END USER LICENSE AGREEMENT
1. Hardware Requirements. There are different versions of the Application, each of which is designed to operate only with a specific type of hardware configuration. Such hardware configuration consists of a compatible smartphone, tablet, computer or other device operating either alone or, depending on the particular Service, in combination with receiving equipment authorized by DIRECTV to access such Service (such as a set-top-box). Such hardware configuration is referred to collectively as the "Hardware". It is your responsibility to obtain the Hardware and the correct version of the Application designed to operate with such Hardware. Certain functions of the Application may not be available, or may differ, depending on the specific Hardware you obtain. Solely as an accommodation to you, the Application may be re-downloaded (through the same source from which it was originally downloaded) for use with the applicable Hardware. Without notice to you, this accommodation may be unavailable at any given time, or may be suspended or revoked at any time. DIRECTV shall have no liability to you in the event a previously downloaded Application becomes unavailable for re-download. Once you download the Application, it is your responsibility to not lose, destroy, or damage the Application. DIRECTV shall have no liability to you in the event of any such loss, destruction, or damage. Use of the Application requires internet access. It is your responsibility to obtain internet access (fees may apply). High speed internet access is strongly recommended. DIRECTV reserves the right to modify Hardware requirements at any time.
2. Use With DIRECTV Services. An Application is designed to operate only with those Services that have been authorized by DIRECTV to be accessed from, performed by, displayed on or linked to through such Application. Your download or use of an Application shall not be construed to grant you or guarantee you access to any Services, whether for free or otherwise. You may need to separately qualify for, obtain and pay for certain Services through DIRECTV or an authorized DIRECTV dealer before you can access such Services through the Application. Information about available Services and applicable rates, terms and conditions is available at http://www.directv.com. DIRECTV provides the Services to residents of the U.S. DIRECTV does not provide any Service to addresses outside of the U.S. Therefore, certain functions of the Application may not be available if you are located outside the U.S. or in areas within the U.S. where the Services are not available. The Application is not part of any Service and, except as may be identified in the terms and conditions for a given Service, the Application is not required to access the Services. To the extent you choose to access the Services, you do so at your own initiative and at your sole risk. DIRECTV shall have no liability to you for content included as part of the Services that you may find to be offensive, indecent or objectionable. DIRECTV and its licensors reserve the right to change, suspend, remove, or disable access to any of the Services (or any part thereof) at any time without notice. In no event will DIRECTV or its licensors be liable for the removal of or disabling of access to any Services (or any part thereof). DIRECTV or its licensors may also impose limits on the use of or access to certain Services, in any case and without notice or liability. Neither DIRECTV nor any of its licensors guarantees the availability, accuracy, completeness, reliability or timeliness of any Services. No portion of the Services may be reproduced in any form or by any means other than as made available through the Application. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works of the Services, in any manner.
3. Security. The Services, the Hardware and the Application include a security framework using technology that protects digital information and limits your access to only those Services which the Application is designed to access, perform, display or link to and, if applicable, which you have purchased. Therefore, certain functions of the Application may not be available if you have not purchased the applicable Services. Such technology is an inseparable part of the system within which the Services, the Hardware and the Application interact, and communications between the Services, the Hardware and the Application may be controlled and monitored by DIRECTV to ensure that such technology operates properly. DIRECTV reserves the right to modify such technology at any time. You agree that you will not attempt to, or encourage or assist any other person to, circumvent, modify, reverse-engineer, decompile, disassemble, attempt to derive the source code of, or otherwise tamper with such technology, or any part thereof, for any reason whatsoever, including to obtain unauthorized access to the Services. Any such act by you may constitute copyright infringement and may result in civil or criminal liability.
4. Limited License. The Application is licensed, not sold, to you. Your license to the Application is subject to your prior acceptance of the agreement as set forth above. Your license is for personal use only and is limited to a non-exclusive, non-transferable license to use the Application solely in executable code form on the Hardware for which it was designed and solely to access those Services which are authorized by DIRECTV to be accessed from, performed by, displayed on or linked to through the Application. Your license does not include any right to use the Application for commercial or promotional uses. You may not use the Application on any Hardware for which it was not designed or on any Hardware that you do not own or control. You may not distribute or make the Application available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the Application. You may not copy (except as expressly permitted by this End User License Agreement), reverse-engineer, decompile, disassemble, attempt to derive the source code of, modify, create derivative works of, or otherwise tamper with the Application, any updates or upgrades thereto, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open source software components included with the Application). Any attempt by you to transfer any of your rights, duties or obligations under this End User License Agreement is void. Any attempt by you to do any of the acts prohibited by this End User License Agreement is a violation of the rights of DIRECTV and its licensors, and may subject you to prosecution and damages.
5. Ownership of the Application and Reservation of Rights. The Application is protected by copyright and other laws and international copyright and other treaties. All title and intellectual property rights in and to the Application and all modifications, updates, upgrades, enhancements and derivative works of the Application are owned exclusively by DIRECTV or its licensors. Certain third party software used in connection with the Application may be made directly available to you by the providers thereof. Use of such software is also subject to the terms of any applicable agreement between you and each such provider. DIRECTV reserves all rights in and to the Application not expressly granted to you under this End User License Agreement.
6. User Account. If you would like to use the Application in conjunction with certain Services which have been authorized by DIRECTV to be accessed from, performed by, displayed on or linked to through the Application, you may need to establish a user account at http://www.directv.com (the "Account"). The Application will use information included in your Account to perform certain of its functions. Therefore, such functions may not be available if you do not establish an Account. You are solely responsible for the information you provide when you establish your Account, and for maintaining the confidentiality and security of your Account and the password you create to access your Account. You should not reveal your Account information or password to another person. You shall not access or attempt to access an Account that you are not authorized to access. You are entirely responsible for all activities that occur on or through your Account, and you agree to immediately notify DIRECTV of any unauthorized use of your Account or any other breach of the security of your Account. DIRECTV shall not be responsible for any losses arising out of the unauthorized use of your Account.
8. No Guarantee of Continued Use or Availability. DIRECTV reserves the right to modify, update, supplement and discontinue the Application without notice to you. From time to time, DIRECTV may make available updates or upgrades to the Application via software download or other means. Such download may occur automatically without the need for any act on your part, or it may require you to manually download an update or upgrade through the same source from which the Application was originally downloaded. Certain functions of the Application may be modified or discontinued as a result of any such update or upgrade, or may not be available if you have not downloaded all updates and upgrades made available by DIRECTV. Because use of the Application involves Hardware, internet access, and, if required, purchase of the Services, your ability to use the Application may be affected by the performance and/or availability of any of these factors. In the event that DIRECTV changes any part of the Services or any receiving equipment authorized by DIRECTV to access the Services, or discontinues any of the Services or such receiving equipment (which DIRECTV may do in its discretion at any time without notice to you), or if a Hardware manufacturer implements firmware or operating system changes or your telecommunications carrier imposes restrictions on your data traffic, you may no longer be able to use the Hardware and/or Application to the same extent as prior to such change. DIRECTV shall have no liability to you in the event of the occurrence of any of the actions described in this paragraph.
9. Termination. This End User License Agreement is effective until terminated by you or DIRECTV. You may terminate this End User License Agreement by ceasing all use of the Application and deleting the Application from the applicable Hardware onto which you installed it. This End User License Agreement will terminate automatically without notice if you fail to comply with the agreement. If DIRECTV becomes aware of any possible violation by you of any provision of the agreement, DIRECTV reserves the right to investigate such violation, and DIRECTV may, in its sole discretion, immediately terminate this End User License Agreement, your use of the Application and/or access to the Services, in whole or in part, without prior notice to you. If, as a result of such investigation, DIRECTV believes that criminal activity has occurred, DIRECTV reserves the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities.
10. NO WARRANTY. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE APPLICATION IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT OF THE APPLICATION IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE APPLICATION IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL BUGS AND FAULTS AND WITHOUT WARRANTY OF ANY KIND. DIRECTV AND ITS LICENSORS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE APPLICATION, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, OF TITLE, AND OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS. IN ADDITION, NEITHER DIRECTV NOR ANY OF ITS LICENSORS MAKES ANY WARRANTY THAT THE FUNCTIONS CONTAINED IN, OR SERVICES ACCESSED FROM, PERFORMED BY, DISPLAYED ON OR LINKED TO FROM, THE APPLICATION WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE, THAT INFORMATION TRANSMITTED TO AND FROM THE APPLICATION WILL BE SECURE OR PRIVATE, OR THAT DEFECTS IN THE APPLICATION WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY DIRECTV OR ANY OF ITS LICENSORS OR ANY OF THEIR RESPECTIVE REPRESENTATIVES SHALL CREATE A WARRANTY. SHOULD THE APPLICATION PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.
11. Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL DIRECTV OR ITS LICENSORS BE LIABLE FOR PERSONAL INJURY, INJURY TO HARDWARE OR OTHER PERSONAL PROPERTY, OR ANY INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF DATA, LOSS OF HARDWARE OR OTHER PERSONAL PROPERTY, LOSS OF SERVICES, THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY OR SERVICES, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES), ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE APPLICATION, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF DIRECTV AND ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall DIRECTV's and its licensors' total liability to you for all damages arising out of or related to your use or inability to use the Application (other than as may be required by applicable law) exceed the amount of one dollar ($1.00) in the aggregate. The foregoing limitations shall apply to the maximum extent permitted by applicable, even if the above stated remedy fails its essential purpose.
12. Third Party Beneficiaries.SUCH OF DIRECTV'S LICENSORS WHOSE SOFTWARE IS INCLUDED IN OR AS A COMPONENT OF THE APPLICATION SHALL BE THIRD PARTY BENEFICIARIES OF THIS END USER LICENSE AGREEMENT, AS APPLICABLE.
13. Export Restrictions. You may not use or otherwise export or re-export the Application outside the U.S. except as authorized by U.S. law.
14. U.S. Government Use. The Application and its related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.
15. Governing Law. The laws of the State of California govern all matters arising out of this End User License Agreement and your use of the Application, without regard to any conflict of laws principles.
16. Additional Information. Versions of the Application designed for specific Hardware or operating systems may include some components that are covered by third party "free software" licenses, open source licenses and other similar license use rights, which require such components to be used, modified and/or distributed only under the terms of such licenses. Any such components are subject only to the terms of such licenses, and not this End User License Agreement. Certain additional information relating to such third party software (including the text of any licenses applicable to such software) may be found in the Application itself or the legal policies available on the DIRECTV website located at http://www.directv.com.
17. Changes to the Agreement. DIRECTV may make changes to this End User License Agreement or other provisions of the agreement from time to time. When these changes are made, DIRECTV will make a new copy of this End User License Agreement available at http://m.directv.com/legal. Changes to other provisions of the agreement will be made available from within, or through, the affected Services. If you use the Application after the date on which any provisions of the agreement have changed, DIRECTV will treat your use as acceptance of the changed provisions.
Dated: October 6, 2011
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