These Terms of Service (“Terms”) are between you and Halogen Networks, LLC (“Halogen” or “us”). These terms govern your access to and use of Halogen’s services and products, including without limitation, any Halogen mobile applications (“Apps”), channels, and websites (collectively referred to as the “Services”) and any content or information, including without limitation, videos, live videos, information, text, graphics, photos, sounds, music, audiovisual materials, comments, or other materials, uploaded, downloaded or appearing on or through use of the Services (collectively referred to as “Content”). Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms. By installing, accessing or using the Services, you agree to be bound by these Terms.

IF YOU DO NOT AGREE TO ALL OF THE TERMS IN THIS AGREEMENT, DO NOT INSTALL, ACCESS OR USE THE SERVICES.

Confidentiality Feedback

You agree to provide, in a timely manner, reasonable feedback to Halogen with respect to the Services. Such feedback may be used by Halogen to improve the Services and to assist in completing the beta test phase. All feedback provided by you, including without limitation, feedback related to the Services is and will be owned by Halogen. Use of the Services during the beta test phase is strictly confidential and you agree not to disclose to others or use for your own benefit or the benefit of others any information or feedback relating to the Services, except as expressly allowed in writing by Halogen. In addition, you agree to assign and do hereby assign all worldwide right, title, and interest in all intellectual property relating to the Services and any feedback submitted or to be submitted by you to Halogen.

Use of Services

You are responsible for your use of the Services, for any Content you post to or with the use of the Services, and for any consequences thereof. The Content you submit, post, or display will be able to be viewed by other users of the Services and through third party services and websites. You should only provide Content that you are comfortable sharing with others under these Terms.

You may use the Services only if:

  1. you are 18 years of age or older and have the legal ability to be bound by these Terms and are not a person barred from receiving services or goods under the laws of the United States or other applicable jurisdiction; or
  2. you are under 18 years of age, but above 13 years of age and your parent or legal guardian.

Having the legal authority to enter into these Terms and having met the eligibility requirement provided under (i) above, has consented to your use of the Services and has read and fully accepted these Terms on your behalf. If you are under 13 years of age, then you are not permitted to use the Services whatsoever.

If you are accepting these Terms and using the Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations

The Services are always evolving and the form and nature of the Services may change from time to time without prior notice to you.

In addition, Halogen may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or users generally and may not be able to provide you with prior notice.

We also retain the right to create limits on use and storage at our sole discretion at any time without prior notice to you.

The Services may include advertisements, which may be targeted to the Content or information on the Services, queries made through the Services, or other information.

The types and extent of advertising by Halogen on the Services are subject to change. In consideration for Halogen granting you access to and use of the Services, you agree that Halogen and its subsidiary, third-party providers, and partners may place such advertising on the Services or in connection with the display of Content or information from the Services whether submitted by you or others.

Privacy

Any information that you provide to Halogen (including information you provide with connecting the Services to a social networking service account (“SNS Account”)) is subject to our Privacy Policy, which governs our collection and use of your information. You understand that through your use of the Services you consent to the collection and use (as outlined in the Privacy Policy) of this information, including the transfer of this information to the United States and/or other countries for storage, processing and use by Halogen. As part of providing you the Services, we may need to provide you with certain communications, such as service announcements and administrative messages. These communications are considered part of the Services and your account, which you may not be able to opt-out from receiving.

Access Credentials

When choosing a username, you may not choose a username that is used by someone else, that is vulgar, distasteful, inappropriate for public use, or otherwise offensive (as determined by us in our sole discretion), that infringes any trademark or other proprietary rights of others, that impersonates someone else, or that violates these Terms.

Halogen may reject, alter, or change your username or require that you change any username, password, or other account information that you may provide.

You are responsible for safeguarding the password or credentials that you use to access the Services and for any activities or actions under your account.

We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account and with any other accounts that you may connect to your Halogen account (such as an SNS Account or your email). Halogen is not liable for any loss or damage arising from your use of the Services.

You may be permitted to register for and log onto the Services via certain third-party social networks. If you log in via such social networks, you consent that the profile information connected to the account you use to log onto the Services, including your name, may be used by us to support your account.

You also acknowledge and agree that, unless you disable or decline the feature, we may publish information regarding your use of the Services to and in connection with any such third-party social network with which you log in.

Content on the Services

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may, but are not required to monitor or control the Content posted via the Services and we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk.

We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, objectionable, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will Halogen be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.

We may offer you the opportunity to invite your friends or contacts to view your streams or otherwise enjoy the Services. If you choose to invite one or more of your friends or contacts using text messaging (SMS), we may suggest content for the message. You may be able to edit that suggested content, and if you choose to send text message invitations, those messages will be sent from the native SMS application on your device. If you do choose to send such invitations, you represent to Halogen that the recipients of such invitations have consented to receive such messages from you, and that those recipients do not consider such messages unwanted or unsolicited.

Your Rights

You retain your rights to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, irrevocable, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, store, display and distribute such Content in any and all media or distribution methods (now known or later developed). You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit, post, display, transmit or otherwise make available in connection with the Services.

You agree that this license includes the right for Halogen to provide, promote, and improve the Services and to make Content submitted to or through the Services available to other companies, organizations or individuals who partner with Halogen for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to our terms and conditions for such Content use.

Such additional uses by Halogen, or other companies, organizations or individuals who partner with Halogen, may be made with no compensation paid to you concerning the Content that you submit, post, display, transmit or otherwise make available through the Services.

We may modify or adapt your Content in order to transmit, display or distribute it over computer and telecommunications networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.

You are responsible for your use of the Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and our third party partners. You understand that your Content may be syndicated, broadcast, distributed, or published by our partners and if you do not have the right to submit Content for such use, it may subject you to liability. Halogen will not be responsible or liable for any use of your Content by Halogen in accordance with these Terms.

You also represent and warrant that neither your Content, nor your use and provision of your Content to be made available through the Services, nor any use of your Content by Halogen on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Your License to Use the Services

Subject to your compliance with these Terms, Halogen grants you a limited, personal, non-exclusive, non-transferable, revocable license to access and view the Content posted by other users via the Services solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes.

Halogen gives you a limited, personal, non-exclusive, non-transferable, revocable license to use the software that is provided to you by Halogen as part of the Services in accordance with these Terms. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Halogen, in the manner permitted by these Terms.

Halogen does not transfer either the title or the intellectual property rights to the software provided, and Halogen retains complete title to the software as well as all intellectual property and proprietary rights therein.

You may not sell, lease, lend, redistribute, modify, copy, or reproduce Halogen’s software or any part thereof, nor may you decompile, reverse engineer, disassemble, tamper with, attempt to extract source code, or otherwise convert the software, or any part thereof. This license granted to you by Halogen is revocable, non-exclusive, non-assignable, and conditioned upon your agreement to and full compliance with these Terms.

Also Halogen may discontinue some or all of the software that it provides and may terminate your right to use any such software at any time and in such event may modify it to make it inoperable. Halogen may offer updates to the software, from time to time, for feature enhancement, security, or other purposes. Halogen will not automatically update the software unless you authorize us to do so.

Halogen Rights

All rights, titles, and interests in and to the Services (excluding Content provided by users) are and will remain the exclusive property of Halogen and its licensors. The Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. Halogen reserves all rights not expressly granted in these Terms.

You acknowledge and agree that any feedback, comments, or suggestions you may provide regarding Halogen, or the Services is entirely voluntary and we will be free to use such feedback, comments, or suggestions as we see fit and without any obligation to you. You agree to assign and do hereby assign all worldwide rights, titles, and interests in all intellectual property relating to any feedback submitted by you to Halogen.

Your use of the Services does not confer any title or ownership interest in the Services, any information and content that you access on or through the Services, or any intellectual property rights and proprietary rights in any of them. Any such use should not be construed as a sale of any rights to the Services.

Nothing contained in the Services should be understood as granting you a license to use any of the trademarks, service marks, or logos owned by Halogen or any licensor of Halogen. Halogen reserves its right to enforce its rights to the fullest extent of the law in the event of any violation of these Terms. The Services may contain certain licensed information and content, and Halogen’s licensors may protect their rights in the event of any violation of these Terms.

Restrictions on Content and Use of the Services

We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services, to suspend or terminate users, and to reclaim usernames without liability to you.

You may not post Content that (i) impersonates another person or entity in a manner that does or is intended to mislead, confuse, or deceive others; (ii) violates the rights of a third party, including without limitation, copyright, trademark, privacy, and publicity rights; (iii) promotes discrimination, hatred or harm against any individual or group; (iv) is a direct and specific threat of violence to others; (v) is defamatory, obscene or pornographic; (vi) is in furtherance of illegal activities; or (vii) is harassing, abusive, or constitutes spam.

In addition to the above-mentioned restrictions, you must comply with the Halogen Community Guidelines.

We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of Halogen, its users and the public.

You may not do any of the following while accessing or using the Services:

  1. Access, tamper with, or use non-public areas of the Services, Halogen’s computer systems, or the technical delivery systems of Halogen’s providers;
  2. Probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
  3. Access or search or attempt to access or search the Services by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by Halogen (and only pursuant to those terms and conditions);
  4. Forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered deceptive or false source-identifying information;
  5. Interfere with, or disrupt, (or attempt to do so), the access of any user, host, or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Services, or scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Services;
  6. Use, display, mirror, or frame the Services or any individual element within the Services, Halogen’s name, any Halogen trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page;
  7. Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Halogen or any of Halogen’s providers or any other third party (including another user) to protect the Services or Content;
  8. Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, data mining tools, or the like) other than the software and/or search agents provided by Halogen or other generally available third-party web browsers;
  9. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters, or other forms of solicitation;
  10. Use any meta tags or other hidden text or metadata utilizing a Halogen trademark, logo URL or product name;
  11. Use the Services or Content, or any portion thereof, for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms;
  12. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content;
  13. Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
  14. Violate any applicable law or regulation; or (xiiii) encourage or enable any other individual to do any of the foregoing.

Copyright Policy

Halogen respects the intellectual property rights of others and expects users of the Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) 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; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) 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 copyright owner.

We reserve the right to remove Content alleged to be infringing without prior notice and at our sole discretion. In appropriate circumstances, Halogen will also terminate a user’s account if the user is determined to be a repeat infringer. Our designated copyright agent for notice of alleged copyright infringement appearing on Halogen services is:

Copyright Agent – Halogen
807 W. Morse Blvd. Suite 101 Winter Park, FL 32789
Email: [email protected]

Financial Transactions

You may have an account without paying to participate in certain features or services of the Services. However, we may charge subscription or other fees to access certain Services or offer premium content and products for you to purchase via the Services.

You acknowledge and agree that we are authorized, but not required, to act on payment instructions received from anyone using your account. If you are eligible to make a purchase, you authorize us to (i) initiate debits or charges against your financial account or credit or debit card periodically for the amount then due for purchases made; and (ii) initiate any other debits or charges authorized by you or anyone using the account registered to you. All payments must be made via payment methods made available by us. Transactions in currencies other than U.S. Dollars will be converted into U.S. dollars for each day of sales based upon the day’s final exchange rate as reasonably calculated by us.

You acknowledge that transactions may be facilitated by a third-party payment processor (the “Processor”), and agree that we may share your information, including information about your financial accounts, with the Processor for this purpose. You acknowledge that we are not responsible for the information collection, usage, and disclosure practices of any Processor.

Content purchases and subscriptions, like videos and streams, are limited revocable licenses, for personal use only, to either (i) stream content for a limited time, (ii) download or stream for an indefinite period of time, or (iii) subscribe to content in a series for a recurring fee and either download or stream the content during the subscription period. All users must comply with these Terms as part of any such licenses.

You are solely responsible for all charges, fees, duties, taxes, and assessments arising out of any use of your account by you or anyone else using your account. If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of your password or information about your financial accounts), notify us of the problem to avoid possible liability for any unauthorized charges to your account. It is your responsibility to notify us if your credit or debit card has changed or has expired and to make appropriate changes or your service may be disconnected or interrupted.

Termination

The Terms will continue to apply until terminated by either you or Halogen as follows.

You may end your legal agreement with Halogen at any time for any reason by deactivating your accounts and discontinuing your use of the Services. In order to deactivate your account, please contact us at [email protected].

We may suspend or terminate your accounts or cease providing you with all or part of the Services at any time for any reason, including, but not limited to, if we reasonably believe: (i) you have violated these Terms, (ii) you create risk or possible legal exposure for us; or (iii) our provision of the Services to you is no longer commercially viable. We will make reasonable efforts to notify you through the Services, or the next time you attempt to access your account, or by an email address you have provided us (if applicable).

Upon termination of the Terms your license to use the Services and any provided software shall immediately terminate. Any sections intended to survive termination shall survive, including without limitation, Sections to apply: 4, 5, 7, 8, 9, 10, 11, 12, 13, 14 and 15.

Nothing in this section shall affect the rights of Halogen to change, limit or stop the provision of the Services without prior notice, as provided above in section 1.

Indemnification

You will indemnify and hold harmless Halogen and its officers, directors, employees, and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable attorneys’ fees and costs, arising out of or in any way connected with (i) your access to or use of the Services or Content, (ii) your Content, (iii) infringement of any intellectual property or other right of another involving your use of the Services; or (iv) your violation of these Terms.

Disclaimers And Limitations Of Liability

Please read this section carefully since it limits the liability of Halogen and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “Halogen Entities”).

Each of the subsections below only applies up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.

The Services Are Provided “AS-IS”

Your access to and use of the Services or any Content is at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis.

Without limiting the foregoing, HALOGEN ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Halogen Entities make no warranty and disclaim all responsibility and liability for:

  1. the completeness, accuracy, availability, timeliness, security, or reliability of the Services or any Content;
  2. any harm to your computer system or electronic device, loss of data, or other harm that results from your access to or use of the Services, or any Content;
  3. the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services;
  4. whether the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis.

No advice or information, whether oral or written, obtained from Halogen Entities or through the Services, will create any warranty not expressly made herein.

Links

The Services may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Halogen Entities of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE HALOGEN ENTITIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM

  1. YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES;
  2. ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES;
  3. ANY CONTENT OBTAINED FROM THE SERVICES; OR
  4. UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE HALOGEN ENTITIES EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNT YOU PAID TO HALOGEN, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.

THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT THE HALOGEN ENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

Arbitration

This section is deemed to be a written agreement to arbitrate pursuant to the Federal Arbitration Act, and we and you intend that this section satisfies the writing requirement of the Federal Arbitration Act. We believe that arbitration is a faster, more convenient, and less expensive way to resolve any disputes or disagreements that you may have with us.

Therefore, according to these Terms, if you have any dispute or disagreement with us regarding

  1. your use of the Services.
  2. any Content you may provide concerning the Services, or that we may gather in connection with such use.

You will not have the right to pursue a claim in court or have a jury decide the claim and you will not have the right to bring or participate in any class action or similar proceeding in court or arbitration.

By using the Services, you agree to binding arbitration as provided below.

We will make every reasonable effort to informally resolve any complaints, disputes, or disagreements that you may have with us. If those efforts fail, you agree that any complaint, dispute, or disagreement you may have against us, and any claim that we may have against you, arising out of, relating to, or connected in any way with these Terms or our Privacy Policy shall be resolved exclusively by final and binding arbitration (“Arbitration”) administered by JAMS or its successor (“JAMS”) and conducted in accordance with the JAMS Streamlined Arbitration Rules And Procedures in effect at the time the Arbitration is initiated or, if the amount in controversy exceeds $100,000, following the JAMS Comprehensive Arbitration Rules And Procedures then in effect (respectively, the “Applicable Rules”).

The Applicable Rules

The Applicable Rules can be found at www.jamsadr.com. If JAMS is no longer in existence, the Arbitration shall be administered by the American Arbitration Association or its successor (the “AAA”) instead, and conducted in accordance with the AAA Commercial Arbitration Rules in effect at that time (which shall be the “Applicable Rules” in such circumstances).

If JAMS (or, if applicable, AAA) at the time the arbitration is filed has Minimum Standards of Procedural Fairness for Consumer Arbitrations in effect which would be applicable to the matter in dispute, we agree to provide the benefit of such Minimum Standards to you to the extent they are more favorable than the comparable arbitration provisions set forth in this section, provided, however, that in no event may such Minimum Standards contravene or restrict the application of subpart (e) or (g) below.

Furthermore, this section shall not prevent any party from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. You further agree that:

Single Arbitrator

The Arbitration shall be conducted before a single arbitrator selected in accordance with the Applicable Rules or by mutual agreement between you and us (the “Arbitrator”);

Arbitrator Will Interpret This Agreement

The Arbitrator, and not any federal, state or local court or agency, shall have the exclusive authority to resolve any dispute arising under or relating to the validity, interpretation, applicability, enforceability or formation of these Terms and/or these arbitration provisions, including but not limited to any claim that all or any part of these Terms is void or voidable;

Location of Arbitration

The Arbitration shall be held either: (i) at a location determined by JAMS (or, if applicable, AAA) pursuant to the Applicable Rules (provided that such location is reasonably convenient for you and does not require travel in excess of 100 miles from your home or place of business); or (ii) at such other location as may be mutually agreed upon by you and us; or (iii) at your election, if the only claims in the arbitration are asserted by you and are for less than $10,000 in aggregate, by telephone or by written submission.

Governing Law

The Arbitrator (i) shall apply internal laws of the State of Florida consistent with the Federal Arbitration Act and applicable statutes of limitations, or, to the extent (if any) that federal law prevails, shall apply the law of the U.S., irrespective of any conflict of law principles; (ii) shall entertain any motion to dismiss, motion to strike, motion for judgment on the pleadings, motion for complete or partial summary judgment, motion for summary adjudication, or any other dispositive motion consistent with Florida or federal rules of procedure, as applicable; (iii) shall honor claims of privilege recognized at law; and (iv) shall have authority to award any form of legal or equitable relief;

No Class Relief

The Arbitration can resolve only your and/or our individual claims, and the Arbitrator shall have no authority to entertain or arbitrate any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated;

Written Award

The Arbitrator shall issue a written award supported by a statement of decision setting forth the Arbitrator’s complete determination of the dispute and the factual findings and legal conclusions relevant to it (an “Award”). Judgment upon the Award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets;

Interpretation and Enforcement of Arbitration Clause

Except for subpart (e) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Applicable Rules.

Then the balance of this arbitration provision shall remain in effect and shall be construed following its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, subpart (e) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor us shall be entitled to arbitrate a dispute, and must instead bring any claims in a court of competent jurisdiction.

Modification of Arbitration Clause With Notice

We may modify these arbitration provisions, but such modifications shall only become effective thirty (30) days after we have given notice of such modifications and only on a prospective basis for claims arising from your use of or interaction with the Services, or any Content you may provide in connection with the Services or that we may gather in connection with such use or interaction occurring after the effective date of such notification.

Small Claims Matters are Excluded

No Class Relief or Joinder of Claims. Notwithstanding the foregoing arbitration provisions, at your option, you may bring any claim you have against us in your local small claims court within the U.S., if your claim is within such court’s jurisdictional limit; provided that such court does not have the authority to entertain any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated in such proceeding.

General Terms

Waiver and Severability. The failure of Halogen to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.

Except as expressly outlined in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Halogen’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null.

Halogen team may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

Any notices or other communications provided by Halogen under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Entire Agreement

These Terms, the Halogen Community Guidelines, and Halogen Privacy Policy are the entire and exclusive agreement between Halogen and you regarding the Services (excluding any services for which you have a separate agreement with Halogen that is explicitly in addition or in place of these Terms), and these Terms supersede and replace any prior agreements between Halogen and you regarding the Services and Content.

Contact Information

We may revise these Terms from time to time, and the most current version will always be at https://halogen.tv/terms-of-service. If the revision, in our sole discretion, is material we will notify you via email to the email associated with your account or through the Services.

If you do not wish to be bound by any such revisions to the Terms, you must end these Terms with us as set forth in Section 11 above. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.

If you have any questions about these Terms, please contact us [email protected].