LANGUAGE

Alphonso Inc. has developed certain software for smart televisions. The Alphonso software is built around ACR, which is defined as a technology used to identify content played on a media device. Alphonso’s ACR software provides Alphonso with the ability to collect and analyze publicly available content (TV shows, advertisements, movies, games) being played on or through a TV. Alphonso’s ACR software data collection, storage, analysis and reporting tools are collectively referred to as the Service.

Before agreeing to activate Alphonso’s ACR software and enjoying the benefits of the Service, you must review and agree to the terms and conditions below, attest that you are the parent or guardian of anyone under the age of 18 that watches this device, and provide and obtain consent to this agreement from anyone who watches the device on which you activate Alphonso’s ACR software. By activating Alphonso’s ACR software, you agree to be bound by these Terms of Service and the applicable privacy policy, including having the market research information collected through your device potentially transferred to, and stored in, the United States.

Requirements For Participation

In order to participate in this program, you must:

Be at least 18 years of age and capable of entering into a binding agreement;
Be the parent or legal guardian of anyone under 18 having access to the device on which Alphonso’s ACR software is activated;
Own the device that you allow to be configured to use Alphonso’s ACR software;
Not be employed or related to an individual employed by an unaffiliated market research company; and
Acknowledge and agree to allow the Service to operate as described herein, including allowing the Service to automatically upgrade provided that any such upgrades do not change the functionality of the Service beyond what is described in the privacy policy and these Terms of Service.

What if I wish to stop participating in this program?

You may turn off Alphonso’s ACR software at any time through the settings menu of your device.

Please note: we may continue to use information collected prior to your deactivation of Alphonso’s ACR software, but all such information remains fully subject to, and governed by, the agreement effective at the time of your resignation.

How will I be notified of changes to this Agreement?

If we change our practices in how we handle personal information, or if we materially change other aspects of our program, including but not limited to any changes to the scope or nature of incentives provided, we will provide a reasonable prior notice of this new information and allow you re-Opt-In to the Service.

What are my obligations as a participant?

As a participant, you agree to:

Allow Alphonso’s ACR software to collect and use information obtained from your device as described in this agreement;
Make reasonable efforts to ensure that any other person who watches the device is aware of and agrees to the terms of this agreement; and
Allow updates to the program.

As a participant, you agree not to:

Attempt to reverse engineer, decompile, or disassemble the program.

What is our commitment to participants?

We commit to only using information obtained from the device as described in these Terms of Service and the applicable privacy policy.

Patent Notice

The Service incorporates and implements patented technologies. For more information visit https://alphonso.tv/patents/.

No Warranties

ALL ASPECTS OF THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”. ALL ASPECTS OF THE SERVICE ARE PROVIDED WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF ACCURACY, INTEGRATION, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. ALPHONSO AND ITS AFFILIATES, LICENSORS AND BUSINESS PARTNERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR PLACE; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) THE SERVICE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) ANY RESULT OR OUTCOME CAN BE ACHIEVED. USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK.

Limitation of Liability

You agree that Alphonso shall not be responsible or liable for any unauthorized access to, alteration or use of your account, transmissions or data, or for any material or data sent or received or not sent or received through the Service.

IN NO EVENT SHALL ALPHONSO (OR ITS AFFILIATES, LICENSORS AND BUSINESS PARTNERS) BE LIABLE CONCERNING ANY ASPECTS OF THE SERVICE, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY (A) MATTER BEYOND ITS REASONABLE CONTROL, (B) LOSS OR INACCURACY OF DATA, LOSS OR INTERRUPTION OF USE, OR COST OF PROCURING SUBSTITUTE TECHNOLOGIES, GOODS OR SERVICES, (C) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR GOODWILL, OR (D) DAMAGES, IN THE AGGREGATE, IN EXCESS OF US$100.00, EVEN IF ALPHONSO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.

SOME STATES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

United Kingdom Users: Nothing in this agreement shall exclude liability for death of personal injury arising out of negligence or fraudulent misrepresentation in connection with your use of the software.

German Users: Your right to prove that no damage has occurred remains unaffected by the foregoing. Some of the forgoing provisions may be ineffective in certain countries/states/provinces/jurisdictions, so the above acknowledgements and terms may not apply to you in their entirety.

What are the other legal terms and conditions of participating in this program?

Governing Law: A printed version of these terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and Alphonso agree that any claim or cause of action arising out of or related to the Service must be commenced within one year after the claim or cause of action arose, otherwise, such claim or cause of action is permanently barred.

This agreement shall be governed by and construed in accordance with the laws of the State of New York, excluding its conflicts of law rules, and the United States of America. In the event of any conflict between US and foreign laws, regulations and rules, US laws, regulations and rules shall govern. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

All disputes between the parties arising out of or in relation to or in connection with this agreement shall be settled by binding arbitration in accordance with the JAMS streamlined arbitration rules and procedures then in force, by one neutral arbitrator appointed in accordance with the rules, except that either party may seek an injunction or other equitable relief from any court of competent jurisdiction. The arbitration shall take place in the United States. The proceedings shall be in English, all evidence shall be in English (or translated into English) and the governing law shall be as set forth herein. The arbitrator’s decision shall be in writing and shall comply with all terms and conditions in the then current privacy policy. The decision and award rendered shall be final and binding on both parties. The parties acknowledge and agree that the privacy policy and any award rendered pursuant hereto shall be governed by the UN Convention on the Recognition and Enforcement of Foreign Arbitral Awards. Judgment on the award may be entered in any court of competent jurisdiction.

ANY ARBITRATION HEREUNDER WILL TAKE PLACE ONLY ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND ALPHONSO ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION.

Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions hereunder, including without limitation, this section.

Integration: This Terms of Service and the applicable Privacy Policy are the entire agreement between you and Alphonso with respect to access, use and operation of the Service, and supersede all prior or contemporaneous communications, proposals and agreements (whether oral, written or electronic) between you and Alphonso with respect to the Service. If any provision hereunder is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the terms hereunder will otherwise remain in full force and effect and enforceable.

General Provisions: Your rights and obligations hereunder are personal to you, and are not assignable, transferable or sublicensable by you except with Alphonso’s prior written consent. Alphonso may subcontract, delegate, assign or otherwise transfer any or all of its rights, licenses and obligations hereunder without your consent. All waivers, consents and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment relationship is created, and neither party has any authority of any kind to bind the other in any respect. All notices will be in writing, in English and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail or express courier, return receipt requested; or when receipt is electronically confirmed, if transmitted by facsimile or e-mail.

All rights not expressly granted herein are reserved.

Waiver: The failure of us to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision.

Severability: If any provision of this agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. In any event, the remaining provisions shall be enforced.

Contact

If you have any questions regarding the Alphonso Smart TV Terms of Service, the Privacy Policy or your dealings with the Service, please contact us in our role as a data controller, at:

Alphonso Inc.
Attn: Privacy
211 Hope Street, Suite 390905Mountain View, CA 94041 USA
E-mail: info@alphonso.tv