Last Updated: June 13, 2019
- Scope and Acceptance
- Acorn TV Ready Device
- Internet Connectivity and Corn TV Application
- Subscription Selection
- User Registration
- Pricing and Payment Terms
- License to the Services
- Availability of Content
- Free Content and Free Trials
- Personal Information
- Your Use of the Services
- Customer Support
- Our Intellectual Property Rights
- Copyright and Intellectual Property Claims
- Termination of Use of the Services
- DISCLAIMER AND LIMITATIONS OF LIABILITY
- Terms Applicable to Third Party Platform Providers
- Electronic Signature and Contracts
- Force Majeure
- Geographic Availability
- Dispute Resolution
Scope and Acceptance
- The terms and conditions in this document;
- Additional terms and conditions that we may provide in association with certain Services, such as certain promotional offers or rules for participation in certain UMC activities (â€œRulesâ€), including contests and sweepstakes (â€œPromotionsâ€).
Acorn TV Ready Device
To access and use certain Services, including Content, you will be required to use an approved platform such as a gaming system, smart TV, mobile device, set top box, Amazon Fire TV device, Apple TV device, Roku device, and/or other technology meeting certain system, configuration and other requirements (an â€œUMC ready deviceâ€). For more information on these platform requirements, contact us at email@example.com. You should ensure that you have an UMC ready device prior to purchasing or ordering any Services.
Internet Connectivity and Acorn TV Application
Your UMC ready device must be connected to the internet via a data plan through your mobile provider, wireless (â€œWiFiâ€), or ethernet to operate the Services or, if available for the Services, temporarily download select Content for offline viewing on certain mobile devices. To operate the Services, you need to: (i) download the UMC application (the â€œAppâ€) from the Fire TV application store, Google Play application store, Apple app store, Roku channel store or any other application store or smart TV from which the App can be downloaded from; or (ii) visit www.umc.tv to purchase the Services directly from UMC (the â€œEcommerce Websiteâ€).Your Acorn TV ready device must be connected to the internet via a data plan through your mobile provider, wireless (â€œWiFiâ€), or ethernet to operate the Services or, if available for the Services, temporarily download select Content for offline viewing on certain mobile devices. To operate the Services, you need to: (i) download the Acorn TV application (the â€œAppâ€) from the Fire TV application store, Google Play application store, Apple app store, Roku channel store or any other application store or smart TV from which the App can be downloaded from; or (ii) visit www.acorn.tv to purchase the Services directly from Acorn TV (the â€œEcommerce Websiteâ€).
If you purchase the Services through UMC, you may need to choose between two subscription options: (i) a monthly subscription, or (ii) a yearly subscription. If you choose the monthly subscription, you will be charged one (1) time per month for your subscription fee. If you choose the yearly subscription, you will be charged one (1) time per year for your subscription fee.
It is a condition of use of the Services that all the details you provide will be correct, current, and complete and will not violate any law. If UMC or its respective partners or affiliates believe the details are not correct, current or complete, or that you have otherwise violated this Agreement or any law, we have the right to suspend or terminate your Registered Account or refuse you access to the Services and its resources. You may edit your User Credentials or any other personal information on your Registered Account through the â€œManage Accountâ€ section of the Ecommerce Website.
The UMC Registered Accounts are for individual use only. Your account is personal to you and you may not transfer it to any other party. You are responsible for protecting and maintaining the confidentiality of your User Credentials. You may be responsible and liable for access to or use of the Servicesâ€”including uses that may incur feesâ€”by any person or entity using your User Credentials, whether or not you have authorized such access or use. We are not responsible or liable for any loss or damage arising from your failure to maintain the confidentiality of your User Credentials. You must immediately notify us if and when you become aware of, or reasonably suspect, any unauthorized use of your User Credentials or any other breach of security by emailing us at firstname.lastname@example.org. To help protect you and the Services, if we have a reasonable belief that a person or entity is engaging in unauthorized use of your User Credentials, we may deny access, use and registration privileges to that person or entity.
Pricing and Payment Terms
General: You agree to pay in full the prices and fees, plus any applicable taxes, for any purchases that are made using your User Credentials via credit, debit or other payment methods that is accepted by or through UMCâ€™s Ecommerce Website, Amazon.com, Inc. (â€œAmazonâ€), Apple Inc. (â€œAppleâ€), or Google LLC (â€œGoogleâ€), or Roku, Inc. (â€œRokuâ€) at the time of purchase. If payment is not received by UMC, Amazon, Apple, Google, or Roku, as applicable, from your credit, debit or charge card issuer or its agents or other payment service provider, you remain responsible for uncollected amounts and agree to promptly pay all amounts due upon demand by UMC, Amazon, Apple, Google, or Roku, as applicable.
Payment for Services:
You can find more information regarding your subscription to Services at any time by clicking on â€œManage Account.â€
UMC, Amazon, Apple, Google or Roku will bill your subscription fee per the billing period described when you initiate the subscription to Services (â€œBilling Periodâ€), unless and until you cancel your subscription. UMC, Amazon, Apple, Google or Roku will automatically bill your payment method on the calendar day corresponding to the beginning of your Billing Period.
If you change your payment method, this could result in changing the calendar day upon which you are billed. If your paid subscription begins on a day not contained in a given month, and your Billing Period is every month, your Payment Method will be billed on the last day of such month. For example, if your paid Services subscription starts on March 31st, your next payment date is April 30, and your payment method would be billed on that date.
If you want to change or update your payment method:
- Amazon users should visit www.amazon.com/mykps;
- Google users should visit http://pay.google.com;
- Apple users should log in to the applicable iTunes account;
- UMC Ecommerce Website users should visit https://support.umc.tv/en/support/solutions/folders/1000220901;
- Roku users should visit https://support.roku.com/article/208755978-how-do-i-update-the-payment-method-for-my-roku-account, as applicable; and
- For any other
If your payment method expires and you do not update or change your payment method or cancel your Subscription, your access to the Services will be revoked.
Taxes: You are responsible for any taxes imposed by law on any fee-based transactions conducted on or in connection with the Services. Fee-based transactions on the Services may be subject to certain taxes, including, without limitation, sales tax, use tax and any other applicable taxes, which may be based on various factors, including, but not limited to, the bill-to address and tax rates in effect at the time your transaction is completed. In Australia, fee-based transactions may be subject to GST (as defined in the A New Tax System (Goods and Services Tax) Act 1999 (Cth)). Users are not eligible for tax exemptions for transactions made on the Services. In Alabama, UMC has collected the simplified sellers user tax on taxable transactions delivered into Alabama and the tax will be remitted on your behalf to the Alabama Department of Revenue.
License to the Services
After your or our termination of the Services and at the end of the Subscription Term, if your subscription does not automatically renew, you will no longer be able to access or view any Content through an UMC ready device. We will provide you with notice that your Subscription Term is ending or has ended. You agree that your UMC account is for personal, non-commercial use only and may be limited by simultaneous stream and device usage.
At any time, in our sole discretion, we may choose to provide refunds, discounts, or other consideration (â€œcreditsâ€) to some or all of our Users. If we choose to provide credits at a particular time, it will not obligate us to provide credits to you or others at any point in the future, unless required by law.
Availability of Content
We strive to provide a great selection of Content to you through the Services. We may add, remove or disable access to certain Content on some or all of the Services at our sole discretion. You understand that the Content and Services available to you may change over time, including during your subscription period. In addition, some Content may not be available in your geographic region or may not be accessible to you based on your equipment or other factors.
To the extent maximum permitted by applicable law, we are not liable for the removal of or disabling of access to any Services, materials or functionality of the Services.
Free Content and Free Trials
On occasion, we may make select full episodes available for free for limited promotional periods. Video extras may also be made available for free, at our discretion.
On occasion, we may offer a free trial subscription to certain qualified users. If we offer you a free trial, the specific terms of your free trial will be presented to you before or during sign-up. Restrictions and limitations on eligibility may apply.
Upon receiving an offer for and choosing to start a free trial of the Services, you will need to: (i) select a subscription pursuant to Section 5, as applicable; (iii) register as a User pursuant to Section 6; and (iv) provide payment information pursuant to Section 7. If you do not cancel your subscription to Services before the end of last day of the free trial, your subscription will be automatically converted from a free trial to a subscription to Services and you will be charged for your subscription at the end of the last day of your free trial. If the free trial converts to a paid subscription subject to the terms presented to you prior to or during sign up, you authorize us to begin billing your payment method for the subscriber fee at the end of the free trial period of your subscription unless you cancel prior to the end of the free trial period. To view the specific details of your subscription, including the subscription fee and end date of your free trial period, click on â€œMy UMCâ€ to the top right of the screen of the Ecommerce Website and select â€œManage Accountâ€ or contact us at email@example.com. We may pre-authorize your payment method, and you authorize us to do so. In some instances, your available balance or credit limit may be reduced to reflect the authorization; however, IF YOU CANCEL PRIOR TO THE END OF YOUR FREE TRIAL, THERE WILL BE NO CHARGES TO YOUR PAYMENT METHOD. Go to https://support.umc.tv/en/support/solutions/articles/11000007191-how-do-i-cancel- for cancellation instructions.
Your Use of the Services
We want to keep the Services safe and fun for everyone. We do not permit unlawful or harmful use of the Services. Accordingly, you represent, warrant and agree that:
- In cases where you have authorized a minor to use UMC, you are fully responsible for: the online conduct of such minor; controlling the minorâ€™s access to and use of UMC; and the consequences of any use or misuse by the minor;
- You will make timely and satisfactory payment for any Content purchased by you on or in connection with the Services. You agree that all of the personal information and payment information that you provide is truthful and accurate. If we suspect that the personal information and/or payment information that you have provided is untrue, inaccurate, not current, or incomplete, we may, to the maximum extent permitted by law, suspend or terminate your current and future access to Services without liability or obligation to you or any third party.
- Some Content on the Services may be protected by technologies (commonly known as Digital Rights Management [â€œDRMâ€] technology) or rules. These DRM technologies may limit or restrict access and use of the Content. You understand that these DRM technologies are in place to protect the intellectual property rights of the Content producers, UMC, and our business partners and licensors. Accordingly, you agree that you will respect and will not attempt to violate any DRM technologies or rules that protect the Content, and that you will not and will not assist or encourage anyone to copy, distribute copies, modify, adapt, translate, reverse engineer, decompile, or disassemble software used to provide the Services, or create any derivative works from or of such software.
- You will not intentionally or unintentionally engage in or encourage conduct that affects adversely or reflects negatively on UMC, the Services, our goodwill, name, or reputation. You also agree not to discourage any person or entity from using the Services or doing business with us.
- You will not use the Services for commercial or business reasons, including pyramid schemes or exploiting information or material obtained in connection with the Services. This includes linking with another website or mobile application and all forms of compensation.
- You will not solicit usernames, passwords, or other personal information of Services Users for your personal gain or for unlawful purposes. This includes the collection and use of information for spamming, flooding, harvesting of email addresses or other personal information, â€œspideringâ€, â€œscreen scrapingâ€, â€œphishingâ€, â€œdatabase scrapingâ€, or any other activity with the purposes of obtaining lists of Users or other information.
- You will not cause the Services to be affected with malware, including software viruses, spyware, Trojan horses or other computer code, files or programs designed to interrupt, impair, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. Similarly, you agree that you will not otherwise affect the normal operations of the Services by, for example, causing the modification, disruption, impairment, or interference with the use, features, function, operation or maintenance of the Services or the rights or use of the Services by others.
- You will not impersonate any person or entity while using the Services. You agree that you will not impersonate or falsely state or represent your affiliation with a person or entity, or provide us or other Services Users with false or misleading indications of origin.
- You will not post or transmit content or materials that you do not have a right to make available under any law, rule or regulation or contractual or fiduciary relationships, or otherwise creates a security or privacy risk for any other person or entity. For example, you may not post or transmit proprietary or confidential information subject to a non-disclosure agreement or employer confidentiality agreement on or through the Services. You will not post or transmit content or material that that is known by you to be false, inaccurate or misleading, or that infringes any patent, trademark, trade secret, copyright, right of publicity, or other right of any party.
- You understand that by using the Services, you may encounter Content that you might find offensive, indecent, or objectionable, and that Content may or may not be flagged as potentially objectionable. Any Content types, ratings, and descriptions are only provided for convenience, and we do not guarantee their accuracy or availability. You understand that you are using the Services at your sole risk and that we have no liability to you in connection with any Content you find to be offensive, indecent, or otherwise objectionable.
If you are experiencing technical difficulties with the Services, reboot the App and/or confirm that your UMC ready device is connected to the internet via a data plan through your mobile provider, WiFi or Ethernet. If you are still experiencing issues and for assistance with billing questions, order inquiries, or other issues related to the Services, please reach out to UMC Customer Service at firstname.lastname@example.org. If you have more general questions about the Services, or would like to contact UMC to provide general feedback regarding the Services, please reach out to UMC Customer Service at email@example.com.
Our Intellectual Property Rights
We own or license all right, title and interest in and to the Services. All content contained in or made available through the Services is protected by copyright, trade secret, and other applicable intellectual property laws, rules, regulations and treaties. The content includes, without limitation, all films, video, audio/visual content, music (including the musical compositions therein), artwork, photographs, illustrations, graphics, logos, copy, text, computer code, software, data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services). Unless the context clearly requires otherwise or we explicitly set forth in writing, the term â€œServicesâ€ includes such content. You may use the Services only for your noncommercial, non-exclusive, non-assignable, non-transferable and limited personal use and for no other purposes. You must not alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services, including, without limitation, notices on any Content you transmit, download, display, print, stream or reproduce from the Services. Except as expressly authorized by UMC, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, communicate to the public, make available, publish, distribute, disseminate, broadcast, transmit or circulate to any third party (including, without limitation, on or via a third party website or platform), or otherwise use, any Content without the express, prior written consent of UMC or its owner if UMC is not the owner. Any unauthorized or prohibited use of any Content may subject you to civil liability, criminal prosecution, or both, under applicable laws, rules, regulations and treaties. We require users to respect our copyrights, trademarks, and other intellectual property rights and shall aggressively enforce the same to the fullest extent of the law, including seeking criminal prosecution. We likewise respect the intellectual property of others. If you believe that the Services contain elements that infringe your intellectual property rights, please contact us as set forth in Section 13 above.
Copyright and Intellectual Property Claims
If you believe that content available through the Services infringes upon your copyright or other intellectual property rights, you may submit a notification by providing our Copyright Agent (set forth below) with the following information in writing:
- physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the work claimed to have been infringed, or, if multiple works on the Services are covered by a single notification, a representative list of such works on the Services;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
- For each work, identification of the infringement that is claimed, which country or countries the work is being infringed, as well as the date and time of the infringement;
- Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or intellectual property owner, its agent or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Written notification of claimed infringement must be submitted to the following Copyright Agent:
If access to your content has been disabled or your content was removed and you believe such content is not infringing, you may send a counter-notice containing the following information to our Copyright Agent:
- Your physical or electronic signature;
- Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
- A statement that you have a good faith belief that the content was removed or disabled as a result of a mistake or a misidentification of the content; and
- Your name, address, telephone number, and, if applicable, e-mail address, and a statement that you shall accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by our Copyright Agent, UMC may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the owner files an action seeking a court order against the content provider or the User, the removed content may be replaced, or access to it restored, in ten (10) to fourteen (14) business days or more after receipt of the counter-notice, at UMCâ€™s sole discretion.
Termination of Use of the Services
- You may terminate your subscription for Services at any time, for any reason.
- To terminate your subscription to Services through the Ecommerce Website, go to https://support.umc.tv/en/support/solutions/articles/11000007191-how-do-i-cancel-.
- To terminate your subscription to Services through Amazon, go to (a) your Amazon account and click â€œAmazon Channel Subscriptions and select â€œCancel your subscriptionâ€ under â€œActionsâ€; or (b) go to https://www.amazon.com/appstoresubscriptions and sign in with your Amazon account information, find the subscription you want to manage and select â€œActions,â€ and choose “Cancel your subscription.”
- To terminate your subscription to Services through Apple, (a) go to your Apple account by following the instructions at https://support.apple.com/en-us/ht202039#subscriptions; or (b) on an iPhone, iPad, or iTouch, go to Settings, select your Apple ID, then select â€œiTunes & App Store,â€ authenticate your Apple ID, select subscriptions, select the subscription that you want to manage, and select â€œCancel Subscriptionâ€; or (c) on a Mac or PC, open iTunes, sign in with your Apple, select â€œView My Accountâ€ under the â€œAccountâ€ menu, scroll to the â€œSettingsâ€ section, select â€œManage,â€ then select â€œEditâ€ next to the subscription you want to manage, and finally select â€œCancel Subscriptionâ€; (c) on an Apple TV, opening â€œSettingsâ€, select â€œAccounts,â€ then select â€œSubscriptionsâ€, choose the subscription that you want to manage, and finally select â€œCancel Subscriptionâ€.
- To terminate your subscription to Services through Google, go to your Google account by following the instructions at https://support.google.com/googleplay/answer/7018481?hl=en&co=GENIE.Platform%3DAndroid, or by go to the Google Play store app, select â€œAccountâ€, select the UMC app from the list of subscriptions, and select â€œCancel Subscriptionâ€ on the pop-up message. You may also visit https://support.umc.tv/en/support/solutions/articles/11000007191-how-do-i-cancel- for further information.
- To terminate your subscription to Services through Roku, (a) follow the instructions to cancel on your computer or smartphone at https://support.roku.com/article/208756478-how-to-manage-or-cancel-a-subscription-to-a-channel, or (b) go to my.roku.com on your computer or smartphone, sign in to your Roku account, select â€œmanage your subscriptions,â€ and select the App to cancel your subscription.
DISCLAIMER AND LIMITATIONS OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, THE SERVICES, AND ALL CONTENT, PRODUCTS AND SERVICES ARE MADE AVAILABLE ON AN â€œAS ISâ€ AND â€œAS AVAILABLEâ€ BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THAT THE SERVICES WILL BE AVAILABLE FOR USE, OR THAT ALL PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THIS SITE, AND ALL CONTENT, PRODUCTS AND SERVICES ARE HEREBY DISCLAIMED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL AMAZON, APPLE, COMCAST CORPORATION, GOOGLE, ROKU, OR ANY OTHER THIRD PARTY THAT OWNS OR OPERATES THE APP STORE OR PLATFORM THROUGH WHICH YOU CAN ACCESS AND/OR DOWNLOAD THE SERVICES, THEIR AFFILIATES, VENDORS, AGENTS AND SUPPLIERS, AS APPLICABLE, GIVE ANY WARRANTY, HAVE ANY RESPONSIBILITY OR HAVE ANY LIABILITY WITH RESPECT TO YOUR USE OF THE SERVICES ,OR ANY CONTENT OR FUNCTIONALITY IN THE SERVICES, NOR SHALL THEY BE RESPONSIBLE FOR PROVIDING SUPPORT SERVICES WITH RESPECT TO THE SERVICES.
Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the Services. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the Services, including, without limitation, Content associated with your use of the Services.
You further understand and acknowledge the capacity of the Services, in the aggregate and for each User, is limited. Consequently, some features or functions may be restricted or delayed or become completely inoperable. As a result, you acknowledge and agree that UMC assumes no liability, responsibility or obligation to transmit, process, store, receive or deliver transactions and you are hereby expressly advised not to rely upon the timeliness or performance of UMC for any transactions.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
Terms Applicable to Third Party Platform Providers
If you access or download the App via Amazon, Apple, Google, Roku or any other third party application store or platform (each, a â€œThird Party Platform Providerâ€), such Third Party Platform Providers shall be third-party beneficiaries to these Terms. However, these Third Party Platform Providers are not party to these Terms and have no obligation to provide maintenance and/or support of the Services. UMC, not such Third Party Platform Providers, is solely responsible for the Services. The Third Party Platform Providers, however, are solely responsible for the operations of the platform, which may affect your ability to access the Services. Your access to the App through the Third Party Platform Providersâ€™ application stores or platforms are subject to the terms set forth in the applicable Third Party Platform Providerâ€™s term of service.
Electronic Signature and Contracts
When you use the Services, you can enter into agreements and make purchases electronically. You agree to the use of electronic records and signatures in association with the Services. Your agreement and intent to use electronic records and signatures applies to all transactions you enter into on the Service Services, including without limitation and to the full extent allowed by law, notices of cancellation, policies, contracts, and applications. If you do not wish to use electronic records and signatures, do not use the Services.
You may have a legal right to receive certain information from us in writing. You agree that we may use e-mail and other electronic means to provide you with such information as well as for other communications. To access and retain this information you will need to provide us with an active e-mail account, and you must have an Internet-connected device that is capable of receiving HTML e-mails and a method of storing or printing those e-mails. You may have a legal right to receive paper copies of certain notices. To receive such copies, contact us at firstname.lastname@example.org. To update your contact information, visit the â€œManage Accountâ€ section of the â€œMy UMCâ€ Services.
You confirm that you have the ability to access and retain e-mails.
UMC shall not have any liability to you by reason of any delay or failure to perform any obligation hereunder if the delay or failure to perform is occasioned by force majeure, which shall refer to any act of God, storm, fire, casualty, unanticipated work stoppage, power outage, satellite failure, strike, lockout, labor dispute, civil disturbance, riot, war, national emergency, Governmental action or other cause beyond UMCâ€™s reasonable control.
The Services are intended for viewing solely within the United States (the â€œTerritoriesâ€). UMC makes no representations that materials or other Content in the Services are appropriate or available for use outside of the Territories.
If you live in Australia, you can bring legal proceedings in respect of the Services in the courts of Australia or the relevant State or Territory in which you live. Where you do, you submit to the non-exclusive jurisdiction of the relevant court in Australia.
Dispute Resolution Provisions for U.S. Customers
THE PARTIES AGREE THAT THE ARBITRATOR, AND NOT ANY FEDERAL, STATE, PROVINCIAL OR LOCAL COURT OR AGENCY, SHALL HAVE EXCLUSIVE AUTHORITY TO RESOLVE ANY DISPUTES RELATING TO THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY OR FORMATION OF THIS AGREEMENT TO ARBITRATE, INCLUDING ANY CLAIM THAT ALL OR ANY PART OF THIS AGREEMENT TO ARBITRATE IS VOID OR VOIDABLE. THE ARBITRATOR SHALL ALSO BE RESPONSIBLE FOR DETERMINING ALL THRESHOLD ARBITRABILITY ISSUES, INCLUDING ISSUES RELATING TO WHETHER THE TERMS ARE UNCONSCIONABLE OR ILLUSORY AND ANY DEFENSE TO ARBITRATION, INCLUDING WAIVER, DELAY, LACHES OR ESTOPPEL.
TO THE FULLEST EXTENT PERMITTED BY LAW: (I) YOU EXPRESSLY WAIVE ANY RIGHT YOU MAY HAVE TO ARBITRATE A DISPUTE AS A CLASS ACTION; AND (II) YOU ALSO EXPRESSLY WAIVE YOUR RIGHT TO A JURY TRIAL. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THE TERMS AS A COURT WOULD.
THE ARBITRATION WILL BE HELD IN LOS ANGELES, CALIFORNIA. IF THIS LOCATION IS NOT CONVENIENT FOR YOU, PLEASE LET US KNOW. WE WILL WORK WITH YOU TO DETERMINE A MUTUALLY CONVENIENT LOCATION. ANY DISAGREEMENTS REGARDING THE FORUM FOR ARBITRATION WILL BE SETTLED BY THE ARBITRATOR. DISPUTES WILL BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION. IN THE EVENT THAT ARBITRATION IS NOT PERMITTED BY APPLICABLE LAW: (I) THE PARTIES EXPRESSLY AGREE THAT ANY DISPUTE WILL BE BROUGHT AND HEARD SOLELY AND EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF COMPETENT JURISDICTION LOCATED IN LOS ANGELES, CALIFORNIA. THE PARTIES WAIVE ANY PLEA OR DEFENSE THAT SUCH COURTS ARE NOT THE APPROPRIATE VENUE OR THAT THEY ARE NOT SUBJECT TO PERSONAL JURISDICTION OF SUCH COURTS.
THE ARBITRATION WILL BE ADMINISTERED BY JAMS. YOU MAY OBTAIN A COPY OF THE RULES OF JAMS BY CONTACTING THE ORGANIZATION. EACH OF US SHALL AGREE ON ONE ARBITRATOR TO CONDUCT THE ARBITRATION. IN THE EVENT THE PARTIES CANNOT AGREE ON AN ARBITRATOR, THE ARBITRATOR WILL BE SELECTED IN ACCORDANCE WITH THE JAMS RULES.
IF YOU INITIATE ARBITRATION, YOUR ARBITRATION FEES WILL BE LIMITED TO THE FILING FEE SET FORTH BY JAMS. REGARDLESS OF WHO INITIATES ARBITRATION, UMC WILL PAY YOUR SHARE OF ARBITRATION FEES (NOT INCLUDING YOUR ATTORNEYSâ€™ FEES) UP TO A MAXIMUM OF $2,500. IF THE ARBITRATOR RULES AGAINST UMC, IN ADDITION TO ACCEPTING WHATEVER RESPONSIBILITY IS ORDERED BY THE ARBITRATOR, UMC WILL REIMBURSE YOUR REASONABLE ATTORNEYSâ€™ FEES AND COSTS UP TO A MAXIMUM OF $5,000, REGARDLESS OF WHO INITIATED THE ARBITRATION, UNLESS THE ARBITRATOR FINDS SOME OR ALL OF YOUR CLAIMS TO BE FRIVOLOUS OR TO HAVE BEEN BROUGHT IN BAD FAITH. IN ADDITION, IF THE ARBITRATOR RULES IN UMCâ€™S FAVOR, IT WILL NOT SEEK REIMBURSEMENT OF OUR ATTORNEYSâ€™ FEES AND COSTS, REGARDLESS OF WHO INITIATED THE ARBITRATION, UNLESS THE ARBITRATOR FINDS SOME OR ALL OF YOUR CLAIMS TO BE FRIVOLOUS OR TO HAVE BEEN BROUGHT IN BAD FAITH.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SECTION, TO THE EXTENT EITHER PARTY IN ANY MANNER HAS VIOLATED OR THREATENED TO VIOLATE THE OTHER PARTYâ€™S INTELLECTUAL PROPERTY RIGHTS, THE NON-BREACHING PARTY MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE, PROVINCIAL OR FEDERAL COURT OF COMPETENT JURISDICTION.
EXCEPT AS OTHERWISE PROHIBITED BY LAW, ANY DISPUTE MUST BE BROUGHT WITHIN ONE (1) YEAR FROM THE DATE THE CAUSE OF ACTION ARISES.
IN THE EVENT THAT ANY PROVISION OF THE AGREEMENT TO ARBITRATE IS HELD INVALID OR UNENFORCEABLE, ALL OTHER TERMS WITHIN THE AGREEMENT TO ARBITRATE SHALL REMAIN IN FULL FORCE AND EFFECT.
IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF UMC OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.
YOU MAY ALSO BE ENTITLED TO CERTAIN CONSUMER PROTECTION AND OTHER RIGHTS UNDER THE LAWS OF YOUR LOCAL JURISDICTION.