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Terms of Service

ON3 | RIVALS

Last modified: October 27, 2025

IMPORTANT NOTICE: 

This document contains very important information regarding your rights and obligations, as well as conditions, limitations, and exclusions that may apply to you. Please read it carefully before accessing or using our website or any related services.

These terms contain a mandatory arbitration provision and class action waiver that require you to resolve disputes on an individual basis and waive your right to a jury trial or to participate in a class action. See Section 13 (dispute resolution and arbitration) for details.

1. INTRODUCTION; ACCEPTANCE OF THE Terms of Service

These Terms of Service (“Terms”) are a legal agreement between you and On3 Media, Inc., its related companies, and successors (“On3,” “Company,” “we,” “our,” or “us”).

These Terms and any additional terms attached here, such as the Privacy Policy and Copyright Policy, apply to your use of on3.com, related websites, apps, and services (called “Services”), whether you visit as a guest or a registered user.

By using our Services, or by clicking “accept” when prompted, you agree to these Terms as well as our Privacy Policy, Children’s Privacy Policy, Subscription Terms (if subscribing), and Copyright Policy. If you do not agree, do not use our Services. All personal information is managed under the Privacy Policy and Children’s Privacy Policy.

All information we collect on this Website is subject to our Privacy Policy and/or our COPPA Notice and Children’s Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy and/or COPPA Notice and Children’s Privacy Policy.

Your access to and use of the Services, combined with your act of continuing to use them, has the same legal force and effect as a written contract signed by you and satisfies any laws requiring a writing or signature. You agree not to challenge the validity or enforceability of these Terms on the basis that they were electronically transmitted or accepted.

Advertising is part of using our Services. Being exposed to advertising is a condition of accessing the Services.

This Website and the Services are offered and available to users who are at least 13 years old and reside in the United States or its territories. By using the Services, you represent and warrant that you meet all eligibility requirements and have the legal capacity to enter into a binding contract with the Company. If you do not meet these requirements, you must not use the Services. California residents under 16 years of age may have additional rights regarding the collection and sale of their personal information. Please see our Privacy Policy and Children’s Privacy Policy for more information.

For more information on your obligations and our limitations of liability, please review Sections 11 (Indemnification), 12 (Disclaimer of Warranties and Release), and 13 (Limitation of Liability) below.

2. ADDITIONAL TERMS

From time to time, additional or different terms may apply to specific features, content, or services offered through the Services (“Additional Terms”). Any Additional Terms will be posted or made available in connection with the applicable feature or service. To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control with respect to the specific feature or service, unless they expressly provide otherwise.

3. CHANGES TO THE Terms of Service

You can review the most current version of the Terms of Service at any time on this page. We may revise and update these Terms of Service from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Website thereafter. However, any changes to the dispute resolution provisions set forth in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice prior to the date the change is posted on the Website.

Your continued use of the Website following the posting of revised Terms of Service means that you accept and agree to the changes. You are expected to check this page frequently, so you are aware of any changes, as they are binding on you.

4. ACCESSING THE WEBSITE AND ACCOUNT SECURITY

a. Website Access and Modifications

We reserve the right to withdraw, amend, or otherwise modify this Website, and any service, feature, or material we provide on it, in our sole discretion without notice. This includes, without limitation, changing how and to what extent users may access or interact with the Website. For example, we may alter or revoke user permissions, modify access rules for interactive features, limit the availability of user content or contributions, or place certain features behind a paywall or other restriction. We will not be liable if any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to portions of the Website, including to registered users.

b. User Responsibilities

You are responsible for making all arrangements necessary for access to the Website and ensuring that anyone accessing it through your internet connection is aware of and complies with these Terms of Service. We make no representations that the Website is appropriate or available in all locations. Visitors who access it do so at their own initiative and are responsible for compliance with applicable local laws.

c. Registration and Account Information

To access certain parts of the Website, you may be required to provide registration details or other information. It is a condition of your use that all such information is accurate, current, and complete. You agree that all information you provide through the Website—including through interactive features—is governed by our Privacy Policy and/or Children’s Privacy Policy, and you consent to all actions we take with respect to your information consistent with those policies.

d. Account Security

Keep your username and password secret. Do not share your account. Tell us right away at [email protected] if you think someone else is using your account or if you notice a security issue. Use caution on public devices. You are responsible for maintaining the confidentiality of your account and password and for all activities that occur under your credentials. Use a strong, unique password.  

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion, including if we believe you have violated these Terms of Service. If you add a phone number to your account and later change or deactivate that number, you must update your account information accordingly.

e. Electronic Communications

By using the Website or communicating with us electronically (including by email), you consent to receive communications from us in electronic form. You agree that all terms, notices, disclosures, and other communications that we provide electronically satisfy any legal requirement that such communications be in writing. While email is generally reliable, it may be improperly transmitted or intercepted; we do not warrant that email communications will be uninterrupted or error-free.

f. Mobile Access

When you access the Website through a mobile device, your carrier’s standard charges, data rates, and other fees may apply. Not all mobile services or features may work with all carriers or devices. You are responsible for compliance with the usage rules established by your mobile device platform or service provider.

g. Website Updates

We may update the content on this Website from time to time, but we are under no obligation to do so. Any material on the Website may be out of date at any given time.

4. INTELLECTUAL PROPERTY RIGHTS

a. Ownership

The Website and all of its contents, features, and functionality—including but not limited to all information, text, software, displays, images, photographs, illustrations, graphics, icons, video and audio clips, designs, “look and feel,” layout, compilation, selection, and arrangement thereof (collectively, the “Content”)—are owned by On3 Media, Inc., its subsidiaries and affiliates, its licensors, or other providers of such material. The Content is protected by United States and international copyright, trademark, patent, trade dress, trade secret, unfair competition, and other intellectual property or proprietary rights laws.

On3 owns the copyright in the selection, coordination, assembly, arrangement, and enhancement of the Content on the Website and reserves all rights therein.

b. License and Permitted Use

Subject to your strict compliance with these Terms and any applicable additional terms, On3 grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Website and its Content for your personal, non-commercial, lawful use only. This license does not transfer any ownership or other rights in the Content, and it may be revoked by On3 at any time in its sole discretion, without prior notice or liability.

Except as expressly permitted in writing by On3, you may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, transmit, or otherwise exploit any of the Content or any portion of the Website. Without limiting the foregoing, you may only:

  • Temporarily store copies of materials in RAM incidental to accessing and viewing those materials;
  • Store files automatically cached by your web browser for display enhancement purposes;
  • Print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use, and not for further reproduction, publication, or distribution;
  • Download a single copy of any desktop, mobile, or other application provided by On3 for your personal, non-commercial use, provided you agree to be bound by any applicable end user license agreement for such application; and
  • Use social media sharing tools, “Send to Friend” features, or similar functionalities provided by On3, solely as such features are intended to operate and in compliance with applicable law.

You must not (i) modify or alter copies of any materials from the Website; (ii) use any illustrations, photographs, video or audio sequences, or graphics separately from the accompanying text; (iii) delete or alter any copyright, trademark, or other proprietary notices; (iv) reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from any software or application made available by On3; or (v) use any Content for commercial purposes without On3’s express written consent.

c. Linking and Third-Party Services

You may link to the Website, provided that the link (i) uses only plain text, (ii) does not use any On3 names, logos, or images, (iii) does not suggest any affiliation or endorsement, and (iv) does not portray On3, its affiliates, or their products or services in a false, misleading, derogatory, or otherwise offensive manner. On3 reserves the right to suspend or prohibit linking at any time, without notice.

The Website may contain links to or integrations with third-party websites, platforms, applications, or services (“Third-Party Services”). On3 is not responsible for the content, availability, policies, or practices of any Third-Party Services, and your use of such services is at your own risk and subject to their Terms of Service and privacy policies.

d. Reservation of Rights

These Terms and any applicable additional terms include only a limited license to use the Website and Content as expressly provided. All rights not expressly granted are reserved by On3, its affiliates, licensors, and other rights holders. No right or license may be construed, under any legal theory, by implication, estoppel, or otherwise. Any unauthorized use of the Website or Content for any purpose is strictly prohibited and may violate copyright, trademark, or other laws.

e. Trademarks

The name On3, Rivals, and all related names, logos, product and service names, designs, and slogans are trademarks of On3 Media, Inc. or its affiliates or licensors. You may not use such marks without On3’s prior written permission. All other names, logos, product and service names, designs, and slogans appearing on the Website are the trademarks of their respective owners.

5. PROHIBITED USES

You are permitted to use the Website and its Services only as expressly authorized in these Terms. Any misuse of the Website, its Content, or its features may result in suspension or termination of your access, removal of your account, or other legal action at On3’s discretion. By using the Website, you agree to comply with all applicable laws and to respect the rights of On3, its affiliates, and other users.

a. Service Use Restrictions

You may use the Website and Services only for lawful purposes and in accordance with these Terms. You agree that you will not, directly or indirectly:

  • Use the Website or Services for any commercial purpose without On3’s prior written consent, including advertising, fundraising, or the sale or solicitation of products or services;
  • Engage in any conduct that is unlawful, harmful, fraudulent, deceptive, defamatory, obscene, harassing, threatening, or otherwise objectionable, or that infringes the rights of On3 or any third party;
  • Attempt to decompile, disassemble, reverse engineer, or otherwise attempt to derive source code or underlying algorithms from any part of the Website or its software, except to the limited extent permitted by law;
  • Interfere with, damage, disable, overburden, or impair the operation of the Website, or interfere with any other user’s access to or enjoyment of the Services;
  • Circumvent, disable, or otherwise interfere with any security features or digital rights management tools of the Website, including any access controls or usage limitations;
  • Introduce any viruses, malware, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which it is stored, or any server, computer, database, or network connected to it;
  • Collect, harvest, or otherwise obtain information (including personally identifiable information) about other users without their consent; or
  • Use the Website in any manner that violates these Terms or any applicable law or regulation.

b. Content Use Restrictions

In addition to the restrictions above, you agree not to:

  • Copy, reproduce, distribute, display, publish, broadcast, transmit, or otherwise exploit any Content from the Website except as expressly permitted by these Terms or with On3’s prior written consent;
  • Monitor, scrape, crawl, mine, or collect data or Content from the Website by using any automated tool, bot, spider, or similar mechanism—including for the purpose of training, developing, or improving any artificial intelligence or machine learning system;
  • Frame or enclose any portion of the Website or its Content within another website or service without On3’s express written authorization;
  • Remove, alter, or obscure any copyright, trademark, or other proprietary rights notices contained in or on the Content;
  • Use any Content in a manner that implies an unauthorized association with On3, its affiliates, or its licensors;
  • Modify, translate, adapt, or create derivative works based on the Content except as expressly allowed; or
  • Insert, inject, or otherwise introduce any code or device that alters or interferes with the display or performance of the Website or its Content.

c. Account and Access Restrictions

Registered users are responsible for maintaining the confidentiality of their account credentials. You may not share, sell, or otherwise transfer your username or password to any other person or entity. Excessive simultaneous logins or other activity suggesting unauthorized sharing may result in suspension or termination of your access without refund. On3 reserves the right to cancel or suspend any account it reasonably believes has been compromised or used fraudulently.

d. Availability and Termination

On3 may, at any time and in its sole discretion, suspend, modify, or terminate access to the Website, the Services, or any Content (in whole or in part), without notice or liability. Your right to use the Website will automatically terminate if you violate these Terms.

6. USER CONTRIBUTIONS AND INTERACTIVE SERVICES

a. Interactive Services

The Website may contain forums, message boards, comment sections, chat features, social communities, profiles, and other interactive services (collectively, the “Interactive Services”) that allow users to create, post, submit, publish, display, upload, distribute, transmit, or otherwise make available content or materials to On3 or other users (collectively, “User Contributions” or “User Content”).

Participation in the Interactive Services is subject to these Terms and any applicable community rules or guidelines that On3 may establish or modify from time to time, including,  without limitation, the On3 Community Guidelines. Your use of the Interactive Services is at your own risk, and you are solely responsible for any User Content that you post, submit, or make available through the Website.

b. Nature of User Content and License to On3

By creating, posting, submitting, or otherwise providing any User Content on or through the Website, you acknowledge and agree that such User Content will be considered non-confidential and non-proprietary, regardless of any contrary marking or designation, and that On3 has no obligation to maintain the confidentiality of any User Content.

You retain ownership of your User Content, but by submitting it, you grant to On3 Media, Inc., its affiliates, successors, licensees, and service providers, a worldwide, perpetual, irrevocable, royalty-free, fully paid-up, non-exclusive, transferable, and sublicensable license to use, reproduce, modify, adapt, edit, translate, publish, broadcast, perform, display, distribute, store, archive, monetize, commercialize, and otherwise exploit your User Content (in whole or in part, in any form, format, media, or technology now known or later developed) for any purpose, including without limitation operating, promoting, improving, and redistributing the Website or Services and related marketing or advertising.

This license includes the right to use your username, display name, likeness, voice, or other identifying information as it appears in connection with your User Content. To the maximum extent permitted by law, you waive any moral rights or rights of attribution you may have in your User Content and agree not to assert them against On3 or its affiliates.

c. No Obligation or Liability

On3 does not assume any responsibility or liability for any User Content, including without limitation its legality, accuracy, reliability, quality, or appropriateness. On3 does not endorse, support, or guarantee any opinion, advice, or statement expressed in any User Content.

All User Content is the sole responsibility of the person who posted it. You, not On3, bear all legal responsibility for your User Content, including any claims by third parties arising out of or relating to such content. On3 has no obligation to monitor, prescreen, review, edit, or remove any User Content, though it reserves the right to do so at any time, in its sole discretion, without notice or liability.

On3 may delete, move, edit, disable, restrict, or refuse to display any User Content for any reason, including violation of these Terms, the Community Guidelines, or applicable law, or if On3 believes the content may create liability or reputational harm for On3, its affiliates, or its users. On3 is not responsible for any failure or delay in removing or restricting access to any User Content.

d. User Conduct and Prohibited Content

You agree not to post, upload, transmit, or otherwise make available any User Content that:

  • Is illegal, defamatory, libelous, obscene, pornographic, vulgar, indecent, hateful, harassing, threatening, abusive, or otherwise objectionable;
  • Promotes or incites violence, discrimination, or illegal activity;
  • Violates or infringes the intellectual property, privacy, publicity, or other rights of any person or entity;
  • Contains or links to malicious code, viruses, or other harmful components;
  • Impersonates or misrepresents your affiliation with any person or organization;
  • Includes spam, unsolicited advertising, or commercial solicitations; or
  • Violates these Terms, the Community Guidelines, or applicable law.

On3 may suspend or terminate your account or access to any Interactive Service if it determines, in its sole discretion, that you have violated this Section.

e. Representations and Warranties

By posting or submitting User Content, you represent and warrant that:

  • You are at least the age of majority in your jurisdiction (or have obtained all necessary parental or guardian consents for minors involved in your content);
  • You own or control all rights in and to the User Content and have the right to grant the license above;
  • Your User Content is accurate and lawful and does not and will not infringe any rights of any third party or violate these Terms; and
  • All persons depicted in your User Content have provided any required consents, including for use of their name, likeness, and voice.

You agree to indemnify and hold harmless On3, its affiliates, officers, employees, agents, licensees, and service providers from and against any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or relating to your User Content or your violation of these Terms.

f. Community Guidelines and Enforcement

On3 may establish and enforce the Community Guidelines governing acceptable conduct and content across its publisher network, message boards, and other Interactive Services. On3 may take any legally available action to enforce these Terms and the Community Guidelines, including suspension or removal of User Content, account termination, and cooperation with law enforcement authorities.

On3 has no obligation to provide notice, explanation, or appeal rights for moderation decisions, except where required by law. User Content may be removed or made ineligible for monetization, display, or distribution at On3’s discretion.

g. Unsolicited Submissions

On3 does not accept or consider unsolicited ideas, concepts, or proposals for products, services, or content. Any such submissions are deemed User Content and may be used by On3 without restriction or obligation.

h. No Retention or Return

On3 has no obligation to store, maintain, or provide copies of any User Content, nor to guarantee its continued availability. Once submitted, User Content may be removed, altered, or deleted without notice. Users are solely responsible for maintaining backup copies of their content.

i. Reporting Violations

If you believe that any User Content violates these Terms or your rights, please contact On3 at [email protected] with a detailed description of the issue. On3 will review and take action as it deems appropriate, but it is not obligated to respond or remove content except as required by applicable law.

7. SUBSCRIPTION SERVICES

On3 offers certain paid and subscription-based products and services (“Subscription Services”). Your purchase and use of these Subscription Services are subject to these Terms and the separate Subscription Terms, which are incorporated by reference.

By subscribing, you agree to pay all applicable fees, taxes, and charges on a recurring basis until you cancel. Subscriptions automatically renew at the end of each billing period unless cancelled at least 24 hours before renewal through your account settings or by contacting [email protected].

You can cancel your subscription at any time from your account settings. Cancellations must occur at least 24 hours before renewal to avoid being charged for the next billing period. Cancellation stops future charges but does not provide refunds for the current billing period—you’ll retain access until the period ends. If you are dissatisfied with your subscription, service, or billing, cancellation is your sole remedy. Refunds or credits are not guaranteed and may only be granted at On3’s sole discretion. For more details, please see our Subscription Terms.

On3 may update prices, features, or other terms of the Subscription Services from time to time, consistent with applicable law. We will post notice of material changes and, where required, provide an opportunity to cancel before new terms or pricing take effect.

We also reserve the right to modify, suspend, or discontinue any aspect of the Website or Services, including content, pricing, or programs, at any time without notice.

8. TICKET SALES AND TRANSACTIONS. 

ANY BUYING, SELLING, OR TRADING OF TICKETS OR OTHER GOODS ON OUR MESSAGE BOARDS OR FORUMS (HTTPS://WWW.ON3.COM/BOARDS/) ARE CONDUCTED AT YOUR OWN RISK. WE DO NOT MONITOR OR VERIFY TICKET SALES OR OTHER TRANSACTIONS CONDUCTED THROUGH OUR MESSAGE BOARDS, NOR DO WE ENDORSE ANY SELLERS OR BUYERS. WE ARE NOT RESPONSIBLE FOR, AND EXPRESSLY DISCLAIM ANY LIABILITY ARISING FROM, ANY TRANSACTIONS, DISPUTES, LOSSES, OR FRAUDULENT ACTIVITIES THAT OCCUR BETWEEN USERS.

a. Buyer and Seller Responsibility: Users are solely responsible for conducting their own due diligence before engaging in any transaction. By using our message boards, you acknowledge that we are not liable for any issues that may arise from the buying or selling of tickets or other goods, including, but not limited to, fraudulent transactions, misrepresentation, or non-delivery of goods.

b. Reporting Issues: If you encounter any fraudulent or suspicious activity, we encourage you to report it to us immediately. While we may take action against users who violate our community guidelines, we assume no obligation to mediate or resolve disputes between users.

9. COPYRIGHT INFRINGEMENT

If you believe any User Contributions violate your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement. We will terminate repeated infringer accounts.

10. RELIANCE ON INFORMATION POSTED

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, timeliness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

This Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company.

We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third party’s policies and practices and make sure you understand them before you engage in any transaction.

Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.

11. LINKS

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

This Website may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on this Website.
  • Send emails or other communications with certain content, or links to certain content, on this Website.
  • Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us and, solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.
  • Cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site.
  • Link to any part of the Website other than the homepage.
  • Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms of Service.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Service.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and we accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such website.

12. DISCLAIMER; LIMITED LIABILITY; INDEMNIFICATION

a. Disclaimer of Warranties

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR ACCESS TO AND USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES, THEIR CONTENT, AND ANY PRODUCTS OR ITEMS OBTAINED THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS.

To the fullest extent permitted by law, the company and its direct and indirect parents, subsidiaries, affiliates, and each of their respective employees, directors, members, managers, shareholders, agents, vendors, licensors, licensees, contractors, customers, successors, and assigns (collectively, the “Company Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises, express or implied, in connection with, or otherwise directly or indirectly related to, without limitation, the services, their content, user-generated content, or other company products or services.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY PARTIES FURTHER DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, TITLE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR RESULTS OF THE USE OF THE SERVICES IN TERMS OF THEIR QUALITY, ACCURACY, RELIABILITY, AVAILABILITY, OR OTHERWISE. THE COMPANY DOES NOT GUARANTEE THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. THE COMPANY DOES NOT WARRANT THAT ANY PART OF THE SERVICES WILL OPERATE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVER(S) THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

You understand that the transmission of data over the internet may not be secure and that we cannot guarantee the Services will be free of viruses or other harmful code. You are responsible for maintaining appropriate security measures, including antivirus protection and backup of your data.

The Company Parties are not responsible for the content or services of any third-party websites or applications linked to or from the Services, and you access them at your own risk.

The foregoing does not affect any warranties which cannot be excluded or limited under applicable law.

To the fullest extent permitted by law, you release the company parties from responsibility, liability, claims, demands, and/or damages of any and every kind and nature, in any way arising out of or related to the operation or your use of the Services or any Content that in any way arises out of or relates to the acts or omissions of third parties (“Third-Party Disputes”).

IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE ANY RIGHTS YOU MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” YOU ALSO WAIVE ANY SIMILAR RIGHTS YOU MAY HAVE UNDER ANY OTHER STATUTE OR COMMON LAW PRINCIPLE THAT WOULD OTHERWISE LIMIT THE COVERAGE OF THIS RELEASE.

b. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY PARTIES BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OF WHATSOEVER NATURE (INCLUDING, WITHOUT LIMITATION, DAMAGE TO REPUTATION, LOSS OF GOODWILL, LOST PROFITS, LOST SAVINGS, LOST DATA, LOST REVENUES, PERSONAL INJURY, EMOTIONAL DISTRESS, OR BUSINESS INTERRUPTION), EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, THEIR CONTENT, USER-GENERATED CONTENT, OR OTHER COMPANY PRODUCTS OR SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, THE LIABILITY OF THE COMPANY PARTIES SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

c. Indemnification

You agree to defend, indemnify, and hold harmless the Company Parties from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to: (i) your violation of these Terms of Service; (ii) your use of the Services, including, but not limited to, your User-Generated Content; (iii) any use of the Services’ content, products, or features other than as expressly authorized in these Terms of Service; or (iv) your violation of any law or the rights of a third party.

13. DISPUTE RESOLUTION AND ARBITRATION

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT LIMITS CERTAIN LEGAL RIGHTS, INCLUDING THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS, COLLECTIVE, OR REPRESENTATIVE CLAIM, DISPUTE, OR ACTION, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF.

Other rights that you or we would have in court, such as an appellate review, also may not be available in the arbitration process described within this Section.

This Section 13 applies to all users of the Website and Services and governs any and all disputes, claims, or controversies between you and On3.

a. Informal Resolution

In the unlikely event that a disagreement arises between you and On3 regarding any claim or controversy at law or in equity arising out of, relating to, or connected in any way with the Website, the Services, or these Terms (collectively, “Dispute(s)”), you agree to first attempt to resolve the Dispute informally before initiating arbitration or any other legal proceeding.

To begin the informal process, you must contact our support team by emailing [email protected] with the subject line “Terms of Service DISPUTE.” Your message must include a description of the nature of the Dispute, the basis for your claim, and the resolution you are seeking.

The term “Dispute” shall be interpreted broadly to include any claim between you and any On3 officer, director, employee, affiliate, agent, successor, or service provider if On3 could be directly or indirectly liable for such Dispute.

For 60 days following the date you first contact us regarding the Dispute, you and we agree to engage in good-faith efforts to resolve the issue informally. Neither party may commence arbitration or other proceedings during this period, and any applicable statutes of limitation or filing deadlines are tolled while these efforts continue.

b. Class Waiver

EXCEPT FOR COORDINATED PROCEEDINGS UNDER THE MASS ARBITRATION PROCEDURES SET FORTH BELOW, YOU AND ON3 AGREE THAT ANY DISPUTE ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES IS PERSONAL TO YOU AND ON3 AND WILL BE RESOLVED SOLELY THROUGH INDIVIDUAL ARBITRATION.

NO DISPUTE MAY BE BROUGHT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER TYPE OF REPRESENTATIVE PROCEEDING, WHETHER WITHIN OR OUTSIDE OF ARBITRATION.

You and On3 expressly waive any right to bring or participate in any class, collective, or representative action in arbitration or in court, to the fullest extent permitted by law.

c. Binding Arbitration

If a Dispute is not resolved within the 60-day informal resolution period (and the parties do not agree to extend that period), you and On3 agree that the Dispute will be resolved exclusively through binding individual arbitration.

Arbitration shall be conducted in Davidson County, Tennessee, unless otherwise agreed in writing, and administered by JAMS under its Streamlined Arbitration Rules and Procedures (available at www.jamsadr.com) or other comparable rules to which the parties may agree.

  • Governing Law: The arbitration shall be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. § 1 et seq.
  • Arbitrator Authority: The arbitrator shall have exclusive authority to resolve all procedural and substantive issues arising from or relating to the arbitration provision, including disputes regarding arbitrability or enforceability, except that a court of competent jurisdiction—not the arbitrator—shall decide the enforceability of the class and representative action waiver.
  • Confidentiality: The arbitration proceedings and outcome shall be confidential, subject to any required disclosure for enforcement or as required by law.
  • Finality: The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

You and On3 acknowledge that arbitration means:

  • There is no judge or jury;
  • Judicial review of the award is limited; and
  • Proceedings are subject to confidentiality restrictions.

You and On3 agree that for any arbitration you initiate, you will pay the filing fee and On3 will pay the remaining arbitration provider’s fees and costs. For any arbitration initiated by On3, On3 will pay all of the provider’s fees and costs.

This arbitration agreement shall not apply to (i) individual Disputes qualifying for small claims court, or (ii) claims for injunctive or other equitable relief in a court of competent jurisdiction in Tennessee involving alleged misuse of intellectual property, data, or proprietary materials.

d. Coordinated Disputes / Mass Arbitration

You and On3 agree that the following procedures apply to Mass Arbitrations. In the event that twenty-five (25) or more similar Disputes sharing common issues of fact or law are asserted against On3 at or around the same time by the same or coordinated counsel (a “Mass Arbitration”), such claims shall be governed by the JAMS Mass Arbitration Procedures and Guidelines, including the Mass Arbitration Fee Schedule, available at www.jamsadr.com/adr-rules-procedures.

To the extent permitted by applicable law, On3 may, in its sole discretion, elect to opt any or all such Disputes out of arbitration and require them to proceed instead in a court of competent jurisdiction in Davidson County, Tennessee, consistent with this Agreement and the class waiver above.

e. Termination of Rights

EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM AROSE; OTHERWISE, THE CLAIM IS PERMANENTLY BARRED.

You have the right to opt out of binding arbitration within thirty (30) days after you first accept these Terms by contacting [email protected] with the subject line “ARBITRATION OPT-OUT.” Your notice must include your full name and a clear statement that you wish to opt out of binding arbitration. By opting out, you agree to resolve any Dispute in accordance with the Jurisdiction and Venue section below.

14. JURISDICTION AND VENUE. 

EXCEPT TO THE EXTENT OF ANY APPLICABLE NON-EXCLUDABLE LAWS, THE VALIDITY AND PERFORMANCE OF THESE Terms of Service AND ANY APPLICABLE ADDITIONAL TERMS, OR ANY OTHER CLAIM BROUGHT BY YOU AGAINST ON3 OR BY ON3 AGAINST YOU SHALL BE GOVERNED BY DELAWARE LAW (WITHOUT REFERENCE TO CHOICE OF LAW PRINCIPLES), AND APPLICABLE FEDERAL LAW. ANY DISPUTE BETWEEN THE PARTIES THAT IS NOT SUBJECT TO ARBITRATION WILL BE RESOLVED ON AN INDIVIDUAL BASIS EXCLUSIVELY IN THE STATE OR FEDERAL COURTS OF TENNESSEE AND THE UNITED STATES, RESPECTIVELY, SITTING IN DAVIDSON COUNTY, TENNESSEE.

15. GENERAL PROVISIONS

a. Force Majeure: We will not be liable for damages as a result of any delay or other failure of performance due to causes beyond its reasonable control including, without limitation, acts of God, acts of customer or any of its representatives, acts of military or civil authorities, fire or other casualty, strikes, lockouts, weather, epidemic, war, riot, terrorism, telecommunications interruptions or computer viruses. The Websites may be temporarily unavailable from time to time for maintenance or other reasons.

b. Termination: The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use the Website or when you cease using the Website. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to the Website (or any part thereof).

c. No Waiver and Severability: No waiver of by the Company of any term or condition set forth in these Terms of Service shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

d. Entire Agreement; Severability. These Terms of Service, On3’s Privacy Policy, applicable Additional Terms, and any terms associated with any particular offer for use of the Service set forth On3’s entire liability and your exclusive remedy with respect to the Service, comprise a complete statement of the agreement between you and On3 regarding the subject matter thereof, and supersede any prior understandings with regards to such subject matter. In the event of any conflict between these Terms of Service and another policy or offer terms, the conflicting terms shall, if possible, be read so as to avoid the conflict, and should the conflict be unavoidable, the terms of these Terms of Service shall control. In the event that any of the provisions of these Terms shall be held by a court or other tribunal of competent jurisdiction to be invalid or unenforceable, that provision (or the offending part of it) shall be deemed deleted and the remaining portion hereof shall remain in full force and effect and such a provision shall be enforced to the maximum extent possible so as to effect the intent of the parties and shall be reformed to the extent necessary to make such provisions valid and enforceable.

16. YOUR COMMENTS AND CONCERNS

This Website is operated by On3 Media Inc. located at On3.com.

All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means set forth therein.

All other feedback, comments, requests for technical support and other communications relating to the Website should be directed to: [email protected].