TVision App Terms of Use
TVision App Terms of Use
Effective Date: November 1, 2026
WELCOME TO THE TVISION APP! TVision Insights LLC (“TVision”) offers a mobile application (the “TVision App”) that enables you to access and use certain other applications, software, products, services, features, functions, as well as to participate on certain panels, made available within the TVision App, some of which are offered by TVision and some of which are offered by third parties (collectively, “Additional Offerings”), and may allow certain other functionality such as helping you to manage your TVision account and track compensation earned. All such Additional Offerings, including any compensation or other consideration for which users may be eligible in connection therewith, will be substantially as described in the TVision App and/or in other communications or materials made available by TVision. In addition, in order to use and/or participate in certain panels facilitated by the TVision App and/or certain Additional Offerings, you may be required to enable or disable certain configurations and/or settings on your mobile device; in the event you elect not to effect such configurations and/or settings, you may not be permitted to participate and/or receive the benefits of participation.
These Terms of Use (“Terms”) govern your use of the TVision App and any services, content and resources available or enabled via the TVision App (collectively, the “TVision App Services”), including your Account (as defined in Section 2.1). In addition to these Terms, please read our Privacy Policy to learn more about how your information is handled by TVision.
Note: These Terms govern only your use of the TVision App and the TVision App Services. If you are a participant in the TVision audience measurement program operated by TVision (the “TVision Program”), your participation in the TVision Program continues to be governed by the separate Participation and Confidentiality Agreement, TVision System Usage and Return Agreement, and related privacy policy and consent forms between you and TVision, including as any of the foregoing may be superseded or otherwise amended by these Terms applicable to the TVision Program (collectively, “TVision Program Documentation”); provided, however, that, you and TVision acknowledge and agree that, notwithstanding anything to the contrary in the TVision Program Documentation in effect as of the date set forth above, the terms of Sections 5, 6, 7, 10, and 11 of these Terms apply, mutatis mutandis, to the terms of the TVision Program Documentation, and any contrary terms of the TVision Program Documentation, including, without limitation, Section 10 of the TVision Insights System Usage and Return Agreement, are of no force or effect.
BY CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, DOWNLOADING THE TVISION APP, AND/OR ACCESSING OR USING ANY OF THE TVISION APP SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS; (2) YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS PERSONALLY; AND (3) YOU ARE AT LEAST 18 YEARS OF AGE (OR HAVE REACHED THE AGE OF MAJORITY IF THAT IS NOT 18 YEARS OF AGE WHERE YOU LIVE). THE TERM “YOU” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER WHEN YOU ACCESS OR USE THE TVISION APP SERVICES. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS OR USE THE TVISION APP SERVICES.
PLEASE BE AWARE THAT SECTION 10 OF THESE TERMS CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THESE TERMS. SPECIFICALLY, SECTION 10 CONTAINS AN ARBITRATION AGREEMENT THAT, WITH LIMITED EXCEPTIONS, REQUIRES ANY DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
Your use of, and participation in, certain Additional Offerings made available by TVision and/or third parties may be subject to additional terms (“Supplemental Terms”). Such Supplemental Terms will be listed in these Terms or will be presented to you within the TVision App and/or for your acceptance when you sign up for, or first access, the applicable Additional Offering. Such Supplemental Terms are incorporated into, and governed by, these Terms; if these Terms are inconsistent with any Supplemental Terms, the Supplemental Terms shall control with respect to such Additional Offering. These Terms and any applicable Supplemental Terms are referred to herein as the “Agreement.” Additional Offerings made available within the TVision App by third parties are not governed by these Terms or by any Supplemental Terms; your use of such third-party Additional Offerings is instead governed solely by the separate agreement between you and the applicable third party, as described further in Section 1.6 below.
THE AGREEMENT IS SUBJECT TO CHANGE BY TVISION IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, TVision will make a new copy of these Terms available in the TVision App, and any new Supplemental Terms will be made available from within, or through, the affected Additional Offering on the TVision App. We will also update the “Effective Date” at the top of these Terms. If we make material changes to these Terms, we may (and, where required by law, will) also provide notification of changes in another way that we believe is reasonably likely to reach you, such as via e-mail if you have an Account (as defined in Section 2.1) or posting an announcement on our TVision App. TVision may require you to provide consent to the updated Agreement before you can continue using the TVision App or other TVision App Services. If you do not agree to any change(s) in the manner required by TVision after receiving a notice of such change(s), you shall stop using the TVision App Services. If you elect to continue your use of the TVision App Services, such continued use constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE TVISION APP TO VIEW THE THEN-CURRENT TERMS.
USE OF THE TVISION APP SERVICES. The TVision App Services enable you to take certain actions, including (a) to access and use Additional Offerings made available within the TVision App, and (b) to manage your TVision account and compensation earned. “Content” refers to any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials submitted to or accessible through the TVision App Services. The TVision App Services, including the TVision App, and the Content available on the TVision App Services are protected by U.S. copyright laws. Subject to the Agreement, TVision grants you a limited right to access and use the TVision App Services and the Content and features made available therein solely for your personal, non-commercial use. You acknowledge and agree that any information collected via the TVision App or Additional Offering will be merged with the data collected through the TVision Program.
TVision App License. Subject to your compliance with the Agreement, TVision grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable license to download, install and use a copy of the TVision App on a mobile device or computer that you own or control and to run such copy of the TVision App solely for your own personal, non-commercial use.
Updates. You understand that the TVision App Services are evolving. As a result, TVision may require you to accept updates to the TVision App that you have installed on your mobile device. You acknowledge and agree that TVision may update the TVision App Services with or without notifying you. You may need to update third-party software from time to time in order to use the TVision App Services. TVision reserves the right to modify or discontinue the TVision App Services at any time (including by limiting or discontinuing certain features of the TVision App Services), temporarily or permanently, without notice to you. We will have no liability for making any change to the TVision App Services or otherwise suspending or terminating your access to the TVision App Services.
Text Message Services. TVision may offer one or more mobile message programs (collectively, the “Message Service”) that allows users to receive SMS/MMS mobile messages by opting-in such as through online or application-based enrollment forms. Regardless of the opt-in method you use to enroll, you agree that your use of the Message Service is governed by this Agreement. We do not charge for the Message Service, but you are responsible for all charges and fees associated with mobile messaging imposed by your wireless carrier and you acknowledge that your carrier may charge you or deduct usage credit from your account when you text us or we send messages to you. Message and data rates may apply. By enrolling a telephone number in the Message Service, you authorize us to send recurring SMS and MMS mobile messages to the number you specify, and you represent that you are authorized to receive mobile messages at such number. You agree that these messages may be transmitted using an automatic telephone dialing system (“ATDS”), other automated systems for the selection or dialing of telephone numbers, or different technology. While you consent to receive messages sent using an ATDS, the foregoing shall not be interpreted to suggest or imply that any or all of our messages are sent using such a system. If you do not wish to continue participating in a Message Service program we offer, you agree to reply STOP, END, CANCEL, UNSUBSCRIBE, or QUIT to any mobile message you receive from that program to opt out. You may receive an additional mobile message confirming your decision to opt out. You understand and agree that the foregoing options are the only reasonable methods of opting out. You acknowledge that our text message platform may not recognize and respond to unsubscribe requests that alter, change, or modify the STOP, END, CANCEL, UNSUBSCRIBE or QUIT keyword commands, such as the use of different spellings or the addition of other words or phrases to the command, and agree that that we and our service providers will have no liability for failing to honor such requests. You also understand and agree that any other method of opting out, including, but not limited to, texting words other than those keyword commands set forth above or verbally requesting one of our employees to remove you from our list, is not a reasonable means of opting out.
Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the TVision App Services or any portion thereof, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Content (including images, text, page layout or form) of TVision; (c) you shall not use any metatags or other “hidden text” using TVision’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the TVision App Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape,” download or access data or Content from the TVision App Services; (f) you shall not access the TVision App Services in order to build a similar or competitive app or service; (g) except as expressly stated herein, no part of the TVision App Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the TVision App Services. Any future release, update or other addition to the TVision App Services shall be subject to the Agreement. TVision, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of any part of the TVision App Services terminates the licenses granted by TVision pursuant to the Agreement.
Additional Offerings Generally. As described above, the TVision App Services provide you with access to Additional Offerings. You agree that it is impossible for TVision to monitor Additional Offerings made available by third parties and that you access and use any such Additional Offerings at your own risk.
REGISTRATION.
Registering Your Account. To access certain features of the TVision App Services, you may be required to become a Registered User. As used herein, a “Registered User” is a user who has registered an account on the TVision App (“Account”).
Registration Data. In registering an Account on the TVision App, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to (y) notify TVision immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or TVision has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, TVision has the right to suspend or terminate your Account and refuse any and all current or future use of the TVision App Services (or any portion thereof).
Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the TVision App Services, including but not limited to, a mobile device that is suitable to connect with and use the TVision App Services. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the TVision App Services.
OWNERSHIP.
TVision App Services. You agree that TVision and its suppliers own all rights, title and interest in the TVision App Services (including but not limited to, any computer code, themes, objects, concepts, artwork, animations, sounds, audiovisual effects, moral rights, and server software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any TVision App Services.
Trademarks. TVision and all related graphics, logos, service marks and trade names used on or in connection with the TVision App Services are the trademarks of TVision and may not be used without permission in connection with your or any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the TVision App Services are the property of their respective owners, including any third parties that make available Additional Offerings through the TVision App.
Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to TVision through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that TVision has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to TVision a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the TVision App Services and/or TVision’s business.
USER CONDUCT. As a condition of your use of the TVision App Services, you agree not to use the TVision App Services for any purpose that is prohibited by these Terms or by applicable law. You shall not (and shall not permit any third party) either take any action or make available any Content on or through the TVision App Services that: (a) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (b) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (c) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (d) involves commercial activities and/or sales without TVision’s prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; (e) impersonates any person or entity, including any employee or representative of TVision; (f) interferes with or attempts to interfere with the proper functioning of the TVision App Services or uses the TVision App Services in any way not expressly permitted by these Terms; or (g) attempts to engage in, or engages in, any potentially harmful acts that are directed against the TVision App Services, including but not limited to violating or attempting to violate any security features of the TVision App Services, using manual or automated software or other means to access, “scrape,” “crawl” or “spider” any pages contained in the TVision App Services, introducing viruses, worms, or similar harmful code into the TVision App Services, or interfering or attempting to interfere with use of the TVision App Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the TVision App Services. Notwithstanding the foregoing, you agree to comply with all applicable laws, including all applicable data protection laws.
Indemnification. You agree to indemnify and hold harmless TVision, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “TVision Party” and collectively, the “TVision Parties”) from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) your use of, or inability to use, the TVision App Services or any portion thereof; (b) your violation of the Agreement; (c) your violation of any rights of another party, including any Registered Users or any third party that makes available an Additional Offering; or (d) your violation of any applicable laws, rules or regulations. TVision reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with TVision in asserting any available defenses. This provision does not require you to indemnify any of the TVision Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the TVision App Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the TVision App Services.
DISCLAIMER OF WARRANTIES AND CONDITIONS.
As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE TVISION APP SERVICES IS AT YOUR SOLE RISK, AND THE TVISION APP SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TVISION PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TVISION PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (I) THE TVISION APP SERVICES WILL MEET YOUR REQUIREMENTS; (II) YOUR USE OF THE TVISION APP SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (III) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE TVISION APP SERVICES WILL BE ACCURATE OR RELIABLE.
No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT TVISION PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD TVISION PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING ANY THIRD PARTY THAT MAKES AVAILABLE AN ADDITIONAL OFFERING, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. TVISION MAKES NO WARRANTY THAT THE GOODS OR SERVICES PROVIDED BY THIRD PARTIES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. TVISION MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SUCH GOODS OR SERVICES, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OR THIRD-PARTY OFFERING CONTENT OBTAINED THROUGH THE TVISION APP SERVICES.
LIMITATION OF LIABILITY.
Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL TVISION PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT TVISION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE TVISION APP SERVICES OR ANY THIRD PARTY THAT MAKES AVAILABLE AN ADDITIONAL OFFERING, ON ANY THEORY OF LIABILITY, RESULTING FROM: (A) THE USE OR INABILITY TO USE THE TVISION APP SERVICES; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE TVISION APP SERVICES; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE TVISION APP SERVICES, INCLUDING ANY THIRD PARTY THAT MAKES AVAILABLE AN ADDITIONAL OFFERING; OR (E) ANY OTHER MATTER RELATED TO THE TVISION APP SERVICES OR ANY THIRD-PARTY OFFERING CONTENT, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING DISCLAIMER OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A TVISION PARTY FOR DEATH OR PERSONAL INJURY CAUSED BY A TVISION PARTY’S NEGLIGENCE; OR FOR ANY INJURY CAUSED BY A TVISION PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
Cap on Liability. UNDER NO CIRCUMSTANCES WILL TVISION PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) ONE HUNDRED DOLLARS ($100.00) AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A TVISION PARTY FOR DEATH OR PERSONAL INJURY CAUSED BY A TVISION PARTY’S NEGLIGENCE; OR FOR ANY INJURY CAUSED BY A TVISION PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN TVISION AND YOU.
TERM AND TERMINATION.
Term. The Agreement commences on the date when you accept the Terms, and as applicable, the Supplemental Terms (as described in the preamble above) and remain in full force and effect while you use the TVision App Services, unless terminated earlier in accordance with the Agreement.
Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used the TVision App Services or (b) the date you accepted the Agreement and will remain in full force and effect while you use any TVision App Service, unless earlier terminated in accordance with the Agreement.
Termination of TVision App Services by TVision. If you have materially breached any provision of the Agreement, or if TVision is required to do so by law (e.g., where the provision of the TVision App Services is, or becomes, unlawful), TVision has the right to, immediately and without notice, suspend or terminate any TVision App Services provided to you. You agree that all terminations for cause shall be made in TVision’s sole discretion and that TVision shall not be liable to you or any third party for any termination of your Account.
Termination of TVision App Services by You. If you want to terminate the TVision App Services provided by TVision, you may do so by emailing the following address: cs@tvisioninsights.com and indicating that you wish to close your Account for all of the TVision App Services that you use.
Effect of Termination. Termination of any TVision App Service includes removal of access to such TVision App Service and barring of further use of the TVision App Service. Termination of all TVision App Services also includes deletion of your password and all related information. Upon termination of any Service, your right to use such Service will automatically terminate immediately. All provisions of the Agreement which by their nature should survive, shall survive termination of TVision App Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
No Subsequent Registration. If your registration(s) with or ability to access the TVision App Services is discontinued by TVision due to your violation of any portion of the Agreement, or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access the TVision App Services through use of a different member name or otherwise. In the event that you violate the immediately preceding sentence, TVision reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
INTERNATIONAL USERS. The TVision App Services can be accessed from countries around the world and may contain references to the TVision App Services and Content that are not available in your country. These references do not imply that TVision intends to announce such TVision App Services or Content in your country. The TVision App Services are controlled and offered by TVision from its facilities in the United States of America. TVision makes no representations that the TVision App Services are appropriate or available for use in other locations. Those who access or use the TVision App Services from other countries do so at their own volition and are responsible for compliance with local law.
ARBITRATION AGREEMENT.
Applicability of Arbitration Agreement. Subject to the terms of this Section 10 (“Arbitration Agreement”), you and TVision agree that any disagreement, controversy, or claim arising out of or relating in any way to your access to or use of the TVision App Services, any communications you receive, anything sold or distributed through the TVision App Services, or this Terms of Use or prior versions of this Terms of Use (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (1) you and TVision may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (2) you or TVision may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that were not noticed at the time you first became subject to these Terms of Use but that arose or involve facts occurring before the existence of this or any prior versions of the Terms of Use as well as claims that may arise after the termination of these Terms of Use.
Informal Dispute Resolution. There might be instances when a Dispute arises between you and TVision. If that occurs, TVision is committed to working with you to reach a prompt, low‐cost and mutually beneficial resolution. You and TVision agree to participate in good faith informal efforts to resolve Disputes before starting an arbitration or initiating an action in small claims court (“Informal Dispute Resolution”). You and TVision agree that as part of these efforts, either party has the option to ask the other to meet and confer telephonically (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you must also personally participate.
To initiate Informal Dispute Resolution, a party must give notice in writing to the other party (“Notice”). Such Notice to TVision should be sent by email to legal@viantinc.com or regular mail to TVision Insights, 2722 Michelson Drive, Suite 100, Irvine, CA 92612. The Notice must include: (1) your name, telephone number, mailing address, and e‐mail address associated with your account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of the Dispute, including the specific relief sought. TVision will send Notice, including a description of the Dispute, to your email address or regular address on file. It is your responsibility to ensure your email and regular address are correct and remain up to date. The Notice must be signed by the party initiating the Dispute (i.e., either you personally or a TVision representative).
The Informal Dispute Resolution process lasts 45 days and is a mandatory precondition to commencing arbitration. The Informal Dispute Resolution Conference, if requested by either party, shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms or organizations represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree.
The statute of limitations and any filing deadlines shall be tolled while the parties engage in Informal Dispute Resolution.
Waiver of Jury Trial. YOU AND TVision HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and TVision are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Waiver of Class and Other Non-Individualized Relief. EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party's individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under Section 10.9 (Batch Arbitration). Notwithstanding anything to the contrary in this Arbitration Agreement, if a final decision, not subject to any further appeal or recourse, determines that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and TVision agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in Los Angeles County, California. The parties agree that any claims or requests for relief that are severed from an arbitration may not proceed in litigation and shall be stayed until all Disputes between the parties that remain in arbitration are finally resolved. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or TVision from participating in a class-wide or mass settlement of claims.
Rules and Forum. The Terms of Use evidence a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement, including the procedures governing Batch Arbitration, and any arbitration. If Informal Dispute Resolution does not resolve satisfactorily within forty-five (45) days after receipt of a Notice, or after completion of the Informal Dispute Resolution Conference, if requested, you and TVision agree that either party shall have the right to finally resolve the Dispute through binding arbitration.
The arbitration will be administered by the National Arbitration & Mediation ("NAM”) in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedure (the “NAM Comprehensive Rules”) in effect at the time of arbitration, except as supplemented, where applicable, by the NAM Mass Filing Supplemental Dispute Resolution Rules and Procedures (the “NAM Mass Filing Rules”; together with the NAM Comprehensive Rules, the “NAM Rules”), and as modified by this Arbitration Agreement. The NAM Rules are currently available at https://www.namadr.com/resources/rules-fees-forms/.
A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Demand”). The Demand must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration, and the account username (if applicable), as well as the email address associated with any applicable account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) a statement certifying that the requesting party will pay any necessary filing fees in connection with such arbitration. Any Demand you send to TVision should be sent by email to legal@viantinc.com or regular mail to 2722 Michelson Drive, Suite 100, Irvine, CA 92612. TVision will provide the Demand to your email address or regular address on file. It is your responsibility to ensure your email and regular address are correct and remain up to date.
If the party requesting arbitration is represented by counsel, the Demand shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Demand. By signing the Demand, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that, consistent with the standards set forth in Federal Rule of Civil Procedure 11(b): (1) the Demand is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery (“Counsel’s Certification”).
Unless you and TVision otherwise agree, or the Batch Arbitration process discussed in Section 10.9 is triggered, the arbitration, including any in-person arbitration hearing, will be conducted in Los Angeles, CA, or at your election, the county where you reside. Subject to the NAM Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of arbitration. If NAM is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any NAM fees and costs will be solely as set forth in the applicable NAM fee schedules (the “Fee Schedules”).
You and TVision agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
You and TVision agree that at least 14 days before the date set for an arbitration hearing, any party may serve an offer in writing upon the other party to allow judgment on specified terms. If the offer made by one party is not accepted by the other party, and the other party fails to obtain a more favorable award, the other party shall not recover any post-offer costs to which they otherwise would be entitled and shall pay the offering party’s costs from the time of the offer.
Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the Commonwealth of Massachusetts and will be selected by the parties from NAM's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Demand, then NAM will appoint the arbitrator in accordance with NAM Rules, provided that if the Batch Arbitration process under Section 10.9 is triggered, NAM, without soliciting input or feedback from any party, will appoint the arbitrator for each batch, subject to your right to object to that appointment.
Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes regarding the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except that all Disputes regarding the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator. The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.
Attorneys’ Fees and Costs. Unless fee shifting is specifically authorized by law or by the NAM Rules, the parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Demand was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). To the extent, following a presentation on the merits, on its own motion or a party’s, and after affording a reasonable opportunity to respond, an arbitrator determines that a party who commenced arbitration did not bring its claim(s) consistent with Counsel’s Certification and the standards set forth in Federal Rule of Civil Procedure 11(b), the parties agree that the arbitrator shall, as part of its award, impose sanctions by ordering that the initiating party reimburse the responding party for all arbitration filing and administrative fees and arbitrator costs the responding party incurred under the Fee Schedules. If you or TVision need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall be entitled to recover from the other party its reasonable costs, necessary disbursements, and reasonable attorneys' fees incurred in securing an order compelling arbitration.
Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and TVision agree that in the event that there are twenty-five (25) or more individual Demands of a substantially similar nature filed against TVision by or with the assistance of the same law firm, group of law firms, or organizations, within a reasonably proximate period of time, for example, a ninety (90)-day period, NAM shall (1) administer the arbitration demands in batches of 100 Demands per batch (or, if between twenty-five (25) and ninety-nine (99) individual Demands are filed, a single batch of all those Demands, and, to the extent there are fewer than 100 Demands remaining after the batching described above, a final batch consisting of the remaining Demands); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch on a consolidated basis with one set of filing and administrative fees due per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award, which will provide for any and all relief to which the arbitrator determines each individual party is entitled (“Batch Arbitration”). NAM shall administer all batches concurrently, to the extent possible.
All parties agree that Demands are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issue(s) and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise NAM, and NAM shall appoint a sole standing Procedural Arbitrator or, should the circumstances so require, an Emergency Arbitrator, according to the NAM Rules, to determine the applicability of the Batch Arbitration process (the Procedural Arbitrator or Emergency Arbitrator, the “Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by TVision.
You and TVision agree to cooperate in good faith with NAM to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Demands, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.
This Batch Arbitration provision shall in no way be interpreted as authorizing or creating a class, collective, and/or representative arbitration or action of any kind, except as expressly set forth in this provision, and nothing about the Batch Arbitration process will preclude any party from participating in any arbitration administered according to that process.
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: cs@tvisioninsights.com, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your TVision account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. Any Opt-Out Notice will be effective only if you send it yourself, on an individual basis, and opt out notices from any third-party purporting to act on your behalf will have no effect on your or TVision’s rights. If you opt out of this Arbitration Agreement, all other parts of these Terms of Use will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any arbitration agreements that you may currently have with us, including any previous versions of this Arbitration Agreement to which you agreed and did not timely opt out, which will remain in effect, and has no effect on any arbitration agreements with us you may enter in the future.
Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief,” if any part or parts of this Arbitration Agreement (other than Section 10.9) are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed, and the remainder of the Arbitration Agreement shall continue in full force and effect. However, if Section 10.9 of this Arbitration Agreement is found under the law to be invalid or unenforceable then, in that case, the entire Arbitration Agreement shall be void, and the parties agree that all Disputes will be heard in the state or federal courts located in the Commonwealth of Massachusetts. You and TVision agree that any Dispute must commence within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.
Modification. You and we agree that TVision retains the right to modify this Arbitration Agreement in the future. Any such changes will be posted at https://www.mytvpanel.com/ and you should check for updates regularly. Notwithstanding any provision in these Terms of Use to the contrary, we agree that if TVision makes any future material change to this Arbitration Agreement, it will notify you. Your continued use of the TVision App Services, including the acceptance of products and services offered through the TVision App Services following the posting of changes to this Arbitration Agreement, constitutes your acceptance of any such changes. If you have previously agreed to a version of these Terms of Use with an arbitration agreement and you did not validly opt out of arbitration then, changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of your previous agreement to arbitrate. TVision will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of these Terms of Use.
GENERAL PROVISIONS.
Electronic Communications. The communications between you and TVision may take place via electronic means, whether you visit the TVision App Services or send TVision e-mails, or whether TVision posts notices within the TVision App or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from TVision in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that TVision provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
Release. You hereby release the TVision Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the TVision App Services, including but not limited to, any interactions with or conduct of other Users or third-party Additional Offerings of any kind arising in connection with or as a result of the Agreement or your use of the TVision App Services. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a TVision Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the TVision App or any TVision App Services provided hereunder.
Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without TVision’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Force Majeure. TVision shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the TVision App Services, please contact us at: cs@tvisioninsights.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
Exclusive Venue. To the extent the parties are permitted under the Agreement to initiate litigation in a court, both you and TVision agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Middlesex County, Massachusetts.
Governing Law. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.
Notice. Where TVision requires that you provide an e-mail address, you are responsible for providing TVision with your most current e-mail address. In the event that the last e-mail address you provided to TVision is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, TVision’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to TVision at the following address: TVision Insights, Inc., 955 Massachusetts Avenue, Suite 157, Cambridge, MA 02139, Attn: Legal. Such notice shall be deemed given when received by TVision by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemfed a waiver of any other provision or of such provision on any other occasion.
Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
App Stores. You acknowledge and agree that the availability of the TVision App is dependent on the third party from whom you received the TVision App, e.g., the Apple App Store or Google Play (each, an “App Store”). You acknowledge that the Agreement is between you and TVision and not with the App Store. TVision, not the App Store, is solely responsible for the TVision App Services, including the TVision App, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). You agree to comply with, and your license to use the TVision App is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using the TVision App, including without limitation the Google Play Terms of Service and Google Play Developer Distribution Agreement when the TVision App is accessed through or downloaded from Google Play. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the Agreement and will have the right to enforce it.
Accessing and Downloading the Application from the Apple App Store. The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:
You acknowledge and agree that (i) the Agreement is concluded between you and TVision only, and not Apple, and (ii) TVision, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the App Store Terms of Service.
You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.
In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between TVision and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of TVision.
You and TVision acknowledge that, as between TVision and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
You and TVision acknowledge that, in the event of any third-party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party’s intellectual property rights, as between TVision and Apple, TVision, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by the Agreement.
You and TVision acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of the Agreement as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof.
Without limiting any other terms of the Agreement, you must comply with all applicable third-party terms of agreement when using the App Store Sourced Application.
Accessing and Downloading the Application from Google Play. Notwithstanding anything to the contrary herein, with respect to any app obtained through the Google Play Store (a “Google Play-Sourced Application”), you acknowledge that:
this Agreement is between you and TVision, and not Google;
TVision, and not Google, is solely responsible for the TVision App and the services and content made available through it;
Google has no obligation to provide maintenance or support services for the TVision App; and
your use of the TVision App must comply with the applicable Google Play terms and policies.
Export Control. You may not use, export, import, or transfer the TVision App Services except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the TVision App Services, and any other applicable laws. In particular, but without limitation, the TVision App Services may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the TVision App Services, you represent and warrant that (y) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (z) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by TVision are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer any TVision products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.