Terms of Service


*Please note:  this video is only intended to highlighted important information contained in the Terms of Use and is not in any way intended to be a substitute for the official, legally binding document, which is found below.

TERMS OF SERVICE

Effective Date: July 13, 2013.  Please print a copy for your records.

PLEASE READ THIS AGREEMENT CAREFULLY.

IT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE SERVICE.

Introduction and Overview

Welcome!  You have arrived at www.pivot.tv (the “Site”) or are using a Pivot mobile application (each an “App”).  Both the Site and App are provided by Participant Channel, Inc., d/b/a Pivot (“Pivot” or “we,” “our” or “us”).

This Terms of Service (“Terms”) applies when you use the Site or App, as well as when you use any of the widgets, plug-ins, content, downloads or other services that we make available through the Site or App (collectively, with the Site and the App, referred to as the “Service”).  You should know that these Terms apply regardless of how you access the Service, whether via computer, mobile device or otherwise. 

By using the Service, you acknowledge and accept the Service’s Privacy Policy, you agree to be bound by these Terms (or if applicable, the Additional Terms) and consent to the collection and use of your data in accordance with the Privacy Policy.  By using the Service, you further agree that Pivot may change, alter, or modify the settings or configurations on your Device (defined below) in order to allow for or optimize your use of the Service.

In some instances, both these Terms and separate guidelines, rules, or terms of service or sale setting forth additional or different terms and/or conditions will apply to your use of the Service or to a service or product offered via the Service  (in each such instance, and collectively “Additional Terms”).  To the extent there is a conflict between these Terms and any applicable Additional Terms, the Additional Terms will control unless they expressly state otherwise.

 

Linkable Table of Contents

We recommend that you read all of the Terms, but to help simplify your review, our Table of Contents includes a brief summary of our terms that appl to the Service and links to a full explanation.  For more information on a Section, just click on the headings or the “Read more” links to be taken to the full details.

1.         Service Content, Ownership, Limited License, and Rights of Others

We only grant you a limited revocable license to use the Service for your own non-commercial use subject to rules and limitations. Read more

2.         Content You Submit and Community Usage Rules

You grant us a broad license, which we may sublicense, to the content you submit, including your Profile, which you represent you have the right to allow us to use. Use of our Service is subject to community usage rules and we have the right to manage our venue to keep its content appropriate. Read more

3.         Service and Content Use Restrictions

Your use of our Service is subject to various restrictions designed to protect the Service and our users. We may change or discontinue our Service in whole or in part. Read more

4.         Accounts, Profiles and Social Features

You may have the opportunity to open, revise and close your Accounts and setup and change Profiles, subject to certain rules.  We may offer you the ability to set preferences regarding aspects of your Account and Profile, but these may not be completely effective.  The Service may include a social network and your activities (including social action, interaction with advertisers and media consumption) on the Service may be shared with others in connection with the Service (e.g., Gabe watched a certain show on Pivot and thought you might like to watch it too). Read more

5.         Procedure For Alleging Copyright Infringement

Users may not post content they do not own or control and may be suspended or terminated if they do so. Copyright owners may give us notice of infringement by following specific instructions mandated by federal law. Read more

6.         Procedure For Alleging Infringement of Other Intellectual Property

You can also give notice of trademark and other infringements that you think occur on the Service. Read more

7.         Notices, Questions and Customer Service

Click here to contact us for customer service or questions. You agree we may provide you notices, including of new terms and conditions, by posting notice on the home page or by other reasonable means, such as to the e-mail you provided.

8.         Links By You To the Service

You may link to our Service, subject to some basic requirements. Read more

9.         Third-Party Sites; Advertisements; Dealings With Third Parties

We are not responsible for third parties or their content, advertisement(s), apps or sites. For instance, we may make third-party content or services available to you on or via our Service, which we also do not control. Use caution when dealing with third parties. Read more

10.       Wireless and Location-Based Features

Wireless carrier charges may apply to use of the Service via wireless networks or Devices, for which you will be responsible. Our Service may have location-based features that may permit us to know your general location so we can customize content and ads, but will not give us pin-point geo-location details unless you consent. Read more

11.       Dispute Resolution

You agree to arbitrate most disputes and waive jury trial and class actions. Read more

12.       Disclaimer of Representations and Warranties

We disclaim most warranties and provide the Service “As Is”. Read more

13.       Limitations of Our Liability

Our liability is greatly limited as more fully explained in this section. Read more

14.       Waiver of Injunctive or Other Equitable Relief

You waive equitable or injunctive relief. Read more

15.       Updates To Terms

These Terms and Additional Terms posted on the Service at each time of use apply to that use, and the Terms may be prospectively updated as our Service evolves. Posting of new Terms on the Service is notice to you thereof. Read more

16.       General Provisions

You agree to various other terms and conditions, which you should read here. Read more

17.       Terms Applicable If Accessing the Service Through An Apple Device

There are some other things you should know if you are accessing the Service through an Apple device. Read more

Full Details of Terms of Service

1.         Service Content, Ownership, Limited License, and Rights of Others

A.         Content.  The Service contains a variety of: (i) materials and other items relating to Pivot and its products and services, and similar items from our licensors and other third parties, including any and all copyrightable material (including source and object code); (ii) trademarks, logos, trade names, service marks, and trade identities of various parties, including those of Pivot (collectively, “Trademarks”); and (iii) other forms of intellectual property (all of the foregoing, collectively “Pivot Content”). 

B.         Ownership.  The Service (including past, present, and future versions) and the Pivot Content are owned or controlled by Pivot and our licensors and certain other third parties.  All right, title, and interest in and to the Pivot Content available via the Service is the property of Pivot or our licensors or certain other third parties, and is protected by U.S. and international copyright, trademark, patent, or other intellectual property rights and laws to the fullest extent possible. 

C.         Limited License.  Subject to your compliance with these Terms and any applicable Additional Terms, Pivot grants you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to (i) download (temporary storage only), display, view, use, play, and/or print one copy of the Pivot Content (excluding source and object code in raw form or otherwise, other than as made available to access and use to enable display and functionality) on a personal computer, mobile phone or other wireless device, or other Internet enabled device (each, a “Device”) for your personal, non-commercial use only, and (ii) to use certain Pivot Content that we may from time to time make available on the Service explicitly for you for use as part of your User‑Generated Content (defined below) (“Pivot Licensed Elements”), but only for such purposes as may be explicitly stated at the time that the Pivot Licensed Elements are made available on the Service; but we and our licensors and certain other third parties, as the case may be, retain ownership of such Pivot Licensed Elements.  The foregoing limited license (i) does not give you any ownership of, or any other intellectual property interest in, any Pivot Content, and (ii) may be immediately suspended or terminated for any reason, in Pivot’s sole discretion, and without advance notice or liability. 

D.         Reservation of All Rights Not Granted As To Content and Service.  These Terms and any applicable Additional Terms include only narrow, limited grants of rights to Pivot Content and to use and access the Service.  All rights not expressly granted to you are reserved by Pivot and its licensors and other third parties. 

2.         Content You Submit and Community Usage Rules

A.         User-Generated Content.

(i)         General.  Pivot may offer users of the Service the opportunity to create, build, post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available on or submit through the Service (collectively, “submit”) content (collectively, but excluding any Pivot Licensed Elements included therein, “User-Generated Content”).  Subject to the rights and license you grant in these Terms, you retain whatever legally cognizable right, title, and interest that you have in your User‑Generated Content.

(ii)        Non-Confidentiality of Your User-Generated Content. User-Generated Content you post publically is public.  When you send us personally identifiable information about you, such as when your register it, that is governed by our Privacy Policy.  Except for our commitments regarding protection of the personally identifiable information that you submit to us privately as explained in our Privacy Policy, when you submit User-Generated Content to us (a) that User‑Generated Content will be treated as non-confidential and will not be returned, and (b) Pivot does not assume any obligation of any kind to you or any third party with respect to your User‑Generated Content.  You acknowledge that the Internet and mobile communications may be subject to breaches of security and that you are aware that submissions of User‑Generated Content may not be secure, and you do so at your own risk. 

In your communications with Pivot,  as a general practice, please keep in mind that we do not accept or consider any unsolicited ideas or materials, such as ideas, concepts, pitches, outlines, scripts, screenplays, treatments, videos, recordings, ideas for programs for Pivot, etc. (collectively, “Unsolicited Ideas and Materials”).  The purpose of this policy is to avoid any potential misunderstandings if anything that appears on Pivot, Pivot.tv, or any website or other property or platform controlled by or associated with Pivot, seems the same or similar to your work, as many works are based on the same or similar ideas.  Please note, if you choose to disregard this policy and choose to submit Unsolicited Ideas and Materials regardless, you acknowledge that: (i) Any Unsolicited Ideas and Materials you post on or send to us via the Service or otherwise are deemed User‑Generated Content and licensed to us as set forth below; (ii) you are not entitled to any compensation, credit, or notice with respect to the Unsolicited Ideas and Materials; and (iii) you waive the right to make any claim against the Pivot Parties (defined below) such as unfair competition, breach of implied contract or breach of confidentiality claims.  In addition, Pivot retains all of the rights held by members of the general public with regard to your Unsolicited Ideas and Materials. 

(iii)       License to Pivot of Your User-Generated Content.  Except as otherwise described in any applicable Additional Terms (such as a contest official rules, which specifically govern the submission of your User‑Generated Content), you hereby grant to Pivot, and you agree to grant to Pivot, the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, and cost-free right and license to use, copy, record, distribute, reproduce, disclose, sell, re-sell, sublicense (through multiple levels), display, publicly perform, transmit, publish, broadcast, translate, make derivative works of, and otherwise use and exploit in any manner whatsoever, all or any portion of your User‑Generated Content (and derivative works thereof), for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same.  Without limitation, the rights you grant include the right to: (a) configure, host, index, cache, archive, store, digitize, compress, optimize, modify, reformat, edit, adapt, publish in searchable format, and remove such User Generated Content and combine same with other materials, and (b) use any ideas, concepts, know-how, or techniques contained in any User Generated Content for any purposes whatsoever, including developing, producing, and marketing products and/or services.  In order to further effect the rights and license that you grant to Pivot to your User Generated Content, you also hereby grant to Pivot, and agree to grant to Pivot, the unconditional, perpetual, irrevocable right to use and exploit your name, persona, and likeness in connection with any User Generated Content (including without limitation your Profile and the social networking and social advertising functionality of the Service – see Section 4.C), without any obligation or remuneration to you.  Except as prohibited by law, you hereby waive, and you agree to waive, any moral rights (including attribution and integrity) that you may have in any User Generated Content, even if it is altered or changed in a manner not agreeable to you.  To the extent not waivable, you irrevocably agree not to exercise such rights (if any) in a manner that interferes with any exercise of the granted rights.  You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted by you.

(iv)       Pivot’s Right To Manage Our Venue.  Pivot may, but will not have any obligation to, review, monitor, display, post, store, maintain, accept, or otherwise make use of, any of your User‑Generated Content, and Pivot may, in its sole discretion, reject, delete, move, re-format, remove or refuse to post or otherwise make use of User‑Generated Content without notice or any liability to you or any third party in connection with our operation of User‑Generated Content venues in an appropriate manner. 

(v)        Representations and Warranties Related To Your User-Generated Content.  Each time you submit any User‑Generated Content, you represent and warrant that (a) you have the legal right and ability to do so; (b) you own or control the intellectual property and other rights to the User‑Generated Content; (c) the User‑Generated Content is accurate; (d) the User‑Generated Content does not and, as to Pivot’s permitted uses and exploitation set forth in these Terms, will not infringe any intellectual property or other right of any third party; and (e) the User‑Generated Content will not violate these Terms (including the Rules) or any applicable Additional Terms, or cause injury or harm to any person. 

B.         Community Usage Rules.  As a user of the Service, these Community Usage Rules (“Rules”) are here to help you understand the conduct that is expected of members of the Service’s online communities (“Communities”).

(i)         Nature of Rules.  Your participation in the Communities is subject to all of the Terms, including these Rules:

  • Your User-Generated Content.  All of your User‑Generated Content either must be original with you or you must have all necessary rights in it from third parties in order to permit you to comply with these Terms and any applicable Additional Terms. 
  • Speaking of Photos:  No Pictures, Videos, or Images of Anyone Other Than You and Your Friends and Family.  If you choose to submit photos to the Service, link to embedded videos, or include other images of real people, then make sure they are of you or of you and someone you know – and only if you have their express permission to submit it.
  • Act Appropriately.  All of your Service activities must be venue appropriate, as determined by us.  Be respectful of others’ opinions and comments so we can continue to build Communities for everyone to enjoy.  Cursing, harassing, threatening, stalking, insulting comments, personal attacks, gossip, slander, indecency, pornography, and sexually explicit materials and similar actions/mateials are prohibited. 
  • Do Not Use for Commercial Purposes.  Your User‑Generated Content must not advertise or promote a product or service or other commercial activity.
  • Do Not Use to Solicit or Send Unwanted Communications.  Do not harvest or collect e-mail addresses or other contact information of others from the Service by electronic or other means for the purposes of sending unsolicited e-mails or other unsolicited communications.  Do not solicit personal information from anyone or solicit passwords or personally identifying information for commercial or unlawful purposes. 
  • Do Not Use for Inappropriate Purposes.  Your User‑Generated Content must not promote any infringing, illegal, or other similarly inappropriate activity.
  • Be Honest and Do Not Misrepresent Yourself or Your User-Generated Content.  Do not impersonate any other person, user, or company, and do not submit User‑Generated Content that you believe may be false, fraudulent, deceptive, inaccurate, or misleading, or that misrepresents your identity or affiliation with a person or company.
  • Others Can See.  We hope that you will use the Communities to exchange information and content and have venue appropriate discussions with other members.  However, please remember that the Communities are public or semi-public and User‑Generated Content that you submit on the Service within a Community may be accessible and viewable by other users. 
  • Don’t Share Other Peoples’ Personal Information.  Your User‑Generated Content should not reveal another person’s address, phone number, e-mail address, social security number, credit card number, medical information, financial information, or any other information that may be used to track, contact, or impersonate that individual, unless, and in the form and by the method, specifically requested by Pivot (e.g., when using a send-to-friend message tool).
  • Don’t Damage the Service or Anyone’s Computers or Other Devices.  Your User‑Generated Content must not submit viruses, Trojan horses, spyware, or any other technologies or malicious code that could impact the operation of the Service or any computer or other Device.

If you submit User‑Generated Content that Pivot reasonably believes violates these Rules, then we may take any action that we deem appropriate, including removal of the User‑Generated Content and termination of your Account.

(ii)        Your Interactions With Other Users; Disputes.  You are solely responsible for your interaction with other users of the Service, whether online or offline.  We are not responsible or liable for the conduct or content of any user. 

C.         Alerting Us of Violations.  If you discover any content that violates these Terms, feel free to report it to us at support@pivot.tv.  For alleged infringements of intellectual property rights, see Sections 5 and 6, below.

3.         Service and Content Use Restrictions

A.         Service Use Restrictions.  You agree that you will not: (i) aside from your purchase of goods or services offered for sale by Pivot or its affiliates, use the Service for any commercial purpose; (ii) use any meta tags or any other “hidden text” utilizing any Trademarks; (iii) engage in any activities through or in connection with the Service that seek to attempt to or do harm any individuals or entities or are unlawful, offensive, or otherwise objectionable to Pivot or its users; (iv) reverse engineer, decompile, disassemble, reverse assemble, or modify any Service source or object code or any software or other products, services, or processes accessible through any portion of the Service; (v) engage in any activity that interferes with a user’s access to the Service or the proper operation of the Service, or otherwise causes harm to the Service, Pivot, or other users of the Service; (vi) interfere with or circumvent any security feature of the Service or any feature that restricts or enforces limitations on use of or access to the Service, the Pivot Content, or the User‑Generated Content; or (vii) otherwise violate these Terms or any applicable Additional Terms. 

B.         Content Use Restrictions.  You also agree that, in using the Service: (i) you will not monitor, gather, copy, or distribute the Pivot Content (except as may be a result of standard search engine activity or use of a standard browser) on the Service by using any robot, rover, “bot”, spider, scraper, crawler, spyware, engine, device, software, extraction tool, or any other automatic device, utility, or manual process of any kind; (ii) you will not frame or utilize framing techniques to enclose any such Pivot Content (including any images, text, or page layout); (iii) you will keep intact all Trademark, copyright, and other intellectual property notices contained in such Pivot Content; (iv) you will not use such Pivot Content in a manner that suggests an unauthorized association with any of our or our licensors’ products, services, or brands; (v) you will not make any modifications to such Pivot Content (other than to the extent of your permitted use of the Pivot Licensed Elements, if applicable); (vi) you will not modify, reproduce, archive, sell, lease, rent, exchange, create derivative works from, publish by hard copy or electronic means, publicly perform, display, disseminate, distribute, broadcast, retransmit, circulate to any third party or on any third-party application or website, or otherwise use or exploit such Pivot Content in any way for any purpose except as specifically permitted by these Terms or any applicable Additional Terms or with the prior written consent of an officer of Pivot or, in the case of Pivot Content from a licensor, the owner of the Pivot Content; and (vii) you will not insert any code or product to manipulate such Pivot Content in any way that adversely affects any user experience.

C.         Availability of Service and Content.  Pivot reserves the right, in its sole discretion, at any time, to modify, suspend, terminate or discontinue, temporarily or permanently, the availability of the Service and Pivot Content (or any elements and features of them) for any reason, with or without advance notice.  You agree that Pivot shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

4.         Accounts, Profiles and Social Features

A.         Accounts.  In order to access or use some (or potentially all) of the features on the Service, you may be required to first register through our online registration process at http://www.pivot.tv and create an account (“Account”).  The Service’s practices governing any resulting collection and use of your personal information are disclosed in its Privacy Policy.  If you are under the age of thirteen (13), then you are not permitted to register as a user, create an Account or a Profile (defined below) or otherwise submit personal information to us. 

If you register for any feature that requires a password and/or username, then you will select your own password at the time of registration (or if you register using a third party service like Facebook Connect your user name and password for that account may transfer to your Account with us, or we may send you an e-mail notification with a randomly generated initial password) and you agree that: (i) You will not use a username (or e-mail address) that is already being used by someone else, may impersonate another person, belongs to another person, violates the intellectual property or other right of any person or entity, or is offensive.  We may reject the use of any password, username, or e-mail address for any other reason in our sole discretion; (ii) You will provide true, accurate, current, and complete registration information about yourself in connection with the registration process and, as permitted, to maintain and update it, including on your Profile (defined below), continuously and promptly to keep it accurate, current, and complete; (iii) You are solely responsible for all activities that occur under your Account, password, and username – whether or not you authorized the activity; (iv) You are solely responsible for maintaining the confidentiality of your password and for restricting access to your Device so that others may not access any password protected portion of the Service using your name, username, or password; (v) You will immediately notify us of any unauthorized use of your Account, password, or username, or any other breach of security; and (vi) You will not sell, transfer, or assign your Account or any Account rights. We will not be liable for any loss or damage (of any kind and under any legal theory) to you or any third party arising from your inability or failure for any reason to comply with any of the foregoing obligations.

Pivot may offer you the possibility to connect your accounts on certain Third‑Party Sites (as defined below), such as Facebook, Twitter, and/or TakePart, with the Service by an application programming interface (API) or other software.  Use of these third party services will be governed by the policies and terms of service of the Third‑Party Sites.  If you terminate your Third‑Party Site accounts, you may lose access to your Account with us if that was the only way you created and maintained your Account on our Service.

If any information that you provide, or if we have reasonable grounds to suspect that any information that you provide, is false, inaccurate, outdated, incomplete, or violates these Terms, any applicable Additional Terms, or any applicable law, then we may suspend or terminate your Account.  We also reserve the more general and broad right to terminate your Account or suspend or otherwise deny you access to it or its benefits – all in our sole discretion, for any reason, and without advance notice or liability.

B.         Profiles.  Your “Profile” may not include any form of prohibited User‑Generated Content, as outlined in Section 2.A above and in our Rules.  Changes to your Profile may not be immediately available.  We assume no responsibility or liability for users’ Profile material.

We will make good faith efforts to follow your instructions regarding how and to whom your Profile information is made available, but this will not be effective immediately and may not be error free. 

If you are having problems with Profile settings, contact us here.

If there is any dispute as to whether a Profile has been created or is being maintained by an authorized representative of the individual who is the subject of that Profile, then we shall have the sole right, but are not obligated, to resolve such dispute as we determine is appropriate in our sole discretion. 

C.         Social Features and Social Ads.  The Service may include an online community and provides a social media experience.  Subject to our good faith efforts to honor your election of certain options that we may offer from time to time regarding what is shared and with whom, your activities, your User‑Generated Content and your content consumption (including articles read, videos watched, and types of social action taken) may be viewable by, or shared with, others in connection with the Service.  It may also include with Third-Party Sites through their platform such as plug-ins and share buttons, but we are not responsible for Third-Party Sites. You consent to social ads and content by using our Service, and irrevocably grant us the sublicensable right to use and exploit your name (real and user names), persona, likeness, pseudonym, activity information and User‑Generated Content, and to share it with others, without any obligation or remuneration to you.  If you are not the age of majority where you reside, you represent and warrant that your parent or guardian has read this section and consented and agreed on your behalf. 

For more information on social ads, social media consumption activity notifications and other activity notifications, and your options regarding them, and on how to opt-out of certain third-party ad serving, see our Privacy Policy.

5.         Procedure For Alleging Copyright Infringement

A.         DMCA Notice.  Pivot asks our users to respect the intellectual property of others.  It is our policy to respond appropriately to clear notices of alleged copyright infringement, as set forth more fully below.  In Pivot’s sole discretion, Pivot may remove content that may be infringing on another person’s intellectual property rights with or without notice to the potential infringer.  In accordance with the U.S. Digital Millennium Copyright Act (“DMCA”) and other applicable law, Pivot has adopted a policy of terminating, in appropriate circumstances and at Pivot’s sole discretion, users who are deemed to be repeat infringers.  If you own a copyright in a work (or represent such a copyright owner) and believe that your (or such owner’s) copyright in that work has been infringed by an improper posting or distribution of it via the Service, then you may send us a written notice that includes all of the following:

(i)         a legend or subject line that says: “DMCA Copyright Infringement Notice”;

(ii)        a description of the copyrighted work that you claim has been infringed or, if multiple copyrighted works are covered by a single notification, a representative list of such works;

(iii)       a description of where the material that you claim is infringing or is the subject of infringing activity is located that is reasonably sufficient to permit us to locate the material (please include the URL of the Service on which the material appears);

(iv)       your full name, address, telephone number, and e-mail address;

(v)        a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law;

(vi)       a statement by you, made under penalty of perjury, that all the information in your notice is accurate, and that you are the copyright owner (or, if you are not the copyright owner, then your statement must indicate that you are authorized to act on the behalf of the owner of an exclusive right that is allegedly infringed); and

(vii)      your electronic or physical signature.

Pivot will only respond to DMCA Notices that it receives by mail, e-mail, or facsimile at the addresses below:

By Mail:            Copyright Agent

                        c/o Participant Channel, Inc., d/b/a Pivot.tv

                        331 Foothill Road, 3rd Floor

                        Beverly Hills, CA 90210

By E-Mail:         copyright@pivot.tv

By Facsimile:     (310) 550-5106

For clarity, only DMCA Notices should go to the above e-mail address.   

It is often difficult to determine if your copyright has been infringed.  Pivot may elect to not respond to DMCA Notices that do not substantially comply with all of the foregoing requirements, and Pivot may elect to remove allegedly infringing material that comes to its attention via notices that do not substantially comply with the DMCA. 

Please note that the DMCA provides that any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

We may send the information that you provide in your notice to the person who provided the allegedly infringing work.  That person may elect to send us a DMCA Counter-Notification.

Without limiting Pivot’s other rights, Pivot may, in appropriate circumstances, terminate a repeat infringer’s access to the Service and any other website owned or operated by Pivot.  See Section 4 above.

B.         Counter-Notification.  If access on the Service to a work that you submitted to Pivot is disabled or the work is removed as a result of a DMCA Notice, and if you believe that the disabled access or removal is the result of mistake or misidentification, then you may send us a DMCA Counter-Notification to the addresses above.  Your DMCA Counter-Notification should contain the following information:

(i)         a legend or subject line that says:  “DMCA Counter-Notification”;

(ii)        a description 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 (please include the URL of the Service from which the material was removed or access to it disabled);

(iii)       a statement 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;

(iv)       your full name, address, telephone number, e-mail address, and the username of your Account (if you have an Account);

(v)        a statement that you consent to the jurisdiction of the United States District Court for the Central District of California, and that you will accept service of process from the person who provided DMCA notification to us or an agent of such person; and

(vi)       your electronic or physical signature.

If we receive a DMCA Counter-Notification, then we may replace the material that we removed (or stop disabling access to it) in not less than ten (10) and not more than fourteen (14) business days following receipt of the DMCA Counter-Notification.  However, we will not do this if we first receive notice at the addresses above that the party who sent us the DMCA Copyright Infringement Notice has filed a lawsuit asking a court for an order restraining the person who provided the material from engaging in infringing activity relating to the material on the Service.  You should also be aware that we may forward the Counter-Notification to the party who sent us the DMCA Copyright Infringement Notice.

6.         Procedure For Alleging Infringement of Other Intellectual Property

            If you own intellectual property other than copyrights and believe that your intellectual property other than copyright has been infringed by an improper posting or distribution of it via the Service, then you may send us a written notice to the addresses set forth above that includes: (a) a legend or subject line that says:  “Intellectual Property Infringement Notice”; (b) all the other information required for the DMCA notice above, except describing the other intellectual property alleged to have been infringed.

We will act on such notices in our sole discretion.  Any user of the Service that fails to respond satisfactorily to Pivot with regard to any such notice is subject to suspension or termination.  We may send the information that you provide in your notice to the person who provided the allegedly infringing material. 

7.         Notices, Questions and Customer Service

You agree that: (1) we may give you notices of new, revised or changed terms and other important matters by prominently posting notice on the home page of the Service, or in another reasonable manner; and (2) we may contact you by mail or e-mail sent to the address provided by you.  You agree to promptly notify us if you change your e-mail or mailing address by updating your Profile settings.  All legal notices to us must be sent to Participant Channel, Inc. d/b/a Pivot, 331 Foothill Road, Third Floor, Beverly Hills, CA 90210.

If you have a question regarding using the Service, you may contact Pivot Customer Support by sending an e-mail to support@pivot.tv.  You acknowledge that the provision of customer support is at Pivot’s sole discretion and that we have no obligation to provide you with customer support of any kind.

8.         Links By You To the Service

We grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to create hyperlinks to the Service, so long as: (a) the links only incorporate text and do not use any other Trademarks, (b) the links and the content on your website do not suggest any affiliation with Pivot or cause any other confusion, and (c) the links and the content on your website do not portray Pivot or its products or services in a false, misleading, derogatory, or otherwise offensive matter, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third party or are otherwise objectionable to Pivot.  Pivot reserves the right to suspend or prohibit linking to the Service for any reason, in its sole discretion, without advance notice or any liability of any kind to you or any third party.

9.         Third-Party Content and Sites

Some of the content, services and functionality on the Service, such as advertisements, widgets, software, applications, articles, photographs and videos, may be provided by third parties (collectively, “Third‑Party Content”).  Although we try to keep inappropriate third-party ads and other content off of the Service, we are not responsible for this third-party content or the third parties if you interact with them. 

Service users may be able to view, access and interact with Third‑Party Content without leaving the Service, including viewing, accessing or interacting with Third‑Party Content that is imported or “framed” within the Service.  The Service may also contain links to third-party websites that are not owned, controlled or operated by Pivot, and the Service may include links to third-party ads on the Service or otherwise, to or from third-party websites (collectively, “Third-Party Sites”), including websites operated by advertisers, licensors, licensees, and certain other third parties who may have business relationships with Pivot. 

Pivot may have no control over the content, operations, policies, terms, or other elements of Third‑Party Content or Third‑Party Sites, and Pivot does not assume any obligation to review any of them.  Pivot does not endorse, approve, or sponsor any Third‑Party Sites, or any Third‑Party Content, advertising, information, materials, products, services, or other items.  Furthermore, Pivot is not responsible for the quality or delivery of the products or services offered, accessed, obtained by or advertised at such sites.  Finally, Pivot will under no circumstances be liable for any direct, indirect, incidental or special loss or other damage, whether arising from negligence, breach of contract, defamation, infringement of copyright or other intellectual property rights, caused by the exhibition, distribution or exploitation of any information or content contained within these Third‑Party Sites.  Any activities you engage in connection with any of the same are subject to the privacy and other policies, terms and conditions of use and/or sale, and rules issued by the operator of the Third‑Party Sites, and you agree to be bound thereto.  Pivot disclaims all liability in connection therewith.

10.        Wireless and Location-Based Features

A.         Wireless Features.  The Service may offer certain features and services that are available to you via your wireless Device (collectively, “Wireless Features”).  Standard messaging, data, and other fees may be charged by your carrier to participate in Wireless Features, for which you are responsible. 

B.         Terms of Wireless Features.  You agree that as to the Wireless Features for which you are registered for, we may send communications to your wireless Device regarding us or other parties.  Further, we may collect information related to your use of the Wireless Features, subject to the next section.  If you have registered via the Service for Wireless Features, then you agree to notify Pivot of any changes to your wireless contact information (including phone number) and update your Accounts on the Service to reflect the changes. 

C.         Location-Based Features.  If you have enabled GPS, geo-location or other location-based features on any mobile app(s) or feature(s), you acknowledge that your Device location will be tracked and may be shared with others consistent with the Privacy Policy; provided, however, that we will not use pinpoint data to target you without your consent.  We may, however, use information on your general location to customize ads and content for you (e.g., by city or neighborhood) as a matter of regular practice.  The location-based services offered in connection with our mobile app(s) or feature(s) are for individual use only and should not be relied on as an emergency locator system, used while driving or operating vehicles, or any other situation in which the failure or inaccuracy of use of the location-based services could lead directly to death, personal injury, or severe physical or property damage. 

11.        Dispute Resolution

Certain portions of this Section 11 are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act.  You and Pivot agree that we intend that this Section 11 satisfies the “writing” requirement of the Federal Arbitration Act.  This Section 11 can only be amended by mutual agreement.

A.         First – Try To Resolve Disputes and Excluded Disputes.  If any controversy, allegation, or claim arises out of or relates to the Service, the Pivot Content, your User‑Generated Content, these Terms, or any applicable Additional Terms, whether heretofore or hereafter arising (collectively, “Dispute”), or to any of Pivot’s actual or alleged intellectual property rights (an “Excluded Dispute”, which includes those actions set forth in Section 11.D), then you and we agree to send a written notice to the other providing a reasonable description of the Dispute or Excluded Dispute, along with a proposed resolution of it.  Our notice to you will be sent to you based on the most recent contact information that you provide us.  But if no such information exists or if such information is not current, then we have no obligation under this Section 11.A.  Your notice to us must be sent to:  Participant Channel, Inc. d/b/a Pivot, 331 Foothill Road, Third Floor, Beverly Hills, CA 90210.  For a period of sixty (60) days from the date of receipt of notice from the other party, Pivot and you will engage in a dialogue in order to attempt to resolve the Dispute or Excluded Dispute, though nothing will require either you or Pivot to resolve the Dispute or Excluded Dispute on terms with respect to which you and Pivot, in each of our sole discretion, are not comfortable.

B.         Forums For Alternative Dispute Resolution

(i)         Arbitration.  If we cannot resolve a Dispute as set forth in Section 11.A within sixty (60) days of receipt of the notice, then either you or we may submit the Dispute to formal arbitration in accordance with this Section 11.B.  If we cannot resolve an Excluded Dispute as set forth in Section 11.A within sixty (60) days of receipt of the notice, then either you or we may submit the Excluded Dispute to formal arbitration only if you and Pivot consent, in a writing signed by you and an officer or legal representative of Pivot, to have that Excluded Dispute subject to arbitration.  In such a case (and only in such a case), that Excluded Dispute will be deemed a “Dispute” for the remainder of this Section 11.B. 

Upon expiration of the applicable sixty-day period and to the fullest extent permitted by applicable law, a Dispute will be resolved solely by binding arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association (“AAA”).  If the Dispute has a claimed value of not more than $250,000, then the arbitration will be heard and determined by a single neutral arbitrator who is a retired judge or a lawyer with not less than fifteen (15) years’ experience as a practicing member of the bar in the substantive practice area related to the Dispute, who will administer the proceedings in accordance with the AAA’s Supplementary Procedures for Consumer Related Disputes.  If the Dispute has a claimed value of more than $250,000, or if Pivot elects in its sole discretion to bear the costs of arbitration in excess of those that would occur for a proceeding before a single neutral arbitrator, then the arbitration will be heard and determined by a three-member panel, with one member to be selected by each party and the third (who will be chair of the panel) selected by the two party-appointed members or by the AAA in accordance with the Commercial Arbitration Rules.  The arbitrator or arbitration panel, as the case may be, will apply applicable law and the provisions of these Terms and any applicable Additional Terms, will determine any Dispute according to the applicable law and facts based upon the record and no other basis, and will issue a reasoned award.  If you and Pivot do not both consent to the arbitration of an Excluded Dispute as set forth in the immediately preceding paragraph of this Section 11.B(i), then this paragraph and the remainder of this Section 11.B will not apply to the Excluded Dispute.

If a party properly submits the Dispute to the AAA for formal arbitration and the AAA is unwilling or unable to set a hearing date within sixty (60) days of the filing of a “demand for arbitration,” then either party can elect to have the arbitration administered by the Judicial Arbitration and Mediation Services Inc. (“JAMS”) using JAMS’ streamlined Arbitration Rules and Procedures, or by any other arbitration administration service that you and an officer or legal representative of Pivot consent to in writing.  The substantive practice area requirements for the arbitrator and the $250,000 threshold for a the number of arbitrators assigned to the Dispute set forth in the paragraph above for the AAA arbitration will also apply to any such arbitration under JAMS or another arbitration service.

You can obtain AAA and JAMS procedures, rules, and fee information as follows:

AAA:    800.778.7879                                         JAMS:  949.224.1810

http://www.adr.org                           ... http://www.jamsadr.com

(ii)        Nature, Limitations, and Location of Alternative Dispute Resolution.  In arbitration, as with a court, the arbitrator must honor the terms of these Terms (and any applicable Additional Terms) and can award the prevailing party damages and other relief (including attorneys’ fees).  However, WITH ARBITRATION (A) THERE IS NO JUDGE OR JURY, (B) THE ARBITRATION PROCEEDINGS AND ARBITRATION OUTCOME ARE SUBJECT TO CERTAIN CONFIDENTIALITY RULES, AND (C) JUDICIAL REVIEW OF THE ARBITRATION OUTCOME IS LIMITED.  All parties to the arbitration will have the right, at their own expense, to be represented by an attorney or other advocate of their choosing.  If an in-person arbitration hearing is required, then it will be conducted in the “metropolitan statistical area” (as defined by the U.S. Census Bureau) where you are a resident at the time the Dispute is submitted to arbitration.  You and we will pay the administrative and arbitrator’s fees and other costs in accordance with the applicable arbitration rules; but if applicable arbitration rules or laws require Pivot to pay a greater portion or all of such fees and costs in order for this Section 11 to be enforceable, then Pivot will have the right to elect to pay the fees and costs and proceed to arbitration.  Discovery will be permitted pursuant to the applicable arbitration rules.  The arbitrator’s decision must consist of a written statement stating the disposition of each claim of the Dispute, and must provide a statement of the essential findings and conclusions on which the decision and any award (if any) is based.  Judgment on the arbitration decision and award (if any) may be entered in or by any court that has jurisdiction over the parties pursuant to Section 9 of the Federal Arbitration Act. 

C.         Limited Time To File Claims.  TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IF YOU OR WE WANT TO ASSERT A DISPUTE (BUT NOT A EXCLUDED DISPUTE) AGAINST THE OTHER, THEN YOU OR WE MUST COMMENCE IT (BY DELIVERY OF WRITTEN NOTICE AS SET FORTH IN SECTION 11.A) WITHIN ONE (1) YEAR AFTER THE DISPUTE ARISES -- OR IT WILL BE FOREVER BARRED. 

D.         Injunctive Relief.  The foregoing provisions of this Section 11 will not apply to any legal action taken by Pivot to seek an injunction or other equitable relief in connection with, any loss, cost, or damage (or any potential loss, cost, or damage) relating to the Service, any Pivot Content, your User‑Generated Content and/or Pivot’s intellectual property rights (including such that Pivot may claim that may be in dispute), Pivot’s operations, and/or Pivot’s products or services. 

E.         Small Claims Matters Are Excluded From Arbitration Requirement.  Notwithstanding the foregoing, either of us may bring qualifying claim of Disputes (but not Excluded Disputes) in small claims court, subject to Section 11.G.

F.         No Class Action Matters.  Disputes will be arbitrated only on an individual basis and will not be consolidated with any other arbitrations or other proceedings that involve any claim or controversy of any other party.  But if, for any reason, any court with competent jurisdiction or any arbitrator selected pursuant to Section 11.B(i) holds that this restriction is unconscionable or unenforceable, then our agreement in Section 11.B to arbitrate will not apply and the Dispute must be brought exclusively in court pursuant to Section 11.G. 

G.        Federal and State Courts in Los Angeles.  Except to the extent that arbitration is required in Section 11.B, and except as to the enforcement of any arbitration decision or award, any action or proceeding relating to any Dispute or Excluded Dispute may only be instituted in state or federal court in Los Angeles, California.  Accordingly, you and Pivot consent to the exclusive personal jurisdiction and venue of such courts for such matters.

12.        DISCLAIMER OF REPRESENTATIONS AND WARRANTIES

YOUR ACCESS TO AND USE OF THE SERVICE IS AT YOUR SOLE RISK. 

THE SERVICE IS PROVIDED ON AN “AS IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS” BASIS.  Therefore, to the fullest extent permissible by law, Participant Channel, Inc. d/b/a Pivot and its parent, subsidiaries, affiliated companies and each of their respective employees, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and assigns (collectively, “Pivot Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, as to:

(a)      the Service (including the Pivot Content and the User‑Generated Content);

(b)     the functions, features, or any other elements on, or made accessible through, the Service;

(c)      any products, services, or instructions offered or referenced at or linked through the Service;

(d)     security associated with the transmission of your User‑Generated Content transmitted to Pivot or via the Service;

(e)      whether the Service or the servers that make the Service available are free from any harmful components (including viruses, Trojan horses, and other technologies that could adversely impact your Device);

(f)      whether the information (including any instructions) on the Service is accurate, complete, correct, adequate, useful, timely, or reliable;

(g)     whether any defects to the Service will be repaired; and

(h)     whether your use of the Service is lawful in any particular jurisdiction. 

EXCEPT FOR ANY SPECIFIC WARRANTIES PROVIDED HEREIN OR IN ADDITIONAL TERMS PROVIDED BY A PIVOT PARTY, PIVOT PARTIES HEREBY FURTHER DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS.

Some jurisdictions limit or do not allow the disclaimer of implied or other warranties so the above disclaimers may not apply to the extent such jurisdictions’ laws are applicable.

13.        LIMITATIONS OF OUR LIABILITY

UNDER NO CIRCUMSTANCES WILL ANY PIVOT PARTIES BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND, including personal injury or death or for any direct, indirect, economic, exemplary, special, punitive, incidental, or consequential losses or damages that are directly or indirectly related to:

(a)         the Service (including the Pivot Content and the User‑Generated Content);

(b)        your use of or inability to use the Service, or the performance of the Service;

(c)         any action taken in connection with an investigation by Pivot Parties or law enforcement authorities regarding your access to or use of the Service;

(d)        any action taken in connection with copyright or other intellectual property owners or other rights owners;

(e)         any errors or omissions in the Service’s technical operation; or

(f)         any damage to any user’s computer, hardware, software, modem, or other equipment or technology, including damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line, or network failure or any other technical or other malfunction, including losses or damages in the form of lost profits, loss of goodwill, loss of data, work stoppage, accuracy of results, or equipment failure or malfunction.

The foregoing limitations of liability will apply even if any of the foregoing events or circumstances were foreseeable and even if Pivot Parties were advised of or should have known of the possibility of such losses or damages, regardless of whether you bring an action based in contract, negligence, strict liability, or tort (including whether caused, in whole or in part, by negligence, acts of god, telecommunications failure, or destruction of the Service). 

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages of the sort that are described above, so the above limitation or exclusion may not apply to you. 

EXCEPT AS MAY BE PROVIDED IN ANY APPLICABLE ADDITIONAL TERMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL PIVOT PARTIES’ TOTAL LIABILITY TO YOU, FOR ALL POSSIBLE DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE SERVICE AND YOUR RIGHTS UNDER THESE TERMS, EXCEED AN AMOUNT EQUAL TO THE AMOUNT YOU HAVE PAID PIVOT IN CONNECTION WITH THE TRANSACTION(S) THAT UNDERLIE THE CLAIM(S); PROVIDED, HOWEVER, THIS PROVISION WILL NOT APPLY IF A TRIBUNAL WITH APPLICABLE JURISDICTION FINDS SUCH TO BE UNCONSCIONABLE.  FOR PURPOSES OF CLARITY, THE PRIOR SENTENCE DOES NOT EXPAND OR LIMIT ANY EXPRESS, WRITTEN PRODUCT WARRANTY THAT IS PROVIDED BY PIVOT OR A MANUFACTURER OF A PHYSICAL PRODUCT.

14.        Waiver of Injunctive or Other Equitable Relief

IF YOU CLAIM THAT YOU HAVE INCURRED ANY LOSS, DAMAGES, OR INJURIES IN CONNECTION WITH YOUR USE OF THE SERVICE, THEN THE LOSSES, DAMAGES, AND INJURIES WILL NOT BE IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER EQUITABLE RELIEF OF ANY KIND.  THIS MEANS THAT, IN CONNECTION WITH YOUR CLAIM, YOU AGREE THAT YOU WILL NOT SEEK, AND THAT YOU WILL NOT BE PERMITTED TO OBTAIN, ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, PIVOT CONTENT, USER‑GENERATED CONTENT, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED OR CONTROLLED BY PIVOT (INCLUDING YOUR LICENSED USER‑GENERATED CONTENT) OR A LICENSOR OF PIVOT.

15.        Updates to Terms

These Terms (or if applicable Additional Terms), in the form posted at the time of your use of the applicable services to which it applies, shall govern such use (including transactions entered during such use).  AS OUR SERVICE EVOLVES, THE TERMS AND CONDITIONS UNDER WHICH WE OFFER THE SERVICE MAY PROSPECTIVELY BE MODIFIED AND WE MAY CEASE OFFERING THE SERVICE UNDER THE TERMS OR ADDITIONAL TERMS FOR WHICH THEY WERE PREVIOUSLY OFFERED.  ACCORDINGLY, EACH TIME YOU SIGN IN TO OR OTHERWISE USE THE SERVICE YOU ARE ENTERING INTO A NEW AGREEMENT WITH US ON THE THEN APPLICABLE TERMS AND CONDITIONS AND YOU AGREE THAT WE MAY NOTIFY YOU OF ADDITIONAL TERMS BY POSTING THEM ON THE SERVICE (OR IN ANY OTHER REASONABLE MANNER OF NOTICE WHICH WE ELECT), AND THAT YOUR USE OF THE SERVICE AFTER SUCH NOTICE CONSTITUTES YOUR GOING FORWARD AGREEMENT TO THE ADDITIONAL TERMS FOR YOUR NEW USE AND TRANSACTIONS.  Therefore, you should review the posted Terms and any applicable Additional Terms each time you use the Service (at least prior to each transaction or submission).  The Additional Terms will be effective as to new use and transactions as of the time that we post them, or such later date as may be specified in them or in other notice to you.  However, the Terms (and any applicable Additional Terms) that applied when you previously used the Service will continue to apply to such prior use (i.e., changes and additions are prospective only) unless mutually agreed.  You should frequently check the home page and the e-mail you associated with your Account for notices, all of which you agree are reasonable manners of providing you notice.  You can reject any new, revised or additional Terms by discontinuing use of the Service and related services. 

16.        General Provisions

A.         Pivot’s Consent or Approval.  As to any provision in these Terms or any applicable Additional Terms that grants Pivot a right of consent or approval, or permits Pivot to exercise a right in its “sole discretion,” Pivot may exercise that right in its sole and absolute discretion.  No Pivot consent or approval may be deemed to have been granted by Pivot without being in writing and signed by an officer of Pivot. 

B.         Applicable Law.  These Terms and any applicable Additional Terms will be governed by and construed in accordance with, and any Dispute and Excluded Dispute will be resolved in accordance with, the laws of the state of California, without regard to its conflicts of law provisions.

C.         Indemnity.  You agree to, and you hereby, defend, indemnify, and hold Pivot Parties harmless from and against any and all claims, damages, losses, costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses (including attorneys’ fees) that directly or indirectly arise from or are related to any claim, suit, action, demand, or proceeding made or brought against any Pivot Party, or on account of the investigation, defense, or settlement thereof, arising out of or in connection with, whether occurring heretofore or hereafter: (i) your User‑Generated Content; (ii) your use of the Service and your activities in connection with the Service; (iii) your breach or alleged breach of these Terms or any applicable Additional Terms; (iv) your violation or alleged violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities in connection with your use of the Service or your activities in connection with the Service; (v) information or material transmitted through your Device, even if not submitted by you, that infringes, violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity, privacy, or other right of any person or entity; (vi) any misrepresentation made by you; and (vii) Pivot Parties’ use of the information that you submit to us (including your User‑Generated Content) (all of the foregoing, “Claims and Losses”).  You will cooperate as fully required by Pivot Parties in the defense of any Claim and Losses.  Notwithstanding the foregoing, Pivot Parties retain the exclusive right to settle, compromise, and pay any and all Claims and Losses.  Pivot Parties reserve the right to assume the exclusive defense and control of any Claims and Losses.  You will not settle any Claims and Losses without, in each instance, the prior written consent of an officer of a Pivot Party.

D.         Operation of Service; Availability of Products and Services; International Issues.  Pivot controls and operates the Service from its U.S.-based offices in the U.S.A., and Pivot makes no representation that the Service is appropriate or available for use beyond the U.S.A.  If you use the Service from other locations, you are doing so on your own initiative and are responsible for compliance with applicable local laws regarding your online conduct and acceptable content, if and to the extent local laws apply.  The Service may describe products and services that are available only in the U.S.A. (or only parts of it) and are not available worldwide.  We reserve the right to limit the availability of the Service and/or the provision of any content, program, product, service, or other feature described or available on the Service to any person, entity, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service, or other feature that we provide.  You and we disclaim any application to these Terms of the Convention on Contracts for the International Sale of Goods.

E.         Export Controls.  Software related to or made available by the Service may be subject to export controls of the U.S.A.  No software from the Service may be downloaded, exported, or re-exported to any county, or to any person, entity, or end-user subject to U.S. export controls.

F.         Severability; Interpretation.  If any provision of these Terms, or any applicable Additional Terms, is for any reason deemed invalid, unlawful, void, or unenforceable by a court or arbitrator of competent jurisdiction, then that provision will be deemed severable from these Terms or the Additional Terms, and the invalidity of the provision will not affect the validity or enforceability of the remainder of these Terms or the Additional Terms (which will remain in full force and effect).  To the extent permitted by applicable law, you agree to waive, and you hereby waive, any applicable statutory and common law that may permit a contract to be construed against its drafter.  Wherever the word “including” is used in these Terms or any applicable Additional Terms, the word will be deemed to mean “including, without limitation,”.  The summaries of provisions and section headings are provided for convenience only and shall not limit the full Terms.

G.        Communications.  When you communicate with us electronically, such as via e-mail and text message, you consent to receive communications from us electronically.  Please note that we are not obligated to respond to inquiries that we receive.  You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. 

H.        Investigations; Cooperation With Law Enforcement; Termination; Survival.  Pivot reserves the right, without any limitation, to: (i) investigate any suspected breaches of its Service security or its information technology or other systems or networks, (ii) investigate any suspected breaches of these Terms and any applicable Additional Terms, (iii) investigate any information obtained by Pivot in connection with reviewing law enforcement databases or complying with criminal laws, (iv) involve and cooperate with law enforcement authorities in investigating any of the foregoing matters, (v) prosecute violators of these Terms and any applicable Additional Terms, and (vi) discontinue the Service, in whole or in part, or, except as may be expressly set forth in any applicable Additional Terms, suspend or terminate your access to it, in whole or in part, including any user Accounts or registrations, at any time, without notice, for any reason and without any obligation to you or any third party.   Any suspension or termination will not affect your obligations to Pivot under these Terms or any applicable Additional Terms.  Upon suspension or termination of your access to the Service, or upon notice from Pivot, all rights granted to you under these Terms or any applicable Additional Terms will cease immediately, and you agree that you will immediately discontinue use of the Service.  The provisions of these Terms and any applicable Additional Terms, which by their nature should survive your suspension or termination will survive, including the rights and licenses you grant to Pivot in these Terms, as well as the indemnities, releases, disclaimers, and limitations on liability and the provisions regarding jurisdiction, choice of law, no class action, and mandatory arbitration.

I.          Assignment.  Pivot may assign its rights and obligations under these Terms and any applicable Additional Terms, in whole or in part, to any party at any time without any notice.  These Terms and any applicable Additional Terms may not be assigned by you, and you may not delegate your duties under them, without the prior written consent of an officer of Pivot. 

J.         No Waiver.  Except as expressly set forth in these Terms or any applicable Additional Terms, (i) no failure or delay by you or Pivot in exercising any of rights, powers, or remedies under will operate as a waiver of that or any other right, power, or remedy, and (ii) no waiver or modification of any term of these Terms or any applicable Additional Terms will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced. 

K.        Connectivity.  You are responsible for obtaining and maintaining all Devices and other equipment and software, and all Internet service provider, mobile service, and other services needed for your access to and use of the Service and you will be responsible for all charges related to them.

17.        Terms Applicable If Accessing the Service Through An Apple Device

If you are accessing or using the Service through an Apple Internet Device, the following additional terms and conditions are applicable to you and are incorporated into the Terms by this reference:

(i)         To the extent that you are accessing the Service through an Apple Internet Device, you acknowledge that these Terms are entered into between you and Pivot and, that Apple, Inc. (“Apple”) is not a party to these Terms other than as third party beneficiary as contemplated below.

(ii)        The license granted to you in Section 1 of these Terms is subject to the permitted Usage Rules set forth in the App Store Terms of Service (see http://www.apple.com/legal/itunes/us/terms.html) and any third party terms of agreement applicable to the Service.

(iii)       You acknowledge that Pivot, and not Apple, is responsible for providing the Service and content thereof.

(iv)       You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services to you with respect to the Service.

(v)        To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Service.

(vi)       Notwithstanding anything to the contrary herein, and subject to the terms in these Terms, you acknowledge that, solely as between Apple and Pivot, Pivot, and not Apple is responsible for addressing any claims you may have relating to the Service, or your possession and/or use thereof, including, but not limited, to: (i) product liability claims, (ii) any claim that the Service fails to confirm to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. 

(vii)      Further, you agree that if the Service, or your possession and use of the Service, infringes on a third party’s intellectual property rights, you will not hold Apple responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claims.

(viii)     You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary thereof.

(ix)       When using the Service, you agree to comply with any and all third party terms that are applicable to any platform, website, technology or service that interacts with the Service.

©2013 Participant Channel, Inc., d/b/a Pivot.  All Rights Reserved.