Fox Canvas Room Terms of Use Agreement (The “Agreement”)

 

Description of Fox Studio Lot Services and Acceptance of Terms of Use Including Arbitration of Disputes

 

Welcome to the https://www.foxcanvasroom.com website (the “Site”), which is operated by Fox Studio Lot, LLC (“Fox Studio Lot,” “we” or “us”). All references to “you” or “your” will be deemed to refer to you personally and your agency and/or your employer, as applicable. You acknowledge and agree that you are authorized to act and give consent(s) and authorization(s) hereunder, on behalf of your agency or employer, as applicable, and use Fox Studio Lot Services solely in accordance with this Agreement. The services Fox Studio Lot provides on the Site encompass the ordering, renting, and repair of gripping, rigging, canvas room, and metalwork materials, including Fox Studio Lot Material (as defined herein below) for your use in accordance with this Agreement and applicable, additional agreement(s), written authorizations and/or written permission(s) by Fox (the Site and Fox Studio Lot Materials are hereinafter collectively, the "Fox Studio Lot Services"). Fox Studio Lot is based in the United States and the Fox Studio Lot Services are hosted in the United States.

Fox Studio Lot furnishes the Fox Studio Lot Services for your professional use subject to and in accordance with this Agreement. By using the Fox Studio Lot Services, you represent and warrant that you are authorized to request, on behalf of yourself, your agency, or as applicable, your employer, a non-exclusive, limited license to use the Fox Studio Lot Services and agree that you will abide by the terms and conditions of this Agreement just as if you signed this Agreement. This includes your agreement to any future modifications, and to abide by all applicable laws, rules and regulations (“Applicable Law”). Please read through this Agreement carefully. Fox Studio Lot may modify this Agreement at any time, and each such modification will be effective upon posting on the Fox Studio Lot Services. Your continued use of Fox Studio Lot Services following any modification of this Agreement constitutes your acceptance of and agreement to be bound by the Agreement, as modified. It is, therefore, important that you review this Agreement regularly. If you do not agree to be bound by this Agreement and to abide by all Applicable Law, please do not use this Site and discontinue use of the Fox Studio Lot Services immediately.

Your access to and/or use of certain Fox Studio Lot Services may require you to accept additional terms and conditions applicable to such Fox Studio Lot Services, in addition to this Agreement,  and may require you to download software, Material (as defined below), guidelines and/or terms and conditions. In the event of a conflict or inconsistency between any additional terms and this Agreement, such additional terms will prevail.

PLEASE NOTE THAT THE “ARBITRATION AGREEMENT” SECTION BELOW  CONTAINS PROVISIONS THAT REQUIRE (i) WITH LIMITED EXCEPTIONS, ALL DISPUTES ARISING BETWEEN YOU AND FOX STUDIO LOT UNDER THIS AGREEMENT TO BE RESOLVED IN BINDING ARBITRATION, AND NOT IN COURT, AND (ii) YOU AND COMPANY WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES. PLEASE CLICK HERE TO REVIEW THE ARBITRATION AGREEMENT. BY USING THIS SITE OR COMPANY SERVICES AND ACCEPTING THIS AGREEMENT, YOU AGREE TO BE BOUND BY THE ARBITRATION AGREEMENT. PLEASE READ IT CAREFULLY.

 

Registration and Security

You take full responsibility for your use of the Fox Studio Lot Services. As a condition of using certain features of the Fox Studio Lot Services, you may be required to register on the Fox Studio Lot Services, provide an email address and/or select a username and password and potentially other information, to us or to a third-party service provider selected by, but not affiliated with Fox Studio Lot. All registration information you submit to create an account on the Site must be accurate and kept up to date. Your failure to do so will constitute a breach of this Agreement, which may result in immediate termination of your account and access to the Site, as well as termination of any license to use Fox Studio Lot Material. You may not (i) select or use as a username 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. Fox Studio Lot 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 your password and are responsible for all use of your account. It is therefore critical that you do not share your password with anyone. You agree not to use the account, username, email address or password of another user of the Site at any time and not to allow any other person to use your account. You agree to sign out of your account each time you conclude a visit to the Site. Your account is not transferable. You agree to notify Fox Studio Lot immediately if you suspect any unauthorized use of, or access to, your account or password. Fox Studio Lot 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. 

 

Access

The Fox Studio Lot Services are intended solely for your professional use and you represent and warrant that you are only using the Site and the Fox Studio Lot Services in your professional capacity. Fox Studio Lot may change, suspend or discontinue Fox Studio Lot Services (or any feature thereof), at any time. Fox Studio Lot may also impose limits on certain features and services offered on the Fox Studio Lot Services restrict your access to parts Fox Studio Lot Services without notice or liability. You acknowledge that from time to time the Fox Studio Lot Services may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Fox Studio Lot may undertake from time to time; or (iii) causes beyond the control of Fox Studio Lot or which are not reasonably foreseeable by Fox Studio Lot.

 

Termination

Unless terminated by Fox Studio Lot in its sole discretion, this Agreement remains in full force and effect while you use Fox Studio Lot Services. You may terminate your account on the Fox Studio Lot Services at any time, for any reason, by contacting the Fox Studio Lot Services support desk (if available) or your Fox Studio Lot sponsor for the Fox Studio Lot Services. Fox Studio Lot may terminate your account and/or access to the Fox Studio Lot Services, for any or no reason, with or without prior notice or explanation, and shall have no liability to you for such termination. Even after your user account or access to the Fox Studio Lot Services is terminated by you or by Fox Studio Lot, this Agreement will remain in effect with respect to your past and future use of the Fox Studio Lot Services. Any rights to your account terminate upon your death.

 

Fees

You acknowledge that Fox Studio Lot reserves the right to charge a fee for any portion of the Fox Studio Lot Services. The Fox Studio Lot 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 Fox Studio Lot Services after a fee has been imposed or increased, you are expressly agreeing to the fee or increase thereto and you will be responsible for paying such fee for the balance of your subscription or use of the Fox Studio Lot Services. If Fox Studio Lot suspends or terminates your account and/or access to the Fox Studio Lot Services because you have breached the Agreement or violated Applicable Law, you will not be entitled to a refund of any unused portion of such fees or other payments.

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Purchasing Fox Studio Lot Services or Products

In connection with a purchase of any service, subscription or product on or in connection with the Fox Studio Lot Services (collectively, “Fox Studio Lot Products”), you may be required to provide personal information, including your name, address, telephone number, e-mail address, credit card and billing information (collectively, “Personal Financial Information”), to an independent third party selected by, but not affiliated with, Fox Studio Lot (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, transmission and processing of your Personal Financial Information and any and all-payment obligations for Fox Studio Lot Products shall be governed by the terms of use/service and privacy policy(ies) of the Processor. If you make a purchase of a Fox Studio Lot Product you are warranting that you are authorized to make the purchase using the form of payment that you provide to the Processor. You must be 18 years of age or older to purchase a Fox Studio Lot Product.

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Fox Studio Lot 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 Fox Studio Lot Product with the Processor. Fox Studio Lot provides no refunds for, makes no warranty for, and accepts no liability regarding your purchase of a Fox Studio Lot Product. 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, to the fullest extent permitted by law, in the event Processor experiences a data breach that affects your information, Fox Studio Lot will in no way be responsible or liable to you for any such breach.

 

The Fox Studio Lot is under no obligation to store any records related to purchases or other transactions you make through the Fox Studio Lot Services. You should therefore maintain records of all your transactions. If you have any questions regarding your transactions or believe that there is an error or unauthorized transaction or activity associated with transactions utilizing your information, you must contact the Processor.

 

Limited Content License

The Fox Studio Lot Materials are offered for your professional use only. The Fox Studio Lot Services contain information, text, files, images, videos, sounds, musical works, works of authorship, software, applications, product names, company names, trade names, logos, designs, and any other materials or content (collectively, “Material”) of Fox Studio Lot, its licensors, or assignors (“Fox Studio Lot Material”). Material contained in the Fox Studio Lot Services is protected by copyright, trademark, patent, trade secret and other laws and, as between you and Fox Studio Lot, , its licensors, or its assignors, own and retain all rights in and to the Fox Studio Lot Material. Fox Studio Lot hereby grants you a limited, revocable, non-exclusive, non-sublicensable license to access and display or perform the Fox Studio Lot Material (excluding any software code) solely for professional purposes authorized by Fox Studio Lot in connection with your use of the Fox Studio Lot Service and in accordance with the Agreement. Except as provided in this Agreement or as explicitly allowed on the Fox Studio Lot Services, 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 Fox Studio Lot Material contained in the Fox Studio Lot Services.

Except as explicitly and expressly permitted by Fox Studio Lot 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 Fox Studio Lot Material. 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 Fox Studio Lot Material contained in the Fox Studio Lot Services or any digital rights management mechanism, device, or other content protection, copy control or access control measure associated with Fox Studio Lot Material contained in the Fox Studio Lot Services, including geo-filtering mechanisms. Except as necessary in order to make reference to Fox Studio Lot, its products and services in a purely descriptive capacity, you are expressly prohibited from using any Fox Studio Lot Material in any manner outside of what is permitted under this Agreement.

You may not, without the Fox Studio Lot’s written permission, “mirror” any Fox Studio Lot Material contained on the Fox Studio Lot Services or any other server. You may not use the Fox Studio Lot Services for any purpose that is unlawful or prohibited by the Agreement. You may not use the Fox Studio Lot Services in any manner that could damage, disable, overburden, or impair the Fox Studio Lot Services, or interfere with any other party’s use and enjoyment of the Fox Studio Lot Services, or do anything that interferes with the proper working of the Fox Studio Lot Services. You may not introduce any viruses, Trojan horses, worms or other material that is malicious or technologically harmful. You may not attempt to gain unauthorized access to the Fox Studio Lot Services through hacking, password mining or any other means. You may not use any robot, spider or other automatic device, process or means to access the Fox Studio Lot Services, including for copying any Fox Studio Lot Material on the Fox Studio Lot Services, or use any manual process to copy any of the Fox Studio Lot Material on the Fox Studio Lot Services for any purpose not expressly stated in this Agreement.  Fox Studio Lot reserves the right, in its sole discretion, to terminate your access to the Fox Studio Lot Services, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice.

 

Restrictions on Use of Fox Studio Lot Services

You understand that you are responsible for all material that you provide, post, upload, transmit, email or otherwise make available on the Fox Studio Lot Services or on, through or in connection with the Fox Studio Lot Services (collectively, “User Content”). Additionally, you acknowledge that you have no expectation of confidentiality with respect to your User Content and that such User Content may be widely accessed and used in accordance with our Privacy Policy. Accordingly, please choose User Content carefully.

You acknowledge the Fox Studio Lot reserves the right to investigate and take appropriate legal action against anyone who, in Fox Studio Lot’s sole discretion, violates this Agreement, including but not limited to, terminating their user account and/or reporting such User Content, conduct, or activity to law enforcement authorities.

You acknowledge, consent and agree that Fox Studio Lot may access, preserve or disclose information you provide on the Fox Studio Lot Services and about your usage of the Fox Studio Lot Services, such as including User Content and your account registration information, including when Fox Studio Lot 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 Fox Studio Lot, our parents, subsidiaries or affiliates (“Fox Studio Lot Affiliates”), licensors, assignors or each of 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 Fox Studio Lot Services or members of the public including in urgent circumstances; (iii) protect against infringement, fraud or for risk management purposes; (iv) comply with the law or legal process; or (v) respond to requests from public and government authorities. If Fox Studio Lot 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, Fox Studio Lot may transfer your information (or any part thereof) to the party or parties involved in the transaction as part of that transaction.

 

Removal of Fox Studio Lot Material that Infringes Copyrights

Fox Studio Lot respects the intellectual property of others and requires that our users do the same. Fox Studio Lot has a policy that provides for the termination in appropriate circumstances of subscribers and account holders of Fox Studio Lot Services who are repeat infringers. Fox Studio Lot also reserves the right to remove or disable access to any transmission of Fox Studio Lot Material 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.

If you believe material on Fox Studio Lot Services infringes your copyright.

If you believe that any material residing on or linked to from Fox Studio Lot Services infringes your copyright, you must send Fox Studio Lot's designated Copyright Agent a written notification of claimed infringement that contains substantially all of the following information: (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 us to locate the material on the Fox Studio Lot Services (such as the URL(s) of the claimed infringing material); (c) information reasonably sufficient to permit us 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 the 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. Fox Studio Lot's Copyright Agent for notification of claimed infringement can be reached at:

FOX Corporation
Copyright Agent
foxdmca@fox.com
2121 Avenue of the Stars, Suite 1200
Los Angeles, California 90067
Phone: 310-369-3921

If you posted material to Fox Studio Lot Service that was removed due to notice by a copyright owner.

If you posted material to Fox Studio Lot Services that Fox Studio Lot removed due to a notice of claimed infringement from a copyright owner, Fox Studio Lot 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 the Fox Studio Lot Services or by written or electronic communication to such address(es) you have provided to Fox Studio Lot, 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 Fox Studio Lot 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.

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.

 

Third-Party Links and Services

The Fox Studio Lot Services may provide, or third parties may provide, links to other websites, applications, resources or other services created by third parties (“Third Party Services”). When you engage with a provider of a Third-Party Service, you are interacting with the third party, not with Fox Studio Lot. If you choose to use a Third-Party Service and share information with it, the provider of the Third-Party Service may use and share your data in accordance with its privacy policy and your privacy settings on such Third-Party Service. Fox Studio Lot encourages you not to provide any personal information to or through any Third-Party Service unless you know and are comfortable with the party with whom you are interacting. In addition, the provider of the Third-Party Service may use other parties to provide portions of the application or service to you, such as technology, development or payment services. Fox Studio Lot 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 Fox Studio Lot Services does not imply approval or endorsement of the Third-Party Service. Fox Studio Lot is not responsible for the content or practices of any websites other than the Fox Studio Lot Services, even if the website links to the Fox Studio Lot Services and even if it is operated by a Fox Studio Lot Affiliate or a company otherwise connected with the Fox Studio Lot Services. By using the Fox Studio Lot Services, you acknowledge and agree that Fox Studio Lot is not responsible or liable to you for any content or other materials hosted and served from any website other than the Fox Studio Lot Services. When you access Third Party Services, you do so at your own risk.

 

Member Disputes

You are solely responsible for your interactions with other users of the Fox Studio Lot Services and other Fox Studio Lot Services, providers of Third-Party Services, Processors or any other parties with whom you interact on, through or in connection with the Fox Studio Lot Services. Fox Studio Lot reserves the right, but has no obligation, to become involved in any way with any disputes between you and such parties.

 

Privacy

Details of how we process any personal data you provide to Fox Studio Lot, including in connection with your use of the Fox Studio Lot Services, can be found in our Privacy Policy, w[SJ1] hich is incorporated into and is a part of this Agreement by this reference.

 

Disclaimers

THE COMPANY SERVICES ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND COMPANY DOES NOT GUARANTEE OR PROMISE ANY SPECIFIC RESULTS FROM USE OF OR CONTINUOUS AVAILABILITY OF THE COMPANY SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY 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, COMPANY MAKES NO WARRANTY THAT YOUR USE OF THE COMPANY SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS TO THE COMPANY SERVICES WILL BE CORRECTED, THAT THE COMPANY 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 COMPANY 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, THE COMPANY 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 COMPANY SERVICES, PROBLEMS OR TECHNICAL MALFUNCTION IN CONNECTION WITH USE OF THE COMPANY SERVICES, ATTENDANCE AT A COMPANY EVENT, ANY COMPANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH THE COMPANY SERVICES, ANY USER CONTENT, ANY THIRD PARTY ADVERTISEMENT OR THIRD PARTY SERVICE TRANSMITTED ON, THROUGH OR IN CONNECTION WITH THE COMPANY SERVICES, OR THE CONDUCT OF ANY USERS OF THE COMPANY 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.

YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE COMPANY 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 ALLOWED 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 COMPANY SERVICES.

 

Limitation on Liability

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY'S 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 COMPANY FOR THE COMPANY SERVICES DURING THE TERM OF YOUR USE OF THE COMPANY SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OTHER THAN THE AMOUNT PAID, IF ANY, BY YOU TO COMPANY FOR THE COMPANY SERVICES DURING THE TERM OF YOUR USE OF THE COMPANY 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 COMPANY SERVICES.

YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF COMPANY’S ACTS OR OMISSIONS OR YOUR USE OF THE FOX STUDIO LOT SERVICES OR THE COMPANY 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 FOX STUDIO LOT SERVICES..

THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.

 

United States Jurisdiction

Fox Studio Lot provides the Fox Studio Lot Services in the United States of America. Fox Studio Lot does not represent that the Fox Studio Lot Material or the Fox Studio Lot Services are appropriate (or, in some cases, available) for use in other locations. If you use the Fox Studio Lot 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 Fox Studio Lot Services.

Not all Fox Studio Lot Services are available worldwide or nationwide, and Fox Studio Lot makes no representation that you will be able to obtain any Fox Studio Lot Services in any particular jurisdiction, either within or outside of the United States.

 

U.S. Export Controls

Software that may be available in connection with the Fox Studio Lot Services is further subject to United States export controls. No such software may be downloaded from the Fox Studio Lot Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using such software is at your sole risk.

 

Arbitration Agreement And Class Action Waiver

(1) Fox Studio Lot, including its Fox Studio Lot Affiliates, agents, employees, predecessors in interest, successors, and assigns, and you agree that any Dispute (as defined herein) between you and Fox Studio Lot, regarding any aspect of your relationship with Fox Studio Lot, will be resolved in a binding, confidential, individual and fair arbitration process, and not in court. Each of you and Fox Studio Lot agrees to give up the right to sue in court.

(2) 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 Fox Studio Lot, 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 the Fox Studio Lot that arise from or in any way relate to or concern any products or services provided by Fox Studio Lot including but not limited to the Fox Studio Lot Services (as defined above), this Arbitration Agreement, any other aspect of these Terms of Use (including their applicability and their conformance to applicable law), any billing disputes, 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 Agreement are that (i) each of you and Fox Studio Lot retains the right to sue in small claims court and (ii) each of you and Fox Studio Lot may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights. Disputes over whether these exceptions apply shall be resolved by the court in which such action has been brought; all other disputes over arbitrability shall be resolved by the arbitrator.

(3) Each of you and Fox Studio Lot also agrees to give up the ability to seek to represent, in a class action or otherwise, anyone but each of you and Fox Studio Lot (see paragraph 9 below).

(4) There is no judge or jury in arbitration, and court review of an arbitration award is limited. An arbitrator must follow this Agreement. The arbitrator, however, 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.

(5) This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act, 9 U.S.C. §§ 1-16, governs the interpretation and enforcement of this Arbitration Agreement. This Arbitration Agreement shall survive termination of this Agreement.

(6) Any arbitration between you and Fox Studio Lot will be conducted by the Judicial Arbitration and Mediation Services, Inc. (“JAMS”), pursuant to the JAMS Streamlined Arbitration Rules & Procedures effective June 1, 2021 (the “JAMS Rules”), as modified by this agreement to arbitrate, and to the extent you are a consumer by the Consumer Arbitration Minimum Standards. The arbitration shall be conducted by a single, neutral arbitrator, and if you and Fox Studio Lot cannot agree on who that single arbitrator will be, the arbitrator will be appointed pursuant to the JAMS Rules, with the participation and involvement of Fox Studio Lot and you pursuant to JAMS Rule 12. The JAMS Rules are available on its website at http://www.jamsadr.com/rules-streamlined-arbitration/. The Consumer Arbitration Minimum Standards are available at https://www.jamsadr.com/consumer-minimum-standards/. The arbitrator is bound by the terms of this Agreement.

(7) If either you or Fox Studio Lot wants to arbitrate a claim, you or Fox Studio Lot must first send by mail to the other a written Notice of Dispute (“Notice”) that sets forth the name, address, and contact information of the party giving notice, the specific facts giving rise to the Dispute, the Fox Studio Lot Service to which the Notice relates, and the relief requested. Your Notice to the Fox Studio Lot must be sent by mail to: Arbitration Notice of Dispute, 2121 Avenue of the Stars, 12th Floor, Los Angeles, California 90067. The Fox Studio Lot will send any Notice to you at the contact information we have for you (including agent for service of process appointed by you) or that you provide. It is the sender’s responsibility to ensure that the recipient receives the Notice. During the first 45 days after you or we send a Notice to the other, you and we may try to reach a settlement of the Dispute.

(8) If you and we do not resolve the Dispute within 45 days, either you or we may initiate arbitration in accordance with the JAMS Rules. Further instructions on submitting a Demand for Arbitration may be found at https://www.jamsadr.com/submit/. In addition to filing this Demand for Arbitration with JAMS in accordance with its rules and procedures, you must send a copy of this completed Demand for Arbitration to the Fox Studio Lot at the address listed above to which you sent your Notice of Dispute.

(9) You and the Fox Studio Lot acknowledge and agree to abide by the following rules for arbitration:

(a) YOU AND COMPANY 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 ; (though JAMS may coordinate any mass arbitrations in accordance with its current practices as appropriate); (b) to the extent you are a consumer the Fox Studio Lot will pay arbitration costs as required by the JAMS Consumer Arbitration Minimum Standards and consistent with paragraph 10 below; (c) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law and the terms of this Agreement; and (d) each side pays his, her or its own attorneys' fees, except as otherwise provided in paragraph 12 below.

(10) If you wish to commence an arbitration against Fox Studio Lot and the dispute is not governed by the Consumer Arbitration Minimum Standards, you and the Fox Studio Lot acknowledge and agree to abide by the following:

 

- Fox Studio Lot and you agree that, if the claims to be arbitrated total less than $100,000 as measured by the reasonable, maximum recovery, exclusive of attorney’s fees, costs, and punitive damages, if any, the claim ordinarily should be decided on written submissions only, without a telephonic or in-person hearing.

 

- Neither You or Fox Studio Lot will request a hearing for any claims totaling less than   $100,000. This provision shall not be construed by the arbitrator to deprive you of any rights you may have to a telephonic or in-person hearing in your hometown area pursuant to the JAMS Rules.

(11) Regardless of how the arbitration proceeds, each of you and Fox Studio Lot shall cooperate in good faith in the exchange of non-privileged documents and information as necessary in accordance with the JAMS Rules, and the arbitrator shall issue a reasoned written decision sufficient to explain his or her findings and conclusions.

(12) Each of you and Fox Studio Lot may incur attorneys’ fees during the arbitration. In addition to whatever rights you may have to recover your attorneys’ fees under applicable law, if you prevail in the arbitration, and if Fox Studio Lot failed to make a settlement offer to you before the arbitration or the amount you win is at least 25% greater than Fox Studio Lot’s highest settlement offer, then Fox Studio Lot will pay your reasonable attorneys’ fees in addition to the amount the arbitrator awarded. If Fox Studio Lot wins the arbitration, you will be responsible for your own attorneys’ fees. In addition, if the arbitrator, at the request of the winning party, finds that the losing party brought a claim or asserted a defense frivolously or for an improper purpose, then regardless of the amount in dispute, the arbitrator must order the losing party to pay both sides’ arbitration fees and may order the losing party to pay the winning party’s reasonable attorneys’ fees, unless such an award of fees is prohibited by applicable law.

(13) 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 not allowed under this Agreement. The arbitrator also may not order Fox Studio Lot to pay any monies to or take any actions with respect to persons other than you, unless Fox Studio Lot explicitly consents in advance, after an arbitrator is selected, to permit the arbitrator to enter such an order. Further, unless Fox Studio Lot expressly agrees, the arbitrator may not consolidate other persons’ claims with yours, and may not otherwise preside over any form of a representative, multi-claimant or class proceeding.

(14) You and Fox Studio Lot 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 Fox Studio Lot agree that an order confirming 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.

(15) With the exception of subpart (a) in paragraph (9) (i.e., the waiver of the ability to proceed on behalf of multiple claimants or a purported class), if any part of this Arbitration Agreement is deemed invalid, unenforceable, or illegal, then the balance of this Arbitration Agreement 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, subpart (a) in paragraph (9) is found invalid, unenforceable or illegal, then the entirety of this Arbitration Agreement shall be null and void, but the rest of this Agreement, including the provisions governing where actions against Fox Studio Lot must be pursued, the choice of governing law, and our mutual waiver of the right to a trial by jury, will remain in effect and apply to any claim that, for this or any other reason, proceeds in court rather than in arbitration.

 

Governing Law

The 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 an arbitration process in accordance with the Arbitration Agreement contained above, you and Fox Studio Lot agree to submit to the exclusive jurisdiction of the courts located in New York, New York to resolve any Dispute arising out of the Agreement or the Fox Studio Lot 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.

YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE COMPANY SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION ACCRUES. AFTER SUCH PERIOD, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

 

Indemnity

You agree to indemnify and hold Fox Studio Lot, its Fox Studio Lot Affiliates, licensors and assignors, 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 Fox Studio Lot Services (including, without, limitation, any use of your account, whether or not authorized by you), your breach of this Agreement, your violation of any rights of another or any Content that you Transmit through the Fox Studio Lot Services.

 

Unsolicited Submissions

Fox Studio Lot does not knowingly accept, via the Fox Studio Lot 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. Fox Studio Lot requests that you do not make any unsolicited submissions. Any similarity between an unsolicited submission and any elements in any Fox Studio Lot or Affiliated Company creative work including, without limitation, a film, series, story, title or concept would be purely coincidental. If you do send any submissions to Fox Studio Lot via the Fox Studio Lot 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 Fox Studio Lot; (ii) any such unsolicited submissions and copyright become the property of and will be owned by Fox Studio Lot (and are not User Content licensed by you to Fox Studio Lot 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 Fox Studio Lot sees fit; (iii) you are not entitled to any compensation, credit or notice whatsoever in connection with such submissions; and (iv) by sending an unsolicited submission you waive the right to make any claim against Fox Studio Lot or Fox Studio Lot Affiliates relating to any unsolicited submissions by you, including, without limitation, unfair competition, breach of implied contract or breach of confidentiality.

 

Other

The failure of Fox Studio Lot 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.

You agree that any notices the Fox Studio Lot may be required by Applicable Law to send to you will be effective upon Fox Studio Lot’s sending an e-mail message to the e-mail address you have on file with Fox Studio Lot or publishing such notices on the informational page(s) of the Fox Studio Lot Services.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Fox Studio Lot as a result of this Agreement or your use of the Fox Studio Lot 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.

Nothing contained in this Agreement limits Fox Studio Lot’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Fox Studio Lot Services or information provided to or gathered by us in connection with such use.

 

Please contact the Site Administrator with any questions regarding this Agreement by visiting help.fox.com, clicking on “Privacy, Terms of Use and Copyright” and submitting a ticket with “Questions about Terms of Use” as the subject line and your full name, email address, and specific Fox Studio Lot Service your question pertains to in the body of the request.

 

I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.

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