These Terms of Use (“Terms”) govern your use of this website or other websites that are operated by or for TiVo Platform Technologies LLC and its subsidiaries (collectively, “TiVo”) and that link to these terms (collectively the “Websites”). You must read these Terms carefully. They are applicable to your use regardless of whether or not you possess or create a TiVo account through or on any of the Websites.

 

Acceptance of Terms

 

TIVO PROVIDES THE WEBSITES TO YOU, YOUR EMPLOYEES, AGENTS, AND CONTRACTORS, AND ANY OTHER ENTITY ON WHOSE BEHALF YOU ACCEPT THESE TERMS (COLLECTIVELY "YOU"), SUBJECT TO THESE TERMS. THESE TERMS ARE ENTERED INTO BY AND BETWEEN TIVO AND YOU, AND YOU ACCEPT THEM BY (A) USING THE WEBSITES IN ANY MANNER; AND/OR (B) ACKNOWLEDGING AGREEMENT WITH THESE TERMS. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THE WEBSITES.

 

The Websites may include without limitation: (a) services available through online.tivo.com (collectively the "Services," with are governed by the TiVo User Agreement); (b) information such as technical, contractual, product, program, pricing, marketing, and other information ("Information"); and (c) content such as data, text, software, music, sound, photographs, graphics, video, messages, or other materials ("Content"). TiVo controls and operates its websites from various locations and makes no representation that this website is appropriate or available for use in all locations. TiVo products and services may not be available in your location, and deliverables may vary among locations. If you are using any portion of the website on behalf of your employer, you represent and warrant that you are authorized to accept these terms on your employer's behalf, and that your employer agrees to indemnify you and TiVo for violations of these terms.

 

In addition to the Terms and, unless otherwise noted, the TiVo User Agreement governs: (a) purchases you make through the website, (b) use of all TiVo Services and products (including but not limited to online.tivo.com, mavrik.tivo.com, and (c) TiVo apps, including apps for mobile devices. In the event of a conflict between these Terms and the TiVo User Agreement, the terms of the TiVo User Agreement shall prevail.

 

In the case of products and services provided through business.tivo.com, the applicable separate valid written purchase or license agreement with TiVo for that product or service, shall govern, and in cases of conflict, prevail.

 

TiVo reserves the right to modify these Terms, in whole or in part, in our own discretion at any time. Such modification shall be effective immediately upon the linking of modified TiVo Terms to the Websites.

 

Your Obligations And Conduct

 

In consideration of your use of the Websites, you agree to: (a) provide accurate, current, and complete information about you as may be prompted by a registration form on the Websites, as applicable; (b) maintain the security of your password and identification; (c) maintain and promptly update your information, and any information you provide to TiVo, if any, to keep it accurate, current and complete; and

 

(d) accept all risks of unauthorized access to your information. You have sole responsibility for adequate protection and backup of data and/or equipment used in connection with the Websites.

 

You agree that you will not use the Websites to: (a) transmit spam, bulk or unsolicited communications; (b) pretend to be TiVo or someone else, or spoof TiVo's or someone else's identity; (c) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any content transmitted through the services; (d) misrepresent your affiliation with a person or entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users' ability to use the Websites; (f) engage in activities that would violate any fiduciary relationship, any applicable local, state, national or international law, or any regulations having the force of law, including but not limited to attempting to compromise the security of any networked account or site, operating an illegal lottery or gambling operation, stalking, or making threats of harm; or (g) collect or store personal data about other users unless specifically authorized by such users.

 

Furthermore, you agree that when interacting with TiVo, its agents, or its representatives, including but not limited to interactions through Websites, social media, or telephone support that you will not: (a) engage in conduct that is obscene, pornographic, defamatory, racist, violent, offensive, harassing or otherwise objectionable to TiVo, or (b) engage in activities that violate any applicable local, state, national, or international law, or any regulations have the force of law.

 

Third Party Services, Websites And Content

 

You may find links to other Internet content, services, websites or resources (“Third Party Websites” or “Third Party Services”) on the Websites. TiVo may also run advertisements and promotions from third parties on the Websites (“Third Party Content”). Your correspondence or business dealings with, or participation in promotions of, advertisers other than TiVo found on or through the Websites, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. TiVo is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such non-TiVo advertisers on the Websites.

 

You acknowledge and agree that TiVo has no control over, and does not monitor Third Party Websites, Third Party Services and Third Party Content. TiVo is not responsible for the availability of such external sites, resources, or content, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. TiVo will not be responsible or liable, directly or indirectly, for any actual or alleged damage or loss caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. You acknowledge that we have no duty or obligation to maintain the accuracy of, or

 

update any such information on the Third Party Services, Third Party Websites, and Third Party Content, and agree that your reliance on any such information is at your own risk. You agree not to hold TiVo or its affiliated companies responsible for any harm that may arise based on your access to or use of any Third Party Websites, Third Party Services and Third Party Content.

 

Intellectual Property Rights

 

All text, graphics, user interfaces, photographs, trademarks, logos, sounds, music, artwork, computer code, and other materials contained on the Websites (collectively, “Content”) are owned, controlled, or licensed by or to TiVo, and is protected by trade dress, copyright, patent, and trademark laws, and various other intellectual property rights and laws. No license to or right in any such Content is granted to or conferred upon you, and all rights are reserved by TiVo or its licensors.

 

Except as expressly authorized by TiVo, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or create derivative works of the Content, in whole or in part, by any means. You must not modify, decompile, or reverse engineer any software TiVo discloses to you, and you must not remove or modify any copyright or trademark notice, or other notice of ownership.

 

"TiVo Trademarks" means all names, marks, brands, logos, designs, trade dress, slogans and other designations TiVo uses in connection with its products and services. You agree to comply with the TiVo Trademark and Logo Usage Requirements. You may not remove or alter any TiVo Trademarks, or cobrand your own products or material with TiVo Trademarks, without TiVo's prior written consent. You acknowledge TiVo's rights in TiVo Trademarks and agree that any use of TiVo Trademarks by You shall inure to TiVo's sole benefit. You agree not to incorporate any TiVo Trademarks into Your trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations, for use on or in connection with computer or Internet-related products, services or technologies.

 

TiVo is committed to respecting others' intellectual property rights, and we ask our users to do the same. If you believe in good faith that your copyright (or other intellectual property right) or that of a third party’s, has been infringed on the Websites, please contact our legal department via email at: legal@tivo.com.

 

Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise..

 

Disclaimer Of Warranties

 

YOUR USE OF THE WEBSITES IS AT YOUR SOLE RISK UNLESS OTHERWISE EXPLICITLY STATED. THE WEBSITES ARE PROVIDED ON AN "AS IS" "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TIVO DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. TIVO MAKES NO

 

REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES AS TO THE USEFULNESS QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE WEBSITE.

 

TIVO MAKES NO WARRANTY OR REPRESENTATION THAT: (a) THE WEBSITES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (b) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITES WILL BE ACCURATE OR RELIABLE; (c) THE QUALITY OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED FROM THE WEBSITES WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; OR (d) ANY ERRORS IN THE WEBSITES WILL BE CORRECTED.

 

YOU ASSUME ALL RISK FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM OBTAINING ANY CONTENT FROM THE WEBSITES, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.

 

Limitation Of Liability

 

TO THE FULLEST EXTENT PERMITTED BY LAW, TIVO IS NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE WEBSITES, EVEN IF YOU HAVE PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO: (a) THE USE OF OR THE INABILITY TO USE THE WEBSITES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE WEBSITES; (c) STATEMENTS OR CONDUCT OF ANY THIRD-PARTY ON THE WEBSITES, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSIONS OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR (d) CONTENT OR INFORMATION YOU MAY DOWNLOAD, USE, MODIFY OR DISTRIBUTE.

 

TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY.

 

TiVo's Privacy Policy

 

You consent to the collection, use, processing and storage by TiVo of Your personal information in accordance with the terms of TiVo's Privacy Policy, which is available at https://www.tivo.com/legal/privacy. You agree to comply with all applicable laws and regulations, and the terms of TiVo's Privacy Policy, with

 

respect to any access, use and/or submission by you of any personal information in connection with the Websites. By agreeing to be bound by these Terms you agree that you have read and understood the collection, use, processing and storage of your information as described in the Privacy Policy.

 

Indemnity

 

You agree to indemnify and hold TiVo and its subsidiaries, affiliates, shareholders, officers, directors, agents, licensors, suppliers, alliance members, other partners, employees and representatives harmless from any claim or demand, including reasonable attorneys' fees, made by any third-party due to or arising out of your use of or in connection to the Websites your violation of the terms, or your violation of any rights of another in relation to the Websites.

 

General Legal Terms

 

You agree that any material breach of the terms will result in irreparable harm to TiVo for which damages would be an inadequate remedy and, therefore, in addition to its rights and remedies otherwise available at law, TiVo will be entitled to equitable relief, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if TiVo seeks such an injunction.

 

California law and controlling U.S. federal law govern any action related to the terms and/or your use of the website. Choice of law rules of any jurisdiction and the United Nations Convention on Contracts for the International Sale of Goods will not apply to any dispute under the terms. You and TiVo agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Clara, California, U.S.A.

 

If any provision of these Terms is held unenforceable or invalid under any applicable law or is so held by an applicable court decision, such unenforceability or invalidity will not render these Terms unenforceable or invalid as a whole, and such provision will be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or the applicable court decisions.

 

Rights and obligations under the terms which by their nature should survive will remain in full effect after termination or expiration of the terms.

 

Any express waiver or failure to exercise promptly any right under the terms will not create a continuing waiver or any expectation of non-enforcement. If any provision of the terms is held invalid by any law or regulation of any government, or by any court or arbitrator, the parties agree that such provision will be replaced with a new provision that accomplishes the original business purpose, and the other provisions of the terms will remain in full force and effect.