Fox Sports Interactive Media Terms of Use Agreement

FOX SPORTS INTERACTIVE MEDIA TERMS OF USE AGREEMENT

August 19, 2024 

1. Description of FSIM Services and Acceptance of Terms of Use Including Arbitration of Disputes

Fox Sports Interactive Media, LLC ("FSIM," "our," "we" or "us") has developed this Terms of Use Agreement to describe the terms that govern your use of the FSIM Services (defined below). This Terms of Use Agreement, including any future modifications, ("Agreement") governs your use of the sports-related FSIM websites ("FSIM Sites"), applications ("Applications"), music and video services, community pages, message boards, messaging services, mobile services, text messaging campaigns, sweepstakes and contests, promotions, and any other features, content, promotions, games or applications offered from time to time by FSIM that link or otherwise refer users to this Agreement (collectively, the "FSIM Services"). FSIM is based in the United States and the FSIM Services, including Applications, are hosted and provided in the United States.

FSIM furnishes the FSIM Sites, Applications, and other FSIM Services for your personal enjoyment and entertainment. Please read through this Agreement carefully. BY DOWNLOADING, INSTALLING, OR USING THE APPLICATION, OR BY CLICKING "I ACCEPT", YOU SIGNIFY YOU HAVE READ AND AGREE TO BE BOUND BY AND ABIDE BY THIS AGREEMENT AND THE PRIVACY POLICY. This includes your agreement to any future modifications and to abide by all applicable laws, rules and regulations (collectively, "Applicable Law"). FSIM may modify this Agreement at any time, and each such modification will be effective upon posting on the FSIM Sites or within the Application. All material modifications will apply prospectively only. Your continued use of the FSIM Sites, Applications, or any other FSIM Services following any modification of this Agreement constitutes your acceptance of and agreement to be bound by the Agreement as modified. It is therefore important that you review this Agreement regularly. If you do not agree to be bound by this Agreement and to abide by all Applicable Law, 1) FSIM does not grant you a license to download, install or use the Applications or other FSIM Services, 2) please do not use FSIM Sites and discontinue use of all FSIM Services immediately.

Your access to and/or use of certain FSIM Services may require you to accept additional terms and conditions applicable to such FSIM Services, in addition to this Agreement, and may require you to download software or Content (as defined below). In the event of a conflict between any such additional terms and this Agreement, such additional terms will prevail.

PLEASE NOTE THAT THE "ARBITRATION AGREEMENT" SECTION BELOW CONTAINS PROVISIONS THAT REQUIRE (i) WITH LIMITED EXCEPTIONS, ALL DISPUTES ARISING BETWEEN YOU AND COMPANY UNDER THIS AGREEMENT BE RESOLVED IN BINDING ARBITRATION, AND NOT IN COURT AND (ii) YOU AND FSIM WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES. PLEASE CLICK HERE TO REVIEW THE ARBITRATION AGREEMENT. BY USING THIS SITE AND ACCEPTING THIS AGREEMENT, YOU AGREE TO BE BOUND BY THE ARBITRATION AGREEMENT. PLEASE READ IT CAREFULLY.

2. Registration and Security

Use of the FSIM Services is limited to users 13 years of age and older. Some FSIM Services require you to create an account (including setting up a Fox Sports Interactive Media credential and password) to participate in or to secure additional FSIM Services, such as viewing and commenting on FSIM Content (defined below), purchasing FSIM Site Products, creating an FSIM Site profile and signing up for specific FSIM Site newsletters. To make it easier for you to create an account and interact with participating FSIM Services without having to maintain multiple sign-in credentials, FSIM has created the universal Fox Sports Interactive Media credential. The Fox Sports Interactive Media credential allows you to sign into participating FSIM Services with one email and password. In addition to your Fox Sports Interactive Media credential, you will have the ability to create an FSIM Site specific profile, which may include an FSIM Site username and profile, as part of your account. You take full responsibility for your participation on FSIM. As a condition of using certain features of FSIM, you may be required to register on FSIM and/or select a username and password. All registration information you submit directly to us or through a Third-Party Service (defined below) to create an account must be accurate and must be kept updated by you. Your failure to do so will constitute a breach of the Agreement, which may result in immediate termination of your account. You may not (i) select or use as a username a name of another person with the intent to impersonate that person; or (ii) use as a username a name subject to any rights of another person without appropriate authorization. FSIM reserves the right to refuse registration of, or cancel, a username, in its sole discretion. It is your responsibility to notify us of any changes in such information, including, but not limited to your contact information.

You are responsible for maintaining the confidentiality of all your passwords and are responsible for all use of your account. It is therefore critical that you do not share your account information with anyone. You may be held liable for losses incurred by FSIM, FSIM Affiliates (defined below) or any other FSIM user or visitor in the event someone else uses your account as a result of your failure to keep your account information secure and confidential and you agree to indemnify FSIM and all FSIM Affiliates from any third-party claims arising from such actions. You agree not to use the account, username, email address or password of another member or subscriber at any time and not to allow any other person to use your account. You agree to notify FSIM immediately if you suspect any unauthorized use of, or access to, your account or password. FSIM shall retain the right to change your username, but no obligation, for any reason, including, without limitation, if the username you have selected violates this Agreement. FSIM shall also retain the right, but no obligation, to review any profile pictures provided by you.

3. Access

The FSIM Site and Applications are intended solely for your personal and non-commercial use. FSIM may change, suspend or discontinue the FSIM Site (or any feature thereof) at any time. FSIM may also impose limits on certain features and services offered on the FSIM Site or restrict your access to parts or all of the FSIM Site without notice or liability. You acknowledge that from time to time the FSIM Site may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which FSIM may undertake from time to time; or (iii) causes beyond the control of FSIM or which are not reasonably foreseeable by FSIM.

To access certain video content via the Application, you will be redirected to your television content provider’s registration page, where you will be required to register directly with your television content provider. Please contact your television content provider directly for questions on your account, including how to access or cancel your account. Any information that you provide to your television content provider will be subject to the applicable television content provider’s privacy policy, rather than the FSIM Privacy Policy. We have no control over, and are not responsible for, any television content provider’s use of information collected via the Application.

4. Termination

Unless terminated by FSIM in its sole discretion, this Agreement remains in full force and effect while you use the FSIM Services. You may terminate your account at any time, for any reason, in the following ways: (i) to terminate your account please send an email to the applicable FSIM Site’s feedback account listed here, Subject: Terminate FSIM Account. Please list the specific FSIM Site account you wish to terminate.; (ii) to terminate a specific FSIM Site newsletter subscription please log on to the specific FSIM Site account profile page and select your newsletter preferences or click the unsubscribe link on the bottom of the FSIM Site newsletter. FSIM may terminate your account, any subscription (both free and paid) and/or access to all (or any portion of) the FSIM Services at any time, for any or no reason, with or without prior notice or any explanation, and shall have no liability to you for such termination. Furthermore, even after your account subscription and/or access to the FSIM Services is terminated by you or FSIM, this Agreement will remain in full force and effect with respect to your past and future use of the FSIM Services. If we terminate your user account, subscription and/or access to the FSIM Services (or any portion of the FSIM Services) you may not create a new account, purchase a new subscription or try to access the FSIM Services without FSIM’s prior written approval. You agree that your account and/or subscription is non-transferable. Any rights to your account and/or the FSIM Services terminate upon your death.

5. Fees

You acknowledge that FSIM reserves the right to charge a fee for any portion of the FSIM Services. FSIM will provide you with advance notice of any such fees, including any change in the amount of such fees, and a way to cancel your account and/or subscription in the event you do not wish to pay the modified fee. If you continue to use the FSIM Services after the applicable fee has been imposed or increased, you are expressly agreeing to the subscription fee or increase thereto and you will be responsible for paying such fee for the balance of your subscription service. You will not be entitled to a refund of any unused portion of such fees or other payments if FSIM suspends or terminates your account, and/or access to an FSIM Site (or any portion of the FSIM Site), due to your breach of this Agreement or violation of Applicable Law, as determined by FSIM, in its sole discretion.

6. Purchasing FSIM Services or Products

In connection with a purchase of any service, subscription (including any premium subscription) or product on or in connection with the FSIM Sites or other FSIM Services (collectively, "FSIM Site Products"), you may be required to provide personal information, including your name, address, telephone number, e-mail address, credit card and billing information (collectively, "Personal Financial Information"), to an independent third party selected by, but not affiliated with, FSIM (the "Processor"). Where the Processor is responsible for collecting, transmitting and/or processing your Personal Financial Information and, in some instances, for fulfilling your order, the collection, transmission and processing of your Personal Financial Information and any and all payment obligations for FSIM Site Products shall be governed by the terms of use/service and privacy policy(ies) of the Processor. If you make a purchase of a FSIM Site Product, you are warranting that you are authorized to make the purchase using the form of payment that you provide to the Processor. You must be 18 years of age or older to purchase a FSIM Site Product. If you purchase certain subscription based FSIM Site Products, your subscription will be automatically renewed and the credit card you provided to the Processor for such FSIM Site Product will be charged per the billing cycle of your subscription (e.g., monthly, 3-month, 6-month, annual), unless you cancel the subscription prior to the automatic renewal date of the subscription. The renewal charge for your subscription shall be the same as the original purchase price, unless you are otherwise notified in advance. You acknowledge and agree that the authorization to charge your credit card for the subscription shall automatically transfer to any successors or assigns of FSIM or the Processor, for a substantially similar subscription. Some subscription options include a free trial period. You are allowed only one free trial period. Subsequent subscriptions or upgrades do not qualify for additional free trials.

FSIM makes no warranty, and to the fullest extent provided by law, accepts no liability for any loss or damages whatsoever, relating to or in connection with your placement of an order for a FSIM Site Product with the Processor. FSIM provides no refunds for, makes no warranty for, and accepts no liability regarding your purchase of a FSIM Site Product. You are solely responsible for any and all transactions utilizing your Personal Financial Information, including, but not limited to, any and all charges. You acknowledge and agree that, to the fullest extent permitted by law, in the event Processor experiences a data breach that affects your information, FSIM will in no way be responsible or liable to you for any such breach.

The FSIM is under no obligation to store any records related to purchases or other transactions you make through the FSIM Services. You should therefore maintain records of all your transactions. If you have any questions regarding your transactions or believe that there is an error or unauthorized transaction or activity associated with transactions utilizing your information, you must contact the Processor.

7. Limited Software License

The Applications (including, without limitation, any software, documentation, and local files installed or utilized by the installer application) are owned by FSIM and, with respect to their applicable contributions to the Applications, FSIM’s licensors, including content and data providers (collectively, "FSIM Licensors"), and are licensed to you on a non-exclusive, non-sublicensable, revocable basis, in the United States, on the service where the Application is made available to you, on the terms and conditions set forth herein. This Agreement governs your use of the Application and all updates, revisions, substitutions and copies of the Application made by or for you. All rights not expressly granted to you herein are reserved by FSIM or applicable FSIM Licensors. 

The Application and its components contain software licensed from FSIM Licensors ("Licensor Software"), which enables the Application to perform certain functions. All rights in and to any third-party data, software, and servers are reserved and remain with the applicable third parties. You agree that such FSIM Licensors and any other third parties may enforce their rights under this FSIM License against you directly in their own name.

The Application is protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the U.S. and other countries. You agree to abide by all applicable proprietary rights laws and other laws, as well as any additional copyright notices or restrictions contained in this FSIM License. FSIM and FSIM’s Licensors own all rights, title, and interest in and to their applicable contributions to the Application. 

Subject to the terms and conditions of this Agreement, and your compliance with this Agreement, FSIM hereby grants you a limited, personal, non-exclusive and non-transferable license to use and to display the Application solely for your personal use.  Except for the foregoing license, you have no right, title, or interest in any intellectual property owned or licensed by FSIM, including, without limitation, the Application and FSIM trademarks, and creates no other relationship between you and FSIM or between you and FSIM’s Licensors. 

8. Limited Content License

The FSIM Services are offered for your personal use only and may not be used for commercial purposes. The FSIM Services contain information, text, files, images, video, sounds, musical works, works of authorship, software, applications, product names, company names, trade names, logos, designs, and any other materials or content (collectively, "Content") of FSIM, its licensors, or assignors ("FSIM Content"), as well as Content provided by users or other third parties. Content contained in the FSIM Services is protected by copyright, trademark, patent, trade secret and other laws and, as between you and FSIM, FSIM, its licensors, or its assignors, own and retain all rights in the FSIM Content. FSIM hereby grants you a limited, revocable, non-sublicensable, nontransferable license to access and display or perform the FSIM Content (excluding any software code) solely for your personal, non-commercial use in connection with using the FSIM Services and in accordance with the Agreement. Except as provided in this Agreement, by prior written consent of FSIM, or as explicitly permitted on the FSIM Services, you may not copy, download, stream capture, reproduce, duplicate, archive, upload, modify, translate, publish, broadcast, transmit, retransmit, distribute, perform, display, sell, frame or deep-link, link to, make available, or otherwise use any Content contained in or through the FSIM Services.

Except as explicitly and expressly permitted by the FSIM or by the limited license set forth above, you are strictly prohibited from creating works or materials (including but not limited to fonts, icons, link buttons, wallpaper, desktop themes, on-line postcards, montages, mash-ups and similar videos, greeting cards and unlicensed merchandise) that derive from or are based on the FSIM Content. This prohibition applies regardless of whether such derivative works or materials are sold, bartered or given away. Also, you may not either directly or through the use of any device, software, internet site, web-based service or other means remove, alter, bypass, avoid, interfere with, or circumvent any copyright, trademark, or other proprietary notice marked on the Content contained in the FSIM Services or any digital rights management mechanism, device, or other content protection, copy control or access control measure associated with the Content contained in the FSIM Services including geo-filtering mechanisms. Except as explicitly and expressly permitted by the FSIM or as necessary in order to make reference to the FSIM, its products and services in a purely descriptive capacity, you are expressly prohibited from using any FSIM Content in any manner. If you reference the FSIM Sites, other FSIM Services or FSIM Content, as permitted above, you must not represent in any way, expressly or by implication, that you have received the endorsement, sponsorship or support of the FSIM Sites, FSIM Services, FSIM or FSIM brands, including its respective licensors, employees, agents, directors, officers and/or shareholders.

You may not, without the FSIM’s written permission, "mirror" any Contents contained on the FSIM Site or any other server. You may not use the FSIM Site for any purpose that is unlawful or prohibited by the Agreement. You may not use the FSIM Site in any manner that could damage, disable, overburden, or impair the FSIM Site, or interfere with any other party’s use and enjoyment of the FSIM Sites or do anything that interferes with the proper working of the FSIM Site. You may not introduce any viruses, Trojan horses, worms or other material that is malicious or technologically harmful. You may not attempt to gain unauthorized access to the FSIM Site through hacking, password mining or any other means. You may not use any robot, spider or other automatic device, process or means to access the FSIM Site, including for copying any Material on the FSIM Site, or use any manual process to copy any of the Material on the FSIM Site for any purpose not expressly stated in this Agreement. FSIM reserves the right, in its sole discretion, to terminate your access to the FSIM Site, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice.

9. Support; Updates; Termination

FSIM, in its sole discretion, may elect to provide you with customer support and/or software updates, upgrades, enhancements or modifications for the Application (collectively, "Support").

FSIM, in its sole discretion, may elect to use third-party entities to manage the service through which the Application is available, channel partners, associated service providers, airtime service providers and merchants of record (collectively, "Application Partners").  

Unless terminated by FSIM in its sole discretion, this Agreement remains in full force and effect while you use the FSIM Application.

FSIM may terminate your access to all (or any portion of) the Application at any time, for any or no reason, with or without prior notice or any explanation, and without liability. Furthermore, even after your access to the Application is terminated by you or FSIM, this Agreement will remain in full force and effect with respect to your past and future use of the Application. If we terminate your access to the Application (or any portion of the Application) you: 

(1) must immediately cease any and all use of the Application and remove the Application from your device; 

(2) may not try to access, use or download the Application without FSIM’s prior written approval. 

You agree that your account is non-transferable. Any rights to the Application terminate upon your death. This Agreement terminates automatically if you violate any of its terms and conditions. 

FSIM may change, suspend, or discontinue any aspect of the Application including, without limitation, the availability of any Support or Application feature, database, or content at any time without prior notice or liability to you. FSIM may also impose limits on certain Application features or restrict your access to parts or all of the Application or Support without notice or liability.

10. Restrictions on Use of FSIM Services

FSIM reserves the right to remove commercial Content in its sole discretion. You understand that you are responsible for all User Content that you post, upload, transmit, email or otherwise make available on, through or in connection with the FSIM Services. Additionally, you acknowledge that you have no expectation of privacy in or confidentiality with respect to your User Content. Accordingly, please choose carefully the information that you post on, through or in connection with the FSIM Services. You understand that FSIM does not control the User Content posted by users via the FSIM Services and, as such, you understand you may be exposed to offensive, inaccurate or otherwise objectionable User Content. FSIM assumes no responsibility or liability for any User Content. If you become aware of any misuse of FSIM Services, please report this immediately to the applicable FSIM Site.  Please click here for a complete list of FSIM Site contact information. FSIM assumes no responsibility for monitoring the FSIM Services for inappropriate Content or conduct. If at any time, FSIM chooses in its sole discretion to monitor the FSIM Services, FSIM nonetheless assumes no responsibility for Content other than FSIM Content, assumes no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of any user or visitor.

You acknowledge FSIM reserves the right to investigate and take appropriate legal action against anyone who, in FSIM sole discretion, violates this Agreement, including but not limited to, terminating their user account and/or reporting such User Content, conduct, or activity to law enforcement authorities.

You agree not to use the FSIM Services to:

• Post, upload or otherwise transmit or link to Content that is: unlawful; threatening; abusive; obscene; vulgar; sexually explicit; pornographic or inclusive of nudity; offensive; excessively violent; invasive of another’s privacy, publicity, contract or other rights; tortious; false or misleading; defamatory; libelous; hateful; or discriminatory;
• Post, upload or otherwise transmit or link to Content that you do not own or for which you do not hold the rights or have the authorization or permission to disseminate;
• Violate the rights of others including patent, trademark, trade secret, copyright, privacy, publicity or other proprietary rights;
• Harass or harm another person;
• Exploit or endanger a minor;
• Impersonate or attempt to impersonate any person or entity;
• Introduce or engage in activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorized use of or access to a computer or a computer network;
• Attempt to decipher, decompile, reverse engineer, modify, disassemble or reverse engineer any of the software comprising the FSIM Sites or the FSIM Services;
• Interfere with, damage, disable, disrupt, impair, create an undue burden on, or gain unauthorized access to the FSIM Services, including FSIM’s servers, networks or accounts;
• Distribute or make the FSIM Services available over a network where it could be used by multiple devices at the same time;
• Incorporate the FSIM Services into any device manufactured by or for you;
• Use the FSIM Services outside of the United States;
• Use the FSIM Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this Agreement;
• Sell, lease, loan, distribute, transfer, or sublicense the Application or access thereto or derive income from the use or provision of the Application, whether for direct commercial or monetary gain or otherwise, without FSIM’s prior, express, written permission;
• Assign, copy, transfer, or transmit the Application, the Licensor Software or any data obtained through the Application to any third party;
• Cover, remove, disable, block or obscure advertisements or other portions of the FSIM Services;
• Delete or revise any information provided by or pertaining to any other user of the FSIM Services;
• Use technology or any automated system such as scripts, spiders, offline readers or bots in order to collect or disseminate usernames, passwords, email addresses or other data from the FSIM Services, or to circumvent or modify any security technology or software that is part of the FSIM Services;
• Send or cause to send (directly or indirectly) unsolicited bulk messages or other unsolicited bulk communications of any kind through the FSIM Services. If you do so, you acknowledge you will have caused substantial harm to FSIM, but that the amount of harm would be extremely difficult to measure. As a reasonable estimation of such harm, and by way of liquidated damages and not as a penalty, you agree to pay FSIM $50 for each actual or intended recipient of such communication;
• Solicit, collect or request any personal information for commercial or unlawful purposes;
• Post, upload or otherwise transmit an image or video of another person without that person’s consent;
• Engage in commercial activity (including but not limited to advertisements or solicitations of business; sales; contests; sweepstakes; creating, recreating, distributing or advertising an index of any significant portion of the FSIM Content; or building a business using the FSIM Content) without FSIM’s prior written consent;
• Advertise or promote competing services; or
• Attempt, facilitate, induce, aid and abet, or encourage others to do any of the foregoing.

You will not (i) use technology or any other means that is not authorized by the FSIM Sites to access, index, frame, or link to the FSIM Sites or FSIM Services (including the Content) (including by removing disabling, bypassing, or circumventing any content protection or access control mechanisms intended to prevent the unauthorized download, stream capture, linking, framing, reproduction, access to, or distribution of FSIM Content) or (ii) access the FSIM Sites or FSIM Services (including the Content) through any automated means, including "robots," "spiders," or "offline readers" (other than by individually performed searches on publicly accessible search engines for the sole purpose of, and solely to the extent necessary for, creating publicly available search indices – but not caches or archives – of the FSIM Sites or other FSIM Service and excluding those search engines or indices that host, promote, or link primarily to infringing or unauthorized content.

You will not use the FSIM Services or FSIM Content available on or through the FSIM Services - inclusive of text, photographs, images, audio/video clips, "look and feel," metadata, or compilations of the FSIM Services and/or FSIM Content – for the development of any software program, including, but not limited to, training or otherwise developing a machine learning or artificial intelligence system or algorithm.

In addition, you agree you will not use the FSIM Services in any manner inconsistent with any and all Applicable Law.

FSIM reserves the right, but disclaims any obligation or responsibility, to remove User Content that violates this Agreement, as determined by FSIM, or for any other reason, in FSIM’s sole discretion and without notice to you. You acknowledge that the FSIM reserves the right to investigate and take appropriate legal action against anyone who, in FSIM’s sole discretion, violates this Agreement, including but not limited to, terminating their user account and/or subscription and/or reporting such User Content, conduct, or activity to law enforcement authorities.

You acknowledge, consent and agree that FSIM may access, preserve or disclose information you provide to the FSIM Sites and about your usage of the FSIM Sites, or other FSIM Services or that we have collected about you, including User Content and your account registration information, including when FSIM has a good faith belief that such access, preservation or disclosure is necessary in order to: (i) protect, enforce, or defend the legal rights, privacy, safety, or property of FSIM, our parents, subsidiaries or affiliates ("FSIM Affiliates"), or their employees, agents and contractors (including enforcement of this Agreement or our other agreements); (ii) protect the safety, privacy, and security of users of the FSIM Services or members of the public including in urgent circumstances; (iii) protect against fraud or for risk management purposes; (iv) comply with the law or legal process; or (v) respond to requests from public and government authorities. If FSIM sells all or part of its business or makes a sale or transfer of its assets or is otherwise involved in a merger or transfer of all or a material part of its business, FSIM may transfer your information to the party or parties involved in the transaction as part of that transaction.

FSIM reserves the right to limit the storage capacity of User Content. You assume full responsibility for maintaining backup copies of your User Content, and FSIM assumes no responsibility for any loss of your User Content due to its being removed by FSIM or for any other reason.

11. Message Boards and Forums

FSIM may offer users the ability to post messages on message boards and forums (collectively, "Forums"), which may be open to the public generally, to all users of the FSIM Services, or to a select group of users. You acknowledge that all Content posted on Forums is User Content, and by posting on Forums you agree to comply with the rules and restrictions on User Content set forth above and any other rules specifically applicable to such Forums. FSIM reserves the right, but disclaims any obligation or responsibility, to prevent you from posting User Content to any Forum and to restrict or remove your User Content from a Forum or refuse to include your User Content in a Forum for any reason at any time, in FSIM’s sole discretion and without notice to you.

You acknowledge that messages posted on such Forums are public, and FSIM cannot guarantee the security of any information you disclose through any Forum; you make such disclosures at your own risk. FSIM is not responsible for the content or accuracy of any information posted on a Forum and shall not be responsible for any decisions made based on such information. We ask that you do not disclose any personal or sensitive information on or through the FSIM Services, including, without limitation, in the Forums.

12. Your Proprietary Rights in and License to Your User Content

FSIM does not claim any ownership rights in the User Content that you post, upload, email, transmit, or otherwise make available (collectively, "Transmit") on, through or in connection with the FSIM Services, except with respect to your unsolicited submissions, as described under "Unsolicited Submissions" below; provided, however, that User Content shall not include any FSIM Content or content owned or controlled by a FSIM Affiliate. By posting or Transmitting any User Content on, through or in connection with the FSIM Services, you hereby grant to FSIM and FSIM Affiliates, licensees, assignees, and authorized users a worldwide, perpetual, irrevocable, non-exclusive, fully-paid and royalty-free, freely sublicensable, transferable (in whole or in part) right (including any moral rights) and license to use, modify, excerpt, adapt, publish, translate, create derivative works and compilations based upon, publicly perform, publicly display, broadcast, reproduce, sublicense, and distribute such User Content, including your name, voice, likeness and other personally identifiable information to the extent that such is contained in User Content, anywhere, in any form and on and through all media formats now known or hereafter devised, for any and all purposes including, but not limited to, promotional, marketing, trade or any non-commercial or commercial purposes. Additionally, FSIM is free to use any ideas, concepts, know-how, or techniques contained within such User Content for any purpose including, but not limited to, developing, manufacturing, marketing and providing commercial products and services, including FSIM Services. FSIM’s use of such User Content shall not require any further notice or attribution to you and such use shall be without the requirement of any permission from or any payment to you or any other person or entity. You hereby appoint FSIM as your agent with full authority to execute any document or take any action FSIM may consider appropriate in order to confirm the rights granted by you to FSIM in this Agreement.

You represent and warrant that: (i) you own the User Content Transmitted by you on, through or in connection with the FSIM Services, or otherwise have the right to grant the license set forth in this Section, and (ii) the Transmission of User Content by you on, through or in connection with the FSIM Services and Third Party Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of the use of any User Content Transmitted by you on or through the FSIM Services or Third Party Services.

If you delete your User Content from the FSIM Services, FSIM’s license to such User Content will end after a reasonable period of time necessary for the deletion to take full effect. However, the User Content may be retained in the FSIM’s back-up copies of the FSIM Services, which are not publicly available. Furthermore, to the extent that FSIM made use of your User Content before you deleted it, FSIM will retain the right to make such pre-existing uses even after your User Content is deleted. You acknowledge that (i) deletion of your User Content from FSIM Services will not result in, and FSIM assumes no responsibility for, the deletion of such User Content by any third parties who were provided with or had access to such User Content prior to your deleting it from the FSIM Services, and (ii) termination of your account or your use of the FSIM Services will not result in the immediate or automatic deletion of your User Content consistent with this Agreement.

13. Removal of Material that Infringes Copyrights

FSIM respects the intellectual property of others and requires that our users do the same. FSIM will respond expeditiously to claims of copyright infringement and reserves the right to remove or disable access to any Content that infringes the copyright of any person under the laws of the United States upon receipt of a notice that substantially complies with the requirements of 17 U.S.C. § 512(c)(3) as set forth below. FSIM also has a policy that provides for the termination in appropriate circumstances of subscribers and account holders of FSIM Services who are repeat infringers.

If you believe material on FSIM Services infringes your copyright.

If you believe that any material residing on or linked to from FSIM Services infringes your copyright, you must send FSIM's designated Copyright Agent a written notification of claimed infringement that contains substantially all of the following information:

(a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

(b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the FSIM Services (such as the URL(s) of the claimed infringing material);

(c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and an email address;

(d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;

(e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on the owner's behalf; and

(f) your physical or electronic signature.

FSIM’s Copyright Agent for notification of claimed infringement can be as follows:

Fox Corporation
Copyright Agent
2121 Avenue of the Stars, Suite 1200
Los Angeles, CA 90067
E-Mail: FoxDMCA@fox.com

 

This contact information is exclusively for the purpose of notifying FSIM of claimed infringement. Please be advised that requests sent to the Copyright Agent without the appropriate subject line or for purposes other than communication about copyright claims may not be reviewed or responded to.

If you posted material to FSIM Service that was removed due to notice by a copyright owner.

If you posted material to FSIM Services that FSIM removed due to a notice of claimed infringement from a copyright owner, FSIM will take reasonable steps promptly to notify you that the material has been removed or disabled. This notice may be by means of a general notice on the FSIM Sites or FSIM Service or by written or electronic communication to such address(es) you have provided to FSIM, if any.

You may provide counter-notification in response to such notice in a written communication directed to the Copyright Agent as described above, that includes the following:

1. identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
2. a statement by you, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled;
3. your name, address, telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which FSIM may be found, and that you will accept service of process from the person who provided notification requesting the removal or disabling of access to the material or such person’s agent; and
4. your physical or electronic signature.

Please note that, under 17 U.S.C. §512(f), any person who knowingly makes material misrepresentations in a notification of claimed infringement or any counter-notification may be liable for damages.

14. Third Party Links and Services

The FSIM Services may provide, or third parties may provide, links to other websites, applications, resources or other services created by third parties ("Third Party Services"). When you engage with a provider of a Third Party Service, you are interacting with the third party, not with FSIM. If you choose to use a Third Party Service and share information with it, the provider of the Third Party Service may use and share your data in accordance with its privacy policy and your privacy settings on such Third Party Service. FSIM encourages you not to provide any personally identifiable information to or through any Third Party Service unless you know and are comfortable with the party with whom you are interacting. In addition, the provider of the Third Party Service may use other parties to provide portions of the application or service to you, such as technology, development or payment services. FSIM is not responsible for and makes no warranties, express or implied, as to the Third Party Services or the providers of such Third Party Services (including, but not limited to, the accuracy or completeness of the information provided by such Third Party Service or the privacy practices thereof). Inclusion of any Third Party Service or a link thereto on the FSIM Services does not imply approval or endorsement of the Third Party Service. FSIM is not responsible for the content or practices of any websites other than the FSIM Services, even if the website links to the FSIM Services and even if it is operated by a FSIM Affiliate or a company otherwise connected with the FSIM Services. By using the FSIM Services, you acknowledge and agree that FSIM is not responsible or liable to you for any content or other materials hosted and served from any website or service other than the FSIM Services. When you access Third Party Services, you do so at your own risk.

FSIM takes no responsibility for third party advertisements which are posted on the FSIM Sites or other FSIM Services, nor does it take any responsibility for the goods or services provided by its advertisers.

15. Mobile Application Terms

The following additional terms and conditions apply with respect to any Application that FSIM provides to you designed for use on an Apple iOS-powered mobile device (an "iOS App"):

You acknowledge that these FSIM License are between you and FSIM only, and not with Apple, Inc. ("Apple").

Your use of the iOS App must comply with Apple’s then-current App Store Terms of Service.

FSIM, and not Apple, is solely responsible for the iOS App and the services and content available thereon. You acknowledge that Apple has no obligation to provide maintenance and support services with respect to the iOS App. 

In the event of any failure of the iOS App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iOS App to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App.

You agree that FSIM, and not Apple, is responsible for addressing any claims by you or any third-party relating to iOS App or your possession and/or use of the iOS App, including, but not limited to: (i) product liability claims; (ii) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation, and all such claims are governed solely by this FISM License and any law applicable to FSIM as provider of the iOS App.

You agree that FSIM, and not Apple, shall be responsible, to the extent required by the FSIM License, for the investigation, defense, settlement and discharge of any third-party intellectual property infringement claim related to the iOS App or your possession and use of the iOS App.

You represent and warrant that (i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties.

You agree to comply with all applicable third-party terms of agreement when using the iOS App (e.g., You must not be in violation of your wireless data service terms of agreement when using the iOS App).

The parties agree that Apple and Apple’s subsidiaries are third-party beneficiaries to these Terms as they relate to your license of the iOS App.  Upon your acceptance of this FSIM License, Apple will have the right (and will be deemed to have accepted the right) to enforce this FSIM License against you as they relate to your license of the iOS App as a third-party beneficiary thereof.

16. Member Disputes

You are solely responsible for your interactions with other users of the FSIM Sites and other FSIM Services, providers of Third-Party Services, Processors or any other parties with whom you interact on, through or in connection with the FSIM Services. FSIM reserves the right, but has no obligation, to become involved in any way with any disputes between you and such parties.

17. Privacy

 Details of how we process any personal data you provide to Company, including in connection with your use of the FSIM Services, can be found in our Privacy Policy, which is incorporated into this Agreement by this reference.

18. Disclaimers

THE FSIM SERVICES ARE PROVIDED "AS-IS" AND "AS AVAILABLE" AND FSIM DOES NOT GUARANTEE OR PROMISE ANY SPECIFIC RESULTS FROM USE OF OR CONTINUOUS AVAILABILITY OF THE FSIM SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FSIM EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES IMPLIED FOR A COURSE OF PERFORMANCE OR COURSE OF DEALING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, FSIM MAKES NO WARRANTY THAT YOUR USE OF THE FSIM SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS TO THE FSIM SERVICES WILL BE CORRECTED, THAT THE FSIM SERVICES OR THE SERVERS ON WHICH THEY ARE AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY INFORMATION OBTAINED BY YOU ON, THROUGH OR IN CONNECTION WITH THE FSIM SERVICES OR THIRD PARTY SERVICES (INCLUDING, BUT NOT LIMITED TO, THROUGH USER CONTENT OR THIRD PARTY ADVERTISEMENTS) WILL BE ACCURATE, RELIABLE, TIMELY OR COMPLETE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW THE FSIM WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF DATA, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH) RESULTING FROM USE OF THE FSIM SERVICES, PROBLEMS OR TECHNICAL MALFUNCTION IN CONNECTION WITH USE OF THE FSIM SERVICES, ATTENDANCE AT A FSIM EVENT, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH THE FSIM SERVICES, ANY USER CONTENT, ANY THIRD PARTY ADVERTISEMENT OR THIRD PARTY SERVICE TRANSMITTED ON, THROUGH OR IN CONNECTION WITH THE FSIM SERVICES, OR THE CONDUCT OF ANY USERS OF THE FSIM SERVICES, WHETHER ONLINE OR OFFLINE. YOUR USE OF USER CONTENT, THIRD PARTY ADVERTISEMENTS, THIRD PARTY SERVICES AND THE GOODS OR SERVICES PROVIDED BY ANY THIRD PARTIES IS SOLELY YOUR RESPONSIBILITY AND AT YOUR OWN RISK.

YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE FSIM SERVICES, AND ANY INFORMATION TRANSMITTED OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW YOU ASSUME RESPONSIBILITY, TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, FOR THE ENTIRE COST OF ANY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY OR RECOVERY OR RECONSTRUCTION OF LOST DATA NECESSITATED BY YOUR USE OF THE FSIM SERVICES. USER CONTENT, THIRD-PARTY ADVERTISEMENTS AND THIRD-PARTY SERVICES DO NOT NECESSARILY REFLECT THE OPINIONS OR POLICIES OF FSIM OR OUR FSIM AFFILIATES.

19. Limitation of Liability

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FSIM'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO FSIM FOR THE FSIM SERVICES DURING THE TERM OF YOUR USE OF THE FSIM SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FSIM WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OTHER THAN THE AMOUNT PAID, IF ANY, BY YOU TO FSIM FOR THE FSIM SERVICES DURING THE TERM OF YOUR USE OF THE FSIM SERVICES, INCLUDING ANY OTHER GENERAL, DIRECT, INDIRECT, COMPENSATORY, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, AND INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE FSIM SERVICES. 

YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF FSIM’S ACTS OR OMISSIONS OR YOUR USE OF FSIM SITES OR THE FSIM SERVICES ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF OR ANY PERSON’S ABILITY TO ACCESS ANY PORTION OF A FISM SITE OR THE FSIM SERVICES.

THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF FSIM HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. FOR CLARIFICATION, THIS AGREEMENT DOES NOT LIMIT FSIM’S LIABILITY FOR FRAUD, FRAUDULENT MISRPERESENTATION, DEATH, OR PERSONAL INJURY TO THE EXTENT THAT APPLICABLE LAW WOULD PROHIBIT SUCH A LIMITATION.

20. United States Jurisdiction

FSIM provides the FSIM Services in the United States of America. FSIM does not represent that the FSIM Content or the FSIM Services are appropriate (or, in some cases, available) for use in other locations. If you use the FSIM Sites or the FSIM Services from a jurisdiction other than the United States, you agree that you do so of your own initiative, and you are responsible for complying with local laws as applicable to your use of the FSIM Sites or the FSIM Services.

Not all of the FSIM Site Products are available worldwide or nationwide, and FSIM makes no representation that you will be able to obtain any FSIM Site Product in any particular jurisdiction, either within or outside of the United States.

21. U.S. Export Controls

Software available in connection with the FSIM Services is further subject to United States export controls. No such software may be downloaded from the FSIM Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using such software is at your sole risk.

22. Informal Dispute Resolution Procedure, Arbitration Agreement and Class Action Waiver

So that FSIM can maintain the ability to offer you and other users the FSIM Service, you and we agree to the following mechanisms for resolving any Dispute between us:

a. Dispute.  The term "Dispute" is to be given the broadest possible meaning that will be enforced, and shall include any dispute, claim, demand, count, cause of action, or controversy between you and FSIM, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort), or any other legal or equitable theory. The term "Dispute" specifically includes, but is not limited to, any disputes, actions, claims, or controversies between you and FSIM that arise from or in any way relate to or concern any Content, the Site or services provided by FSIM including but not limited to the FSIM Services (as defined above), this Section 22, any other aspect of this Agreement or any prior versions of this Agreement (including their applicability and their conformance to applicable law), and any disputes relating to telephonic, text message, or any other communications either of us received from the other. The only exceptions to this Section 22 are that: (i) each of you and FSIM retains the right to sue in small claims court; (ii) each of you and FSIM may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights; and (iii) each of you and FSIM may bring suit in court to determine the enforceability of Sub-Section 22.b. and/or Sub-Section 22.k.

b. Mandatory Informal Dispute Resolution Process. You and FSIM agree that good-faith, informal efforts to resolve disputes often can result in a prompt, cost-effective, and mutually beneficial outcome.  Therefore, if either you or FSIM wants to bring or resolve a Dispute, you or FSIM must follow the mandatory informal dispute resolution process as a precondition to the ability to file an arbitration demand or lawsuit:

i. Notice. You or FSIM must first send to the other a written Notice of Dispute ("Notice") that sets forth the name, address, and contact information of the party giving notice, the specific facts giving rise to the Dispute, the FSIM Service to which the Notice relates, and the relief requested, including damages, if any, and a detailed calculation for them. Your Notice also must contain your email address and (if different) the email address associated with your FSIM account (if you have an account with FSIM). Our Notice must also be sent to your email address associated with your FSIM account (if you have an account with FSIM), and you consent to receive any such Notice as part of these dispute resolution terms. You and we must include in any Notice to each other a personally signed statement (from you or us—not from your or our counsel) verifying the accuracy of the contents of the Notice, and if you are represented by counsel, your signed statement authorizing FSIM to disclose your FSIM account details to your attorney while seeking to resolve your claim. We each must individualize our Notice, meaning it can concern only our Dispute and no other person’s Dispute. You must send your Notice to FSIM by email to Arbitration-Notice@fox.com or by mail to: Arbitration Notice of Dispute, Fox Corporation, 2121 Avenue of the Stars, Suite 1200, Los Angeles, California, 90067. In the case of a Dispute initiated by you or us, it is the sender’s responsibility to prove that the sender provided the notice in the manner that is required in this paragraph.

ii. Good Faith Effort to Informally Resolve Dispute. After receipt of a completed Notice, the parties shall engage in a good faith effort to resolve the Dispute for a period of 60 days (which can be extended by agreement). You and FSIM agree that, after receipt of the completed Notice, the recipient may request an individualized telephone or video settlement conference and both parties will personally attend (with counsel, if represented). You and FSIM agree that the parties (and counsel, if represented) shall work cooperatively to schedule the conference at the earliest mutually convenient time and to seek to reach a resolution. If you and FSIM do not reach an agreement to resolve the issues identified in the Notice within 60 days after the completed Notice is received (or a longer time if agreed to by the parties), you or FSIM may commence a proceeding as noted below.

c. Arbitration Agreement.  If you and we do not resolve the Dispute within 60 days of the submission of the Notice in accordance with the Informal Dispute Resolution Procedures, FSIM, including FSIM Affiliates, agents, employees, predecessors in interest, successors, and assigns, and you agree that any Dispute between you and FSIM, regarding any aspect of your relationship with FSIM, will be resolved in a binding, confidential, individual and fair arbitration process, and not in court, subject to the exceptions noted in Sub-Section 22.g. below. Thus, subject to those exceptions, you and FSIM agree to give up the right to sue in court, including that you and FSIM agree to waive their right to a jury trial. 

d. Controlling Law Regarding Arbitration Process and Agreement to Arbitrate.  This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1–16, governs the interpretation and enforcement of the provisions in Section 22 related to the arbitration process. The agreements in Section 22 shall survive termination of the Agreement. Any original action to compel arbitration under Section 4 of the FAA (or analogous state law) must be brought in a state or federal court located in New York City, unless mandated by law to be filed in another state or federal court. If the FAA is found to not apply to any issue regarding the interpretation or enforcement of the parties’ agreement to arbitrate, then that issue shall be determined by the laws of the State of New York. Any arbitration between you and FSIM will be administered by the American Arbitration Association ("AAA") pursuant to their then-applicable rules, including their mass arbitration supplementary rules and mass arbitration fee schedule, as applicable, as modified by Section 22. AAA’s rules and fee schedules can be found at www.adr.org. Except in the event of a Mass Arbitration as described in Sub-Section 22.k. below, the arbitration shall be conducted by a single, neutral arbitrator. If you and FSIM cannot agree on an arbitrator, the arbitrator will be appointed pursuant to the AAA’s rules.

e. Alternative Arbitration Provider.  If AAA is not available to arbitrate, including because it is not able to administer the arbitration(s) consistent with the rules, procedures, and terms of Section 22, including those described in Sub-Section 22.k., the parties will select an alternative arbitration provider. If the parties cannot agree on an appropriate alternative arbitration provider, then the parties will ask a court of competent jurisdiction to appoint an arbitrator pursuant to 9 U.S.C. § 5 that is able to administer the arbitration(s) consistent with the rules, procedures, and terms of this Section 22, including, as applicable, Sub-Section 22.k. Section 22 will govern to the extent it conflicts with the arbitration provider’s rules. For arbitrations before the AAA, the AAA’s Consumer Arbitration Rules and Optional Rules For Emergency Measures of Protection shall apply.

f. Filing Fee and Costs. The initiating party must pay all filing fees for the arbitration. Your and FSIM’s responsibility to pay other administrative and arbitrator costs will be as set forth in the applicable arbitration provider’s rules, unless the arbitrator determines the claims are frivolous. If a claim is determined to be frivolous, the claimant is responsible for reimbursing the respondent for its portion of all such administrative, hearing, and/or other fees incurred as a result of the frivolous claim.

g. Waiver of Fees and Costs.  You may qualify for a waiver of certain arbitration costs under the applicable arbitration provider’s rules or other applicable law. If you meet the standard for proceeding in forma pauperis in federal court, the state court of your residence, or the state court where the arbitration is brought, cannot obtain a waiver from the arbitration provider of any filing fees you are required to pay, and the arbitration provider refuses to administer the arbitration without your payment of said fees, FSIM will pay the filing fees for you.

h. Enforceability of Certain Provisions of Section 22.  Notwithstanding Sub-Section 22.c. through Sub-Section 22.g., a claim regarding enforceability of any portion of Sub-Section 22.b. and/or Sub-Section 22.k. must be brought in federal or state court. Courts shall have the exclusive authority to determine: (i) the enforceability of any or all of the procedures set forth in Sub-Section 22.b. and/or Sub-Section 22.k.; and (ii) if any or all the procedures set forth in Sub-Section 22.b. and/or Sub-Section 22.k. are unenforceable, whether that or those procedures are severable from the remaining provisions of Section 22 and the consequences of said severance.  If the court determines that Sub-Section 22.b. is enforceable, it will also decide whether the party seeking to arbitrate the Dispute complied with the process in Sub-Section 22.b. 

i. You and FSIM also agree to give up the ability to seek to represent, in a class action or otherwise, anyone but each of you and FSIM, including in arbitration and in state or federal court.  Therefore:

YOU AND FSIM MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE OR MULTI-CLAIMANT PROCEEDING, AND THE ARBITRATOR SHALL HAVE NO POWER TO AWARD CLASS-WIDE RELIEF.

j. You understand there is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator must follow the dispute resolution process described in Section 22. Subject to Sub-Section 22.h, the arbitrator has exclusive authority to resolve all issues relating to the parties’ Dispute. The arbitrator will have the authority to grant motions dispositive of all or part of any claim. The arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief, or statutory damages); provided that they are recoverable under this Agreement. The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us.

k. Related Cases and Mass Arbitrations. If your Notice involves claims similar to those of at least 25 other customers, and if you and those other customers are represented by the same lawyers, or by lawyers who are coordinating with each other, or if FSIM asserts 25 or more similar demands for arbitration or counterclaims against similarly-situated parties, within a period of 60 days or otherwise close in proximity, you and we agree that these claims will be related ("Related Cases"), and this shall be called a "Mass Arbitration." The following procedures will apply to a Mass Arbitration:

i. Acknowledgment of Related Cases procedure. If you or FSIM, or your or our counsel, files a demand for arbitration that has Related Cases, then you and we agree that the demand for arbitration shall be subject to the additional protocols set forth in this Sub-Section 22.k.  If the parties disagree as to whether a series of filings fits within the definition of Mass Arbitration above, the arbitration provider shall resolve the disagreement. You and we also acknowledge that the adjudication of the dispute may be delayed and that any applicable statute of limitations shall be tolled from the time of filing of the demand for arbitration, and pending resolution of the proceedings described in this Sub-Section 22.k.

ii. Bellwether Arbitrations. Bellwether proceedings are encouraged by courts and arbitration administrators where there are multiple disputes involving similar claims against the same or related parties. The parties shall select ten individual arbitration claims (five per side), designated the "Initial Test Cases," to proceed to arbitration. Only the Initial Test Cases shall be filed with the arbitrator. All other claims shall be held in abeyance. This means that the filing fees will be paid only for the Initial Test Cases; for all other demands for arbitration, the filing fees (together with any arbitrator consideration of the other demands) will be in abeyance, and neither You nor FSIM will be required to pay any such filing fees. You and FSIM also agree that neither you nor we shall be deemed to be in breach of Section 22 for failure to pay any such filing fees, and that neither you nor we shall be entitled to any contractual, statutory, or other remedies, damages, or sanctions of any kind for failure to pay any such filing fees. If, pursuant to this subsection, a party files non-Bellwether Arbitrations with the arbitration provider, the parties agree that the arbitration provider shall hold those demands in abeyance and not refer them to the arbitrator pending resolution of the Initial Test Cases. Unless the claims are resolved in advance or the schedule is extended, the arbitrators will render a final award for the Initial Test Cases within 120 days of the initial pre-hearing conference.

iii. Global Mediation. Following the resolution of the Initial Test Cases, the parties agree to engage in a global mediation of all the remaining individual arbitration claims ("Global Mediation"), deferring any filing costs associated with the non-Initial Test Cases until the Initial Test Cases and subsequent Global Mediation have concluded. After the final awards are provided to the mediator in the Initial Test Cases, the mediator and the parties shall have 90 days to agree upon a substantive methodology and make an offer to resolve the outstanding cases. If the Parties are unable to resolve the outstanding claims during the Global Mediation, the unresolved Disputes may then be administered by the arbitration provider pursuant to this Agreement’s Batch Arbitration provision below and the arbitrator’s fee schedule for mass filings, unless the parties mutually agree otherwise in writing. You and we also acknowledge that any applicable statute of limitations shall be tolled pending resolution of the Bellwether Arbitration and Global Mediation process.

iv. Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and FSIM agree that in the event the Bellwether Arbitration and Global Mediation processes described above do not resolve the Disputes, the arbitration provider will (1) administer the remaining arbitration demands in batches of 50 demands per batch; (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award ("Batch Arbitration"). The final award will provide for individual merit decisions for each separate claimant within the single batch arbitration award. If the arbitration provider will not administer the Batch Arbitration with one set of filing and administrative fees due per side per batch, then the arbitration provider’s mass arbitration fee schedule shall apply. AAA’s mass arbitration fee schedule is available on its website at www.adr.org/rules.  For mass arbitrations before any other arbitration provider, if applicable, you and FSIM agree that its mass arbitration fee schedule shall apply, as necessary.

v. Opting Out. If your claim is not resolved as part of the Bellwether Arbitration and Global Mediation process outlined above, the parties shall also have the opportunity to opt out of arbitration and bring the pending Dispute to the state or federal courts located in New York City, unless mandated by law to be filed in another state or federal court. The parties have 30 days of the failed Global Mediation process to opt out. This shall not provide an opportunity for either party to opt out of arbitration for other claims. You may opt out of arbitration by providing written notice of your intention to opt out to the arbitration provider and to Fox Corporation, Attention Arbitration Opt-Out, 2121 Avenue of the Stars, Suite 1200, Los Angeles, California, 90067 via USPS Priority Mail or hand delivery, by email to Arbitration-OptOut@fox.com, or by notice to the attorney representing FSIM in the arbitration proceeding. This written notice must be signed by you, even if it is also signed by your attorney. The written notice cannot be signed by an agent or other representative of yours in lieu of your signature. It must include a statement that you wish to opt out of arbitration within 30 days after the conclusion of the Global Mediation process. FSIM may exercise its equivalent opt-out right by sending written notice to you or your attorney, agent, or representative if you are represented.

vi. Enforcement of Subsection. A Court of competent jurisdiction shall have the power to enforce Section 22.k., including by injunctive, declaratory, or other relief.

l. Live Testimony. You must appear to testify at any arbitration hearing personally, virtually, or in another manner authorized by law or the arbitration provider.  You agree that if you fail to appear in one of these forms to testify, you consent to have the arbitrator order that the case be closed immediately.

m. Discovery and Information Exchange. Regardless of how the arbitration proceeds, each of you and FSIM shall cooperate in good faith in the exchange of non-privileged documents and information as necessary in accordance with the arbitration provider’s rules.

n. Attorney’s Fees and Fee Shifting.  Each of you and FSIM may incur attorneys’ fees during the arbitration. Each side agrees to pay his, her or its own attorneys’ fees unless the claim(s) at issue permit(s) the prevailing party to be paid its attorneys’ fees, and in such instance, the fees awarded shall be determined by the applicable law(s).

o. Restrictions on Forms of Relief. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief, only to the extent necessary to provide relief warranted by that party’s individual claim, only as permitted by applicable law, and only to the extent that declaratory and injunctive relief are permitted by this Agreement. The arbitrator shall have no authority to award punitive, exemplary, multiplied or consequential damages or any other relief except those allowed under the law and this Agreement, including Section 19’s Limitation of Liability provision. The arbitrator also may not order you or FSIM to pay any monies to or take any actions with respect to persons other than you or FSIM, respectively, unless you or FSIM explicitly consents in advance, after an arbitrator is selected, to permit the arbitrator to enter such an order, as applicable. Further, unless you and FSIM expressly agree, or subject to the provisions of Sub-Section 22.k. above, the arbitrator may not consolidate other persons’ claims with yours or ours, and may not otherwise preside over any form of a representative, multi-claimant or class proceeding.

p. Confidentiality. You and FSIM agree to maintain the confidential nature of the arbitration proceeding and shall not disclose the fact of the arbitration, any documents exchanged as part of any mediation, proceedings of the arbitration, the arbitrator’s decision and the existence or amount of any award, except as may be necessary to prepare for or conduct the arbitration (in which case anyone becoming privy to confidential information must undertake to preserve its confidentiality), or except as may be necessary in connection with a court application for a provisional remedy, a judicial challenge to an award or its enforcement, an order confirming the award, or unless otherwise required by law or court order. In keeping with the confidential nature of the arbitration, you and FSIM agree that an order confirming the award is only necessary if the obligations of the award have not been performed. Therefore, before taking any steps to confirm the arbitration award, the party seeking confirmation of the award must give the other party notice of its intention to confirm the award. If the party who would be the respondent in any such confirmation proceeding performs its obligation under the terms of the arbitration award within 15 business days of such notice, the party who gave notice of its intent to confirm the award shall not seek to confirm or otherwise enforce the award.

q. Severability of Portions of Section 22. With the exception of Sub-Section 22.i. and Sub-Section 22.k. (i.e., the waiver of the ability to proceed on behalf of multiple claimants or a purported class and the Mass Arbitration procedure), if any part of Section 22 is deemed invalid, unenforceable, or illegal, then the balance of Section 22 shall remain in effect and be construed in accordance with its terms as if the invalid, unenforceable, or illegal provision were not contained. If, however, either or both Sub-Section 22.i. or/and Sub-Section 22.k. is found invalid, unenforceable or illegal, then the remainder of Section 22 and this paragraph shall be null and void, but the rest of this Agreement, including the provisions governing in which court actions against FSIM must be pursued and the choice of governing law will remain in effect and apply to any claim that, for this or any other reason, proceeds in court rather than in arbitration.

r. Court Proceedings. If a court issues a decision precluding or refusing to compel arbitration of any Dispute, the Dispute must be brought in the state or federal courts located in New York City, unless otherwise mandated by law to be filed in another state or federal court. For Disputes deemed not to be subject to arbitration, neither you nor FSIM shall be precluded from participating in a class-wide settlement of those claims if brought by another FSIM user or third party.

23. Governing Law

This Agreement will be governed by, and construed in accordance with, the laws of the State of New York, without regard to its conflict of law provisions.

Except with respect to Disputes to be resolved through an arbitration process in accordance with the Arbitration Agreement contained above, you and FSIM agree to submit to the exclusive jurisdiction of the courts located in New York, New York to resolve any Dispute arising out of the Agreement or the FSIM Services.

YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SITE OR THE FSIM SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION ACCRUES. AFTER SUCH PERIOD, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

24. Indemnity

You agree to indemnify and hold FSIM, its FSIM Affiliates, stations affiliated with FSIM, producers of FSIM content, each advertiser, sponsor and their advertising agencies, subcontractors and other partners, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including, but not limited to, reasonable attorneys' fees, made by any third party due to or arising out of or in connection with your use or misuse of the FSIM Sites or the FSIM Services (including, without, limitation, any use of your account, whether or not authorized by you), your breach of this Agreement, your violation of any rights of another or any Content that you Transmit through the FSIM Services.

25. Unsolicited Submissions

FSIM does not knowingly accept, via the FSIM Services or otherwise, unsolicited submissions including, without limitation, submissions by you of blog ideas, articles, scripts, story lines, fan fiction, characters, drawings, information, suggestions, proposals, ideas or concepts. FSIM requests that you do not make any unsolicited submissions. Any similarity between an unsolicited submission and any elements in any FSIM or Affiliated FSIM creative work including, without limitation, a film, series, story, title or concept would be purely coincidental. If you do send any submissions to FSIM via the FSIM Services that are unsolicited (including but not limited to any Forum), however, you agree that (i) your unsolicited submissions are not being made in confidence or trust and that by making such submissions no contractual or fiduciary relationship is created between you and FSIM; (ii) any such unsolicited submissions and copyright become the property of and will be owned by FSIM (and are not User Content licensed by you to FSIM under "Your Proprietary Rights in and License to Your User Content") and may be used, copied, sublicensed, adapted, transmitted, distributed, publicly performed, published, displayed or deleted as FSIM sees fit; (iii) you are not entitled to any compensation, credit or notice whatsoever in connection with such submissions; and (iv) by sending an unsolicited submission you waive the right to make any claim against FSIM or FSIM Affiliates relating to any unsolicited submissions by you, including, without limitation, unfair competition, breach of implied contract or breach of confidentiality.

26. Employment Opportunities

FSIM may, from time to time, post FSIM employment opportunities on the FSIM Services and/or invite users to submit resumes to it. If you choose to submit your name, contact information, resume and/or other personal information to FSIM in response to employment listings, you are authorizing FSIM to utilize this information for all lawful and legitimate hiring and employment purposes. FSIM also reserves the right, at its sole discretion, to forward the information you submit to its FSIM Affiliates for legitimate business purposes. Nothing in this Agreement or contained in the FSIM Services will constitute a promise by FSIM to contact, interview, hire or employ any individual who submits information to it, nor will anything in this Agreement or contained in the FSIM Services constitute a promise that FSIM will review any or all of the information submitted to it by users of the FSIM Services.

27. Government End Users

If the Application and related documentation are supplied to or purchased by or on behalf of the United States Government, then the Application is deemed to be a "commercial item" as defined by 48 C.F.R. § 2.101, and consisting of "commercial computer software" and "commercial computer software documentation" for purposes of compliance with 48 C.F.R. § 12.212 or § 227.7202. Rights of the United States Government shall not exceed the minimum rights set forth in 48 C.F.R. § 52.227-19. All other terms and conditions of this Agreement apply. 

28. Other

The failure of FSIM to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. The Section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. Except as otherwise expressly provided herein, if any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

This Agreement sets forth the entire, final and exclusive agreement between you and FSIM with respect to the subject matter of this Agreement, and this Agreement supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written, between the Parties related to such subject matter.

You agree that any notices the FSIM may be required by Applicable Law to send to you will be effective upon FSIM’s sending an e-mail message to the e-mail address you have on file with FSIM or publishing such notices on the informational page(s) of the FSIM Services.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and FSIM as a result of this Agreement or your use of the FSIM Services. A printed version of this Agreement and of any notice related to it shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent as other business documents and records originally generated and maintained in printed form.

Nothing contained in this Agreement limits FSIM’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the FSIM Services or information provided to or gathered by us in connection with such use.

I HAVE READ THIS AGREEMENT AND AGREE TO ALL THE PROVISIONS CONTAINED ABOVE.