble, re-engineer or otherwise create or attempt to create or permit, allow, or assist others to create the source code of the App, Software and/or their structural framework; (ii) create derivative works of the App and/or Software; (iii) use the App and/or Software in whole or in part for any purpose except as expressly provided herein; or (iv) disable or circumvent any access control or related device, process or procedure established with respect to the App and/or Software. You acknowledge that you have access to sufficient information such that you do not need to reverse engineer the App and/or Software in any way to permit other products or information to interoperate with the App and/or Software. You are responsible for all use of the App and/or Software that is under your possession or control.
(g) Export Restrictions. Each User agrees that the App may not be transferred or exported into any other country or used in any manner prohibited by U.S. or other applicable export laws and regulations.
8. Interactive Services.
(a) Subject to the restrictions contained herein including, without limitation, those contained below, the Interactive Services may allow Users to post comments, text, video, content and engage in other interactive communication, by and through the WatchMode™ Offerings. In connection with the Interactive Services, each User shall be solely responsible for the User Content, ratings, lists, reviews, comments, opinions, statements, offers, propositions, feedback and other content (collectively, “Feedback”) posted by and through the Interactive Services. WatchMode™ reserves the right to prohibit any conduct by Users, or to remove any materials or Feedback posted by Users by and through the Interactive Services, that WatchMode™ deems, in its sole and absolute discretion, to be in violation of the Agreement and/or which WatchMode™ believes to be illegal, potentially harmful to others, otherwise objectionable or that same may expose WatchMode™ to harm, damage to reputation or liability. Notwithstanding the foregoing, WatchMode™ undertakes no responsibility to monitor or otherwise police the actions of Users, Feedback and/or other material posted by Users and/or other third parties. WatchMode™ shall have no obligation and incur no liability to such Users in connection with any Feedback. Users may find certain Feedback to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when viewing Feedback. You agree to use the Interactive Services in a manner consistent with, and in full compliance with, any and all applicable laws and regulations. You understand and agree that WatchMode™ shall not be liable to you, any other User or any third-party for any claim in connection with your use of, or inability to use, the Interactive Services.
(b) In connection with your use of the Interactive Services and other of the WatchMode™ Offerings, you agree not to: (i) display any telephone numbers, street addresses, last names, URLs, e-mail addresses or any confidential information of any third party; (ii) display any audio files, text, photographs, videos or other images containing confidential information; (iii) display any audio files, text, photographs, videos or other images that may be deemed indecent or obscene in your community, as defined under applicable law; (iv) impersonate any person or entity; (v) “stalk” or otherwise harass any person; (vi) engage in unauthorized advertising to, or commercial solicitation of, other Users; (vii) transmit any chain letters, spam or junk e-mail to other Users; (viii) express or imply that any statements that you make are endorsed by WatchMode™, without WatchMode’s™ specific prior written consent; (ix) harvest or collect personal information of other Users whether or not for commercial purposes, without their express consent; (x) use any robot, spider, search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the WatchMode™ Offerings; (xi) post, distribute or reproduce in any way any copyrighted material, trademarks or other proprietary information without obtaining the prior consent of the owner of such proprietary rights; (xii) remove any copyright, trademark or other proprietary rights notices contained on the Site and/or App; (xiii) interfere with or disrupt the WatchMode™ Offerings and/or the servers or networks connected to same; (xiv) post, offer for download, e-mail or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (xv) post, offer for download, transmit, promote or otherwise make available any software, product or service that is illegal or that violates the rights of a third party including, but not limited to, spyware, adware, programs designed to send unsolicited advertisements (i.e. “spamware”), services that send unsolicited advertisements, programs designed to initiate “denial of service” attacks, mail bomb programs and programs designed to gain unauthorized access to mobile networks; (xvi) “frame” or “mirror” any part of the Site without WatchMode’s™ prior written authorization; (xvii) use metatags or code or other devices containing any reference to any WatchMode™ Offerings in order to direct any person to any other mobile application or website for any purpose; and/or (xviii) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the WatchMode™ Offerings or any software used in or in connection with the WatchMode™ Offerings. WatchMode™ reserves the right to pursue any and all legal remedies against Users that engage in the aforementioned prohibited conduct.
9. Social Media Pages. The Site and App contain links to the various WatchMode™ Social Media Pages. The Social Media Pages are hosted and made available on third-party Social Media Websites by third-party entities. Your use of Social Media Pages and Social Media Websites shall be governed by those Social Media Websites’ applicable agreements, terms and conditions. You understand and agree that WatchMode™ shall not be liable to you, any other User or any third-party for any claim in connection with your use of, or inability to use, the Social Media Pages and/or Social Media Websites.
(a) General Terms. Subject to the terms and conditions of the Agreement, Users that possess the requisite technology shall have the opportunity to view, download and/or interact with all or some of the Content made available by and through the App, Site and/or other WatchMode™ Offerings. The Content is compiled, distributed and displayed by WatchMode™, as well as third-party content providers, such as Users and third-party movie/television content providers (collectively, “Third-Party Providers”). WatchMode™ does not control the Content provided by Third-Party Providers that is made available by and through the WatchMode™ Offerings. Such Third-Party Providers are solely responsible for the accuracy, completeness, appropriateness, safety and/or usefulness of such Content. The Content should not necessarily be relied upon. WatchMode™ does not represent or warrant that the Content and other information posted by and/or through the WatchMode™ Offerings is accurate, complete, up-to-date or appropriate. Users understand and agree that WatchMode™ will not be responsible for, and WatchMode™ undertakes no responsibility to monitor or otherwise police, Content provided by Third-Party Providers. Users agree that WatchMode™ shall have no obligation and incur no liability to such Users in connection with any Content. Users may find certain Content to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Content.
(b)User Content.Each User who posts User Content by and through the WatchMode™ Offerings hereby irrevocably grants to WatchMode™, for good and valuable consideration, the receipt of which is hereby acknowledged, the worldwide right and license to use, reuse and publish any and all User Content, in any and all forms of marketing and promotional material including, without limitation, print advertisements (“ads”), online ads, ads and other promotions appearing on WatchMode’s™ Social Media Pages and other Social Media Websites, WatchMode™ email ads, television ads, radio ads, interactive media, as well as printed extracts and reproductions of any portion thereof (collectively, “Ads”), and for any and all other uses. Each User who posts User Content represents and warrants to WatchMode™ that: (i) such User has all of the rights and authority necessary to submit the User Content for the uses contemplated hereunder, including the right to publish the User Content; and (ii) the publication of the User Content by such User, as well as WatchMode™ as contemplated hereunder, will not infringe upon or violate the rights of any third-party. Each User who posts understands and agrees that: (A) the User Content, in whole or in part, may be edited and/or dramatized, and that any part of the User Content may be used without compensation to such User; and (B) no Ad or other material incorporating or making reference to the User Content need be submitted to such User for approval and WatchMode™ shall be without liability to such User for any distortion or illusionary effect resulting from its publication of the User Content. Each User who posts User Content expressly: (I) releases WatchMode™ from any and all claims that such User has or may have for breach of right of publicity, invasion of privacy, defamation, intellectual property infringement or any other claim or cause of action arising out of or in connection with any production, distribution, duplication, broadcast, exhibition, publication, Ad or promotion utilizing or incorporating the subject User Content, or any other use of the subject User Content whatsoever; and (II) acknowledges and agrees that WatchMode™ shall not be liable for any causes of action or claims related to the applicable User’s decision to provide the User Content to WatchMode™.
11. Ownership. The WatchMode™ Offerings, as well as the organization, graphics, design, compilation, magnetic translation, digital conversion, software, services and other matters related to same, and all WatchMode™ logos, symbols, trade dress or "look and feel,” and all derivative works or modifications of/to any of the foregoing, and all related and underlying intellectual property (including, without limitation, patents, trademarks, trade secrets and copyrights), are the sole and exclusive property of WatchMode™. We reserve all rights not expressly granted herein. Except as expressly set forth herein, no right or license is granted hereunder, express or implied or by way of estoppel, to any intellectual property rights and your use of the WatchMode™ Offerings does not convey or imply the right to use the WatchMode™ Offerings in combination with any other information or products. The posting of information or material by and through the WatchMode™ Offerings does not constitute a waiver of any right in or to such information and/or materials. The “WatchMode” name and logo are trademarks of Meteoric, LLC.
All Third-Party Streaming Service trademarks, brand names, custom graphics, icons and service names are the intellectual property of their rightful owners including, without limitation, the applicable Third-Party Streaming Service providers. The use of any WatchMode™ trademark without WatchMode’s™ express written consent is strictly prohibited. The use of any third-party trademark without that party’s express written consent is strictly prohibited. The posting of information or material on the Site, in the App or otherwise by and through the WatchMode™ Offerings by WatchMode™ does not constitute a waiver of any right in or to such information and/or materials.
12. License. Each User is granted a non-exclusive, non-transferable, revocable and limited license to access and use the WatchMode™ Offerings. WatchMode™ may terminate this license at any time for any reason. Unless otherwise expressly authorized by WatchMode™ in writing in each instance, Users may only use the WatchMode™ Offerings for their own personal, non-commercial use. No part of the WatchMode™ Offerings may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. No User or other third-party may use any automated means or form of scraping or data extraction to access, query or otherwise collect material from the WatchMode™ Offerings except as expressly permitted by WatchMode™. No User or other third-party may use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the WatchMode™ Offerings, or any portion thereof. No User or other third-party may create any “derivative works” by altering any aspect of the WatchMode™ Offerings. No User or other third-party may use the WatchMode™ Offerings in conjunction with any other third-party content. No User or other third-party may exploit any aspect of the WatchMode™ Offerings for any commercial purposes not expressly permitted by WatchMode™. Each User further agrees to indemnify and hold WatchMode™ harmless for that User’s failure to comply with this Section 12. WatchMode™ reserves any rights not explicitly granted in the Agreement.
13. Prohibited Conduct.
(a) Abuse. In accessing the WatchMode™ Offerings, you represent and warrant to us that you: (i) will not engage in any activity that interrupts or attempts to interrupt the operation of the WatchMode™ Offerings; (ii) will not engage in any intellectual property infringement and/or video piracy; and (iii) will comply with the rules, regulations and policies associated with any applicable Third-Party Streaming Service.
(b) Hacking, Tampering or Unauthorized Access. Any attempt to gain unauthorized access to our systems or any other User’s Account, interfere with procedures or performance of any WatchMode™ Offerings, or deliberately damage or undermine any WatchMode™ Offerings is subject to civil and/or criminal prosecution and will result in immediate termination of your Account. You acknowledge that we are not responsible for any damage, loss, or injury resulting from hacking, tampering, or other unauthorized access to or use of the WatchMode™ Offerings or your Account.
(c) Restrictions. Any use, reproduction or redistribution of the WatchMode™ Offerings, or related services not expressly authorized by the Agreement is expressly prohibited. You may not engage in, or assist others in engaging in, conduct that would damage or impair our property including, without limitation: (i) copying, distributing, transmitting, displaying, performing, framing, linking, hosting, caching, reproducing, publishing, licensing, or creating derivative works from any information, software, products or services obtained from us; (ii) providing unauthorized means through which others may use the WatchMode™ Offerings, such as through server emulators; (iii) taking actions that impose an unreasonable or disproportionately large load on our or our suppliers' network infrastructure, or that could damage, disable, overburden or impair the WatchMode™ Offerings; (iv) interfering with any other party's use and/or enjoyment of the WatchMode™ Offerings; and/or (v) attempting to gain unauthorized access to third-party Accounts and/or the WatchMode™ Offerings.
(d) Reporting Prohibited Conduct. You may report prohibited conduct by forwarding all evidence of abuse by e-mailing us here. All such evidence and your messages become our property and we may use them for the purposes set forth hereunder. Please report responsibly. In addition to the foregoing, we reserve the right to disclose or report any video piracy, intellectual property infringement and/or similar illegal activity to law enforcement and regulatory authorities. Without limiting our other available remedies, we may institute or seek any injunctive relief, civil and/or criminal proceedings against any User and/or any co-conspirators arising out of or related to any violation of the Agreement including, without limitation, recovering all of our fees and expenses (including reasonable attorneys’ fees) in connection with such efforts.
14. Disclaimers. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
WE MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE LEGALITY OF YOUR USE OF THE WatchMode™ OFFERINGS, OR RELATED SERVICES, AND NO PERSON AFFILIATED, OR CLAIMING AFFILIATION, WITH US SHALL HAVE THE AUTHORITY TO MAKE ANY SUCH REPRESENTATIONS OR WARRANTIES.
THE WatchMode™ OFFERINGS, AND ALL RELATED STREAMING VIDEOS, DOWNLOADS, SERVICES, PRODUCTS, INFORMATION, IN-APP FEATURES AND DATA PROVIDED OR MADE AVAILABLE BY OR THROUGH THE WatchMode™ OFFERINGS ARE PROVIDED ON AN "AS IS," “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR FREEDOM FROM VIRUS OR OTHER DISABLING ROUTINE, OR INTERRUPTION, OR NON-INFRINGEMENT, AND YOU ASSUME THE ENTIRE RISK WITH RESPECT THERETO. USE OF THE INTERNET AND TELECOMMUNICATIONS SYSTEMS IS INHERENTLY RISKY AND YOU DO SO AT YOUR OWN RISK.
WITHOUT LIMITING THE FOREGOING, WatchMode™ MAKES NO WARRANTY THAT: (A) THE WatchMode™ OFFERINGS WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (B) ANY INFORMATION OBTAINED THROUGH THE WatchMode™ OFFERINGS (INCLUDING CONTENT) WILL BE ACCURATE OR RELIABLE; (C) ANY DEFECTS IN THE WatchMode™ OFFERINGS WILL BE CORRECTED; (D) THE APP WILL BE AVAILABLE FOR INSTALLATION OR REINSTALLATION WITH ALL MOBILE DEVICES OR THAT THE WatchMode™ OFFERINGS WILL BE COMPATIBLE WITH ANY SPECIFIC PC, HARDWARE, MOBILE DEVICE, WIRELESS NETWORK OR SERVICE; (E) THE WatchMode™ OFFERINGS WILL BE FREE FROM TECHNICAL ERROR, OR OTHER ERROR OF ANY KIND, WHETHER HUMAN, MECHANICAL OR ELECTRONIC; OR (F) THE WatchMode™ OFFERINGS WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM WatchMode™ AND/OR THROUGH THE WatchMode™ OFFERINGS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM, RELATING TO OR ARISING OUT OF VIOLATIONS OF THE AGREEMENT BY OTHER USERS AND WE HAVE NO RESPONSIBILITY TO ENFORCE THE AGREEMENT FOR THE BENEFIT OF ANY USER.
SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES. AS SUCH, THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU IN ITS ENTIRETY.
15. Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, NEITHER WE, NOR OUR SUPPLIERS OR LICENSORS, WILL BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST DATA OR LOSS OF GOODWILL), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF WE OR OUR THIRD-PARTY SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY, ARISING OUT OF OR RELATING TO THE AGREEMENT, THE WatchMode™ OFFERINGS, OR ANY INFORMATION, SERVICES, PRODUCTS OR SOFTWARE MADE AVAILABLE OR ACCESSIBLE TO YOU BY AND THROUGH SAME, INCLUDING, BUT NOT LIMITED TO, FOR: (A) THE USE OR THE INABILITY TO USE THE WatchMode™ OFFERINGS; (B) THE INABILITY TO INSTALL, OR REINSTALL, THE APP ON ANY MOBILE DEVICE; (C) UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR REGISTRATION DATA AND/OR ACCOUNT; (D) ANY ISSUE RELATED TO THE TIMELINESS, ACCURACY OR RELIABILITY OF THE WatchMode™ OFFERINGS; (E) ANY TECHNICAL ERROR OR OTHER ERROR OF ANY KIND, WHETHER HUMAN, MECHANICAL OR ELECTRONIC, ASSOCIATED WITH ANY OF THE WatchMode™ OFFERINGS; OR (F) ANY OTHER MATTER RELATING TO THE WatchMode™ OFFERINGS.
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, OUR MAXIMUM LIABILITY TO YOU ARISING OUT OF OR IN ANY WAY CONNECTED TO THE AGREEMENT, THE WatchMode™ OFFERINGS, OR ANY INFORMATION, SERVICES, PRODUCTS OR SOFTWARE MADE AVAILABLE OR ACCESSIBLE TO YOU BY AND THROUGH SAME SHALL NOT EXCEED FIVE HUNDRED DOLLARS ($500.00). THE EXISTENCE OF ONE OR MORE CLAIMS BY YOU WILL NOT INCREASE OUR LIABILITY. IN NO EVENT SHALL OUR SUPPLIERS OR LICENSORS HAVE ANY LIABILITY ARISING OUT OF OR IN ANY WAY CONNECTED TO OUR PRODUCTS, INFORMATION OR SERVICES. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL OR CERTAIN OTHER TYPES OF DAMAGES. AS SUCH, THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THIS SECTION 15 MAY NOT APPLY TO YOU.
(a) Technical Difficulties. We are not responsible for delays, disruptions, malfunctions or other technical interruptions that affect the WatchMode™ Offerings including, without limitation, problems with Mobile Devices, the App, the Site, computer systems, telephone carriers, or Internet service providers or the quality of coverage, strength of signal, delays or outages in service.
(b) Linked Sites. You may be able to access third-party websites or services via the Site and/or App including, without limitation, Social Media Websites and the websites of Third-Party Streaming Services. We are not responsible for third-party websites, services or content available through those third-party websites. You are solely responsible for your dealings with third-parties (including advertisers). Your use of third-party software, websites or services may be subject to those third-parties’ terms and conditions and privacy policies. Please review those legal policies before using any linked websites.
(d) Representations and Warranties.Each User hereby represents and warrants to WatchMode™ as follows: (i) the Agreement constitutes such User’s legal, valid and binding obligation which is fully enforceable against such User in accordance with its terms; (ii) such User understands and agrees that such User has independently evaluated the desirability of utilizing the WatchMode™ Offerings and that such User has not relied on any representation and/or warranty other than those set forth in the Agreement; (iii) the execution, delivery and performance by such User of the Agreement will not conflict with or violate: (A) any order, judgment or decree applicable to such User; or (B) any agreement or other instrument applicable to such User; (iv) such User’s performance under the Agreement, her/his use of the WatchMode™ Offerings, her/his User Links and User Content, if any, will not: (A) invade the right of privacy or publicity of any third person; (B) involve any libelous, obscene, indecent or otherwise unlawful material; (C) violate any Applicable Law; and/or (D) otherwise infringe upon the rights of any third-parties including, without limitation, those of copyright, patent, trademark, trade secret or other intellectual property right, false advertising, unfair competition, defamation, invasion of rights of celebrity, violation of any anti-discriminatory law or regulation, or any other right of any person or entity; and (v) such User shall not “stalk” or otherwise harass any person.
(e) Our Rights and Remedies; No Waiver. No WatchMode™ right or remedy shall be exclusive of any other, whether at law or in equity including, without limitation, damages, injunctive relief, attorneys' fees and expenses. Our failure to require or enforce strict performance by you of any of the terms and conditions contained in the Agreement, or to exercise any right under same, shall not be construed as a waiver or relinquishment of our right to assert or rely upon any such provision or right in that or any other instance.
(f) Assignment. We may assign the Agreement, and any rights and obligations hereunder, in whole or in part, at any time without notice to you. You may not assign the Agreement or transfer any rights to use the WatchMode™ Offerings.
(g) Severability. The Agreement is intended to be severable. If for any reason any terms and/or conditions contained in the Agreement are held invalid or unenforceable in whole or in part by any court of competent jurisdiction, such terms and/or conditions shall, in such jurisdiction, be ineffective to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Agreement, which shall continue to be binding.
(h) No Third-Party Beneficiaries. The Agreement is solely for your and our benefit, and not for the benefit of any other person, except for our successors and assigns.
(i) Indemnification. You agree, at your own cost and expense, to indemnify and hold us and our members, directors, officers, employees and agents harmless from and against any and all claims, disputes, liabilities, judgments, settlements, actions, debts or rights of action, losses of whatever kind, and all costs and fees, including reasonable legal and attorneys' fees, arising out of or relating to: (i) your breach of the Agreement; (ii) any unauthorized or improper use of your Account, the WatchMode™ Offerings and related services by any person including yourself; (iii) your violation of Applicable Law; (iv) any failure by you to provide accurate and up-to-date Registration Data; (v) your User Content and/or User Links, if any; and/or (vi) your negligence or misconduct. If we instruct you in writing, you will, at your cost and expense, defend us from and against any of the foregoing using counsel reasonably acceptable to us.
(j) California User Consumer Rights. In accordance with Cal. Civ. Code Sec. 1789.3, California State resident Users may file grievances and complaints with the California Department of Consumer Affairs, 400 R Street, Ste. 1080, Sacramento, CA 95814; or by phone at 916-445-1254 or 800-952-5210; or by email to email@example.com.
(k) Notice to U.S. Government Users.The App is a “commercial item” as that term is defined at 48 C.F.R. 2.101, consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government Users acquire the App with only those rights set forth therein.
(l) Conflicting Terms. To the extent that anything in or associated with the WatchMode™ Offerings is in conflict or inconsistent with the Agreement, the Agreement shall take precedence. The parties do not intend that any agency or partnership relationship be created through operation of the Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
17. Copyright Policy/DMCA Compliance. WatchMode™ reserves the right to terminate the account of any User who infringes upon third-party copyrights. If any User or other third-party believes that a copyrighted work has been copied and/or posted via the WatchMode™ Offerings in a way that constitutes copyright infringement, that party should provide WatchMode™ with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification and location of the copyrighted work that such party claims has been infringed upon; (c) a written statement by such party that it has a good faith belief that the disputed use is not authorized by the owner, its agent or the law; (d) such party’s name and contact information, such as telephone number or e-mail address; and (e) a statement by such party that the above information in such party’s notice is accurate and, under penalty of perjury, that such party is the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for WatchMode’s™ Copyright Agent for notice of claims of copyright infringement is as follows:
The Corporation Trust Company
Registered Agent for Meteoric, LLC
1209 Orange Street
Wilmington, DE 19801
18. Dispute Resolution, Class Action Waiver and Arbitration. The Agreement shall be treated as though it were executed and performed in New York, NY and shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles). The parties hereby agree to arbitrate all claims that may arise under the Agreement. Without limiting the foregoing, should a dispute arise between the parties including, without limitation, any matter concerning the WatchMode™ Offerings, the terms and conditions of the Agreement or the breach of same by any party hereto: (a) the parties agree to submit their dispute for resolution by arbitration before the American Arbitration Association in New York, NY, in accordance with the then current Commercial Arbitration rules of the American Arbitration Association; and (b) you agree to first commence a formal dispute proceeding by completing and submitting an Initial Dispute Notice which can be found here. We may choose to provide you with a final written settlement offer after receiving your Initial Dispute Notice (“Final Settlement Offer”). If we provide you with a Final Settlement Offer and you do not accept it, or we cannot otherwise satisfactorily resolve your dispute and you wish to proceed, you must submit your dispute for resolution by arbitration before the AAA, in your county of residence, by filing a separate Demand for Arbitration, which is available here. For claims of Ten Thousand Dollars ($10,000.00) or less, you can choose whether the arbitration proceeds in person, by telephone or based only on submissions. If the arbitrator awards you relief that is greater than our Final Settlement Offer, then we will pay all filing, administration and arbitrator fees associated with the arbitration and, if you retained an attorney to represent you in connection with the arbitration, we will reimburse any reasonable attorneys' fees that your attorney accrued for investigating, preparing and pursuing the claim in arbitration. Any award rendered shall be final and conclusive to the parties and a judgment thereon may be entered in any court of competent jurisdiction. Although we may have a right to an award of attorneys' fees and expenses if we prevail in arbitration, we will not seek such an award from you unless the arbitrator determines that your claim was frivolous.
To the extent permitted by law, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against WatchMode™ and/or its employees, officers, directors, members, representatives and/or assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney's fees and court costs that WatchMode™ incurs in seeking such relief. This provision preventing you from bringing, joining or participating in class action lawsuits: (i) does not constitute a waiver of any of your rights or remedies to pursue a claim individually and not as a class action in binding arbitration as provided above; and (ii) is an independent agreement. You may opt-out of these dispute resolution provisions by providing written notice of your decision within thirty (30) days of the date that you first access the Site and/or App, as applicable.
19. Contact Us. Please send any questions or comments regarding the WatchMode™ Offerings, or any other related matter (including all inquiries unrelated to copyright infringement): (a) by U.S. mail to: 3435 Ocean Park Blvd #107D, Santa Monica, CA 90405; (b) via email; or (c) by calling us at: (800) 887-1161. Please print these Terms for your records.