Updated: April 22, 2024<\/em><\/p>\n <\/p>\n Description of Big Ten Network, LLC Services and Acceptance of Terms of Use Including Arbitration of Disputes<\/strong><\/p>\n Big Ten Network (\"BTN,\" \"we\" or \"us\"), which is operated and controlled by Big Ten Network, LLC., has developed this Terms of Use Agreement (\"Agreement\") to describe the terms that govern your use of the BTN Services (defined below). This Agreement applies to the sports-related BTN websites (\"BTN Sites\"), mobile sites, applications (\"apps\"), widgets, BTN Site Products (as defined below) and other content and services that are linked to this Agreement (collectively, the \"BTN Services\"). BTN is based in the United States.<\/p>\n Your access to and use of certain BTN Services may require you to accept additional terms and conditions applicable to such BTN Services, including any future modifications (collectively, \"Additional Terms\") in addition to this Agreement, and may require you to download software or Content (as defined below). The Additional Terms are made a part of this Agreement by this reference. In the event of a conflict between any such Additional Terms and this Agreement, such Additional Terms will prevail over this Agreement with respect to your use of that specific BTN Service.<\/p>\n Use of the BTN Services is limited to users aged 13 years and above.<\/p>\n IMPORTANT NOTICE REGARDING DISPUTE RESOLUTION: BY USING BTN SERVICES AND\/OR THE BTN SITES AND\/OR ACCEPTING THIS AGREEMENT, YOU AND WE ARE AGREEING (WITH LIMITED EXCEPTIONS) TO RESOLVE ANY DISPUTE BETWEEN US THROUGH A DISPUTE RESOLUTION PROCEDURE DESCRIBED IN THE ARBITRATION SECTION BELOW<\/u><\/a>. YOU AND BTN WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES. PLEASE REVIEW CAREFULLY THE ARBITRATION SECTION BELOW TITLED \"INFORMAL DISPUTE RESOLUTION PROCEDURE, ARBITRATION AGREEMENT AND CLASS ACTION WAIVER\" BELOW<\/u><\/a> FOR DETAILS REGARDING THIS DISPUTE RESOLUTION PROCEDURE (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).<\/p>\n BTN furnishes the BTN Services (as defined below) for your personal enjoyment and entertainment. By using any BTN Service (whether or not you have an account or subscription) or by clicking a box that states that you accept and agree to this Agreement, you signify your agreement to be bound by this Agreement, including any future modifications, and any Additional Terms and to abide by all applicable laws, rules and regulations (\"Applicable Law\"). Please read through this Agreement carefully. If you do not agree to be bound by this Agreement and to abide by all Applicable Law, you may not use the BTN Services and must discontinue use of the BTN Services immediately.<\/strong> BTN may modify this Agreement at any time, and each such modification will be effective upon posting on or to the BTN Service. All material modifications will apply prospectively only. Your continued use of the BTN Services following any modification constitutes your acceptance of and agreement to be bound by this Agreement as so modified. It is therefore important that you review this Agreement regularly. BTN may also use third-party service providers, such as vendors, contractors, agents or sponsors, to operate, develop or help BTN manage and provide the BTN Services.<\/p>\n BTN Account Registration and Security<\/strong><\/p>\n Some BTN Services require you to create an account (including setting up a BTN credential and password) to participate in or to secure additional BTN Services, such as viewing and commenting on BTN Content (defined below), purchasing BTN Site Products.<\/p>\n You take full responsibility for your participation on the BTN Services. As a condition of using certain features on the BTN Services, you may be required to register on the BTN Services, and\/or select a username and password. All registration information you submit directly to us or through a Third-Party Service (defined below) to create an account must be accurate and must be kept updated by you. Your failure to do so will constitute a breach of the Agreement, which may result in immediate termination of your account. You may not (i) select or use as a username a name of another person with the intent to impersonate that person; or (ii) use as a username a name subject to any rights of another person without appropriate authorization. BTN reserves the right to refuse registration of, or cancel, a username, in its sole discretion. It is your responsibility to notify us of any changes in such information, including, but not limited to your contact information. You are responsible for maintaining the confidentiality of all your passwords, and are responsible for all use of your account. It is therefore critical that you do not share your account information with anyone. You may be held liable for losses incurred by BTN, BTN Affiliates (defined below) or any other BTN user or visitor in the event someone else uses your account as a result of your failure to keep your account information secure and confidential and you agree to indemnify BTN and all BTN Affiliates from any third-party claims arising from such actions. You agree not to use the email address or password of another member or subscriber at any time and not to allow any other person to use your account. You agree to notify BTN immediately if you suspect any unauthorized use of, or access to, your account or password. BTN shall retain the right to change your username, but no obligation, for any reason, including, without limitation, if the username you have selected violates this Agreement.<\/p>\n Access<\/strong><\/p>\n The BTN Site is intended solely for your personal and non-commercial use. BTN may change, suspend or discontinue the BTN Site (or any feature thereof) at any time. BTN may also impose limits on certain features and services offered on the BTN Site or restrict your access to parts or all of the BTN Site without notice or liability. You acknowledge that from time to time the BTN Site may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which BTN may undertake from time to time; or (iii) causes beyond the control of BTN or which are not reasonably foreseeable by BTN.<\/p>\n Termination<\/strong><\/p>\n Unless terminated by BTN in its sole discretion, this Agreement remains in full force and effect while you use the BTN Services. You may cancel your B1G+ subscription at any time. To cancel your B1G+ subscription, please send an e-mail to <\/a> or submit a request through the B1G+ Help Center at https:\/\/support.bigtenplus.com<\/u><\/a>.<\/p>\n BTN may terminate your account, any subscription (both free and paid) and\/or access to all (or any portion of) the BTN Services at any time, for any or no reason, with or without prior notice or any explanation, and shall have no liability to you for such termination. Furthermore, even after your account subscription and\/or access to the BTN Services is terminated by you or BTN, this Agreement will remain in full force and effect with respect to your past and future use of the BTN Services. If we terminate your user account, subscription and\/or access to the BTN Services (or any portion of the BTN Services) you may not create a new account, purchase a new subscription or try to access the BTN Services without BTN's prior written approval. You agree that your account and\/or subscription is non-transferable. Any rights to your account and\/or BTN Services terminate upon your death.<\/p>\n Fees<\/strong><\/p>\n You acknowledge that BTN reserves the right to charge a fee for any portion of the BTN Services. BTN will provide you with advance notice of any such fees, including any change in the amount of such fees, and a way to cancel your account and\/or subscription in the event you do not wish to pay the modified fee. If you continue to use the BTN Services after the applicable fee has been imposed or increased, you are expressly agreeing to the subscription fee or increase thereto and you will be responsible for paying such fee for the balance of your subscription service. You will not be entitled to a refund of any unused portion of such fees or other payments if BTN suspends or terminates your account, and\/or access to an BTN Site (or any portion of the BTN Site), due to your breach of this Agreement or violation of Applicable Law, as determined by BTN, in its sole discretion.<\/p>\n Purchasing BTN Site Products<\/strong><\/p>\n In connection with a purchase of any BTN Services feature, subscription (including any premium subscription such as B1G+) or product, through any BTN Service (\"BTN Site Product\") you may be required to provide personal information, including credit card and billing information (\"Personal Financial Information\"), to an independent third-party selected by, but not affiliated with, BTN (the \"Processor\"). Where the Processor is responsible for collecting, transmitting and\/or processing your Personal Financial Information and, in some instances, for fulfilling your order, the collection, use and transmission of your Personal Financial Information and any payment obligations for BTN Site Products shall be governed by the terms of use\/service and privacy policy(ies) of the Processor. If you make a purchase of a BTN Site Product, you are warranting that you are authorized to make the purchase using the Personal Financial Information that you provide to the Processor. You must be 18 years of age or older to purchase a BTN Site Product.<\/p>\n If you purchase certain subscription based BTN Site Products, your subscription will be automatically renewed and the credit card you provided to the Processor for such BTN Site Product will be charged per the billing cycle of your subscription (e.g., monthly, 3-month, 6-month, annual), unless you cancel the subscription prior to the automatic renewal date of the subscription. The renewal charge for your subscription shall be the same as the original purchase price, unless you are otherwise notified in advance. You acknowledge and agree that the authorization to charge your credit card for the subscription shall automatically transfer to any successors or assigns of BTN or the Processor, for a substantially similar subscription.<\/p>\n BTN makes no warranty and to the fullest extent provided by law, accepts no liability for any loss or damages whatsoever, relating to, or in connection with, your placement of an order for a BTN Site Product with the Processor. BTN provides no refunds for, makes no warranty for and accepts no liability, regarding purchases you make on or through any BTN Service. You are solely responsible for any and all transactions utilizing your Personal Financial Information, including, but not limited to, any and all charges. You acknowledge and agree that in the event the Processor experiences a data breach that affects any of your information, BTN will in no way be responsible or liable to you for any such data breach.<\/p>\n If you have any questions regarding your purchases or transactions or believe that there is an error or unauthorized transaction or activity associated with transactions utilizing your information, you must contact the Processor.<\/p>\n Limited Content License<\/strong><\/p>\n The BTN Services contain information, text, files, images, video, sounds, musical works, works of authorship, materials, applications, software, product names, company names, trade names, logos, designs, and any other materials or content (collectively, \"Content\") of BTN and BTN Affiliates and their licensors and assignors (\"BTN Content\"), as well as materials and Content provided by users (\"User Content\") or other third-parties. BTN Content contained in the BTN Services is protected by copyright, trademark, patent, trade secret and other laws and, as between you and BTN, BTN, its licensors, or its assignors, own and retain all rights in the BTN Content and BTN Services. BTN hereby grants you a limited, revocable, nonsublicensable, nontransferable license, to access and display or perform the BTN Content (excluding any software code) solely for your personal, non-commercial use, in connection with using the BTN Services. The BTN Services may also contain User Content. Except as provided in this Agreement or as explicitly allowed in the Additional Terms on the applicable BTN Service, you may not copy, download, stream capture, reproduce, duplicate, archive, upload, modify, translate, publish, broadcast, transmit, retransmit, distribute, perform, display, sell, frame or deep-link, make available or otherwise use any Content contained in or through the BTN Services.<\/p>\n Except as explicitly and expressly permitted by BTN or by the limited license set forth above, you are strictly prohibited from creating works or materials (including but not limited to fonts, icons, link buttons, wallpaper, desktop themes, on-line postcards, montages, mash-ups and similar videos, greeting cards and unlicensed merchandise) that derive from or are based on the BTN Content. This prohibition applies regardless of whether such derivative works or materials are sold, bartered or given away. Also, you may not, either directly or through the use of any device, software, internet site, web-based service or other means, remove, alter, bypass, avoid, interfere with, or circumvent any copyright, trademark, or other proprietary notice marked on the BTN Content contained in the BTN Services or any digital rights management mechanism, device, or other content protection, copy control, or access control measure associated with the BTN Content, including geo-filtering mechanisms. Except as necessary in order to make reference to BTN or BTN Services in a purely descriptive capacity, you are expressly prohibited from using any BTN Content in any manner.<\/p>\n You may not, without the BTN's written permission, \"mirror\" any Contents contained on the BTN Site or any other server. You may not use the BTN Site for any purpose that is unlawful or prohibited by the Agreement. You may not use the BTN Site in any manner that could damage, disable, overburden, or impair the BTN Site, or interfere with any other party's use and enjoyment of the Sites. You may not attempt to gain unauthorized access to the BTN Sites through hacking, password mining or any other means. BTN reserves the right, in its sole discretion, to terminate your access to the BTN Site, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice.<\/p>\n Restrictions on Use of the BTN Services<\/strong><\/p>\n BTN reserves the right to remove commercial Content in its sole discretion. You understand that you are responsible for all User Content that you post, upload, transmit, email or otherwise make available on, through or in connection with the BTN Services. Additionally, you acknowledge that you have no expectation of privacy in or confidentiality with respect to your User Content. Accordingly, please choose carefully the information that you post on, through or in connection with the BTN Services. You understand that BTN does not control the User Content posted by users via the BTN Services and, as such, you understand you may be exposed to offensive, inaccurate or otherwise objectionable User Content. BTN assumes no responsibility or liability for any User Content. If you become aware of any misuse of the BTN Services, please report this immediately to <\/a>.<\/p>\n BTN assumes no responsibility for monitoring the BTN Services for inappropriate Content or conduct. If at any time, BTN chooses in its sole discretion to monitor the BTN Services, BTN nonetheless assumes no responsibility for Content other than BTN Content, assumes no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of any user or visitor.<\/p>\n You agree not to use the BTN Services to:<\/p>\n You will not use the BTN Services, BTN Sites, BTN Site Product, or BTN Content available on or through the BTN Services – inclusive of text, photographs, images, audio\/video clips, \"look and feel,\" metadata, or compilations of the BTN Services, BTN Sites, BTN Site Product, and\/or BTN Content for the development of any software program, including, but not limited to, training or otherwise developing a machine learning or artificial intelligence system or algorithm.<\/p>\n BTN reserves the right, but disclaims any obligation or responsibility, to remove User Content that violates this Agreement, as determined by BTN, or for any other reason in BTN's sole discretion and without notice to you. You acknowledge that BTN reserves the right to investigate and take appropriate legal action against anyone who, in BTN's sole discretion, violates this Agreement, including but not limited to, terminating their account and\/or subscription and\/or reporting such User Content, conduct, or activity to law enforcement authorities.<\/p>\n You acknowledge, consent and agree that BTN may access, preserve or disclose information you provide to or through the BTN Services or that we have collected about you, including registration information and User Content, when BTN has a good faith belief that such access, preservation or disclosure is necessary in order to: (i) protect, enforce, or defend the legal rights, privacy, safety, or property of BTN, our parents, subsidiaries or affiliates (\"BTN Affiliates\"), or their employees, agents and contractors (including enforcement of this Agreement or our other agreements); (ii) protect the safety, privacy, and security of users of the BTN Services or members of the public, including in urgent circumstances; (iii) protect against fraud or for risk management purposes; (iv) comply with Applicable Law or legal process; or (v) respond to requests from public and government authorities. If BTN sells all or part of its business or makes a sale or transfer of its assets or is otherwise involved in a merger or transfer of all or a material part of its business, BTN may transfer your information to the party or parties involved in the transaction as part of that transaction.<\/p>\n BTN reserves the right to limit the storage capacity of User Content. You assume full responsibility for maintaining backup copies of your User Content, and BTN assumes no responsibility for any loss of your User Content due to it being removed by BTN or for any other reason.<\/p>\n User Content on Message Boards and Forums<\/strong><\/p>\n BTN may offer users the ability to post messages on message boards and forums (collectively, \"Forums\"), which may be open to the public generally, to all members of BTN Services or to a select group of BTN Service members. You acknowledge that all User Content posted by you on Forums is User Content, and by posting on Forums you agree to comply with the rules and restrictions on User Content set forth above and any other rules specifically applicable to such Forums. BTN reserves the right, but disclaims any obligation or responsibility, to prevent you from posting User Content to any Forum and to restrict or remove your User Content from a Forum or refuse to include your User Content in a Forum for any reason at any time, in BTN's sole discretion and without notice to you. We ask you not to disclose any sensitive information (e.g., social security numbers, health or criminal background) on or through the BTN Services, including the Forums or otherwise.<\/p>\n Your Proprietary Rights in and License to Your User Content<\/strong><\/p>\n BTN does not claim any ownership rights in the User Content that you post, upload, email, transmit, or otherwise make available (collectively, \"Transmit\") on, through or in connection with the BTN Services, except with respect to your unsolicited submissions, as described under \"Unsolicited Submissions\" below; provided, however, that User Content shall not include any BTN Content or content owned by a BTN Affiliate. By posting or transmitting any User Content on, through or in connection with the BTN Services, you hereby grant to BTN and our BTN Affiliates, licensees, assignees, and authorized users, a worldwide, perpetual, irrevocable, non-exclusive, fully-paid and royalty-free, freely sublicensable and transferable (in whole or in part) right (including any moral rights) and license to use, modify, excerpt, adapt, publish, translate, create derivative works and compilations based upon, publicly perform, publicly display, reproduce, sublicense, broadcast and distribute such User Content, including your name, voice, likeness and other personally identifiable information to the extent that such is contained in User Content, anywhere, in any form and on and through all media formats now known or hereafter devised, for any and all purposes including, but not limited to, promotional, marketing, trade or any non-commercial or commercial purposes. Additionally, BTN is free to use any ideas, concepts, know-how, or techniques contained within such User Content for any purpose including, but not limited to, developing, manufacturing, marketing and providing commercial products and services, including BTN Services. BTN's use of such User Content shall not require any further notice or attribution to you and such use shall be without the requirement of any permission from or any payment to you or any other person or entity. You hereby appoint BTN as your agent with full authority to execute any document or take any action, BTN may consider appropriate in order to confirm the rights granted by you to BTN in this Agreement.<\/p>\n You represent and warrant that: (i) you own the User Content Transmitted by you on, through or in connection with the BTN Services and\/or Third-Party Services, or otherwise have the right to grant the license set forth in this section, and (ii) the Transmission of User Content by you on, through or in connection with the BTN Services and\/or Third-Party Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of the use of any User Content Transmitted by you on or through the BTN Services or Third-Party Services. If you delete your User Content from any BTN Service, BTN's license to such User Content will end after a reasonable period of time necessary for the deletion to take full effect. However, the User Content may be retained in the BTN's back-up copies of the applicable BTN Service, which are not publicly available. Furthermore, to the extent that BTN made use of your User Content before you deleted it, BTN will retain the right to make such pre-existing uses even after your User Content is deleted. You acknowledge that (i) deletion of your User Content from BTN Services will not result in, and BTN assumes no responsibility for, the deletion of such User Content by any third-parties who were provided with or had access to such User Content prior to your deleting it from BTN Services, and (ii) termination of your account or your use of the BTN Services will not result in the immediate or automatic deletion of your User Content consistent with this Agreement.<\/p>\n Removal of Material that Infringes Copyrights<\/strong><\/p>\n BTN respects the intellectual property of others and requires that our users do the same. BTN has a policy that provides for the termination in appropriate circumstances of users and account holders of BTN Services who are repeat infringers. BTN also reserves the right to remove or disable access to any transmission of Content that infringes the copyright of any person under the laws of the United States upon receipt of a notice that substantially complies with the requirements of 17 U.S.C. § 512(c)(3) as set forth above.<\/p>\n If you believe materials on BTN Services infringes your copyright<\/u>.<\/p>\n If you believe that any materials residing on or linked to from BTN Services infringes your copyright, you must send a written notification of claimed infringement that contains substantially all of the following information to the BTN Site Copyright Agent: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit BTN to locate the material on the BTN Services (such as the URL(s) of the claimed infringing material); (c) information reasonably sufficient to permit BTN to contact you, such as an address, telephone number, and an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or Applicable Law; (e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on the owner's behalf; and (f) your physical or electronic signature. BTN's Copyright Agent for notification of a claimed infringement can be reached as follows:<\/p>\n FOX Corporation<\/p>\n Copyright Agent<\/p>\n <\/a><\/p>\n 2121 Avenue of the Stars, Suite 1200<\/p>\n Los Angeles, California 90067<\/p>\n If you wish to notify the BTN Copyright Agent electronically, please submit an email to <\/a>.<\/p>\n If you posted materials to a BTN Service that was removed due to notice by a copyright owner<\/u>.<\/p>\n If you posted materials to the BTN Services that BTN removed due to a notice of a claimed infringement from a copyright owner, BTN will take reasonable steps promptly to notify you that the material has been removed or disabled. This notice may be by means of a general notice on BTN Services or by written or electronic communication to such address(es) you have provided to BTN, if any. You may provide counter-notification in response to such notice in a written communication that includes substantially all of the following: (i) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (ii) a statement by you, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; (iii) your name, address, telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which BTN may be found, and that you will accept service of process from the person who provided notification requesting the removal or disabling of access to the material or such person's agent; and (iv) your physical or electronic signature.<\/p>\n Please note that, under 17 U.S.C. §512(f), any person who knowingly makes material misrepresentations in a notification of claimed infringement or any counter-notification may be liable for damages.<\/p>\n Third-Party Links and Services<\/strong><\/p>\n The BTN Services may provide, or third-parties may provide, links to other websites, apps, resources or other services created by third parties (collectively, \"Third-Party Services\"). When you engage with a Third-Party Service, you are interacting with the third-party, not with BTN. If you choose to use a Third-Party Service and share information with it, the Third-Party Services may use and share your information in accordance with the Third-Party Service's privacy policy and your privacy settings on such Third-Party Service. In addition, the third-party providing the Third-Party Service may use other parties to provide portions of the apps or service to you, such as technology, development or payment services. BTN is not responsible for and makes no warranties, express or implied, as to the Third-Party Services or the providers of such Third-Party Services (including, but not limited to, the accuracy or completeness of the information provided by such Third-Party Service or the privacy practices thereof). Inclusion of any Third-Party Service or a link thereto on the BTN Services does not imply approval or endorsement of the Third-Party Service. BTN is not responsible for the content or practices of any websites other than the BTN Services that link to this Agreement, even if the website links to the BTN Service and even if it is operated by a BTN Affiliate or a company otherwise connected with BTN. By using the BTN Services, you acknowledge and agree that BTN is not responsible or liable to you for any content or other materials hosted and served from any website, mobile site or app other than BTN Services. When you access Third-Party Services, you do so at your own risk. BTN encourages you not to provide any personally identifiable information to or through any Third-Party Service unless you know and are comfortable with the party with whom you are interacting. If you are interested in creating hypertext links to any BTN Site, you must contact and obtain consent from the BTN Site by sending an email to <\/a>. In establishing hypertext links, you must not represent in any way, expressly or by implication, that you have received the endorsement, sponsorship or support of BTN, including its respective employees, agents, directors, officers or shareholders.<\/p>\n Sweepstakes and\/or Contests<\/strong><\/p>\n Sweepstakes, contests, games and other promotions run on the BTN Services by BTN may require you to provide some information such as full name, zip code, e-mail address, and phone number, in order to participate. BTN may use a reputable third-party, selected by, but not affiliated with BTN, to manage and administer some or all of its sweepstakes, contests, games and other promotions. This third-party may have access to some or all of the information that you provided in order to participate in the sweepstakes, contests, games or other promotion. Our sweepstakes and\/or contests are targeted to individuals 18 years of age and older, and individuals under 18 years of age are not eligible to participate unless specifically permitted by the official rules of the related sweepstakes or contest. BTN requires proof of age in order for an individual to collect any prizes awarded.<\/p>\n Member Disputes<\/strong><\/p>\n You are solely responsible for your interactions with other BTN users and visitors, providers of Third-Party Services, Processors or any other parties with whom you interact on, through or in connection with the BTN Services. BTN reserves the right, but has no obligation, to become involved in any way with these disputes.<\/p>\n Privacy<\/strong><\/p>\n Use of the BTN Services is also governed by our Privacy Policy<\/u><\/strong><\/a>, which is incorporated into this Agreement by this reference.<\/p>\n Disclaimers<\/strong><\/p>\n THE BTN SERVICES ARE PROVIDED \"AS-IS\" AND \"AS AVAILABLE\" AND BTN DOES NOT GUARANTEE OR PROMISE ANY SPECIFIC RESULTS FROM USE OF OR CONTINUOUS AVAILABILITY OF THE BTN SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BTN EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES IMPLIED FOR A COURSE OF PERFORMANCE OR COURSE OF DEALING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BTN MAKES NO WARRANTY THAT YOUR USE OF THE BTN SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS TO THE BTN SERVICES WILL BE CORRECTED, THAT THE BTN SERVICES OR THE SERVERS ON WHICH THEY ARE AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY INFORMATION OBTAINED BY YOU ON, THROUGH OR IN CONNECTION WITH THE BTN SERVICES OR THIRD-PARTY SERVICES (INCLUDING, BUT NOT LIMITED TO, THROUGH USER CONTENT OR THIRD-PARTY ADVERTISEMENTS) WILL BE ACCURATE, RELIABLE, TIMELY OR COMPLETE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BTN OR OUR BTN AFFILIATES WILL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF DATA, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH) RESULTING FROM USE OF THE BTN SERVICES, PROBLEMS OR TECHNICAL MALFUNCTION IN CONNECTION WITH USE OF THE BTN SERVICES, ATTENDANCE AT A BTN EVENT, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH THE BTN SERVICES, ANY USER CONTENT, ANY THIRD-PARTY ADVERTISEMENT OR THIRD-PARTY SERVICE TRANSMITTED ON, THROUGH OR IN CONNECTION WITH THE BTN SERVICES, OR THE CONDUCT OF ANY USERS OF THE BTN SERVICES, WHETHER ONLINE OR OFFLINE. YOUR USE OF USER CONTENT, THIRD-PARTY ADVERTISEMENTS, THIRD-PARTY SERVICES AND THE GOODS OR SERVICES PROVIDED BY ANY THIRD-PARTIES IS SOLELY YOUR RESPONSIBILITY AND AT YOUR OWN RISK.<\/p>\n YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE BTN SERVICES, AND ANY INFORMATION TRANSMITTED OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOU ASSUME RESPONSIBILITY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, FOR THE ENTIRE COST OF ANY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY OR RECOVERY OR RECONSTRUCTION OF LOST DATA NECESSITATED BY YOUR USE OF THE BTN SERVICES. User Content, third-party advertisements and Third-Party Services do not necessarily reflect the opinions or policies of BTN or our BTN Affiliates.<\/p>\n Limitation on Liability<\/strong><\/p>\n NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BTN OR OUR BTN AFFILIATES' LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO BTN OR OUR BTN AFFILIATES FOR THE BTN SERVICES DURING THE TERM OF YOUR USE OF THE BTN SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, BTN OR OUR BTN AFFILIATES WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OTHER THAN THE AMOUNT PAID, IF ANY, BY YOU TO BTN OR OUR BTN AFFILIATES FOR THE BTN SERVICES DURING THE TERM OF YOUR USE OF THE BTN SERVICES, INCLUDING ANY OTHER GENERAL, DIRECT, INDIRECT, COMPENSATORY, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, AND INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE BTN SERVICES. YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF BTN'S ACTS OR OMISSIONS OR YOUR USE OF BTN SERVICES ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF OR ANY PERSON'S ABILITY TO ACCESS ANY PORTION OF THE BTN SERVICES.<\/p>\n THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF BTN HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. FOR CLARIFICATION, THIS AGREEMENT DOES NOT LIMIT BTN?S LIABILITY FOR FRAUD, FRAUDULENT MISREPRESENTATION, DEATH, OR PERSONAL INJURY TO THE EXTENT THAT APPLICABLE LAW WOULD PROHIBIT SUCH A LIMITATION.<\/p>\n United States Jurisdiction<\/strong><\/p>\n BTN provides the BTN Services in the United States of America. BTN does not represent that the BTN Content, BTN Services are appropriate (or, in some cases, available) for use in other locations. If you use the BTN Services from a jurisdiction other than the United States, you agree that you do so of your own initiative, and you are responsible for complying with local laws as applicable to your use of the BTN Services.<\/p>\n Not all of the BTN Services are available worldwide or nationwide, and BTN makes no representation that you will be able to obtain any BTN Services in any particular jurisdiction, either within or outside of the United States.<\/p>\n U.S. Export Controls<\/strong><\/p>\n Software available in connection with the BTN Services (the \"Software\") is further subject to United States export controls. No Software may be downloaded from the BTN Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.<\/p>\n Informal Dispute Resolution Procedure, Arbitration Agreement and Class Action Waiver<\/strong><\/p>\n So that BTN can maintain the ability to offer you and other users the BTN Service, you and we agree to the following mechanisms for resolving any Dispute between us:<\/p>\n (1) Dispute.<\/strong> The term \"Dispute\" is to be given the broadest possible meaning that will be enforced, and shall include any dispute, claim, demand, count, cause of action, or controversy between you and BTN, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort), or any other legal or equitable theory. The term \"Dispute\" specifically includes, but is not limited to, any disputes, actions, claims, or controversies between you and BTN that arise from or in any way relate to or concern any Content, the Site or services provided by BTN including but not limited to the BTN Services (as defined above), this Arbitration Section, any other aspect of this Agreement or any prior versions of this Agreement (including their applicability and their conformance to applicable law), and any disputes relating to telephonic, text message, or any other communications either of us received from the other. The only exceptions to this Arbitration Section are that: (i) each of you and BTN retains the right to sue in small claims court; (ii) each of you and BTN may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights; and (iii) each of you and BTN may bring suit in court to determine the enforceability of Sub-Section (2) and\/or Sub-Section (11). <\/p>\n (2) Mandatory Informal Dispute Resolution Process.<\/strong> You and BTN agree that good-faith, informal efforts to resolve disputes often can result in a prompt, cost-effective, and mutually beneficial outcome. Therefore, if either you or BTN wants to bring or resolve a Dispute, you or BTN must follow the mandatory informal dispute resolution process as a precondition to the ability to file an arbitration demand or lawsuit:<\/p>\n (3) Arbitration Agreement.<\/strong> If you and we do not resolve the Dispute within 60 days of the submission of the Notice in accordance with the Informal Dispute Resolution Procedures, BTN, including its Affiliates, agents, employees, predecessors in interest, successors, and assigns, and you agree that any Dispute between you and BTN, regarding any aspect of your relationship with BTN, will be resolved in a binding, confidential, individual and fair arbitration process, and not in court, subject to the exceptions noted in Sub-Section (7) below. Thus, subject to those exceptions, you and BTN agree to give up the right to sue in court, including that you and BTN agree to waive their right to a jury trial.<\/strong><\/p>\n (4) Controlling Law Regarding Arbitration Process and Agreement to Arbitrate.<\/strong> This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act (\"FAA\"), 9 U.S.C. §§ 1-16, governs the interpretation and enforcement of the provisions in this Arbitration Section related to the arbitration process. The agreements in this Arbitration Section shall survive termination of the Agreement. Any original action to compel arbitration under Section 4 of the FAA (or analogous state law) must be brought in a state or federal court located in New York City, unless mandated by law to be filed in another state or federal court. If the FAA is found to not apply to any issue regarding the interpretation or enforcement of the parties' agreement to arbitrate, then that issue shall be determined by the laws of the State of New York. Any arbitration between you and BTN will be administered by the American Arbitration Association (\"AAA\") pursuant to their then-applicable rules, including their mass arbitration supplementary rules and mass arbitration fee schedule, as applicable, as modified by this Arbitration Section. AAA's rules and fee schedules can be found at www.adr.org<\/a>. Except in the event of a Mass Filing as described in Sub-Section (11) below, the arbitration shall be conducted by a single, neutral arbitrator. If you and BTN cannot agree on an arbitrator, the arbitrator will be appointed pursuant to the AAA's rules.<\/p>\n (5) Alternative Arbitration Provider.<\/strong> If AAA is not available to arbitrate, including because it is not able to administer the arbitration(s) consistent with the rules, procedures, and terms of this Arbitration Section, including those described in Sub-Section (11), the parties will select an alternative arbitration provider. If the parties cannot agree on an appropriate alternative arbitration provider, then the parties will ask a court of competent jurisdiction to appoint an arbitrator pursuant to 9 U.S.C. § 5 that is able to administer the arbitration(s) consistent with the rules, procedures, and terms of this Arbitration Section, including, as applicable, Sub-Section (11). This Arbitration Section will govern to the extent it conflicts with the arbitration provider's rules. For arbitrations before the AAA, the AAA's Consumer Arbitration Rules and Optional Rules For Emergency Measures of Protection shall apply.<\/p>\n (6) Filing Fee and Costs.<\/strong> The initiating party must pay all filing fees for the arbitration. Your and BTN's responsibility to pay other administrative and arbitrator costs will be as set forth in the applicable arbitration provider's rules, unless the arbitrator determines the claims are frivolous. If a claim is determined to be frivolous, the claimant is responsible for reimbursing the respondent for its portion of all such administrative, hearing, and\/or other fees incurred as a result of the frivolous claim.<\/p>\n (7) Waiver of Fees and Costs.<\/strong> You may qualify for a waiver of certain arbitration costs under the applicable arbitration provider's rules or other applicable law. If you meet the standard for proceeding in forma pauperis in federal court, the state court of your residence, or the state court where the arbitration is brought, cannot obtain a waiver from the arbitration provider of any filing fees you are required to pay, and the arbitration provider refuses to administer the arbitration without your payment of said fees, BTN will pay the filing fees for you.<\/p>\n (8) Enforceability of Certain Provisions of this Arbitration Section.<\/strong> Notwithstanding Sub-Section (3) through Sub-Section (7), a claim regarding enforceability of any portion of Sub-Section (2) and\/or Sub-Section (11) must be brought in federal or state court. Courts shall have the exclusive authority to determine: (i) the enforceability of any or all of the procedures set forth in Sub-Section (2) and\/or Sub-Section (11); and (ii) if any or all the procedures set forth in Sub-Section (2) and\/or Sub-Section (11) are unenforceable, whether that or those procedures are severable from the remaining provisions of this Arbitration Section and the consequences of said severance. If the court determines that Sub-Section (2) is enforceable, it will also decide whether the party seeking to arbitrate the Dispute complied with the process in Sub-Section (2). <\/p>\n (9) You and BTN also agree to give up the ability to seek to represent, in a class action or otherwise, anyone but each of you and BTN, including in arbitration and in state or federal court. Therefore:<\/strong><\/p>\n YOU AND BTN MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE OR MULTI-CLAIMANT PROCEEDING, AND THE ARBITRATOR SHALL HAVE NO POWER TO AWARD CLASS-WIDE RELIEF.<\/p>\n (10)<\/strong> You understand there is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator must follow the dispute resolution process described in this Arbitration Section. Subject to Sub-Section (8), the arbitrator has exclusive authority to resolve all issues relating to the parties' Dispute. The arbitrator will have the authority to grant motions dispositive of all or part of any claim. The arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief, or statutory damages); provided that they are recoverable under this Agreement. The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us.<\/p>\n (11) Related Cases and Mass Filings.<\/strong> If your Notice involves claims similar to those of at least 25 other customers, and if you and those other customers are represented by the same lawyers, or by lawyers who are coordinating with each other, or if BTN asserts 25 or more similar demands for arbitration or counterclaims against similarly-situated parties, within a period of 60 days or otherwise close in proximity, you and we agree that these claims will be related (\"Related Cases\"<\/strong>), and this shall be called a \"Mass Filing.\"<\/strong> The following procedures will apply to a Mass Filing:<\/p>\n (12) Live Testimony.<\/strong> You must appear to testify at any arbitration hearing personally, virtually, or in another manner authorized by law or the arbitration provider. You agree that if you fail to appear in one of these forms to testify, you consent to have the arbitrator order that the case be closed immediately. <\/p>\n (13) Discovery and Information Exchange.<\/strong> Regardless of how the arbitration proceeds, each of you and BTN shall cooperate in good faith in the exchange of non-privileged documents and information as necessary in accordance with the arbitration provider's rules.<\/p>\n (14) Attorney's Fees and Fee Shifting.<\/strong> Each of you and BTN may incur attorneys' fees during the arbitration. Each side agrees to pay his, her or its own attorneys' fees unless the claim(s) at issue permit(s) the prevailing party to be paid its attorneys' fees, and in such instance, the fees awarded shall be determined by the applicable law(s). <\/p>\n (15) Restrictions on Forms of Relief.<\/strong> The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief, only to the extent necessary to provide relief warranted by that party's individual claim, only as permitted by applicable law, and only to the extent that declaratory and injunctive relief are permitted by this Agreement. The arbitrator shall have no authority to award punitive, exemplary, multiplied or consequential damages or any other relief except those allowed under the law and this Agreement, including this Agreement's Limitation of Liability provisions. The arbitrator also may not order you or BTN to pay any monies to or take any actions with respect to persons other than you or BTN, respectively, unless you or BTN explicitly consents in advance, after an arbitrator is selected, to permit the arbitrator to enter such an order, as applicable. Further, unless you and BTN expressly agree, or subject to the provisions of Sub-Section (11) above, the arbitrator may not consolidate other persons' claims with yours or ours, and may not otherwise preside over any form of a representative, multi-claimant or class proceeding.<\/p>\n (16) Confidentiality.<\/strong> You and BTN agree to maintain the confidential nature of the arbitration proceeding and shall not disclose the fact of the arbitration, any documents exchanged as part of any mediation, proceedings of the arbitration, the arbitrator's decision and the existence or amount of any award, except as may be necessary to prepare for or conduct the arbitration (in which case anyone becoming privy to confidential information must undertake to preserve its confidentiality), or except as may be necessary in connection with a court application for a provisional remedy, a judicial challenge to an award or its enforcement, an order confirming the award, or unless otherwise required by law or court order. In keeping with the confidential nature of the arbitration, you and BTN agree that an order confirming the award is only necessary if the obligations of the award have not been performed. Therefore, before taking any steps to confirm the arbitration award, the party seeking confirmation of the award must give the other party notice of its intention to confirm the award. If the party who would be the respondent in any such confirmation proceeding performs its obligation under the terms of the arbitration award within 15 business days of such notice, the party who gave notice of its intent to confirm the award shall not seek to confirm or otherwise enforce the award.<\/p>\n (17) Severability of Portions of This Arbitration Section.<\/strong> With the exception of Sub-Section (9) and Sub-Section (11) (i.e., the waiver of the ability to proceed on behalf of multiple claimants or a purported class and the Mass Filing procedure), if any part of this Arbitration Section is deemed invalid, unenforceable, or illegal, then the balance of this Arbitration Section shall remain in effect and be construed in accordance with its terms as if the invalid, unenforceable, or illegal provision were not contained. If, however, either or both Sub-Section (9) or\/and Sub-Section (11) is found invalid, unenforceable or illegal, then the remainder of this Arbitration Section and this paragraph shall be null and void, but the rest of this Agreement, including the provisions governing in which court actions against BTN must be pursued and the choice of governing law will remain in effect and apply to any claim that, for this or any other reason, proceeds in court rather than in arbitration.<\/p>\n (18) Court Proceedings.<\/strong> If a court issues a decision precluding or refusing to compel arbitration of any Dispute, the Dispute must be brought in the state or federal courts located in New York City, unless otherwise mandated by law to be filed in another state or federal court. For Disputes deemed not to be subject to arbitration, neither you nor BTN shall be precluded from participating in a class-wide settlement of those claims if brought by another BTN user or third party.<\/p>\n Governing Law<\/strong><\/p>\n This Agreement will be governed by, and construed in accordance with, the laws of the State of New York, without regard to its conflict of law provisions. Except with respect to Disputes to be resolved through the process in accordance with the Arbitration Agreement contained above, you and BTN agree to submit to the exclusive jurisdiction of the federal or state courts located in New York, New York, unless otherwise mandated by law, to resolve any Dispute arising out of this Agreement or the BTN Services. YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD-PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.<\/p>\n YOU AND WE AGREE THAT ANY CAUSE OF ACTION YOU OR WE MAY HAVE ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE BTN SERVICES, OR THE BTN SITES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION ACCRUES. AFTER SUCH PERIOD, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.<\/p>\n Indemnity<\/strong><\/p>\n You agree to indemnify and hold BTN, its BTN Affiliates, subcontractors and other partners, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including, but not limited to, reasonable attorneys' fees, made by any third-party due to or arising out of or in connection with your misuse of the BTN Services, your breach of this Agreement, your violation of any rights of another or any User Content that you post or otherwise submit on, through or in connection with the BTN Services.<\/p>\n Unsolicited Submissions<\/strong><\/p>\n BTN does not knowingly accept, via the BTN Services or otherwise, unsolicited submissions including, without limitation, submissions by you of blog ideas, articles, scripts, story lines, fan fiction, characters, drawings, information, suggestions, proposals, ideas or concepts. BTN requests that you do not make any unsolicited submissions. Any similarity between an unsolicited submission and any elements in any BTN or BTN Affiliate creative work, including without limitation, a film, series, story, title or concept would be purely coincidental. If you do send any submissions to BTN via the BTN Services that are unsolicited (including but not limited to any Forum), however, you agree that (i) your unsolicited submissions are not being made in confidence or trust and that by making such submissions, no contractual or fiduciary relationship is created between you and BTN; (ii) any such unsolicited submissions and copyright becomes the property of and will be owned by BTN (and are not User Content licensed by you to BTN under \"Your Proprietary Rights in and License to Your User Content\") and may be used, copied, sublicensed, adapted, transmitted, distributed, publicly performed, published, displayed or deleted as BTN sees fit; (iii) you are not entitled to any compensation, credit or notice whatsoever in connection with such unsolicited submissions; and (iv) by sending an unsolicited submission, you waive the right to make any claim against BTN or BTN Affiliates relating to any unsolicited submissions by you, including, without limitation, unfair competition, breach of implied contract or breach of confidentiality.<\/p>\n Employment Opportunities<\/strong><\/p>\n BTN may, from time to time, post BTN employment opportunities on the BTN Services and\/or invite users to submit resumes to it. If you choose to submit your name, contact information, resume and\/or other personal information to BTN in response to employment listings, you are authorizing BTN to utilize this information for all lawful and legitimate hiring and employment purposes. BTN also reserves the right, at its sole discretion, to forward the information you submit, to its BTN Affiliates for legitimate business purposes. Nothing in this Agreement or contained in the BTN Services will constitute a promise by BTN to contact, interview, hire or employ any individual who submits information to it, nor will anything in this Agreement or contained in the BTN Services constitute a promise that BTN will review any or all of the information submitted to it by users of the BTN Services. <\/p>\n Other<\/strong><\/p>\n The failure of BTN to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. The Section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. Except as otherwise expressly provided herein, if any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.<\/p>\n You agree that any notices the BTN may be required by Applicable Law to send to you will be effective upon BTN's sending an e-mail message to the e-mail address you have on file with BTN or publishing such notices on the informational page(s) of BTN Services.<\/p>\n You agree that no joint venture, partnership, employment, or agency relationship exists between you and BTN as a result of this Agreement or your use of the BTN Services. A printed version of this Agreement and of any notice related to it shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent as other business documents and records originally generated and maintained in printed form.<\/p>\n Nothing contained in this Agreement limits BTN's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the BTN Services or information provided to or gathered by us in connection with such use.<\/p>\n\n
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