Untitled Document

NICKELODEON PARENTS TERMS OF USE

PLEASE READ THESE TERMS OF USE (the "Agreement" or "Terms of Use") CAREFULLY BEFORE USING THIS WEBSITE (the "Site"). This Site is fully controlled and operated by Nickelodeon, a business unit of Viacom Media Networks, a division of Viacom International, Inc. ("VMN," "we," "us" or "our"). By accessing and using this Site, you are hereby agreeing to be legally bound by the Terms of Use of VMN. We reserve the right, at our sole discretion, to change, modify or otherwise alter these Terms of Use at any time. Such changes and/or modifications shall become effective immediately upon the posting thereof. Please review the Terms of Use periodically. Your continued use of the Site following the posting of changes and/or modifications will constitute your acceptance of the revised Terms of Use. If you do not agree with all of the following Terms of Use, please do not use this Site.



THESE TERMS OF USE CONTAIN AN ARBITRATION CLAUSE AND A CLASS ACTION WAIVER. BY USING THIS SITE, YOU ARE ACCEPTING THE TERMS OF USE, AND YOU ARE AGREEING THAT ANY CLAIMS YOU MAY HAVE AGAINST US WILL BE RESOLVED IN ARBITRATION. YOU ARE GIVING UP YOUR RIGHT TO BRING CLAIMS IN COURT, TO HAVE THOSE CLAIMS HEARD BY A JUDGE OR JURY, AND TO FILE CLAIMS ON BEHALF OF ANYONE BUT YOURSELF AND YOUR FAMILY, UNLESS YOU SUBMIT A VALID OPT-OUT NOTICE AS DESCRIBED BELOW. PLEASE READ THESE TERMS OF USE CAREFULLY TO UNDERSTAND YOUR RIGHTS AND RESPONSIBILITIES.



OWNERSHIP OF INTELLECTUAL PROPERTY

All Site software, design, text, images, photographs, illustrations, audio clips, video clips, artwork, graphic material, and other copyrightable or otherwise legally protectable elements of the Site, and the selection, sequence, "look and feel" and arrangements thereof, and trademarks, service marks and trade names (individually and collectively, the "Material") are the property of VMN and/or its subsidiaries, affiliates, assigns, licensors or other respective owners and are protected, without limitation, pursuant to U.S. and foreign copyright and trademark laws. Except as otherwise specifically noted on this Site or in connection with any particular Material, VMN hereby grants you a personal, non-exclusive, non-assignable and non-transferable license to use and display, for your noncommercial and personal use only, one copy of any Material and/or software that you may print or download from this Site, including, without limitation, any files, codes, audio or images incorporated in or generated by the software provided that you maintain (without alteration) all copyright and other notices contained in such Material and software. You further agree that where specifically noted on this Site or in connection with any Material or software, you will use such Material or software, as the case may be, in accordance with such specific terms and instructions. You acknowledge and agree that you may not sublicense, sell, assign, lease or otherwise transfer this license or any Material and that no title to the Material has been or will be transferred to you from VMN or anyone else. You agree not to reproduce, modify, create derivative works from, display, frame, perform, publish, distribute, disseminate, transmit, broadcast or circulate any Material to any third party (including, without limitation, the display and distribution of the Material via a third party website) without the express prior written consent of VMN. Use of VMN's and/or its licensors' Material is only permitted with their express written permission. You further agree that you will not disassemble, decompile, reverse engineer or otherwise modify the Material. Use of spiders, robots and similar data gathering and extraction tools is expressly prohibited. All rights not expressly granted herein are reserved. Any unauthorized or prohibited use may subject the offender to civil liability and criminal prosecution under applicable federal and state laws. We require users to respect our copyrights and other intellectual property rights.



TEXT MESSAGING MARKETING AND PROMOTIONS

Consistent with local law, appropriately aged visitors may have the opportunity to register for special promotions, services, news, programming and information delivered via text messaging (collectively, "Text Service(s)") on wireless devices such as mobile phones and, if we do so, we will obtain appropriate consent for any Text Services in accordance with the nature of the Text Service and applicable laws, rules and regulations. The information requested or transmitted as part of the registration process includes your wireless telephone number and may include other information, such as your preferences regarding goods or services, choices of music or artists, or other similar survey information and/or an email address. Depending on the Text Service and the information collected, you may also be required to confirm your agreement to this Agreement (including, but not limited to, the Privacy Policy and Rules).

If you register for the Text Services, you acknowledge, understand and agree that you may be charged by your wireless carrier for the ability to send or receive all such messages. The standard messaging rates of your wireless carrier shall apply to all Text Services, unless noted otherwise. Under no circumstances shall the Nickelodeon Group or VII be responsible for any wireless service charges incurred by you or by a person that has access to your wireless device, telephone number, or email address. If you change or deactivate your wireless telephone number, you agree to notify us when your wireless telephone number is no longer associated with you and identify such wireless phone number to ensure that future messages directed to you are not sent to the person to whom your old number has been or will be assigned.

You understand, acknowledge and agree that we may, at our sole discretion and without liability to you or any user, terminate our offer of any specific Text Service or all Text Services at any time without advance notice. VMN may provide notice of terminations or changes in services on this Site.

CLOSED CAPTIONING OF INTERNET PROTOCOL-DELIVERED VIDEO PROGRAMMING

In accordance with the Twenty-First Century Communications and Video Accessibility Act of 2010, all video programming distributors that make video programming available directly to end users through a distribution method that uses the internet protocol are required to provide contact information to end users for the receipt and handling of written closed captioning complaints. If you have a complaint regarding the Site's compliance with the closed captioning requirements of the Twenty-First Century Communications and Video Accessibility Act of 2010, please click here.

MESSAGE BOARDS/COMMENTS

To the extent that portions of this Site provide users an opportunity to post and exchange information, ideas and opinions (the "Postings"), please be advised that Postings do not necessarily reflect the views of VMN. In no event shall VMN assume or have any responsibility or liability for any Postings or for any claims, damages or losses resulting from their use and/or appearance on this Site. You hereby represent and warrant that you have all necessary rights in and to all Postings you provide and all information they contain and that such Postings shall not infringe any proprietary or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information. You hereby authorize VMN to use, and authorize others to use, your Postings in whole or in part, on a royalty-free basis, throughout the universe in perpetuity in any and all media, now known or hereafter devised, alone, or together or as part of other material of any kind or nature. Without limiting the foregoing, VMN will have the right to use and change the Postings in any manner that VMN may determine. Additionally, VMN may sweep its message boards and/or comments periodically in its sole discretion. VMN does not allow Postings which contain:

  • private or personal information which might identify a user;
  • profanity or obscenities;
  • personal attacks on other individuals;
  • slanderous, defamatory, obscene, pornographic, threatening and harassing comments; and/or
  • other information that VMN deems in its sole discretion to be inappropriate for this Site.

The message boards and comments may be used for noncommercial purposes only. Users may not post any information intended to promote and/or generate revenue for any third party business activity. Although VMN periodically monitors the content posted on this Site, we cannot be responsible for the views or opinions expressed by third parties. Nonetheless, VMN will make every effort to ensure that the message boards and comments best serve the interests of all users and, therefore, VMN reserves the right to refuse to post, edit, or delete messages that violate the above-referenced rules, as well as revoke the privileges of users who do not comply with such rules. If you believe that any content on the Site (including, without limitation, Postings) violates any of the terms of this Agreement (except for any notices covered by the Copyright Compliance Policy) please click here to send us a message about it (please refer to our Copyright Compliance Policy for any notices covered by the Copyright Compliance Policy). We cannot guarantee that we will respond to your message and we reserve the right to take or refrain from taking any or all steps available to us once we receive any such message.

Registered users of this Site who are California residents and are under 18 years of age may request and obtain removal of Postings on this Site that they themselves post by emailing us at tech@nick.com. All requests must be labeled "California Removal Request" on the email subject line. All requests must provide a description of the content or information in your Posting that you want removed and information reasonably sufficient to permit us to locate the material and, so that we can process your request and contact you if we have questions, include your registered username and the name and URL (if applicable) of the website, application or other interactive service. We shall not accept requests via postal mail, telephone or facsimile. We are not responsible for notices that are not labeled or sent properly, or may not be able to respond if you do not provide complete information.

Please also note that any requests for removal do not ensure complete or comprehensive removal of the content or information from this Site. For example, content that you have posted may be republished or reposted by another user or third party. See also Section V(A) of our Privacy Policy regarding how you may delete certain Information.

 

YOUR RESPONSIBILITIES

You may use this Site only for lawful, non-commercial purposes. You may not submit or transmit through this Site (whether via message boards, comments or otherwise) any material, or otherwise engage in any conduct, that:

  1. Violates or infringes the rights of others, including without limitation patent, trademark, trade secret, copyright, publicity or other proprietary rights;
  2. Involves uploading, posting, emailing, transmitting or otherwise making available any Postings that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  3. Is unlawful, threatening, abusive, hateful, defamatory, slanderous, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, pornographic, vulgar, profane, obscene, or transmits any information or data that VMN deems in its sole discretion to be inappropriate for this Site;
  4. Victimizes, harasses, "stalks," degrades, attacks or intimidates an individual or group of individuals on any basis, including but not limited to religion, gender, sexual orientation, race, ethnicity, age or disability;
  5. Contains any personally identifiable information, or other information which might be used to identify or locate a user;
  6. Harms minors in any way;
  7. Impersonates any person, business or entity, including VMN or its employees and agents or any forum leader, guide or host, or in any way falsely states or misrepresents your affiliation with a person or entity;
  8. Involves forging headers or otherwise manipulating identifiers in order to disguise the origin of any Postings transmitted through this Site;
  9. Contains viruses 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 a computer or computer network;
  10. Disrupts the normal flow of dialogue, causes a screen to "scroll" faster than other users of the Network are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
  11. Instigates or encourages others to commit illegal activities or cause injury or property damage to any person;
  12. Otherwise interferes with the use or enjoyment of this Site by others;
  13. Encourages conduct that would constitute a criminal offense or that gives rise to civil liability;
  14. Is intended to promote and/or generate revenue for any third party business activity; or
  15. Violates these Terms of Use or any guidelines or policies posted on this Site.
VMN discourages the use of profanity or obscenities in Postings and any Postings containing prohibited language will not be posted on the Site. For purposes of clarity, "masked" vulgarity, obscenity or profanity (e.g., "f*cK") is deemed to be equivalent to including the actual objectionable word, phrase or symbol in your Posting, message or otherwise on the Site. VMN reserves the right to delete any such material from the Network and to cooperate fully with any investigation of any person or persons who violate the Terms of Use. You may not use this Site in any manner that could damage, disable, overburden, or impair our servers or networks. You may not attempt to gain unauthorized access to any services, user accounts, computer systems or networks, through hacking, password mining or any other means. We may take any legal and technical remedies to prevent the violation of this provision and to enforce these Terms of Use.

CONTESTS, SWEEPSTAKES, ELECTRONIC POSTCARDS AND OTHER ACTIVITIES

From time to time, VMN or its suppliers and advertisers may conduct promotions on or through the Site including without limitation, auctions, contests, sweepstakes and electronic postcards ("Promotions"). Each such Promotion will have additional terms, conditions and rules which will be posted or otherwise made available to you and, for purposes of each Promotion, will be deemed incorporated into and form a part of these Terms of Use (the "Rules"). If any conflict arises between these Terms of Use and the Rules, the Rules shall govern for purposes of your participation or involvement in the Promotion to which the Rules relate.



E-COMMERCE SERVICES

VMN offers certain e-commerce services including the ability to purchase goods and services via the Nick Shop (each an "E-Commerce Service and collectively the "E-Commerce Services"). Additional terms apply to your use and access of these E-Commerce Services and such Additional Terms are incorporated herein by reference.

Some of the E-Commerce Services utilize third party service providers. All purchases made through these third party service providers are subject to their respective terms and conditions of use. Additional information regarding the Nick Shop's third party service providers can be found here. To the fullest extent permissible pursuant to applicable law, VMN is not responsible and has no liability whatsoever for goods or services you obtain through our third party service providers or other web sites or web pages. We encourage you to make whatever investigation you feel necessary or appropriate before proceeding with any online transaction with any of these third parties. VMN does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give any such third party, and you irrevocably waive any claim against us with respect to such sites. We are not responsible for assisting you in correcting any problem you may experience with goods and services purchased through a third party service provider, even if the goods or services were shown on a Nick Shop web page. We cannot ensure that you will be satisfied with any products or services that you purchase from any third-party service provider as those are owned and operated by independent entities. Customer service issues related to goods or services should be directed to the relevant third party service provider. Please visit the Nick Shop Account page for more information.

VMN does not guarantee that product descriptions or other content will be accurate, complete, reliable, current, or error-free. Descriptions and images of, and references to, products on the Site do not imply our or any of our affiliates' endorsement of such products. Furthermore, customer reviews seen in the Nick Shop are provided by Amazon.com users and are subject to Amazon.com's own community guidelines. VMN and its third party service providers reserve the right, with or without prior notice, to change product descriptions, images, and references; to limit the available quantity of any product; to honor, or impose conditions on the honoring of, any coupon, coupon code, promotional code or other similar promotions; to bar any user from conducting any or all transaction(s); and/or to refuse to provide any user with any product. Price and availability of any product are subject to change without notice.

DISCLAIMER AND LIMITATION OF LIABILITY

THIS SITE AND ALL MATERIALS CONTAINED ON IT ARE DISTRIBUTED AND TRANSMITTED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. VMN DOES NOT WARRANT THAT THIS SITE WILL BE UNINTERRUPTED OR SECURE, OR THAT THIS SITE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, VMN IS NOT RESPONSIBLE OR LIABLE FOR ANY INFECTIONS OR CONTAMINATION OF YOUR SYSTEM, OR DELAYS, INACCURACIES, ERRORS, OR OMISSIONS ARISING OUT OF YOUR USE OF THIS SITE OR WITH RESPECT TO THE INFORMATION AND MATERIAL CONTAINED ON THIS SITE. THE ENTIRE RISK AS TO THE QUALITY, ACCURACY, ADEQUACY, COMPLETENESS, CORRECTNESS AND VALIDITY OF ANY MATERIAL RESTS WITH YOU. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, VMN, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THE SITE WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE MATERIALS CONTAINED ON THIS SITE WHETHER THE MATERIAL IS PROVIDED OR OTHERWISE SUPPLIED BY VMN OR ANY THIRD PARTY. NOTWITHSTANDING THE FOREGOING, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, VMN'S LIABILITY TO YOU FOR ANY AND ALL CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) SHALL NOT EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE.

Some jurisdictions do not allow for the exclusion or limitation of certain warranties or the exclusion or limitation of incidental or consequential damages, so some of the exclusions and limitations described in these Terms of Use may not apply to you.



DEALINGS WITH THIRD PARTY SERVICE PROVIDERS

Your correspondence or business dealings with, or participation in promotions of, third party service providers and advertisers found on or through this Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party service provider or advertiser, as the case may be. You agree that, to the fullest extent permissible pursuant to applicable law, VMN shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third party service providers and advertisers on this Site.


THIRD PARTY HYPERLINKS

The appearance of external hyperlinks and/or postcards generated by third parties does not constitute endorsement by VMN, its subsidiaries and affiliates of the opinions or views expressed by these third party websites and VMN does not verify, endorse, or take responsibility for the accuracy, currency, completeness or quality of the content contained at these sites. Furthermore, VMN is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised at such sites. As such, neither VMN nor its subsidiaries and affiliates will be responsible for any errors or omissions or for the results obtained from the use of such information contained in these sites.


ADS AND MALWARE

We take great care and pride in creating this Site. We are always on the lookout for technical glitches that affect how the Site works. When we find them on our end, we will do our best to promptly fix them. Unfortunately, your home computer may cause some glitches that affect how you see our Site--and that is beyond our control.
If you experience any unusual behavior, content or ads on the Site, it may be the result of Malware on your computer. Malware-short for MALicious softWARE-is a term used to broadly classify a form of software which is installed in a computer system with malicious intentions, usually without the owner's knowledge or permission. Malware includes computer viruses, key loggers, malicious active content, rogue programs and dialers, among others. While we continuously work closely with our partners to ensure that everything on the Site is working properly, sometimes Malware programs on your personal computer may interfere with your experience on our Site and on other sites that you visit.
We suggest that you take some of the following actions which may help to clean your computer and which could prevent future installations of Malware.

Please note that we cannot be responsible for the effects of any third-party software including Malware on your computer system. Please make sure to carefully read the Help or Customer Support areas of any software download site.
If you do discover any Malware on your system, we also suggest you speak with a qualified computer technician.

If, after taking the above actions, you are still experiencing any problems, please feel free to Contact Us.


INDEMNIFICATION

You agree to indemnify, defend and hold harmless, VMN, its affiliates, and its and their respective officers, directors, employees, agents, licensors, representatives, and third party providers to the Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms of Use by you, including but not limited to any breach or alleged breach of any of your representations, warranties or undertakings hereunder. VMN reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with VMN in asserting any available defenses.

TERMINATION OR SUSPENSION OF ACCESS; MODIFICATION TO SITE

VMN reserves the right to terminate, suspend or otherwise restrict your use of and access to this Site, or any portion hereof, with or without notice at any time for any reason whatsoever, with or without cause, including, but not limited to, your violation of these Terms of Use or any inappropriate or unlawful behavior on your part. In addition, VMN reserves the right to modify or discontinue this Site or any portion hereof at any time with or without notice. The Site shall not be liable to you or any third party for any such termination, suspension, restriction, modification or discontinuance.

PRIVACY POLICY

Certain information we may collect about you is subject to our Privacy Policy. Please review our Privacy Policy, which is incorporated herein by reference, for disclosures relating to our collection and use of such information.

ELECTRONIC DELIVERY POLICY

By using this Site, you agree that we may provide to you required notices, agreements and other information concerning the Site electronically by posting on the home page of this Site or on the relevant web page.

RESOLUTION OF DISPUTES: BINDING ARBITRATION; NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS

See our FAQs for more information.

1. Binding Arbitration and Exclusions from Arbitration. EXCEPT AS PROVIDED BELOW OR UNLESS YOU SUBMIT A VALID ARBITRATION/CLASS ACTION WAIVER OPT-OUT NOTICE (AS DESCRIBED IN SUB-SECTION 5 BELOW), ANY AND ALL CLAIMS BETWEEN YOU AND VII WILL BE RESOLVED IN BINDING ARBITRATION RATHER THAN IN COURT. You and VII agree to submit to individual arbitration the resolution of any and all Claims by or between you and/or VII,except that you and VII agree that the following will not be subject to the mandatory arbitration provisions in this Sub-section 1: (A) any Claim filed by you or VII with respect to any violation, enforcement or validity of patent, trademark, trade dress, service mark, copyright and/or trade secret rights of you, VII, or any third party, including, but not limited to, Claims related to content that you upload to or share on the Site and/or (B) you or VII may seek a preliminary injunction, restraining order or other provisional equitable relief in any court as provided in "GOVERNING LAW, ARBITRATION LOCATION, JURISDICTION, VENUE, JURISDICTION AND JURY TRIAL WAIVER" below in connection with any Claim whereby you or VII, as applicable, may suffer immediate and irreparable harm for which money damages may be inadequate and impossible to calculate (including, but not limited to, a Claim under Sub-section 1(A)), where such Claim under this Sub-section 1(B) will not be subject to the informal dispute resolution procedures described in Sub-section 2 below; provided, however, that, subsequent to obtaining such preliminary injunction, restraining order or other provisional equitable relief, the Claim will then be submitted to arbitration in accordance with this Section of the Agreement. You and VII agree that this Agreement affects interstate commerce, and that the enforceability of this Section of the Agreement will be governed by, construed, and enforced, both procedurally and substantively, by the Federal Arbitration Act, 9 U.S.C. sections 1-9 ("FAA"). Arbitration is the referral of a dispute to one or more impartial persons for a final and binding determination. There is no judge or jury in arbitration, discovery is more limited than in court, there are no class or representative proceedings, and court review of an arbitration decision is limited. An arbitrator must follow this Agreement and can award on an individual basis the same damages and relief as a court (including, but not limited to, injunctive and declaratory relief, statutory damages, and attorneys' fees). "Claim(s)" means any dispute, claim or controversy by or between you and/or VII relating to the Site and/or this Agreement (including, but not limited to, this Site's Privacy Policy and any additional terms that govern certain products and/or services which are presented in conjunction with those products and/or services, Rules, regulations, procedures and policies which we refer to in this Agreement), as may be modified from time-to-time, and the subject matter hereof, including, but not limited to, any contract, tort, statutory, or equity claims.

2. Informal Dispute Resolution. Except with respect to Claims described in Sub-section 1(B) above, before either you or VII pursue or participate in any Claim against the other party in arbitration or court proceedings, you or VII must notify the other party of the Claim in writing at least 60 days in advance of initiating the arbitration or court proceeding in order to provide a reasonable opportunity to resolve the Claim. You may send a written notice of your Claim to VII at 1515 Broadway, New York, New York 10036, Attention: Viacom Inc. General Counsel. VII may send written or electronic notice of its Claim to your email address, VII account or any physical or other address VII has for you. The notice must describe the Claim in reasonable detail and set forth the relief requested so that the other party has an opportunity to adequately address the Claim. Except with respect to Claims described in Sub-section 1(B) above, you and VII agree to negotiate in good faith with each other to try to informally resolve the Claim and, if you and VII do not reach an informal resolution of the Claim within 60 days, then the Claim may be submitted to binding arbitration as set forth in this Section of the Agreement or court as permitted by Sub-section 1 above.

3. Arbitration Proceedings and Costs. Any arbitration will be administered by the American Arbitration Association ("AAA") pursuant to its Consumer Arbitration Rules (the "AAA Rules"), as modified by this Agreement. The AAA Rules, and other information about the AAA, are available at the AAA's website at www.adr.org. A form for initiating arbitration proceedings is available on the AAA's website (see Demand for Arbitration at https://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015820 and, for arbitrations in California, https://www.adr.org/aaa/ShowPDF?doc=ADRSTG_015822, but contact the AAA if you have issues accessing these links) and arbitration proceedings shall be initiated in the location described in "GOVERNING LAW, ARBITRATION LOCATION, JURISDICTION, VENUE, JURISDICTION AND JURY TRIAL WAIVER" below. As required by the AAA Rules, if you initiate the arbitration proceedings, you must send the original copy of the completed form to VII, which should be sent to VII at the following address: 1515 Broadway, New York, New York 10036, Attention: Viacom Inc. General Counsel. If your Claim is for $10,000 or less, you may choose whether the arbitration will be conducted solely based on documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing under the AAA Rules. In all cases, you and VII shall exchange documents and other information that you or VII intend to use in the arbitration. Upon filing of an arbitration demand for Claims up to $75,000, VII will reimburse you for all necessary filing, administration and arbitrator fees paid by you to the AAA or, if you wish VII to pay such fees directly to the AAA, you must request payment of such fees by VII by mail to the AAA along with your form initiating arbitration and VII will make arrangements to pay such fees directly to the AAA. In the event the arbitrator determines that the Claim(s) you assert in the arbitration are frivolous or vexatious, you agree to reimburse VII for all fees associated with the arbitration paid by VII on your behalf. You agree that VII shall have no obligation to pay any other fees except as determined by the arbitrator.

For Claims that total more than $75,000, the AAA Rules will govern payment of filing, administration and arbitrator fees to the maximum extent permitted by law. The decision of the arbitrator will be binding and conclusive on all parties, and judgment to enforce the decision may be entered by any court of competent jurisdiction.

4. Class Action Waiver. UNLESS YOU SUBMIT A VALID ARBITRATION/CLASS ACTION WAIVER OPT-OUT NOTICE (AS DESCRIBED IN SUB-SECTION 5), YOU AND VII AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WHETHER IN ARBITRATION OR IN COURT WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. You and VII expressly agree that any Claim is personal to you and VII, shall only be resolved by an individual arbitration (or individual court proceedings with respect to Claims excluded from mandatory arbitration as described in Sub-section 1 of this Agreement), and shall in no event be brought as a class arbitration, a class action, or any other representative proceeding. The arbitrator (or court if the Claim is excluded from mandatory arbitration as described in Sub-section 1 of this Agreement) may only conduct an individual arbitration (or court action if the Claim is excluded from mandatory arbitration as described in Sub-section 1 of this Agreement), and may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding. If a court or arbitrator determines that this class action waiver is unenforceable in an action between you and VII, then this Agreement to arbitrate will be unenforceable. Neither you nor VII consent to class arbitration.

5. Right to Opt Out of Mandatory Arbitration and Class Action Waiver. IF YOU DO NOT WISH TO BE BOUND BY THE MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS IN SUB-SECTIONS 1, 3 AND 4, YOU MUST NOTIFY VII IN WRITING (THE "Arbitration/Class Action Waiver Opt-Out Notice"), WHERE THE ARBITRATION/CLASS ACTION WAIVER OPT-OUT NOTICE MEETS ALL OF THE FOLLOWING REQUIREMENTS:


(a) Sent by first class mail, postage prepaid, certified and return receipt requested or sent by overnight courier service (such as Federal Express) to Viacom Inc., Attention: Viacom Legal Department, Records Management, 1515 Broadway, 51st Floor, New York, NY 10036.

(b) Postmarked (if sent by first class mail) or deposited with the overnight courier service no later than (A), if you register as a new registered user of the Site on or after 2/9/2016 ("Agreement to Arbitrate Date" except as provided in (C) below), 45 days after the date you accept this Agreement for the first time, unless an earlier deadline in Sub-section 5.2(C) applies, (B), if you are already a registered user of the Site before the Agreement to Arbitrate Date, 45 days after the earlier of either (I) your first log in to the Site on or after the Agreement to Arbitrate Date or (II) the date which email notice of the Agreement containing this Section of the Agreement, if any, was sent to the email address associated with your user registration, unless an earlier deadline in Sub-section 5.2(C) applies or (C) for all other users of the Site, 45 days after you accept this Agreement for the first time on or after the Agreement to Arbitrate Date, which Agreement to Arbitrate Date shall be, and the 45 days shall be calculated to start on, December 31, 2016 for users of the Site’s mobile applications, unless a longer period is required by applicable law.

Time Periods Applicable to Users of Multiple VII Websites, Applications or Other Interactive Services. If you are or become a user of more than one VII website, application or other interactive service, you must provide the Arbitration/Class Action Waiver Opt-Out Notice within the earliest deadline applicable for any VII website, application or other interactive service for which you are or become a user (for example, if the Agreement to Arbitrate Date is August 1 and if you are a pre-existing registered user of a VII website prior to August 1 who logins on August 1 and registers as a new registered user of another VII website on August 15, you must provide the Arbitration/Class Action Waiver Opt-Out Notice by September 15 (45 days after August 1 and not 45 days after August 15)). (c) Includes your first and last name, address, phone number, email address and, if applicable, your username if you are a registered user of the VII website(s), application(s) or other interactive services(s) along with an identification of the VII website(s), application(s) or other interactive services(s) for each such username. We shall use the foregoing information included in the Arbitration/Class Action Waiver Opt-Out Notice to record, process, maintain and administer your opt-out of the mandatory arbitration and class action waiver provisions and not for marketing purposes.

(d) Includes a statement that you do not agree to the mandatory arbitration and class action waiver. If the Arbitration/Class Action Waiver Opt-Out Notice meets all of the above requirements, you will be deemed to have opted out of the mandatory arbitration and class action waiver provisions in Sub-section 1, Sub-section 3 and Sub-section 4 with respect to all VII websites, applications or other interactive services (including, but not limited to, those owned, operated and/or provided by Viacom Inc. and the corporate affiliates that Viacom Inc. directly or indirectly owns or controls such as those described in the link here). Note that a valid Arbitration/Class Action Waiver Opt-Out Notice applies only to the individual identified in such notice as opting out.

If the Arbitration/Class Action Waiver Opt-Out Notice does not meet all of the above requirements, you will not be deemed to have opted out of the mandatory arbitration and class action waiver provisions in Sub-section 1, Sub-section 3 and Sub-section 4.



GOVERNING LAW, ARBITRATION LOCATION, JURISDICTION, VENUE, AND JURY TRIAL WAIVER

With the exception of the provision above that the enforceability of "RESOLUTION OF DISPUTES: BINDING ARBITRATION; NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS" above is governed both procedurally and substantively by the FAA, this Agreement and your use of the Site is otherwise governed by, construed and enforced in accordance with the laws of the State of New York (without regard to that state's conflict of laws rules).

You or VII shall initiate arbitration in the United States county or territory in which you reside or, if you do not reside in the United States or one of its territories, in the non-United States country in which you reside; provided, however, that (a) VII may request to transfer the arbitration to New York County, New York if it agrees to pay any additional fees or costs you incur as a result of the change in location as such additional fees or costs are determined by the arbitrator and to the maximum extent permitted by law and, upon such request, (b)(i) if you agree to such request, the arbitration shall be transferred to New York County, New York or (ii) if you do not agree to such request, VII shall have right to request that the arbitrator determine the location in which the arbitration shall be held. You and VII agree that any Claim that is allowed to proceed in court as set forth in Sub-section 1 of "RESOLUTION OF DISPUTES: BINDING ARBITRATION; NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS" above (including, but not limited to, as a result of your submission of a valid Arbitration/Class Action Waiver Opt-Out Notice), or otherwise proceeds in court in the event the agreement to arbitrate above is found not to apply to you or a particular Claim as a result of a decision by the arbitrator or a court order, is subject to exclusive jurisdiction and venue in the State or Federal Courts situated in the Borough of Manhattan, New York City, State of New York.

To the extent it may be applicable, you and VII agree to opt out from and expressly exclude any applicability of the Uniform Computer Information Transactions Act. If any Claim proceeds in court rather than in arbitration, YOU AND VII WAIVE ANY RIGHT TO A JURY TRIAL.



APPLICABLE LAW, VENUE, JURISDICTION

This Agreement and the relationship between you and VMN shall be governed by the laws of the State of New York without regard to its conflict of law provisions. For any dispute arising under this Agreement, you agree to submit to the personal and exclusive jurisdiction of the federal and state courts located in the State and County of New York. You further agree to accept service of process by mail, and hereby waive any and all jurisdictional and venue defenses otherwise available. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Site or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

MISCELLANEOUS

VMN operates and controls this Site from its offices at 1515 Broadway, New York, New York 10036, United States of America. This Site is intended exclusively for residents of the United States. We make no representation that content on this Site is appropriate or available for use in locations outside the United States. If you choose to access this Site from a location outside the United States, you do so of your own initiative and you alone are responsible for compliance with local laws. Under no circumstances is VMN responsible for ensuring that the Site is in compliance with the local laws of jurisdictions outside the United States. No software from this Site may be downloaded, exported or re-exported in violation of any law including, without limitation, to countries that are subject to U.S. export restrictions.

These Terms of Use contain the entire understanding and supersede all prior understandings of the parties hereto relating to the subject matter hereof, and cannot be changed or terminated orally. Notwithstanding the foregoing, you also may be subject to additional or separate terms and conditions, rules or policies that may apply when you use certain features and services or purchase certain products that may be made available through this Site.

If any provision of these Terms of Use is found to be illegal or unenforceable, these Terms of Use will be deemed curtailed to the extent necessary to make them legal and enforceable and will remain, as modified, in full force and effect.

COPYRIGHT POLICY

We take protection of copyrights, both our own and others, very seriously. We therefore employ multiple measures to prevent copyright infringement over this Site and to promptly end any infringement that might occur. If you believe that the Site contains elements that infringe your copyrights in your work, please follow the procedures set forth in our Copyright Compliance Policy.

These Terms of Use were last updated on October 14, 2016.