Purpose and Scope of Agreement
Personal, Non-Commercial Use Only; Copying and Redistribution Prohibited; No Rights Not Granted
The Player, the Software, the Channel Store, the Mobile Apps, and the Services are intended for personal, non-commercial use only. You may not use them for any commercial or illegal purpose. Copying or redistribution of the Software, a Mobile App, or of any content (including without limitation, video, audio, photo, game, and other programming) or Channel delivered via the Player (the “Content”) are strictly prohibited. Except as expressly provided under this Agreement, You do not acquire any intellectual property or other proprietary rights in or to the Player, the Software, the Channel Store, a Mobile App, the Content, or the Services, including without limitation, any rights in patents, inventions, improvements, designs, trademarks, or copyrights, nor do You acquire any rights in any confidential information or trade-secrets. All rights not expressly granted to You in this Agreement are reserved by RelayTV or its third party licensors. You may not remove or alter any trademark, logo, copyright or other proprietary notice in or on a Player, the Software, a Mobile App or the Services.
Software Licenses and Third Party Notices
The Software is proprietary to RelayTV or its third party licensors and may be used only in connection with a Player. Subject to the terms of this Agreement, RelayTV grants You a nonexclusive, nontransferable license to run the Software and any updated versions provided to You by RelayTV, only in and as incorporated in a Player. This is a license and not a sale. You may not (i) copy or distribute, sublicense, lease, rent or otherwise transfer the Software to any third party except as incorporated in a Player; (ii) modify, adapt, alter, translate, or create derivative works of the Software; (iii) decompile, disassemble, reverse engineer or otherwise derive or attempt to derive source code from the Software; or (iv) have any of the foregoing done for You by a third party. RelayTV reserves the right to update the Software from time to time in its sole discretion, including adding, changing or removing functionalities and features, including but not limited to changing the user interface or the manner in which You are able to access Content or Services via a Player.
Third Party Notices
Some of the technology utilized in the Player is subject to third party licenses that require that You be given the following notices:
Access to Content: RelayTV Accounts
Definitions Applicable to this Section:
“Channel” means the video, audio, photo, game, and other programming available in the Channel Store to enable delivery of linear or on demand Content via a Player. [A Channel may be available on a Fee-Based Programming basis or on a free promotional basis.]
“Channel Store” means the on-screen menu accessed via a Player or the Services which permits end users to browse, select and subscribe (as applicable) to selected Channels available through a Player.
“Content Provider” means a third party who provides Content or a Channel that is accessible via the Channel Store and a Player.
“Fee-Based Programming” means the specific Content or Channel available to end users of a Player who agree to pay the applicable fee to access the Content or Channel. Fee-Based Programming for Content or a Channel may be charged on a per use, per month or per annual basis.
“Friends” means those individuals for which a Host has (a) previously designated as an acceptable connection through the Relay Social Network or other social networking sites, and (b) permitted a one to one (or one to many) connection between one or more users, by which interactions through the Player and Services may occur with respect to Content or a Channel.
“Host” means any user who views or consumes Content or a Channel for which a Virtual Living Room is created, by default, to allow Friends and others to join such user via the Relay Social Network. .
“Relay Channel” means a Channel that is made available to watch without fee to all RelayTV users on a promotional basis. This channel is accessible from the on-screen menu via a Player or from the RelayTV website. Users are permitted to browse from a selection of several Relay Channels, select the channel to view, and in so doing, agree to participate, whether anonymously or not, in the Virtual Living Room with other RelayTV users.
“Relay Social Network” means the platform provided by us to facilitate communications and relationships by and among Hosts and Friends, including without limitation, the set of social features enabled [by each user] through the Player and the Services..
“Virtual Living Room” means the temporary online connection between a Host and Friends who have the ability to view the same Content and/or Channel and to interact through the Relay Social Network, [for as long as the Host of the connection is on that same Channel, along with all of the interactive features available for social interplay.]
Establishing an Account
Players are enabled to permit users to access Content and Channels provided by various Content Providers. In order to access the Content, You are required to establish a RelayTV Account at www. RelayTV.com and provide Your credit card number account information against which Your Fee-Based Programming fees will be charged. At Your option, a PIN code may be required to purchase certain Fee-Based Programming. If You prefer to use a PIN, You will choose Your PIN when establishing Your RelayTV Account preferences. Through Your RelayTV Account, You will be provided the opportunity to review monthly summaries of Your charges. In addition, for some of the Content, You may be required to maintain a valid and active account in good standing with one or more Content Providers. You must adhere to RelayTV’s terms of service and to the terms of service of any Content Provider whose Content or Channel You choose to access or subscribe. See www.RelayTV.com for a list of Channels and Content that are available on the Player. RelayTV may add, remove, substitute or discontinue Channels or Content from time to time, in our sole discretion. You are responsible for ensuring that any age restricted Content or Channel is not viewed by any person not meeting the applicable age limits, as specified by law, regulation or the Content Provider.
You are responsible for managing the security of Your RelayTV Account. RelayTV will not have access to Your password information so if a reset is required, we will need to follow strict customer care authentication procedures, including without limitation, verifying user information. You agree not to share password information or account access for the RelayTV Account with others.
And by signing onto social media sites where You maintain an account, such as Facebook and Twitter, from our Services and the RelayTV Account You consent and give RelayTV express permission to retrieve contact information about Your friends or connections on those social media sites and to transfer such information to the Services for Your use on the Relay Social Network.
User Generated Content Guidelines for Relay Social Network
RelayTV is not responsible for any user generated content from or actions by any user during such users interaction with the Services, including the Relay Social Network, and the Player or the consequences thereof.
You may not use, or encourage others to use, the Services or the Relay Social Network for any illegal, harmful or offensive use, or to transmit, store, display, distribute or otherwise make available Content that is illegal, harmful, or offensive.
The Services or the Relay Social Network may allow You to submit photos, profiles (including Your name, image, and likeness), messages, notes, text, information, and other content that You upload, publish or display (hereinafter, “post”) on or through the Services or the Relay Social Network, or transmit to or share with other users. You agree that You will not post any content that You do not own or otherwise have permission to post. Your content shall not: (a) infringe any third party intellectual property, other proprietary or publicity or privacy rights; (b) violate any law or regulation; (c) be defamatory, profane, obscene, pornographic or harmful to minors; or (d) contain any viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information. At our sole discretion, we may take any action with respect to Your content, including actions to censor Your content, if we deem such content offensive, including without limitation, content that we determine, at our sole discretion, to be unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, hateful, sexually explicit or racially, ethnically or otherwise objectionable, or if we believe such content may create liability for us or may cause us to lose (in whole or in part) the services of our third party suppliers. You acknowledge and agree that You will not (i) disrupt the natural flow of content provided by other users through the use of spamming, scrolling or other disruptive devices, (ii) advertise goods or services existing outside of the Services provided herein, (iii) harass any other user by repeatedly sending unsolicited content, (iv) divulge any other user’s personal information, (v) use any automated device or software that allows unattended communication, (vi) cause distress or discomfort or impede the enjoyment of any other user through any use of any chat or similar communication interface, and (vii) use any part of the Services or Relay Social Network to defraud any other user of items, monetary devices, user names or passwords, or to engage in any illegal activity.
When You post Your content to the Services or Relay Social Network, You authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the content on the Services and Relay Social Network. By posting content to any part of the Services or Relay Social Network, You automatically grant, and You represent and warrant that You have the right to grant, to RelayTV an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute Your content for any purpose, commercial, advertising, or otherwise, on or in connection with the Services or Relay Social Network or the promotion thereof, to prepare derivative works of, or incorporate into other works, such content, and to grant and authorize sublicenses of the foregoing. The rights granted under this section with respect to Your personal information are limited to displaying Your personal information as You have voluntarily entered it on for purposes of the Relay Social Network. This information will not be otherwise used, sold or displayed. You acknowledge that You can prevent RelayTV from sharing any personal data as part of Your content by not including any personal data in Your content and further that RelayTV does not require or encourage the posting of personal data as part of Your content.
We make no representations as to the validity of any user generated content nor does the display of that content on the Services or the Relay Social Network service constitute or imply endorsement by RelayTV.
You agree to granting us the right to post Your messages on Your behalf when they hit OK to transmitting/broadcasting/copying their chat messages through RelayTV or any other social network (FB, Twitter).
Viewing Together in the Virtual Living Room
You agree to allow RelayTV, as a default, to share information regarding the Content and/or Channel being viewed by You in real-time with Friends on the Relay Social Network and that Your friends may join You in a Virtual Living Room for which You are the designated Host without You first sending an invitation to a Friend(s). You are permitted to change the default setting for when You act as a Host in the Relay Social Network so that (a) no information about Your real-time viewing activity is shared and (b) You need to first send an invitation to a Friend(s) before an instance of a Virtual Living Room is initiated for such Friend(s).
Fees and Charges
Where RelayTV manages the handling and processing of Your payments for Fee-Based Programming, the following terms apply:
Subscription Fee Programming. The timing of Your initial selection of subscription Fee-Based Programming will provide the basis for Your bill dates for all future monthly and yearly fees. All charges related to Fee-Based Programming will be incurred by You for the full term of the applicable use or subscription period, i.e., for the month or year, as applicable, at the time You order the subscription, except where pro-rated monthly billing applies. Where the first month is prorated, the second and all subsequent charges applied to Your RelayTV Account will be for the full monthly or yearly fee, as applicable. RelayTV reserves the right, in its sole discretion and at any time, to change, substitute or discontinue Channels and/or Content in any Fee-Based Programming for which You have paid a subscription.
Subscription Renewals and Cancellations. All subscriptions will automatically renew until cancelled by You. Details for how to cancel a subscription are available on www.RelayTV.com. If a subscription is cancelled mid-way through a subscription period, the subscription will end at the end of the subscription period. You will continue to receive the Content or Channel until the end of the subscription period and fees for the remainder of the subscription period will not be refunded.
Credit/Refund Policy. Credits and refunds will be issued only in accordance with the terms posted atwww.RelayTV.com.
User acknowledges that by selecting to purchase Content or to subscribe to a Channel via the Channel Store that RelayTV is authorized to charge a recurring subscription fee, where applicable, in conjunction with the Content or Channel, as the case may be, at the then current rate.
Prices and fees are subject to change.
Termination of Service for Cause
RelayTV reserves the right to suspend or terminate Your RelayTV Account and cease providing Services and access if You are found to have negatively affected the Services or enjoyment of the Services or the Relay Social Network by others. If Your RelayTV Account is terminated, You may or may not receive a partial refund for Your unused fees at the discretion of RelayTV.
Advertising and Promotional Messages
RelayTV and the Content Providers reserve the right to deliver and display advertising and promotional messages to You via a Player and as part of the Services (including the Relay Social Network) and to include such advertising and promotional messages in or with any user interface, notices or Content that are displayed via a Player or as part of the Services (including the Relay Social Network).
Ninety (90) Day Limited Player Hardware Warranty and Disclaimer
Subject to the additional terms and conditions set forth below, RelayTV provides this limited warranty (“Limited Warranty”) only to the person or entity that originally purchased the Player from RelayTV or from one of its authorized resellers or distributors, and only for Players purchased and delivered to the end user within the United States and Canada.
Limited Player Hardware Warranty
RelayTV warrants the Player hardware against defects in materials and workmanship under normal use for a period of ninety (90) days from the date of purchase (“Warranty Period”). If RelayTV determines that the Player’s hardware is defective, RelayTV will have the option to either repair or replace the unit with either a new or rebuilt Player. If the Warranty Period has expired or is otherwise not applicable (see Scope and Limitation on Warranty below), we will notify You and return the Player to You. More information about this warranty can be found at www.RelayTV.com.
Scope of and Limitation on Player Hardware Warranty
The warranty on the Player is limited to the repair or replacement of defective units as described in the Limited Warranty section above. This warranty does not cover customer training or education, installation, set up adjustments, or signal reception problems. This warranty also does not cover any issue related to the service provided by Your Internet service provider, including but not limited to service disruption, changes in service terms, changes in offerings, changes in format, or technical problems. This warranty does not cover damage due to acts of God, accident, misuse, abuse, negligence, commercial use or modification of, or to any part of, the Player. This warranty does not cover damage due to improper operation or maintenance, connection to improper voltage supply or attempted repair by anyone other than a facility authorized by RelayTV to service the Player. This warranty does not cover consumables such as batteries. THE OBLIGATION TO REPAIR OR REPLACE DEFECTIVE HARDWARE AS SET FORTH IN “LIMITED PLAYER HARDWARE WARRANTY” ABOVE IS RELAYTV’S SOLE OBLIGATION AND YOUR EXCLUSIVE REMEDY IN THE EVENT OF ANY BREACH OF THE LIMITED WARRANTY.
No Warranty for the Channel Store, the Software, or a Mobile App; No Other Warranty for the Players
EXCEPT AS EXPRESSLY PROVIDED IN “LIMITED PLAYER HARDWARE WARRANTY”, ABOVE, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLAYER, THE MOBILE APPS, , THE SOFTWARE, THE CHANNEL STORE (AND ANY CONTENT OR CHANNELS DISTRIBUTED THEREIN), AND THE SERVICES (INCLUDING THE RELAY SOCIAL NETWORK) AND ANY OTHER SERVICES PERFORMED OR PROVIDED IN CONNECTION WITH THE FOREGOING ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND RELAYTV HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE FOREGOING , EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF RELIABILITY OR AVAILABILITY, OF ACCURACY, OF QUIET ENJOYMENT, OF QUIET POSSESSION, OF WORKMANLIKE EFFORT, OF LACK OF VIRUSES, OR REASONABLE CARE AND SKILL, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. RELAYTV DOES NOT WARRANT (1) AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE PLAYER, THE MOBILE APPS, THE SOFTWARE, , THE CHANNEL STORE (AND ANY CONTENT OR CHANNELS DISTRIBUTED THEREIN), AND THE SERVICES (INCLUDING THE RELAY SOCIAL NETWORK) (2) THAT THE FUNCTIONS CONTAINED IN OR SERVICES PERFORMED OR PROVIDED BY THE ANY OF THE FOREGOING WILL MEET YOUR REQUIREMENTS, (3) THAT THE OPERATION OF ANY OF THE FOREGOINGWILL BE UNINTERRUPTED OR ERROR-FREE, OR (4) THAT DEFECTS WILL BE CORRECTED. EXCEPT AS EXPRESSLY PROVIDED IN “LIMITED HARDWARE WARRANTY” ABOVE, NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY RELAYTV OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY, AND YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
Some jurisdictions do not allow exclusions or limitations on implied warranties, so the foregoing limitations of the warranties may not apply to You. The Limited Player Hardware Warranty gives You specific legal rights. You may also have other rights that vary from jurisdiction to jurisdiction.
Limitation of Liability
IN NO EVENT WILL RELAYTV OR ITS SUPPLIERS OR CONTENT PROVIDERS BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, EXEMPLARY, INCIDENTAL AND INDIRECT DAMAGES, OR FOR LOSS OF REVENUE OR PROFITS OR DATA OR USE OR FOR THE COST OF SUBSTITUTE GOODS, WHETHER IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), ARISING OUT OF, OR IN CONNECTION WITH A PLAYER, THE CHANNEL STORE (AND ANY CONTENT OR CHANNELS DISTRIBUTED THEREIN), THE MOBILE APPS, THE SOFTWARE, , THE SERVICES (INCLUDING THE RELAY SOCIAL NETWORK) OR YOUR USE THEREOF. IN NO EVENT WILL RELAYTV’S OR ITS SUPPLIERS’ TOTAL CUMULATIVE LIABILITY RELATING TO A PLAYER, THE CHANNEL STORE (AND ANY CONTENT OR CHANNELS DISTRIBUTED THEREIN), THE SOFTWARE, , THE MOBILE APPS AND THER SERVICES (INCLUDING THE RELAY SOCIAL NETWORK) EXCEED THE PURCHASE PRICE OF THE PLAYER.
Some jurisdictions do not allow limitation of liability for certain incidental or consequential damages, so the exclusions set forth above may not apply to You.
The Services are provided as-is with no warranties or guarantees made as to the timeliness, reliability, delivery of user and non-user generated content, including without limitation, the Content and Channels and the Relay Social Network.
Additional Terms Applicable to Mobile Apps and Services
The Mobile Apps are licensed, not sold, to You for use only under the terms of this Agreement. RelayTV, as the licensor, reserves all rights not expressly granted to You. This license granted to You by RelayTV for a Mobile App is limited to a nonexclusive, non-transferable license to use the Mobile App for personal and non-commercial purposes solely on any mobile or other interactive device that You own or control and as permitted by the usage rules set forth in any application store terms and conditions and only within the country or location authorized by RelayTV. This license does not grant any rights to obtaining futureupgrades, updates or supplements to a Mobile App.
You may not commercialize the Mobile Apps in any way. You will not, and You will not allow any person to, copy the Mobile App or any part thereof, to analyze it by means of reverse engineering, to decompile, disassemble, attempt to derive the source code of, modify, or create derivative works of the Mobile App, or of any updates thereto or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any separately licensed code included with a Mobile App). Any attempt to do so is a violation of the rights of RelayTV and its licensors. If You breach this restriction, You may be subject to prosecution and damages. The terms of this license will govern any upgrades provided by RelayTV to a Mobile App, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
Consent to Use of Data
You agree that RelayTV or a third party contracted by RelayTV, may collect and use technical and usage data and related information, including but not limited to information about Your device, system and software, peripherals and Mobile App usage that is gathered periodically to facilitate the provision of updates, product support and other services (if any) to You related to the Mobile App. RelayTV may use this information, as long as it is in a form that does not personally identify You, to improve its products or to provide services or technologies to You.
RelayTV does not warranty that the Mobile Apps or Services are compatible with 3rd party devices or software. No warranties are given that use of the Mobile Apps will not damage or disrupt operation of other software or hardware.
You agree not to download any Content, Mobile App, or Software, nor otherwise export or re-export a Player or a Mobile App, into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria or any other country as to which the United States has embargoed goods, or to anyone on the U.S. Treasury Department’s List of Specially Designated Nationals or the Software, or a Mobile App,
You are representing and warranting that You are not located in, under the control of, or a national or resident of any such country or on any such list.
RelayTV Reserves the Right to Change Policies and Services
This Agreement, and the policies and guidelines related to the Player and the Services provided by RelayTV referred to in this Agreement may be changed by RelayTV from time to time in its sole discretion. And any such change will be updated on RelayTV’s website and will be effective and binding on You upon posting by RelayTV or your continued use of the Player or the Services.
This Agreement is the final, complete and exclusive agreement between You and RelayTV relating to a Player, the Channel Store (and the Content and Channels distributed therein), the Software, a Mobile App (as applicable), and the Services (including the Relay Social Network), and supersedes all prior or contemporaneous proposals, advertisements, representations, understandings, or agreements relating thereto, whether oral or written.. Your right to use the Software, a Player, the Channel Store (and the Content and Channels distributed therein), the Software, a Mobile App (as applicable), and the Services (including the Relay Social Network) will immediately terminate upon Your breach of any applicable provision of this Agreement. The waiver of a breach of any term hereof by RelayTV will in no way be construed as a waiver of any other term or breach hereof. If any provision of this Agreement is held by a court of competent jurisdiction to be unenforceable, the remaining provisions of this Agreement will remain in full force and effect. This Agreement shall be governed by the laws of the State of California, as if entered into by residents of California, without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. Any action or proceeding arising from or relating to this Agreement may be brought in a state or federal court in the County of San Diego, California, and You irrevocably submit to the jurisdiction and venue of any such court in any such action or proceeding. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
Should You have any question about this Agreement, or if You desire to contact RelayTV, please contact us by mail at LiveRelay, Inc., 10815 Rancho Bernardo Road, Suite 300, San Diego, CA 92127 or by email at support@RelayTV.com.