PLEASE READ THESE TERMS OF DRM SERVICE (THE “TERMS”) CAREFULLY. BY ACCESSING ANY PAGE OF THE DIGITAL RIGHTS MANAGEMENT (“DRM”) WEBSITE/WEB PLATFORM, MOBILE APPLICATION, APPLICATION PROGRAMMING INTERFACE (“API”) OR ANY OTHER DRM SERVICE PROVIDED BY METAVERSE RIGHTS, INC. (TOGETHER, THE "DRM SERVICE”) YOU AGREE TO BE BOUND BY THESE TERMS AND ALL OTHER PROVISIONS INCORPORATED BY REFERENCE.
IF YOU RESIDE IN THE UNITED STATES, PLEASE NOTE: SECTION 7.9 OF THESE TERMS OF DRM SERVICE CONTAINS AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. IT AFFECTS HOW DISPUTES WITH US ARE RESOLVED. BY ACCEPTING THESE TERMS OF DRM SERVICE, YOU AGREE TO BE BOUND BY THIS ARBITRATION PROVISION. PLEASE READ IT CAREFULLY. IF YOU DO NOT WISH TO BE SUBJECT TO ARBITRATION, YOU MAY OPT OUT BY FOLLOWING THE INSTRUCTIONS PROVIDED IN THE ARBITRATION PROVISION BELOW.
ATTENTION PROPERTY OWNERS: THESE TERMS ARE NOT INTENDED TO NOR SHALL THEY BE DEEMED TO REQUIRE EXCLUSIVE USE OF THE DRM SERVICE WITH RESPECT TO YOUR PROPERTIES. YOU MAY DELIST YOUR PROPERTIES FROM THE DRM SERVICE AT ANY TIME FOR ANY REASON.
(i) Property Owners or Representatives. By accepting these Terms, you hereby agree to use the DRM Service, including and especially the DRM Platform, for the express and sole purpose of listing your physical real estate assets (“Property” or “Properties”) in order to facilitate commercial transactions with brands and advertisers that may want to enter into a commercial agreement with You with respect to purchasing digital metaverse advertising space on your Properties. Any use of the DRM Service that is not directly related to the facilitation of commercial agreements or monetization of the digital advertising/metaverse rights of your Properties is expressly prohibited. Additionally, by accepting these Terms You further warrant and represent that you either own the Properties that you are listing on the DRM Platform or that you are the authorized representative of the Property owner with the requisite authority to list their Properties and enter into commercial transactions on their behalf. For purposes of these Terms, any user of the DRM Service who either owns Property or is the representative of an owner of a Property shall be hereinafter referred to as a “Property Owner.”
(ii) Brands and Advertisers. By accepting these Terms, you hereby agree to use the DRM Service, including and especially the DRM Platform, for the express and sole purpose of searching, browsing, and connecting with Properties in order to purchase digital advertising rights or the right to display digital media in association with the Properties within metaverse environments, which include without limitation: virtual reality experiences, augmented reality experiences, two-dimensional (“2-D”) experiences, etc.
(i) use the DRM Service or DRM Content except as expressly permitted by these Terms;
(ii) reproduce, duplicate, copy, store, sell, resell, rent, lease, distribute, perform, display, modify or make derivative uses of the DRM Service or DRM Content, in whole or in part, except as expressly allowed by these Terms;
(iii) use any manual or automated data mining, scraping, crawling, spiders, robots or similar data gathering or extraction methods on any webpage, screen or other content contained in, generated by or relating to the DRM Service;
(iv) introduce or transmit any worms, viruses, malware or any code of a destructive nature onto or via the DRM Service;
(v) conduct any activity using the DRM Service or DRM Content that is illegal or in violation of any applicable laws and regulations, including, without limitation, all national, state, local and other laws and regulations relating to copyright, privacy, gaming and spamming;
(vi) systematically retrieve data or other content from the DRM Service to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, scraping, spiders, or otherwise;
(vii) access, tamper with, or use non-public areas of the DRM Service, DRM’s computer systems, or the technical delivery systems of the DRM Service or any third-party provider system;
(viii) circumventing or attempting to circumvent DRM or its affiliates by entering into or attempting to enter into transactions with users that you connect with as a result of your use of the DRM Service for the purposes of avoiding any fees associated with your use of the DRM Service.
(ix) attempt to probe, scan, or test the vulnerability or performance of any DRM computer system or network or breach any security or authentication measures;
(x) avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by DRM or any of DRM’s providers or any other third party (including another user) to protect the DRM Service or DRM Content;
(xi) attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the DRM Service or DRM Content; or
(xii) advocate, encourage, or assist any third party in doing any of the foregoing.
(xiiii) commercialize or attempt to commercialize the DRM Content in any way, shape, or form without the express written consent of DRM.
(xiv) use DRM Content in any way that DRM may determine in its sole discretion reflects negatively on DRM or that DRM deems to be unacceptable.
(xv) ingest DRM content to train or to be incorporated into any form of artificial intelligence model, program, product, or tool (“AI Uses”) regardless of whether such AI Uses are commercial or non-commercial in nature without properly attributing DRM as the source of the original content in accordance with the terms of this Agreement.
The DRM Service is intended solely for persons who are (i) 18 or older, or (ii) 13 and older if either (a) an emancipated minor, or (b) he/she possess legal parental or guardian consent. All users must be willing and able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms. In any case, you affirm that you are over the age of 13, as the DRM Service is not intended for children under 13. If you are under 13 years of age, then please do not use the DRM Service.
By registering for a User Account, or by clicking to accept these Terms, you are deemed to have executed these Terms electronically, effective on the date you register your Account, pursuant to the U.S. Electronic Signatures in Global and National Commerce Act (the E-Sign Act) (15 U.S.C. § 7001, et seq.). Your creating of a User Account constitutes an acknowledgement that you are able to electronically receive, download, and print these Terms, and any amendments.
You must be a real person to consent to these Terms. Accounts registered by “bots” or other automated methods are not permitted. You must provide a valid email address and other information requested in order to complete the registration process. If the username You selected is that of a brand or publicly known name and likeness, and You do not have permission to operate under this username or if using this username may mislead or confuse others with regard to its brand, likeness or business affiliation, DRM may, at its discretion, revoke that username and may award it to the brand or publicly known name and likeness in question. If You provide personal identifiable information, such information is collected and managed under DRM’s Privacy Policy. You are responsible for maintaining the security of Your account and password.
The DRM Service allows You to post pictures, descriptions, and other content including non-public information regarding Properties or brands/advertisers (“Your Content”) for the express purpose of licensing Properties for the placement of digital media. You may not submit or post any content that: (i) is threatening, libelous, defamatory, or obscene; (ii) would constitute, or that encourages conduct that would constitute, a criminal offense, give rise to civil liability, or otherwise violate law; (iii) infringes the intellectual property, privacy, or other rights of any other person or entity; (iv) contains a computer virus or other destructive element; (v) contains advertising; or (vi) if fictitious, fraudulent, or constitutes or contains false or misleading statements. DRM in its sole discretion may refuse to post and remove any of Your Content from the Site, in whole or in part, for any reason.
When You either list a Property for the purposes of soliciting or inviting proposals for commercial relationships from brands/advertisers and/or if you are a brand or advertiser, (a “Listing”), you agree that each Listing will be: factually accurate, non-misleading, compliant with these Terms as well as the listing standards and guidelines that DRM may adopt from time to time. You further agree that in the event a commercial transaction (a “Transaction” or “Transactions”) is consummated as a result of your use of the DRM Service, you agree to remit five percent (5%) of all gross revenue from such Transaction or Transactions to DRM (the “Platform Fee”).
You acknowledge and accept that the Platform Fee shall be payable to DRM for the duration the commercial relationship with the counterparty introduced through the use of the DRM Service (specifically the DRM Platform) and shall survive termination or expiration of these Terms. If DRM identifies or suspects an attempt to avoid payment of the Platform Fee, you authorize DRM to charge or debit the payment method on file in an amount equal to the Platform Fee for the applicable Transactions.
By publishing a Listing (or Listings) of your Properties you acknowledge and accept that those Properties will remain visible on the DRM Service if and until you elect to remove them or provide DRM with notice of your desire to have such Listings removed. If any of the Properties you own or represent experience a change in ownership after such Properties have been publicly listed on or to the DRM Service, you agree to notify DRM within fifteen (15) days of receiving notice of the impending change in ownership of those Properties such that DRM can take the necessary and appropriate actions.
By using the DRM Service, you authorize DRM to verify the authenticity and accuracy of any documents or information you provide, including but not limited to ownership records, insurance documentation, financial information, or government-issued records.
DRM may contact banks, insurers, government agencies, title companies, and similar institutions as part of the verification process to validate your identity, ownership status, or eligibility to use the Service.
DRM may at any time to modify, enhance or discontinue, temporarily or permanently, the DRM Service (or any part thereof). Your use of any new DRM Service features and resources are subject to these Terms. DRM reserves the right to change or modify these Terms from time to time. Any change or modification will be effective upon posting on this site and by email notification. You are advised to review these Terms periodically to ensure compliance with the most recent terms. Your continued use of the DRM Service following the posting of any change or modification of the Terms will constitute Your acceptance of such change or modification. If You do not agree to any modified or revised Terms, You must immediately deactivate your account and cease using the DRM Service.
You will indemnify, defend and hold DRM harmless from and against any claim, demand, suit or proceeding made or brought against DRM by a third party arising out of (i) Your use of the DRM Service or DRM Content in violation of these Terms, and (ii) any claim that Your unauthorized use of the DRM Service or DRM Content, or any of Your Content, infringes or misappropriates the intellectual property or proprietary rights of a third party or violates any law, rule or regulation. You will indemnify DRM from and against any related damages, losses, liabilities, expenses, attorney fees and costs.
You understand that the DRM Service gathers, organizes and presents content, results, data, text, charts, graphics, interactive features, messages, commentary, derived insights and other information based on available information and data provided by third parties or contributed by DRM Service users (together, “Third Party Content”). DRM may not pre-screen Third Party Content presented or available through the DRM Service. DRM has the right in its sole discretion to limit, restrict or remove any Third Party Content from the DRM Service. DRM makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of any Third Party Content. DRM does not represent or warrant the accuracy of any Third Party Content, undertakes no responsibility to update or review any Third Party Content, and makes no guarantee as to the accuracy, timeliness or completeness of any Third Party Content. Providing Third Party Content or attribution to the source of any Third Party Content does not imply affiliation, endorsement or adoption by DRM of the Third Party Content or Third Party Content provider. In the event that a Third Party Content provider requires DRM to remove or discontinue use of any Third Party Content, DRM may in turn direct You to cease using such Third Party Content and expunge it from the DRM Service (including from Your system, if applicable). You agree to comply promptly with any such direction.
Third party applications or DRM Services (“Third Party Apps”) may provide you access to the DRM Service or be available through or connect with the DRM Service. DRM does not warrant, and is not responsible for the legality, quality, accuracy, integrity, fitness, reliability, or availability of any such Third Party Apps. Your use of such Third Party Apps will be solely between You and such Third Party App provider and subject to the terms and conditions of the Third Party App provider. If You install or enable Third Party Apps for use with the DRM Service, or to access the DRM Service from the Third Party Apps, You acknowledge and agree that: (i) DRM may access and use Your data and basic account information from such Third Party Apps as needed to provide the DRM Services and in accordance with these Terms; (ii) You are solely responsible for ensuring that You understand and abide by the rights and obligations with any Third Party App provider; and (iii) DRM will not be responsible for any storage, handling, disclosure, modification or deletion of Your data by a Third Party App provider. If You do not want to permit the exchange of Your data or account information, or Your Content, with Third Party Apps, do not enable such Third Party Apps for use with the DRM Service.
The DRM Service may provide links to third-party websites (“Third Party Sites”) where You may obtain Third Party Content. DRM does not monitor or have any control over any Third Party Sites. DRM makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of any Third Party Sites, or Third Party Sites linking to the DRM Service. DRM provides links to Third Party Sites to You only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by DRM of any Third Party Site or any information contained therein. When You leave a DRM Site, You understand that DRM’s Terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third Party Site to which You navigate.
You will indemnify, defend and hold DRM harmless from and against any claim, demand, suit or proceeding made or brought against DRM by a third party arising out of (i) Your use of Third Party Content, Third Party Apps including data from such Third Party Apps, or Third Party Sites, and (ii) any claim that Your use of Third Party Content, Third Party Apps including data from such Third Party Apps, and Third Party Sites, infringes or misappropriates the intellectual property or proprietary rights of another party or violates any law, rule or regulation. You will indemnify DRM from and against any related damages, losses, liabilities, expenses, attorney fees and costs.
The DRM Service and DRM Content, including, without limitation, any and all logos, designs, text, graphics, pictures, animation, information, data, software, algorithms, sound files, other files, any selection and arrangement of any of the foregoing and anything else provided by the DRM Service are the proprietary property of DRM or its licensors and are protected by U.S. and international intellectual property laws. The copyrights of the look and feel of the DRM Service and DRM Content are the sole and exclusive property of DRM. You may not duplicate, copy, distribute or reuse any portion of the HTML/CSS code or visual design elements of the DRM Service or DRM Content without the prior written consent of DRM, except as expressly permitted by these Terms.
The DRM name, logos, slogans, look and feel of the DRM Service (including all page headers, custom graphics, button icons and scripts), and other brand features are the trademarks, DRM Service marks and/or trade dress of DRM (collectively, “DRM Brand Features”). Without the prior written permission from DRM, You may not: (i) copy, imitate or use, in whole or in part, any DRM Brand Feature; or (ii) use any metatags or any other “hidden text” utilizing “DRM” or any other name, trademark or product or DRM Service name of DRM. To the extent that You are allowed by the DRM Service to copy, share and embed certain DRM Content containing DRM Brand Features, You are allowed to do so provided You do not remove or obfuscate any such included DRM Brand Features. All other trademarks, product names and company names or logos mentioned by or appearing in the DRM Service are the property of their respective owners, and you agree not to remove, obscure, or modify any notices or attributions of such owners. Reference in the DRM Service to any third party products, DRM Services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise, does not constitute or imply endorsement, sponsorship or recommendation thereof by DRM.
When You upload, summit or send Your Content (which expressly includes all forms of Listings) to or through the DRM Service, directly or via any Third Party App, You hereby grant DRM a worldwide, perpetual, irrevocable, royalty-free license to use, host, store, reproduce, modify, create derivative works, publish, publicly perform, publicly display, repost and distribute Your Content in order to provide the DRM Service to You and others, and for all other DRM business purposes, including improving the DRM Service. With the exception of our obligations under the DMCA and other applicable state and federal law, DRM shall have no obligation to pursue potential infringers of Your Content or intellectual property. DRM may (but shall not be required to) alert you to potential infringement of Your Content or intellectual property on a case-by-case basis.
In accordance with the United States Digital Millennium Copyright Act, if You or anyone else (“Notice Giver”) accessing or using the DRM Service believes that any material on the DRM Service violates Notice Giver’s intellectual property rights, Notice Giver should promptly send a written notice to DRM’s Copyright Agent (identified below) containing 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 DRM to locate the material; (iv) the Notice Giver’s contact information, including address, telephone number, and an email address; (v) a statement that the Notice Giver has 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 Notice Giver is authorized to act on behalf of the copyright owner.
Counter-Notice. If you believe that Your Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the material in your Content, you may send a counter-notice containing the following information to the Copyright Agent (i) your physical or electronic signature; (ii) 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; (iii) a statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the Content; and (iv) your name, address, telephone number, and e-mail address, and a statement that you will accept DRM Service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by the Copyright Agent, DRM 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 copyright owner files an action seeking a court order against the Content provider, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at DRM’s sole discretion.
DRM Copyright Agent: copyright@drm.la
You represent that you are over the age of 18 and have the legal authority to accept and to abide by these Terms.
IF YOU CHOOSE TO USE THE DRM SERVICES, YOU DO SO AT YOUR SOLE RISK. YOU UNDERSTAND THAT THE DRM SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. DRM EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. WITHOUT LIMITING THE FOREGOING, DRM EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. DRM MAKES NO WARRANTY THAT THE DRM SERVICE WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. DRM MAKES NO WARRANTY REGARDING THE QUALITY OF THE SITE.
DRM does not represent or warrant that: (i) the DRM Service will meet Your specific requirements; (ii) the DRM Service will be uninterrupted, timely, secure, or error-free; (iii) the DRM Content, Third Party Content, or results that may be obtained from the use of the DRM Service will be accurate, timely or reliable; (iv) the quality of any products, DRM Services, information, or other material purchased or obtained by You through the DRM Service will meet Your expectations; or (v) any errors in the DRM Service will be corrected. DRM makes no representations or warranties of any kind with respect to any Third Party Content, Third Party Apps or Third Party Sites.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, DRM WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, EMOTIONAL DISTRESS OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE OR DRM SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT REFLUENCE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT DRM WILL NOT BE LIABLE FOR YOUR USE OF OR RELIANCE ON ANY CONTENT OR INFORMATION OBTAINED THROUGH THE DRM SERVICES. THE ABOVE LIMITATIONS WILL APPLY TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW.
DRM may terminate Your account and access/use of the DRM Service immediately if You breach any provision of these Terms. DRM, in its sole discretion, also has the right to suspend or terminate Your account and refuse any and all current or future use of the DRM Service, or any other DRM Service, for any reason at any time. Such termination for convenience of the DRM Service will result in the deactivation, deletion or denial of access to Your account. DRM reserves the right to refuse to provide the DRM Service to anyone for any reason at any time. You may also terminate or deactivate your account with respect to the DRM Platform at any time for any reason by simply following the listed steps on the DRM Platform or by sending an email to disable@DRM.la
NOTHING CONTAINED IN THESE TERMS IS INTENDED TO NOR SHALL IT BE CONSTRUED AS REQUIRING PROPERTY OWNERS TO LIST THEIR PROPERTIES EXCLUSIVELY WITH THE DRM SERVICE.
Upon any termination or cancellation of Your account, You will promptly (i) cease using the DRM Service; and (ii) cease using and will expunge any DRM Content and Third Party Content on Your systems obtained from the DRM Service as may be required by DRM. Upon request by DRM, You will certify in writing that You have complied with Section 5.2(ii).
The foregoing notwithstanding, DRM may retain data related to Your account, including personal information, transaction records, and communications, in accordance with applicable laws, regulations, and DRM’s internal data retention policies. Such data will be retained only for the period necessary to comply with DRM’s legal obligations, enforce rights, resolve disputes, or maintain security, and will be handled in accordance with DRM’s Privacy Policy.
The rights and obligations of the parties contained in Sections 1.2,1.6,1.7, 2.4, 3, 4, 5.2, 5.3 and 6 will survive the termination or cancellation of Your account and access to the DRM Service under these Terms.
Your use of the DRM Service and the DRM Content is for your own personal and non-commercial use only.
Without limitation, you shall not and agree not to use (and you shall also not facilitate, authorize or permit the use of) the DRM Service and/or any DRM Content (including, any caption information, keywords or other associated metadata) for any other purpose. This includes, without limitation, that you shall not use, copy, scrape, reproduce, alter, modify, collect, mine and/or extract the DRM Content. You shall be strictly prohibited from engaging in any of the following activities with the DRM Content (a) for any machine learning, machine learning language models and/or artificial intelligence-related purposes (including the training or development of such technologies); (b) for any text and data aggregation, analysis or mining purposes (including to generate any patterns, trends or correlations); © with any machine learning and/or artificial intelligence technologies to generate any data or content or to synthesize or combine with any other data or content; (d) for any commercial or non-commercial use; or (e) providing archived or cached data sets containing DRM Content to another person or entity. Any violation with respect to this section, even if such a violation is deemed to be for non-commercial use shall be considered a material breach of these Terms.
You shall also not use, or facilitate, authorize or permit the use of, any (i) “robot”, “bot”, “spider”, “scraper”, “crawler” or (ii) other automated device, program, technique, tool, process, algorithm or method (whether for data gathering, mining, collection, reading, scraping, extraction or other purposes), in each case, on or in relation to the DRM Service and/or the DRM Content.
You shall not use any DRM Service, software, device, tool, method, program, technique, algorithm or process to circumvent any restriction, condition, protection or technological measure that controls access to the DRM Service or the DRM Content in any way, including bypassing or circumventing any access controls or use limits of the DRM Service or the DRM Content (including, by way of example, robots.txt internet protocols or similar or successor protocols).
You may not assign any rights or delegate any obligations under these Terms, in whole or in part, by operation of law or otherwise, without DRM’s express prior written consent. Any attempt to do so without such consent will be null and of no effect. DRM may assign this Agreement provided any assignee fulfills the DRM obligations set forth in these Terms. The foregoing notwithstanding, DRM shall be free to assign any rights or delegate any obligations of these Terms it deems appropriate.
You agree that (i) the DRM Service shall be governed by and construed in accordance with the laws of the State of Delaware and (ii) the DRM Service shall be deemed a passive website that does not give rise to personal jurisdiction over DRM, either specific or general, in jurisdictions other than Delaware. These Terms shall be governed by the internal substantive laws of the State of Delaware, without respect to its conflict of laws principles. You and we agree to submit to the personal jurisdiction of a state or federal court located in the State of Delaware for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution Provision below.
YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE DRM SERVICES OR CONTENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED AND WAIVED.
If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions will remain in full force and effect. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies hereunder will be without prejudice to its other remedies under these Terms. The failure by either party to enforce any provision of these Terms will not constitute a waiver of future enforcement of that or any other provision.
All notices required or permitted under these Terms of DRM Service will be in writing and delivered by courier or overnight delivery service, by electronic mail, or by certified mail, and in each instance will be deemed given upon receipt. All communications will be sent to the addresses on file related to Your account or to such other address as may be specified by either party to the other. Either party may change its address for notices under this agreement by giving written notice to the other party.
DRM is not responsible for any failure or delay in its performance under these Terms due to causes beyond its reasonable control, including, but not limited to, labor disputes, strikes, lockouts, shortages of or inability to obtain labor, energy, raw materials or supplies, war, terrorism, riot, acts of God or governmental action.
You agree to comply fully with all applicable export laws and regulations of the United States (“Export Laws”) to ensure that the DRM Service or any data or information from the DRM Service is: (i) exported or re-exported directly or indirectly in violation of Export Laws; or (ii) used for any purposes prohibited by the Export Laws.
These Terms do not establish any relationship between the parties of partnership, joint venture, employment, franchise, or agency. Neither party will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent.
These Terms, together with any other DRM terms, conditions and policies, constitute the complete and exclusive understanding and agreement between You and DRM and supersedes all prior or contemporaneous agreements or understandings, written or oral, relating to its subject matter. Any waiver, modification or amendment of any provision of these Terms will be effective only if in writing and signed by duly authorized representatives of both parties.
You and DRM agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the DRM Service (collectively “Disputes”) will be resolved according to the provision of this section
(a) Informal Resolution. We will first try to resolve any Dispute informally. Accordingly, neither of us may start a formal proceeding for at least 30 days after one of us notifies the other of a Dispute in writing. Notice of the Dispute will include a brief written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested. You will send your notice by email to disputes@DRM.la
(b) Formal Resolution. If the Dispute is not resolved informally, we agree that it will be resolved by binding arbitration and not in courts of general jurisdiction ; except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
You acknowledge and agree that you and DRM are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and DRM otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
(i) Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available at www.adr.org/ or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
(ii) Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at www.adr.org/ and a separate form for California residents at www.adr.org/ .) The arbitrator will be either a retired judge or an attorney and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
(iii) Arbitration Location and Procedure. Unless you and DRM otherwise agree, the arbitration will be conducted virtually or by means of a desk arbitration. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and DRM submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
(iv) Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. If you prevail in arbitration, you will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law.
(v) Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $10,000, DRM will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
(vi) No Class Action. YOU AND DRM AGREE THAT EACH 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 OR REPRESENTATIVE PROCEEDING. Further, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
(vii) Changes. Notwithstanding the provisions of the “Modification” section above, if DRM amends this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you will be notified in accordance with these Terms. You may reject any such change by sending us written notice (including by email to disputes@DRM.la) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of DRM’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and DRM in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
(viii) Enforceability. If the “No Class Action” section of this Dispute Resolution Provision is found to be unenforceable, or if the entire Dispute Resolution Provision is found to be unenforceable, then the entirety of the Dispute Resolution Provision will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described above will govern any action arising out of or related to these Terms.
DRM makes no claim that the DRM Services or Content are appropriate for accessing or downloading outside the United States. If you access the DRM Services from a location outside the United States, you do so at your own risk and are responsible for ensuring that doing so is in full compliance with all applicable laws, rules, regulations or decrees of your jurisdiction.
DRM makes no representation that the DRM Services or Content are appropriate or available for use in other countries, and access to the DRM Services from territories where their use is illegal is prohibited.
By using the DRM Services, you acknowledge and agree that your data may be processed, stored, and retained in the United States or other jurisdictions where DRM or its service providers operate. DRM will handle your personal data in accordance with its Privacy Policy and applicable data protection laws, including without limitation the General Data Protection Regulation (GDPR) and other relevant local laws, where applicable.
DRM may retain data related to your account and activity as required to comply with legal obligations, enforce rights, resolve disputes, or maintain operational integrity, even after account termination
If you are a California resident, under California Civil Code § 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer DRM Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the DRM Service or to receive further information regarding use of the DRM Service.
Disclaimer: The original, legally binding version of this document is written in English. If it is translated into other languages by non-native English-speakers or by software, there may be discrepancies between the English version and the translated version. If so, the English version supersedes the translated version.