Effective August 4, 2017
When using particular services or features of the Site, including without limitation downloading content from the Site, both these Terms and a separate guidelines document or end user license agreement may apply to your use of that feature or service ("Additional Terms"). To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise.
NOTE THAT THE “ARBITRATION AGREEMENT” SECTION BELOW CONTAINS PROVISIONS THAT REQUIRE, WITH LIMITED EXCEPTIONS, ALL DISPUTES ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE TO BE RESOLVED IN BINDING ARBITRATION, AND NOT IN COURT, AND THAT YOU AND ORION WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES. PLEASE READ THE ARBITRATION AGREEMENT CAREFULLY. BY USING THE SITE OR ACCEPTING THIS AGREEMENT, YOU HEREBY AGREE TO BE BOUND BY THE ARBITRATION AGREEMENT.
TABLE OF CONTENTS
The Site includes without limitation all materials that are included in or are otherwise a part of the Site (including past, present and future versions of the Site), including, without limitation: graphics; layout; text; instructions; images; trademarks, logos, and service marks; audio; videos; designs; ringtones; wallpapers; games; contests; voting; technology; applications; artwork; information; data; designs; compilation; advertising copy; domain names; any and all copyrightable material (including without limitation source and object code); the "look and feel" of the Site; the compilation, assembly and arrangement of the materials of the Site; and all other materials related to the Site (collectively, "Materials").
The Materials are owned by or licensed to Orion and are protected from unauthorized use, copying and dissemination by copyright, trademark, patent, and other laws, rules, regulations and treaties. Except as expressly set forth in these Terms or expressly granted to you in writing by Orion, no rights in the Materials (either by implication, estoppel or otherwise) are granted to you. You acknowledge that you do not acquire any ownership rights in the Materials by using the Site. You may only use the Materials as expressly set forth in these Terms. UNAUTHORIZED USE, COPYING, REPRODUCTION, STORING, MODIFICATION, REPUBLISHING, UPLOADING, DOWNLOADING, POSTING, TRANSMITTING, DISTRIBUTING, DUPLICATING, REMOVAL OR ALTERATION OF ADVERTISING OR ANY OTHER MISUSE OF ANY OF THE MATERIALS IS STRICTLY PROHIBITED.
Subject to your strict compliance with these Terms and any Additional Terms, Orion grants you a limited, personal, non-exclusive, non-commercial, revocable, non-sublicensable, non-assignable and non-transferable license to access and view the Materials (excluding source and object code, other than as made available to access and use via standard web browsers to enable display on your device). When you access or view the Materials, you must: (a) keep intact all copyright and other proprietary notices; (b) make no modifications to the Materials; and (c) not allow or assist any third party (whether or not for your benefit) to copy or adapt any object code associated with the Site or reverse engineer, modify or attempt to discover any source code associated with the Site. You also agree that you will not, including without limitation by use of any robot, scraper, or other data mining technology or process, frame, mask, extract data or other materials from, copy or distribute the Materials (except as may be a result of standard search engine or Internet browser usage). Except as expressly provided in these Terms, you may not copy, reproduce, republish, modify, create derivative works of, upload, download, perform, display, post, transmit, distribute or otherwise use Materials in any way, without the prior written permission of a duly authorized Orion employee. You agree to abide by any and all copyright notices, information, or restrictions contained in any part of the Site. Any and all rights to use the Site that are not expressly granted to you under these Terms are reserved for Orion or its licensors. Nothing contained in these Terms will affect, impair, or limit in any way Orion's rights to exploit fully any or all of the Materials. Unauthorized use of Materials may be a violation of federal and state laws and could result in civil and criminal liability.
The Site may provide you the opportunity to participate and post content publicly in forums, through interactive features and through other communication functionality ("Community Forums"). You may choose, through such features or otherwise, to submit or post photographs, videos, questions, comments, suggestions or other content (collectively, "User Content").
A. Responsibility for User Content. You understand that you are solely responsible for your User Content, however submitted. Orion does not control the User Content made available via the Site and therefore does not guarantee the accuracy, integrity or quality of User Content
If you include personally identifiable information in your User Content, you may receive unsolicited messages from third parties. Further, Orion cannot ensure the security of any information you post on publicly available areas of the Site. You understand that by using the Site, you may be exposed to content or other User Content that are offensive or objectionable.
We have no obligation to monitor the Site or any User Content made available via the Site. However, you acknowledge and agree that Orion has the right to monitor the Site and User Content you submit and the right (but not the obligation) to delete, edit, move, or disable any such User Content in whole or in part subject to Orion's sole discretion. Orion reserves the right to suspend or terminate your access to the Site at any time. Under no circumstances will we be liable in any way for any of your User Content including, but not limited to, any errors or omissions in your User Content, any loss of your User Content or for any loss or damage of any kind incurred as a result of your User Content.
You agree and understand that the Orion Parties are not obligated to post or use your User Content submitted through the Site or otherwise, and may alternatively choose to discard or remove your User Content without any liability whatsoever. You further authorize Orion to publish your User Content in a searchable format that may be accessed by users of the Site and the Internet. You agree that Orion has no obligation to monitor or enforce your intellectual property rights to your User Content (except where and if required under applicable law) but has the right to protect and enforce its rights to your User Content.
C. Unsolicited Ideas. Please do not send unsolicited ideas, creative suggestions and/or any related materials through the Site or to any Orion Party ("Unsolicited Submissions"). An Unsolicited Submission is User Content as defined above. Orion does not accept Unsolicited Submission, including, without limitation, for motion pictures, television programs, web sites or other products or services. We wish to avoid any misunderstandings when projects developed by or on behalf of Orion may seem to others to be similar to their own creative ideas or materials. Therefore, please do not submit any such Unsolicited Submissions to Orion through this Site, including Community Forums, by e-mail, or otherwise. However, if you decide to submit any such Unsolicited Submissions, you agree to grant to Orion the right and license to your Unsolicited Submissions as User Content as set forth in the Section "License to Orion" above.
When you contribute, upload or otherwise provide your User Content to the Site, you agree to comply with the following requirements:
In cases where you feel threatened or believe someone else is in danger, you should contact your local law enforcement agency immediately.
Orion may provide certain “Mash Up Tools” on the Site that allow you to manipulate Materials or to combine Materials with your User Content ("Your Contribution to Collaborative Works") or other users' uploaded information. The works created using the Mash-Up Tools are called "Collaborative Works." Your use of Mash-Up Tools is subject to the following terms:
Orion may grant you -- but only through express written permission -- the limited, revocable permission to engage in certain expressly described personal uses of Materials that include the ability to share the Materials with others (“Viral Distribution”). Express written permission for Viral Distribution may include without limitation these personal uses: (a) sending Materials to friends or acquaintances at no charge; (b) posting and displaying a copy of Materials or other Orion materials such as Collaborative Works on a personal web site; or (c) posting and displaying a copy of the Materials or other Orion materials such as Collaborative Works on a third party web site that permits users to post content, so long as the posting is allowed pursuant to the third party site terms and conditions, and provided that the third party web site does not charge for access to those materials or associate those materials with products, services or advertising. You agree that you will not post any claims about an Orion product or service when engaging in Viral Distribution. But it would be acceptable to state “I Love Orion” with your Viral Distribution. In other words, you understand that only Orion can make claims, promises or statements on behalf of Orion about its products or services. You also agree that you will not imply that you and Orion are affiliated in any way or that Orion approves of your comments. We reserve the right to revoke our permission for Viral Distribution at any time and for any reason and you agree to immediately cease Viral Distribution upon notice of revocation and to comply with any terms we post in connection the Viral Distribution of Materials.
If expressly permitted and made available on the Site, you may engage in Viral Distribution pursuant to these Terms, but you will not make any use of or license, distribute, reproduce, or otherwise exploit any part of the Materials without our express written permission.
The Site may provide certain materials that you may choose to include in your personal web page, social networking profile page or similar personal digital page ("Personal Page") by pasting into your Personal Page the HTML or other code provided by Orion and labeled as an "Embed Code" (or similar identifying label) ("Widget"). For any Widgets that Orion makes available on the Site, Orion grants you a license, subject to the restrictions in these Terms, to include the Embed Code as provided by Orion (without editing) for inclusion on your Personal Page only. You agree that you will not embed or otherwise make available a Widget on a web page or web site containing content that is distasteful, unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable (in Orion's sole opinion). As described below in the Disclaimers section, Orion makes no specific warranties about Widgets and Orion may discontinue providing the services necessary for the Widgets to operate at any time for any reason without any liability to you. In addition, Orion may disable Widgets that you include on your Personal Page(s) if you violate these Terms (as determined by Orion in its sole discretion) or for any or no reason, without any liability to you. You agree that Orion's license grant to you to use Widgets on your Personal Page does not provide you with any intellectual property rights, including without limitation copyrights, in the materials made available via any Widget. You agree to not sell, lease, hypothecate, transfer, license, distribute, reproduce, encumber or otherwise exploit the Materials made available in a Widget, in whole or in part, without the express consent of Orion. You agree to include, and not remove or alter, Orion's trademark, copyright or other proprietary rights notices, as provided by Orion on the Widget. You also agree to not use (or attempt to use) the Widget to display content other than the Materials provided or intended by Orion to be displayed via a particular Widget. Except as expressly stated otherwise, the Widget and any and all Materials provided through the Widget are subject to these Terms in their entirety.
If you download any software or files from the Site, including, without limitation, any audio files, video files, data files, images incorporated in or generated by the software or files, data accompanying the download and any files transmitted to you as part of a Orion newsletter or similar services (collectively, the "Downloads"), you are granted a limited, personal, non-exclusive, non-commercial, revocable, non-assignable and non-transferable license in such Downloads by us or the owner of the Downloads. Title to the Downloads is not transferred to you. You may own the medium on which the Downloads are recorded, but we or the owner of such Downloads retain all right, title, and interest in and to the Downloads, and all intellectual property rights in the Downloads. You may not resell, decompile, reverse engineer, disassemble or otherwise reduce the Downloads to a human-perceivable form, or transfer the Downloads to any third party. Any Downloads are done at your own discretion and risk and you will be solely responsible for any damage to your Device or loss of data that results from such Downloads.
You may not use the Site for any purpose or in any manner that infringes the rights of any third party. Orion encourages you to report any content on the Site that you believe infringes your rights. Only the intellectual property rights owner or person authorized to act on behalf of the owner can report potentially infringing content. If you have a good faith belief that content on the Site infringes your copyright, trademark, or other intellectual property rights, please follow the procedures set forth below.
In accordance with the Digital Millennium Copyright Act of 1998 (the “DMCA”), Orion has a designated agent for receiving notices of copyright infringement and Orion follows the notice and take down procedures of the DMCA. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Orion's Copyright Agent (Copyright Agent contact information is set forth below) the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. 512: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (c) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (d) information reasonably sufficient to permit us to contact the complaining party; (e) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (f) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe that any content on the Site contains content that violates your rights other than copyrights, please provide Orion at least the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (c) an explanation what rights you own/have and why you believe the content infringes your rights sufficient for us to evaluate your complaint; and (d) accurate contact information for you.
Please send (a) your notice of claims of copyright infringement on or regarding the Site, or (b) a complaint regarding alleged violation of rights other than copyrights, to Orion’s Copyright Agent, who can be reached as follows:
By email to dmca@Orion-Television.com (with subject "Copyright Complaints");
By telephone at 310-449-3485;
By postal mail to Orion TV Productions, Inc., 245 North Beverly Drive, Beverly Hills, CA 90210, Attn: Copyright Agent.
We have a policy of terminating the accounts of users who (in our reasonable discretion) are repeat infringers.
It is often difficult to determine if your intellectual property rights have been violated or if the DMCA requirements have been met. We may request additional information before we remove any infringing material. If a dispute develops as to the correct owner of the rights in question, we reserve the right to remove your content along with that of the alleged infringer pending resolution of the matter.
Orion will provide you with notice if your User Content has been removed based on a third party complaint of alleged infringement of the third party’s intellectual property rights.
Some features or portions of the Site may require you to pay a fee, such as subscription services or a purchase you make form the Site. Regardless of the service or product you purchase, you agree to pay all fees and charges that you incur. Unless otherwise noted, all currency references are in U.S. dollars. We may, upon notice if required by applicable laws, at any time change the amount of, or basis for determining, any fee or charge, or institute new fees or charges. All fees and charges are payable in accordance with payment terms in effect at the time the fee or the charge becomes payable.
Certain areas of the Site may require registration or may otherwise ask or require you to provide information to participate. When you choose to provide information to the Site, you agree to provide only true, accurate, current and complete information. You agree you will not sell or otherwise transfer your membership or any membership rights and that you will keep your registration information confidential. Orion reserves the right to terminate your account or otherwise deny you access in its sole discretion without notice and without liability. You agree that you will be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed to access and use the Site. You also agree to comply with all rules, laws and regulations that are applicable to your use of the Site, including, without limitation, those governing your transmission or use of any software or data.
Any sweepstakes, contests, or promotions ("Promotions") accessible through the Site may be governed by its own set of official rules, which may have eligibility requirements, such as certain age or geographic area restrictions. By entering or participating in such Promotions, you will become subject to those official rules. It is your responsibility to read the applicable rules to determine whether or not your participation, registration or entry will be valid or restricted, and to determine the sponsor's requirements of you in connection with the applicable Promotion.
The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Orion to any registration requirement within such jurisdiction or country. Orion controls and operates the Site from offices located in the United States and makes no representations or warranties that the information, products or services contained on the Site are appropriate for use or access in other locations. Anyone using or accessing the Site from other locations does so on their own initiative and is responsible for compliance with United States' and local laws regarding online conduct and acceptable content, if and to the extent such laws are applicable. We reserve the right to limit the availability of the Site or any portion of the Site, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service or other feature that we provide.
Software related to or made available by this Site may be subject to United States export controls. Thus, no software from this Site may be downloaded, exported or re-exported: (a) into (or to a national or resident of) any country to which the United States has embargoed goods; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading any software related to this Site, you represent and warrant that you are not located in, under the control of, or a national or resident of, any such country or on any such list.
Links on the Site to third-party web sites (including without limitation any advertisements) are provided as a convenience to you. If you use these links, you will leave the Site. Orion does not control or endorse any such advertiser or other third-party web sites, and your dealings with such third parties are solely between you and such third parties. You agree that none of the Orion Parties will be responsible or liable for (a) any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertiser or other third-party links on the Site; (b) for any content, goods or services provided on or through third-party web sites; or (c) for your use or inability to use such third-party web sites. You use these links at your own risk.
Certain services and features offered through the Site are provided by third parties outside of the Site and the Site may provide links to these services. For example, our Site may provide links to third-party sites on which you can purchase DVDs, games and other merchandise, products or services or participate in blogs, message boards or similar forums. Further, functionality on the Site may also permit interactions between the Site and a third party web site or online feature, including without limitation applications that connect the Site or your profile on the Site with a third-party site. For example, the Site may include a button enabling you to indicate, on your social networking page, that you “like” a specific product on the Site, or a feature that lets you post to your social networking page a link to a specific Site product or the ability to share content from the Site or your User Content posted at the site with a third party, which may be publicly posted on that third party’s web site. Using this functionality typically requires you to login to your account on the third party Site and you do so at your own risk.
We do not control any of these third party sites or any of their content. Accordingly, you understand and agree that we are not responsible for your use of these services provided by third parties, and that your use of such services is subject to the terms and conditions established by such third parties. YOUR CORRESPONDENCE AND BUSINESS DEALINGS WITH THIRD PARTIES FOUND THROUGH THE SITE INCLUDING, WITHOUT LIMITATION, THE PAYMENT AND DELIVERY OF PRODUCTS AND SERVICES, AND ANY TERMS, CONDITIONS, WARRANTIES AND REPRESENTATIONS ASSOCIATED WITH ANY SUCH DEALINGS, ARE SOLELY BETWEEN YOU AND THE THIRD PARTY. We encourage you to review such third parties' user terms and privacy policies before you use their services.
Further, you may choose, at your sole and absolute discretion and risk, to use applications that connect a Site or your profile on the Site with a third party site (each, an “Application”) and such Application may interact with, connect to or gather and/or pull information from and to your Site profile. By using such Applications, you acknowledge and agree to the following: (i) if you use an Application to share information relating to your Site accounts, you are consenting to the information about your account being shared; (ii) your use of an Application may cause personally identifying information to be publicly disclosed and/or associated with you, even if Orion has not provided such information; and (iii) your use of an Application is at your own option and risk, and you will hold Orion harmless for the sharing of information relating to your Site accounts that results from your use of an Application. You must read all log-in boxes and other pop-up boxes closely for notices about sharing your account information with, through or by any other means identified on an Application.
Descriptions of, references to, or links to products, services or publications within the Site do not imply endorsement of that product, service or publication.
Orion grants you the revocable permission to link to the Site; provided, however, that any link to the Site: (a) must not present false information about, disparage damage, dilute or tarnish the goodwill associated with Orion or its products or services, any Orion property or any other intellectual property; (b) must not create the false appearance that your web site or organization is sponsored, endorsed by, affiliated or associated with Orion; (c) must not frame or create a browser or border environment around any of the content on the Site or otherwise mirror any part of the Site; (d) must not use any Orion trademarks without the prior written permission from Orion; (e) must not contain content that could be construed as distasteful, offensive or controversial or otherwise objectionable (in Orion's sole opinion); and (f) must be owned and controlled by you or the person or entity placing the link, or otherwise permit you to enable such link subject to these Terms. You agree that you will not link to the Site from any source that is unlawful, abusive, indecent or obscene, that promotes violence or illegal acts, that contains expressions of racism, that is libelous, defamatory, scandalous, or inflammatory or is otherwise inappropriate (in Orion's sole discretion). If you do link to the Site, the link must be in plain text, unless otherwise pre-approved in writing by Orion. Orion reserves the right, in its sole discretion, to terminate a link with any web site that it deems inappropriate or inconsistent with the Site or these Terms. By linking to the Site, you agree that you do and will continue to comply with the above linking requirements.
Notwithstanding anything to the contrary contained in these Terms, Orion reserves the right to prohibit linking to the Site for any reason in our sole and absolute discretion.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SITE (INCLUDING, WITHOUT LIMITATION, ALL MATERIALS, INFORMATION, LINKS, MESSAGES, DOWNLOADS, WIDGETS, COLLABORATIVE CONTENT, VIRAL DISTRIBUTION AND OTHER MATERIALS CONTAINED ON THE SITE) ARE PROVIDED "AS IS," "WITH ALL FAULTS," AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE ORION PARTIES DISCLAIM ALL WARRANTIES ASSOCIATED WITH THE SITE, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, FREEDOM FROM COMPUTER VIRUS, AND FITNESS FOR A PARTICULAR PURPOSE.
WITHOUT LIMITING THE FOREGOING AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE ORION PARTIES DO NOT WARRANT THAT YOUR USE OF THE SITE WILL BE TIMELY, UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS OR ERRORS WILL BE CORRECTED, OR THAT THE SITE (OR THE SERVER THAT MAKES IT AVAILABLE) IS FREE OF VIRUSES, MALWARE OR OTHER HARMFUL COMPONENTS. YOU ASSUME RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE AND YOUR RELIANCE THEREON. NO OPINION, ADVICE, OR STATEMENT OF ANY ORION PARTY, WHETHER MADE ON THE SITE OR OTHERWISE, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
FURTHER, THE ORION PARTIES DO NOT WARRANT THAT YOUR ACTIVITIES OR USE OF THE SITE IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, ORION SPECIFICALLY DISCLAIMS SUCH WARRANTIES.
YOU UNDERSTAND THAT BY USING ANY OF THE FEATURES OF THE SITE, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN THE JURISDICTION WHERE YOU ACCESS OR USE THE SITE.
THE ORION PARTIES NEITHER ENDORSE NOR ARE RESPONSIBLE FOR ANY OPINION, ADVICE, INFORMATION, STATEMENT OR OTHER USER CONTENT OR SUBMISSIONS MADE OR DISPLAYED ON THE SITE BY THIRD PARTIES (INCLUDING WITHOUT LIMITATION ANY OTHER USER OF THE SITE) AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPECIFICALLY DISCLAIM RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OF CHARACTER BASED UPON OR RESULTING FROM ANY SUCH CONTENT OBTAINED THROUGH THE SITE. PLEASE REMEMBER THAT IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY AND RELIABILITY OF ANY OPINION, ADVICE, INFORMATION OR STATEMENT AVAILABLE ON THE SITE. A POSSIBILITY EXISTS THAT THE SITE COULD INCLUDE INACCURACIES OR ERRORS. ADDITIONALLY, A POSSIBILITY EXISTS THAT UNAUTHORIZED ALTERATIONS COULD BE MADE TO THE SITE BY THIRD PARTIES. ALTHOUGH WE ATTEMPT TO ENSURE THE INTEGRITY OF THE SITE, THE ORION PARTIES MAKE NO GUARANTEES AS TO THE SITE'S COMPLETENESS OR CORRECTNESS.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, NONE OF THE ORION PARTIES ARE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, ECONOMIC, EXEMPLARY, PUNITIVE OR OTHER DAMAGES UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY, DIRECTLY OR INDIRECTLY, TO: (A) THE SITE (INCLUDING WITHOUT LIMITATION ALL INFORMATION, PRODUCTS, SERVICES, DOWNLOADS, WIDGETS, COLLABORATIVE CONTENT, VIRAL DISTRIBUTION AND THE MATERIALS AND OTHER CONTENT CONTAINED ON AND/OR OBTAINED THROUGH THE SITE); (B) YOUR USE OF OR INABILITY TO USE, OR THE PERFORMANCE OF, THE SITE; (C) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE ORION PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE SITE; (D) ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (E) ERRORS OR OMISSIONS IN THE SITE'S TECHNICAL OPERATION; OR (F) ANY DAMAGE THAT RESULTS FROM EVENTS BEYOND OUR REASONABLE CONTROL, SUCH AS DAMAGES TO ANY USER'S DEVICE, HARDWARE, DEVICE SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE ORION PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOUR SOLE REMEDY FOR DISSATISFACTION WITH ANY PORTION OF THE SITE IS TO STOP USING THE SITE, AND THE SOLE AND EXCLUSIVE MAXIMUM AGGREGATE LIABILITY TO THE ORION PARTIES FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), OR OTHERWISE) SHALL BE THE GREATER OF TEN DOLLARS ($10) OR THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO ACCESS THE SITE. THE FOREGOING LIMITATION ON DAMAGES IS NOT INTENDED TO LIMIT THE ORION PARTIES’ OBLIGATION TO PAY PREVAILING PARTY COSTS OR FEES IF RECOVERABLE PURSUANT TO APPLICABLE LAW.
YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF ORION'S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF THE SITE OR ANY ORION WEB SITE, PROPERTY, PRODUCTION, FILM, PRODUCT, SERVICE, OR OTHER MATERIALS OWNED OR CONTROLLED BY THE ORION PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF THE SITE OR ANY ORION WEB SITE, PROPERTY, PRODUCT, SERVICE, OR OTHER MATERIALS OWNED OR CONTROLLED BY THE ORION PARTIES.BY ACCESSING THIS SITE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
Any claim or controversy arising out of or relating to your use of the Site (including without limitation the arbitrability of any claim or controversy) shall be resolved by binding arbitration in accordance with the Federal Arbitration Act. The parties waive their rights to file suit in court to assert any allegation, claim, or cause of action against the other, or to have a jury trial on any allegation, claim, or cause of action, and any right to do so (including without limitation the right to a jury trial) is hereby waived. Notwithstanding the foregoing, you and Orion retain the right to seek remedies in small claims court for disputes or claims within that court’s jurisdiction, and Orion retains the right to apply to a court of competent jurisdiction for provisional or conservatory relief, including without limitation pre-arbitral attachments or injunctions, and to adjudicate disputes relating to the infringement or misappropriation of intellectual property.
Any claim or controversy arising out of or relating to your use of the Site or this Arbitration Agreement shall be governed by the procedural and substantive laws of the State of California, without reference to choice-of-law rules. The arbitration will be administered by JAMS pursuant to its Streamlined Arbitration Rules & Procedures then in effect. The arbitration shall be presided over by a single arbitrator in Los Angeles County, California. In the event this venue will cause undue hardship to you, then, the discretion of the arbitrator, the arbitration will be conducted solely on the basis of documents submitted, with the parties participating through telephonic or video conference hearings, or at a location reasonably convenient to the parties in the state in which you reside at the time the arbitration is commenced, provided that it is within the Continental U.S. To the extent that any of the foregoing provisions are inconsistent with JAMS applicable standards then in effect, such JAMS rules shall apply.
Claims subject to this Arbitration Agreement may not be arbitrated on a class or representative basis and you will not be able to participate in an arbitration as a representative or member of any class of claimants pertaining to that claim.
All aspects of the arbitration and award shall be confidential, except to the extent disclosure is necessary in connection with an application to a court for a preliminary or permanent injunction, a petition to confirm or vacate an award, to obtain legal or other professional advice necessary for the protection of a party’s rights, or as required by law or judicial decision.
Subject to you demonstrating that the costs of arbitration will be prohibitive as compared to the costs of litigation, Orion will pay as much of the fees charged to you by JAMS as the arbitrator deems necessary to prevent the arbitration from being cost prohibitive to you.
The arbitrator will not have authority to award punitive or exemplary damages, and the parties waive any right to recover such damages. As part of the award, the prevailing party shall be awarded its costs, including without limitation arbitration fees, expert witness fees, if any, and reasonable attorney’s fees.
If any portion of this Arbitration Agreement is found to be invalid, illegal or unenforceable, for any reason, that specific portion shall be severed from the rest, but such severance shall not affect the enforceability of the remainder of this agreement. No waiver of any provision of this Arbitration Agreement will be effective or enforceable unless recorded in a writing signed by the party waiving the provision, and any such waiver shall not waive or affect any other provision of this agreement.
THE FOREGOING PROVISIONS LIMIT CERTAIN RIGHTS, INCLUDING WITHOUT LIMITATION THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN THE JAMS RULES AND THESE DISPUTE RESOLUTION TERMS, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF; PROVIDED THAT NOTHING HEREIN WILL RESTRAIN A CALIFORNIA RESIDENT’S RIGHT, IF ANY, TO SEEK PUBLIC INJUNCTIVE RELIEF AS PERMITTED BY LAW. OTHER RIGHTS THAT YOU WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.
Orion reserves the right, without notice or liability and at its sole discretion, to suspend or terminate these Terms and/or your ability to access or use the Site, and to block or prevent future access to and use of the Site for any reason, including, without limitation, your breach of these Terms or other conduct by you that Orion considers inappropriate. Orion reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site with or without notice. You agree that no Orion Party shall be liable to you or to any third party for any modification, suspension or discontinuation of the Site. Upon termination of your access to the Site, or upon demand by Orion, you must destroy all Materials and all related documentation including without limitation immediately discontinuing the use of any Widgets or links to the Site. Any provisions of these Terms, which, by their terms, ought to survive, shall survive any termination of these Terms.
You understand and agree that Orion will determine your compliance with these Terms in its sole discretion. Any violation of these Terms may be referred to law enforcement authorities.
If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms are not assignable, transferable or sublicensable by you except with the prior written consent of a duly authorized Orion employee. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or paragraph title contained in these Terms is inserted only as a matter of convenience and in no way defines or explains any paragraph or provision hereof. You agree that these Terms will not be construed against Orion by virtue of having drafted these Terms.
We reserve the right, in our sole discretion and at any time, to change or add to the terms of these Terms and we will notify you of material changes by posting the changed or modified Terms on our Site ("Updated Terms"). We may also provide notice to you in other ways in our discretion, such as through contact information you have provided. Your use of the Site after we have posted the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your agreement and consent to the Updated Terms. Therefore, you should review these Terms before using the Site. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Site from that point forward.
If you have any comments or questions regarding these Terms, or wish to report any violation of these Terms, please contact us at comments@Orion-Television.com.
Effective: August 4, 2017
The Site is a general audience web site. The Site does not knowingly collect Personal Information from children younger than the age of thirteen (13), and Orion will delete any information later determined to be collected from a user younger than age thirteen (13).
TABLE OF CONTENTS
In addition, Orion works with network advertisers, ad agencies, analytics providers and other vendors, to provide us with information regarding traffic on the Site, including without limitation the pages viewed and the actions users take when visiting the Site; to serve third-party advertisements on the Site and to serve our advertisements on other web sites, within mobile Apps, and elsewhere online; and to provide us with information regarding the use of the Site and the effectiveness of our advertisements. These third parties may set and access their own tracking devices (including without limitation cookies and web beacons) and they may otherwise collect or have access to information about you and your visits to this or other web sites, and may use that information to serve you targeted ads on this and other web sites. Please review “THIRD-PARTY ADVERTISING COMPANIES AND ANALYTICS SERVICES” for additional information. Some of these companies are members of the Network Advertising Initiative ("NAI") or the Digital Advertising Alliance ("DAA") Self-Regulatory Program for Online Behavioral Advertising. You may want to visit www.networkadvertising.org/managing/opt_out.asp for NAI and http://www.aboutads.info/choices/ for DAA, both of which provides information regarding targeted advertising and offers an "opt out" by participating companies.
Information you provide to the Site
Please note that information submitted to the Site via a “Contact Us”, “Help” or other similar function may not receive a response. We will not use the information provided via these functions to contact you for marketing purposes unrelated to your request unless you agree otherwise.
Community Forums, User Content, and Posting Content to Third-Party Sites
The Site may permit interactions between the Site and a third-party web site, such as enabling you to “like” a product on our Site or “share” content to other web sites. If you choose to “like” or “share” content through the Site or to otherwise post information from or via the Site to a third-party web site, feature or application, that information may be publicly displayed and the third-party web site may have access to information about you and your use of our Site.
Send to a Friend Features
If you send a friend a communication from the Site, the information you provide (names, e-mail addresses, etc.) is used on a one-time basis to facilitate the communication and is not used for any other marketing purpose, unless we obtain consent from that person.
Information Third Parties Provide About You and Social Media Interactions
We may receive information about you from third parties. For example, if you are on another web site and you opt-in to receive information from Orion, that web site will forward your contact and other information to us so that we may contact you as requested. We also may supplement the information we collect with outside records from third parties in order to provide you with information, services or goods you have requested, to tailor our content to you and to offer you opportunities to purchase products or services that we believe may be of interest to you, or to enhance our content and services.
Information We Collect Automatically As You Access and Use the Site
In addition to any Personal Information or other information you choose to submit to the Site, we and our third-party service providers, including without limitation any third-party advertisers and content and analytics providers, may use a variety of technologies that automatically or passively collect certain web site usage information whenever you visit or interact with the Site ("Site Usage Information"). This Site Usage Information may include without limitation the browser and operating system you are using, the URL or advertisement that referred you to our Site, the search terms you entered into a search engine that led you to our Site (if applicable), all of the areas within our Site that you visit, and the time of day, among other information. We may use this Site Usage Information for a variety of purposes, including without limitation enhancing or otherwise improving the Site. Site Usage Information is generally non-identifying, but if we associate it with you as a specific and identifiable person, we treat it as Personal Information.
In addition, we automatically collect your IP address or other unique identifier ("Device Identifier") for your computer, mobile phone, or other device (any, a "Device") used to access the Site. A Device Identifier is a number that is automatically assigned to your Device used to access the Site, and our servers identify your Device by its Device Identifier. We may be able to collect or infer your approximate location through information that we collect, such as an IP address. Please note that some mobile service providers may also provide us or our third-party service providers with information regarding the physical location of the Device used to access the Site.
The methods used to collect Site Usage Information may include, without limitation, the following:
Cookies. A cookie is a data file placed on a Device when it is used to visit the Site or otherwise access our online content. Cookies may be used for many purposes, including, without limitation, remembering you and your preferences and tracking your visits to our web pages. A Flash cookie is a data file placed on a Device via the Adobe Flash plugin that may be built-in to or downloaded by you to your Device. Flash cookies may be used for various purposes, including, without limitation, enabling a Flash feature and remembering your preferences. For more information about Flash and the privacy choices Adobe offers, visit http://www.macromedia.com/support/documentation/en/flashplayer/help/settings_manager.html. If you choose to disable cookies or to adjust your Flash privacy settings on your Device, some features of the Site may not function properly.
Web Beacons. Small graphic images or other web programming code called web beacons, (also known as "1x1 GIFs" or "clear GIFs") may be included in our web pages and e-mail messages. Web beacons may be invisible to you, but any electronic image or other web programming code inserted into a web page or e-mail can act as a web beacon. Web beacons or similar technologies may be used for a number of purposes, including, without limitation, to count visitors to the Site, to monitor how users navigate the Site, to count how many e-mails that were sent were actually opened or to count how many particular articles or links were actually viewed.
Embedded Scripts. An embedded script is programming code that is designed to collect information about your interactions with the Site, such as the links you click on. The code is temporarily downloaded onto your Device from our Web server or a third-party service provider, is active only while you are connected to the Site, and is deactivated or deleted thereafter.
In addition, we may use a variety of other technologies that collect similar information for security and fraud detection purposes.
Third Parties Providing Services on Our Behalf. We sometimes use other businesses to perform services for us, such as web site hosting, conducting web site usage analysis, sending e-mail or other communications, fulfilling orders, providing marketing assistance and data analysis, clearing or performing other administrative services. We may provide access to your Personal Information to such service providers in order for them to complete a requested transaction or otherwise to perform these services.
Sweepstakes, Contests and Promotions. We may offer sweepstakes, contests or other promotions (any, a “Promotion”), that may require registration. By participating in a Promotion, you are agreeing to the provisions, conditions, or official rules that govern that Promotion, which may contain specific requirements of you (including, without limitation and except where prohibited by law, allowing the sponsor(s) of the Promotion to use you name, voice likeness or other indicia of persona in advertising or marketing materials). If you choose to enter a Promotion, Personal Information may be disclosed to third parties or the public in connection with the administration of such Promotion, including, without limitation, in connection with winner selection, prize fulfillment, as required by law or permitted by the Promotion's terms or official rules (such as on a winners list).
Business Transfers. Orion may share Personal Information with its parent, subsidiaries and affiliates, primarily for business and operational purposes. Further, in the event that Orion goes through a transition such as being sold, has all or a portion of its assets acquired or transferred, whether voluntary or involuntary (such as through bankruptcy), or merges or becomes affiliated with any other division, individual or entity (including, without limitation, during the course of any due diligence process), any customer information owned or under the control of Orion (including without limitation your Personal Information) will likely be one of the transferred assets. We reserve the right, as part of this type of transaction, to transfer or assign your information (including without limitation Personal Information) and other information we have collected from users of the Site. By providing your Personal Information, you agree that we may transfer such information to the acquiring entity without your further consent.
Orion may work with network advertisers, ad agencies, analytics service providers, and other vendors to serve third-party advertisements on the Site, to provide us with information regarding traffic on the Site, including without limitation the pages viewed and the actions users take when visiting the Site; to serve our advertisements elsewhere online; and to provide us with information regarding the use of the Site and the effectiveness of our advertisements. For example, if you click on an advertisement for Orion, our service provider(s) may be able to tell us the advertisement you clicked on and where you were viewing the advertisement; likewise, if you click on an advertisement you see on our Site, our service provider(s) may be able to tell which page you were visiting on our Site and pass that information to the advertiser. The advertisements you see may be served by one or more third parties, who may use information about your activities on the Site, and other web sites and services you visit, to provide you targeted advertising based upon your interests. Our service providers may collect certain information about your visits to and activity on the Sites and other web sites and services and may use this information to target advertising to you.
These service providers may set and access their own tracking technologies on your Device (including without limitation cookies, and web beacons) and may otherwise collect or have access to information about you (such as your Site Usage Information and Device Identifier). Some of these parties may collect Personal Information over time when you visit the Sites or other online web sites and services. Cookies and web beacons, including without limitation those set by third-party network advertisers, may be used to (among other things): target advertisements, prevent you from seeing the same advertisements too many times, and conduct research regarding the usefulness of certain advertisements to you. We may share certain information such as Device Identifiers Usage, Information and de-identified information with third-party advertising companies, analytics providers and other vendors for similar purposes.
While we may use a variety of service providers to perform advertising and analytics services, some of these companies may be members of the Network Advertising Initiative (“NAI”) or Digital Advertising Alliance (“DAA”) Self-Regulatory Program for Online Behavioral Advertising. You may wish to visit http://www.networkadvertising.org/managing/opt_out.asp, which provides information regarding targeted advertising and the “opt-out” procedures of NAI members. You may also want to visit http://www.aboutads.info/choices/, which provides information regarding targeted advertising and offers an "opt-out" by participating companies in the DAA Self-Regulatory Program.
For mobile apps, you can typically limit ad tracking using the settings on your phone, tablet or other mobile device.
Please note opting out through these mechanisms does not opt you out of being served advertising. You will continue to receive generic ads while online or on your device.
Some Internet browsers may be configured to send “Do Not Track” signals to the online services that you visit. There is no consensus among industry participants as to what “Do Not Track” means in this context. Like many web sites and online services, the Site does not alter their practices when they receive a “Do Not Track” signal from a visitor’s browser. To find out more about “Do Not Track,” please visit http://www.allaboutdnt.com.
You are responsible for maintaining the accuracy of the information you submit to us, such as your contact information either through any online account feature offered or by contacting us. Orion will make good faith efforts to make requested changes in our then active databases as soon as reasonably practicable. Please note that when you edit your information or change your preferences, the information you remove may persist internally or for our administrative purposes. Also, please note that it is not always possible to completely remove or delete all of your information from our databases and that residual data may remain on backup media or for other reasons.
If you have made any public postings on the Site, such as in Community Forums, these communications cannot generally be removed.
Certain content on the Site may be hosted and served by third parties, and the Site may contain links to third-party web sites that Orion does not control. For example, our Site may provide links to third-party sites through which you can purchase merchandise, products or services or which link to a product or service offered by a third party. The Site may also contain certain third-party applications, such as email, web browser toolbars, wallpapers or other downloads or software applications. These links and applications may include without limitation those that use an Orion logo as part of a co-branding agreement. In addition, Orion widgets or other Orion content may be included on web pages and web sites that are not associated with Orion and over which we have no control. These third parties may collect Site Usage Information through the use of their own cookies and web beacons, independently collect data or solicit Personal Information, and may have the ability to track your use of their sites and services. Orion is not responsible for the privacy practices employed by any third party.
While Orion takes commercially reasonable steps to secure your Personal Information. However, no data transmission over the Internet, wireless transmission or electronic storage of information can be guaranteed to be 100% secure. Please not that we cannot ensure or warrant the security of any information we collect. You use our Site and provide us information at your own risk.
If you are a California resident and you have questions about our practices with respect to sharing information with third parties for their direct marketing purposes and your ability to exercise choice, please send your request to the following email address: CAprivacyrights@Orion-Television.com or write to us at the following mailing address: CA Privacy Rights, Orion Television Legal Department, 245 N. Beverly Drive, Beverly Hills, CA 90210. You must put the statement "Your California Privacy Rights" in the subject field of your e-mail or include it in your writing if you choose to write to us at the designated mailing address. You must include your name, street address, city, state, and zip code. We are not responsible for notices that are not labeled or sent properly, or do not have complete information.