PRIVACY POLICY
This Privacy Policy (“Policy”) describes the information that MSGN Holdings, L.P. (“MSGN”) and the MSGN Family (as defined below) collect, how we use it, and when and with whom we may share it. Except as described in this Policy, the Policy applies to any and all websites, mobile applications, software and any other electronic and/or digital products and/or services that are made available by the MSGN Family (collectively, the “Services”). This Policy applies regardless of the device used to access the Services. All Services governed by this Policy will include a link to, and/or copy of this Policy on the home page of the applicable website or similar location (e.g., a settings page) for any applicable mobile applications. Some online services offered by or affiliated with the MSGN Family may be governed by a separate privacy policy. In those instances, the service-specific privacy policy shall apply to that specific online service.

This Policy applies only to information collected on or through the Services as defined above. Unless otherwise noted, it does not apply to information collected or obtained by or through any other means (including, without limitation, information collected offline, in-person, over the telephone or by postal mail).

For purposes of this Policy, the terms “MSGN Family,” “MSGN,” “we,” “us,” and “our” include, without limitation, MSG Networks Inc., MSGN Holdings, L.P. and each of their respective parent companies, subsidiaries, divisions, affiliated entities and business units as may change from time to time (including, without limitation, MSGN Songs, LLC, MSGN Publishing, LLC, MSGN Interactive, LLC, SportsChannel Associates and The 31st Street Company, LLC).

Before you submit any information on or through the Services, please carefully review this Policy. By using any part of the Services, you consent to the collection, use, disclosure and sharing of your information as described in this Policy. We will continue to evaluate this Policy as we update and expand the Services and our offerings, and we may make changes to it. Any changes will be posted here and you should check this page periodically for updates. Your continued use of the Services will signify acceptance of the terms of the updated Policy.

1. INFORMATION WE COLLECT
   We collect information in multiple ways, including when you provide information directly to us, and when we passively collect information from you, such as information collected from your browser or device.
2. Information You Provide Directly to Us
   We may collect information from you during your use of or access to the Services, such as:

• When you register for an account;
• When you make a purchase;
• When you enter a sweepstakes or contest or register for a promotion;
• When you request certain features (e.g. newsletters, updates, and other products);
• When you download or use one of our mobile applications;
• When you communicate with us, or

• When you post User Content (as defined in the Terms of Service), including comments, to or on any of our Services.

The information you provide directly to us may concern you or others and include, but is not limited to: (i) name; (ii) email address; (iii) age; (iv) mailing address; (v) hobbies; (vi) sports and entertainment interests; (vii) telephone numbers; (viii) fax number; (ix) viewpoints on certain events; (x) birthdate; and/or (xi) in certain circumstances, payment and identity verification information, such as (1) credit card number, (2) social security number (or comparable national identifier) and/or (3) driver’s license number, when needed for payment in connection with a purchase. You are not required to provide us with such information, but certain Services may not be accessible or available if you do not provide the requested information.

Please be careful and responsible whenever you are online. If you choose to post User Content through or on the Services, such as via social networking services, on message boards, chat areas, comments and/or other postings, that information; (i) is publicly available; (ii) may be collected and used by third parties without our knowledge; and (iii) may result in your receipt of unsolicited messages from other individuals or third parties.

1. Information That is Passively or Automatically Collected

(i) Device/Usage Information

We may automatically collect certain information about the computer or devices you use to access the Services. As described further below, we may collect and analyze information such as (a) IP addresses, geolocation information, unique device identifiers and other information about your computer or device(s), browser types, browser language, operating system, the state or country from which you accessed the Services; and (b) information related to the ways in which you interact with the Services, such as: referring and exit webpages and URLs, platform type, the number of clicks you make, domain names, landing pages, pages and content viewed and the order of those pages, the amount of time spent on particular pages, the date and time you used the Services, the frequency of your use of the Services, error logs, and other similar information. MSGN may compile information about your use of our Services from across multiple devices, websites and/or mobile applications for the purposes described in this Privacy Policy. As described further below, we may use third-party analytics providers and technologies, including cookies and similar tools, to assist in collecting this information.

(ii) Location Information
We also may automatically collect location information, including general location information (e.g., IP address, zip code) from your computer or mobile device. If you access the Services through a mobile device, we may ask you to share your precise geo-location information so we can deliver customized content and advertising. We and our service providers may also collect other information based on your location and your device’s proximity to “beacons” and other similar indoor proximity systems, including, for example, the strength of the signal between the “beacon” and your device and the duration that your device is near the “beacon”. The type of location data we collect depends on a number of factors, including the type of device you are using (e.g., laptop, smartphone, tablet) and the type of connection enabled on your device (e.g., Wi-Fi, Bluetooth, broadband, cable, or cellular). The Services rely on this location information, including geo-fencing technology, in order to provide certain location-based services, content, promotional offers and other information that may be of interest to you or that may be available to you based on your subscriptions to services we provide (e.g. cable or other pay television programming), or to limit the types of technology we utilize or services we provide in certain jurisdictions. We may also use location information to improve the functionality of the Services and our other products and/or services. If you do not wish to have this location information collected and used by MSGN and its service providers, you may disable the location and Bluetooth features on your device. Please note that if you disable such features, you will not be able to access or receive some or all of the services, content, features and/or products made available via the Services and that rely on location information as described above. To deliver customized content and advertising, we may share your location information, including geo-location information, with our agents, vendors, or advertisers.

Depending on the device you are using, we may use third party services to provide mapping services. For example, MSGN may use Google maps on certain devices—you can learn more about the information that Google collects through its mapping services here.

(iii) Cookies and Other Electronic Technologies
We may also collect data about your use of the Services through the use of web server logs, cookies tracking pixels, and similar technologies. A web server log is a file where website activity is stored. A cookie is a small text file that is placed on your computer when you visit a website, that enables us to: (i) recognize your computer; (ii) store your preferences and settings; (iii) understand the pages and screens of MSGN Services you have visited; (iv) enhance your user experience by delivering content specific to your interests; (v) perform searches and analytics; and (vi) assist with security and administrative functions. Some cookies are placed in your browser cache while those associated with Flash technologies are stored with your Adobe Flash Player files. Tracking pixels (sometimes referred to as web beacons or clear GIFs) are electronic tags with a unique identifier embedded in websites, online ads, mobile applications, and/or email; they are designed to provide usage information like ad impressions or clicks, measure popularity of the Services and associated advertising, and to access user cookies. We may also use these automated technologies to collect and analyze other information related to the devices you use to access the Services, such as IP addresses, browser types, browser language, operating system used, the domain name of your Internet service provider, unique device identifiers, and other information about your devices used to access the Services. These technologies may also collect information on the websites you have visited before and after you visit the Services, and the advertisements you have accessed, seen, forwarded, and/or clicked on when using the Services or other websites. We or third party platform(s) we work with may place or recognize a unique cookie on your browser to enable you to receive customized content, offers, services or advertisements on our Services. These cookies do not contain information that is intended to identify you personally, but they can identify the device you use to access the Services. The cookies may be associated with de-identified demographic or other data linked to or derived from data you voluntarily have submitted to us (e.g., your email address) that we may share with a service provider solely in hashed, non-human readable form. As we adopt additional technologies, we may also gather additional information through other methods.

Please note that you can change your settings to notify you when a cookie is being set or updated, or to block cookies altogether. Please consult the “Help” section of your browser for more information (e.g. Internet Explorer, Google Chrome, Mozilla Firefox, or Apple Safari). You can also manage the use of Flash technologies, including Flash cookies, with the Flash management tools available at Adobe’s website. Please note that by blocking any or all cookies, you may not have access to certain features or offerings of the Services.

We use third parties to assist us in serving advertisements, tracking aggregated and/or anonymized site usage statistics, and providing content-sharing services to support the Services. These third parties may also use cookies and similar technologies to collect similar information about your use of the Services. We do not control these third-party technologies, and their use is governed by those parties’ policies.

1. Information Collected By and From Social Media and Other Content Platforms

We may also collect information through other social networks that you make available to us, such as when you post to our social media pages on those services. For a description on how social networking sites handle and share your information, please refer to their privacy policies and terms of use, which may permit you to modify your privacy settings. We may combine information that we collect from or about you with information about you that we obtain from such social media and other content platforms and information derived from any other subscription, product, or service we provide.

1. Information From Affiliates and Non-Affiliated Third Parties
   We may also obtain information about you from our affiliates within the MSGN Family or from third parties, such as marketers, partners, researchers and others. We may combine information that we collect from you with information about you that we obtain from such third parties and information derived from any other subscription, product, or service we provide.

1. Information that Others Collect
   (i) Financial Information.

In order to take advantage of certain functionalities of certain Services, such as the ability to purchase programming or services, our third party payment processor may collect certain financial information from you, such as your name, address, credit or debit card information or ACH information, applicable card expiration dates and security codes in order to process your transactions. MSGN does not collect, store or otherwise maintain this financial information, including credit, debit or similar information from individuals who make purchases using the Services.

(ii) Device Information.

Third party vendors who provide analytics concerning the use of the Services may collect certain information about the device you use to access the Services, including without limitation the city, state and/or country where you were located when you downloaded the Services, device identifiers, IP address, MAC address, operating system, and application usage information.

(iii) Pay TV Account Information.

In some instances, other vendors, such as those who provide the necessary functionality to authenticate your account with your cable, satellite, telco or other provider of video programming services (each a “Pay TV Provider”), may collect your account credentials and certain other information, including without limitation billing zip code information, in order to verify your identity and the fact that you have a valid, current and active account with such Pay TV Provider.

2. HOW WE USE YOUR INFORMATION

MSGN may use your information for the following purposes:

• For the purposes for which you provided it;
  • To provide the features, services, and products available through the Services;
  • To send you information about your relationship or transactions with us;
  • To send you alerts or other communications;
  • With your consent, to send you SMS messages;
  • To notify you about new features and offerings of the Services, including, but not limited to, discounts, events, shows, news about our Services, products, other services, and/or special offers;
  • To administer sweepstakes and contests;
  • To process and respond to your inquiries;
  • To contact you with information that we believe may be of interest to you;
  • To attribute content that you make available through the Services;
  • For internal research and reporting;
  • To improve the content and features of the Services or develop new Services;
  • To allow us to personalize the content and advertising that you see on the Services (see Personalized Content and Advertising and Your Choices section below);
  • To enforce the legal terms that govern your use of the Services;
  • To administer and troubleshoot the Services; and
  • To share your information with reputable third parties who may provide you with information about their products and/or services that may be of interest to you.

We may also combine information that we collect from you with information we obtain about you from other members of the MSGN Family and/or non-affiliated third parties.

We may also use the information collected from the “Information We Collect” section, such as device identifiers and MAC addresses, to associate users’ activities, customize content, or tailor advertising to those users across different devices and browsers (for instance, tablets, mobile devices and applications, and websites).

We may aggregate and/or de-identify any information collected through the Services. We may use de-identified and/or aggregated data for any purpose, including without limitation for research and marketing purposes, and may also share such data with any third parties, including without limitation, advertisers, promotional partners, sponsors, event promoters, and/or others.

3. WHEN WE DISCLOSE YOUR INFORMATION

We may share your information with any company that is part of the MSGN Family (and/or their respective agents and/or representatives) for any of the purposes listed in the “How We Use Your Information” section. The MSGN Family of companies may disclose and/or share your information to or with any non-affiliated third parties under the following circumstances.

1. Consent.We may disclose your information with non-affiliated third parties based on your consent to do so. Such consent may include, without limitation, the disclosure of your information (a) in order to provide services or products that you have requested; (b) when we have your permission; or (c) as described in this Policy.
2. Service Providers.We may provide access to your information to select third parties who perform services on our behalf and for any other legitimate business purposes. These third parties provide a variety of services to us, including without limitation, billing, sales, marketing, advertising, market research, fulfillment, data storage, analysis and processing, and legal services.
3. Other Third Parties. Unless you direct us not to, we may share your information with reputable third parties so that they may contact you to offer products, services and promotions, such as sweepstakes and contests that you may find valuable. We may also share your information with third-party advertising networks or others with whom we have a contractual relationship. You can instruct us not to provide your contact information to these third parties by sending an email to privacy@msgnetworks.comwith “REMOVE THIRD PARTIES” in the subject line. If you receive a communication from a third party and you do not wish to receive future communications from that party, you should also tell them to remove you from their marketing list.
4. Protection of MSGN and Others.By using the Services, you acknowledge, consent and agree that we may access, preserve and disclose your information, including, but not limited to, any User Content, if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce our Terms of Service, this Policy, or other contracts with you; (c) respond to claims that any content violates the rights of third parties; (d) respond to your requests for customer service; and/or (e) protect the rights, property or personal safety of MSGN, its agents and affiliates, its users and/or the public. We may also disclose information to law enforcement agencies in emergency circumstances, where the disclosure of such information is consistent with the types of emergency disclosures permitted or required by law.
5. Business Transfers.We reserve the right to disclose and transfer all of your information, including your contact information, in connection with a proposed or actual merger, acquisition, transfer of control, or sale of all or any portion of our business.
6. CONSENT TO TRANSFER

The Services are operated in the United States and are governed by United States law. Any information you provide through the Services will be transferred to the United States or other designated locations outside of the United States for processing, hosting and storage, even if you are a resident of a location outside the United States. By using the Services, you consent to this transfer and to the use of the information as described herein.

5. OPTING OUT OF USE OF CONTACT INFORMATION FOR MARKETING PURPOSES BY MSGN FAMILY

If you have provided contact information while using the Services and later decide that you would rather not have the MSGN Family use that information for marketing purposes in accordance with this Policy, you can opt-out of future use at any time by: (i) going to the link provided at the bottom of any email you receive from a MSGN Family member and opting out of receiving information from that MSGN Family member; (ii) by sending us an email at privacy@msgnetworks.com including your name and email address; or (iii) writing us at MSGN Holdings, L.P., 11 Penn Plaza, 3rd Floor, New York, New York, 10001, Attn: Marketing and Promotions Department, with a copy to Legal Department at the same address, including your name and email address.

6. PERSONALIZED CONTENT AND ADVERTISING AND YOUR CHOICES
7. Online Analytics

We may use third-party web analytics services on our Services, such as those of Google Analytics. These service providers use the sort of technology previously described in the “Cookies and other electronic technologies” section to help us analyze how users use the Services, including by noting the third-party website from which you arrive. The information (including your IP address) collected by the technology will be disclosed to or collected directly by these service providers, who use the information to help us evaluate your use of the Services. We also use Google Analytics for certain purposes related to advertising, as described in the following section. To prevent Google Analytics from using your information for analytics, you may install the Google Analytics Opt-out Browser Add-on by clicking here.

1. Tailored Advertising

We may personalize the content and advertising that you see when using the Services through the use of third-party advertising technologies that allow for the delivery of relevant content and advertising on MSGN websites or applications, as well as other websites you visit and other applications you use. The ads may be based on various factors such as the content of the page you are visiting, information you provide such as your age and gender, your searches, demographic data, user-generated content, and other information we collect from you. These ads may be based on your current activity or your activity over time and may be tailored to your interests.

Also, third parties whose products or services are accessible or advertised via the Services may also place cookies or other tracking technologies on your computer, mobile phone, or other device to collect information about your use of the Services in order to (i) inform, optimize, and serve ads based on past visits to our websites and mobile applications and other sites and (ii) report how our ad impressions, other uses of ad services, and interactions with these ad impressions and ad services are related to visits to our websites, mobile applications and use of our Services. We also may allow other third parties (e.g., ad networks and ad servers such as Google Analytics, DoubleClick and others) to serve tailored ads to you on the Services, other sites, and in other applications, and to access their own cookies or other tracking technologies on your computer, mobile phone, or other device you use to access the Services. We also may share with third-party advertisers a hashed version of your email address, solely in non-human readable form for purposes of delivering tailored advertising. We neither have access to, nor does this Policy govern, the use of cookies or other tracking technologies that may be placed on your computer, mobile phone, or other device you use to access the Services by non-affiliated, third-party ad technology, ad servers, ad networks or any other non-affiliated third parties. Those parties that use these technologies may offer you a way to opt out of ad targeting as described below. If you are interested in more information about tailored browser advertising and how you can generally control cookies from being put on your computer to deliver tailored advertising, you may visit the Network Advertising Initiative’s Consumer Opt-Out link , the Digital Advertising Alliance’s Consumer Opt-Out link or TrustArc’s Advertising Choices Page to opt-out of receiving tailored advertising from companies that participate in those programs.

To opt out of Google Analytics for display advertising or customize Google display network ads, you can visit the Google Ads Settings page. Please note that to the extent advertising technology is integrated into the Services, you may still receive advertisements even if you opt-out of tailored advertising. In that case, the ads will just not be tailored.

When using a mobile application you may also receive tailored in-application advertisements. Each operating system, iOS for Apple phones, Android for Android devices and Windows for Microsoft devices provides its own instructions on how to prevent the delivery of tailored in-application advertisements. You may review the support materials and/or the privacy settings for the respective operating systems in order to opt-out of tailored in-application advertisements. We do not control how the applicable platform operator allows you to control receiving personalized in-application advertisements; thus, you should contact the platform provider for further details on opting out of tailored in-application advertisements.

Sometimes, we (or our service providers) may use the information we collect – for instance, log-in credentials, IP addresses and unique mobile device identifiers – to locate or try to locate the same unique users across multiple browsers or devices (such as smartphones, tablets, or computer), or work with providers that do this, in order to better tailor content and features and provide you with a seamless experience across devices. If you wish to opt out of cross device tracking for purposes of interest-based advertising, you may do so through your Android or Apple device-based settings or by exercising your opt-out rights as described in this tailored advertising section.

Please note that to the extent advertising technology is integrated into the Services, you may still receive advertisements even if you opt-out. In that case, the advertising will not be tailored to your interests. Also, we do not control any of the above opt-out links and are not responsible for any choices you make using these mechanisms or the continued availability or accuracy of these mechanisms.

7. CALIFORNIA ONLINE PRIVACY PROTECTION ACT NOTICE CONCERNING DO NOT TRACK SIGNALS
   
   Do Not Track (“DNT”) is a privacy preference that users can set in certain web browsers. DNT is a way for users to inform websites and services that they do not want certain information about their webpage visits collected over time and across websites or online services. We are committed to providing you with meaningful choices about the information collected on the Services for third party purposes, and that is why we provide links to the Network Advertising Initiative, the Digital Advertising Alliance, and TrustArc’s Advertising Choices Pageopt-out pages, as well as choices provided by Google Ads and Google Analytics. However, we do not recognize or respond to browser-initiated DNT signals, as the Internet industry is currently still working toward defining exactly what DNT means, what it means to comply with DNT, and a common approach to responding to DNT. To learn more about Do Not Track, you can do so here.

8. UPDATING YOUR INFORMATION

To keep your information accurate, current and complete, visit your account page(s) or email privacy@msgnetworks.com to update and/or correct certain information previously provided. If a member name and password are required to access the feature, you will need to provide such information to update your registration information. If you have forgotten your password, you may obtain it by visiting the registration area and requesting that a hint be sent to you at the email address you originally provided during registration.

9. LINKS

Links to third-party websites, applications and other services may be made available through the Services. We are not responsible for the privacy practices or the content of such third-party services. Any information you provide via any such third-party service(s) is subject to the applicable privacy and other policies of such third-party service(s) and is not covered by this Policy.

10. SECURITY

We have implemented administrative, technical, and physical security measures to protect against the loss, misuse and/or alteration of your information. These safeguards vary based on the sensitivity of the information that we collect and store. However, we cannot and do not guarantee that these measures will prevent every unauthorized attempt to access, use, or disclose your information since despite our efforts, no Internet and/or other electronic transmissions can be completely secure.

11. INFORMATION FOR CALIFORNIA RESIDENTS

If you are a California resident, California law requires us to provide you with some additional information regarding how we collect, use, and share your “personal information” (as defined in the California Consumer Privacy Act (“CCPA”)).

Categories of personal information we collect. Throughout this Policy, we discuss in detail the specific pieces of personal information we collect from and about users.  Under the CCPA, we are also required to provide you with the “categories” of personal information we collect.  The categories we collect are:  identifiers (such as name, address, email address, and government identification numbers); commercial information (such as transaction history); financial data (such as credit card information); internet or other network or device activity (such as browsing history or Services usage); general geolocation information (e.g., your city and state based on IP address or precise location, with your consent); specific geolocation information (e.g., location information based on GPS and wireless network information, with your consent) potentially protected classifications (such as gender); and other information that identifies or can be reasonably associated with you.

How we use these categories of personal information.  We and our service providers may use and disclose the categories of personal information we collect from and about you consistent with the various business and commercial purposes we discuss throughout this Policy.  Please see the and the   sections above for more information.

Sale of Personal Information

The California Consumer Privacy Act (CCPA) sets forth certain obligations for businesses that “sell” personal information.  Based on the definition of “sell” under the CCPA and under current regulatory guidance, we may have sold the following categories of personal information about you in the past twelve months: identifiers (such as name and contact information) and internet and other network or device activity (such as Services usage information).  You have the right to request that we not sell your personal information. You may make this request by going to our Do Not Sell My Personal Information page, or by contacting us at privacy@msgnetworks.com.

Your California Privacy Rights

If you are a California resident, you may have certain rights.  California law may permit you to request that we:

• Provide you the categories of personal information we have collected or disclosed about you in the last twelve months; the categories of sources of such information; the business or commercial purpose for collecting or selling your personal information; and the categories of third parties with whom we shared personal information.
• Provide access to and/or a copy of certain information we hold about you.
• Delete certain information we have collected from you.

You may have the right to receive information about the financial incentives that we offer to you (if any). You also have the right to not be discriminated against (as provided for in applicable law) for exercising certain of your rights. Certain information may be exempt from such requests under applicable law. For example, we need certain types of information so that we can provide the Services to you and for compliance with applicable law. If you ask us to delete certain information, you may no longer be able to access or use the Services.

If would like to exercise any of these rights, please email us at privacy@msgntworks.com or contact us using the information provided in the   section of this Privacy Policy. We may ask you to provide additional information to verify your identity before we can fulfill your request. You can also designate an authorized agent to make a request on your behalf. To do so, you must provide us with written authorization or a power of attorney, signed by you, for the agent to act on your behalf. You will still need to verify your identity directly with us.California Law permits visitors who are California residents to request certain information once per year regarding our disclosure of “personal information” (as that term is defined under applicable California law) to third parties for such third parties’ direct marketing purposes. To make such a request, please send an email to privacy@msgnetworks.com with “CALIFORNIA PRIVACY RIGHTS – REMOVE THIRD PARTIES” in the subject line or write to us at MSGN Holdings, L.P., 11 Pennsylvania Plaza, 3rd Floor, New York, New York 10001, Attn: Marketing and Promotions Department with “CALIFORNIA PRIVACY RIGHTS – REMOVE THIRD PARTIES” in the “Re” line and with a copy to Legal Department at the same address.

12. INFORMATION FROM CHILDREN

The Services are not directed to children under the age of 13 and children under the age of 13 are not permitted to use the Services. If we discover we have received any “personal information” (as defined under the Children’s Online Privacy Protection Act) from a child under the age of 13 in violation of this Policy, we will take reasonable steps to delete that information as quickly as possible in accordance with the Children’s Online Privacy Protection Act. If you believe MSGN has any information from or about anyone under the age of 13, please contact us at the address listed below.

13. CONTACTING US ABOUT THIS POLICY

Please do not hesitate to contact us with any questions, concerns, requests or comments by email at feedback@msgnetworks.com or write to us at MSGN Holdings, L.P., 11 Pennsylvania Plaza, 3rd Floor, New York, New York 10001, Attn: Marketing and Promotions Department and with a copy to Legal Department at the same address.

14. CHANGES TO THIS POLICY

We reserve the right to change this Policy at any time to reflect changes in the law, our data collection and use practices, the features of our Services, or advances in technology. Please check this page periodically for changes. Your continued use of the Services following the posting of changes to this Policy will mean you accept those changes.

Last Updated: March 1, 2021

© Copyright 2021 MSGN Holdings, L.P. 11 Pennsylvania Plaza, 3rd Floor, New York, NY 10001. All rights reserved. Use of any Service which includes a link to this Policy signifies your acceptance of this Policy.

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Terms of Service

IMPORTANT NOTICE: THIS AGREEMENT IS SUBJECT TO BINDING ARBITRATION AND
A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN THE  ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW.

Last Updated: March 1, 2021

1. INTRODUCTION

The Terms of Service and End User License Agreement (“Terms”) is a legal agreement between you and the MSGN Family (“MSGN,” “we,” “us,” or “our”). The Terms govern your use of any and all websites, mobile applications, software and any other electronic and/or digital products that are made available by the MSGN Family (collectively, the “Services”).

The “MSGN Family” means and includes MSG Networks Inc., MSGN Holdings, L.P. and each of their respective parent companies, subsidiaries, divisions, affiliated entities and business units as may change from time to time (including, without limitation, MSG Network, MSG Plus and MSGN Interactive, LLC).

The Terms apply regardless of the device used to access the Services, including without limitation a personal computer, mobile device, consumer electronics device, or any other technology or software known today or developed in the future.

2. ACCEPTANCE OF TERMS

BY CLICKING “ACCEPT” OR “REGISTER” OR ANY SIMILAR ACTION, CONNECTING TO THE SERVICES THROUGH A THIRD PARTY SUCH AS FACEBOOK (OR A SIMILAR THIRD PARTY OPTION), USING OR ACCESSING THE SERVICES, OR DOWNLOADING, INSTALLING OR USING ANY OF THE SERVICES IN ANY WAY, YOU, YOUR HEIRS, AND ASSIGNS (COLLECTIVELY, “YOU”) AGREE TO BE BOUND BY THESE TERMS.

3. MODIFICATION TO TERMS

Except as explicitly described in Section 24 (Arbitration and Class Action Waiver), MSGN reserves the right, at its sole discretion, to modify or replace the Terms at any time. You shall be responsible for reviewing and becoming familiar with any such modifications. Any changes will be incorporated into the Terms and you should check the Terms periodically for updates. Except as explicitly described in Section 24, changes will be effective immediately unless otherwise provided. Use of the Services by you following such modification constitutes your acceptance of the Terms as modified.

4. PRIVACY POLICY AND OTHER TERMS

Please review the MSGN Privacy Policy, which is hereby incorporated by reference (the “MSGN Privacy Policy”) and governs our use and collection of your information.

In the event that you are required to agree to an additional governing agreement, including without limitation a terms of use, end user license agreement, privacy policy, contest, sweepstakes or promotion terms (collectively, “Other Governing Agreement”), in order to use, access and/or download such other service, the Other Governing Agreement will govern to the extent there is a conflict between these Terms and the Other Governing Agreement.

5. ELIGIBILITY

Access to and use of the Services is available only to individuals who are at least 13 years old and can form legally binding contracts under applicable law. By accessing or using any of the Services, you represent and warrant that you are eligible.

If the Services offer you the option to purchase products or services, or to participate in games or contests, you represent and warrant that: (i) you are 18 years of age or older, or the age of majority in the jurisdiction where you live, whichever is older; and (ii) you will abide at all times by these Terms and any other agreements between you and MSGN regarding your use of the Services.

If you do not meet the eligibility requirements of this section, then you are not permitted to use the Services and you agree that you will not use the Services. In addition to any other rights that MSGN may have in law or equity, MSGN reserves the right to suspend or terminate the account of any purported user of the Services that does not meet the foregoing requirements.

6. REGISTRATION, ACCOUNT SECURITY AND DISCLOSURES

You may access some of the Services without registering for an account. You may, however, have the option to create an account when you use the Services. By creating such account, you agree to: (i) provide accurate, current and complete information about yourself as prompted (such information being the “Registration Data”); (ii) maintain the security and confidentiality of the Registration Data; (iii) promptly update the Registration Data to keep it accurate, current and complete; (iv) ensure that others do not use your account; and (v) notify MSGN immediately in the event of unauthorized use of, or any other breach of your Registration Data.

If you provide any Registration Data that is inaccurate, not current or incomplete, or MSGN has reasonable grounds to suspect that such Registration Data is inaccurate, not current or incomplete, MSGN may deny you access to areas requiring registration or terminate your account, at its sole discretion. You agree that MSGN is not liable for any loss or damage resulting from your failure to maintain the confidentiality of your account as provided herein. MSGN may assume that any communications MSGN receives under your password have been made by you.

You also may be asked for credentials, such as a user name and password, to demonstrate that you are a subscriber to a particular Pay TV Provider (as defined below) (“Subscription Data”). You agree that you are the subscriber to the applicable Pay TV Provider’s service and that you are responsible for the security and confidentiality, and any misuse of, the Subscription Data. You are responsible for all activity under your account that is accessed using the Subscription Data, even if the inappropriate activity was committed by a friend, family member, guest, employee or any other person with access to the Subscription Data.

You acknowledge and agree that MSGN is authorized to act on instructions received through use of your username and password (and/or the Subscription Data, if applicable), and that MSGN may, but is not obligated to, deny access or block any transaction made through use of your username and password (and/or Subscription Data, if applicable) without prior notice if we believe in our sole discretion such information is being used by someone other than you, or for any other reason.

You acknowledge, consent and agree that MSGN may access, preserve and disclose your Registration Data and/or Subscription Data and User Content (as defined below) if required to do so by law or in a good faith belief that such access, preservation, or disclosure is reasonably necessary: (i) to comply with legal process; (ii) to enforce these Terms, the MSGN Privacy Policy or any other agreements or rules regarding your use of the Services; (iii) to respond to claims that any content violates the rights of third parties; (iv) to respond to your requests for customer service; or (v) to protect the rights, property, or personal safety of MSGN, its users and/or the public.

7. ACCESS TO THE SERVICES

You must provide at your own expense the equipment, Internet connections or devices and/or service plans, which may include, without limitation, subscriptions to video services from your cable, satellite, telco or other provider of video programming services (each a “Pay TV Provider”), as may be required to access and/or use the Services. MSGN does not guarantee that the Services or all portion(s) thereof can be accessed on all devices or wireless service plans, or (to the extent a subscription to video services from a Pay TV Provider is required) in connection with all Pay TV Providers. MSGN does not guarantee that all Services are or will continue to be available in all geographic locations. You acknowledge that when you use the Services, your wireless carrier, Pay TV Provider and/or other telecommunications provider may charge you fees for content, access, data, messaging, and/or other wireless access. Check with your applicable provider(s) to determine if there are any such fees that apply to you.

8. USER CONTENT

The Services may enable you to submit, post, upload, or otherwise make available through the Services content such as video clips, photographs, public messages, ideas, comments and other content (collectively, “User Content”) that may or may not be viewable by other users.

You acknowledge and agree that all User Content, whether publicly posted or privately transmitted, is the sole responsibility of the person from whom the User Content originated. You further agree that you have all required rights to submit, post, upload or otherwise use or disseminate such User Content without violation of any third-party rights.

When you submit User Content on or through your use of any of the Services, you grant MSGN a world-wide, perpetual, irrevocable, royalty-free, non-exclusive, and sub-licenseable license to use, copy, distribute, reproduce, modify, edit, adapt, publicly perform, publicly display, translate, create derivative works from, and publish such User Content, in whole or in part, in any format or medium now known or developed in the future, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. Notwithstanding the above, you shall maintain your intellectual property rights in your User Content.

You acknowledge and agree that your user Registration Data and/or Subscription Data may be associated with any User Content that you post. You represent and warrant to MSGN that you own or otherwise control all rights to any User Content you post on or through the Services, and have received any and all consents that may be necessary for the posting of any such User Content and MSGN’s use thereof in accordance with these Terms. You agree that you will indemnify, defend, and hold harmless MSGN for all claims resulting from User Content you post. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event you will cooperate with us in asserting any available defenses.

You acknowledge and agree that MSGN and its designees may or may not, at MSGN’s discretion, pre-screen User Content before its appearance on the Services, but that MSGN has no obligation to do so. You further acknowledge and agree that MSGN reserves the right (but does not assume the obligation) in its sole discretion to reject, move, edit or remove any User Content that is contributed to the Services. Without limiting the foregoing, MSGN and its designees shall have the right to remove any User Content that violates the Terms or is otherwise objectionable in MSGN’s sole discretion. You are solely responsible for your interactions with other users of the Service. MSGN reserves the right, but has no obligation, to monitor disputes between you and other users and to resolve such disputes in its sole judgment.

You acknowledge and agree that MSGN does not verify, adopt, ratify, or sanction User Content, and you agree that you must evaluate and bear all risks associated with your use of User Content or your reliance on the accuracy, completeness, or usefulness of User Content. You understand that by using the Services, you may be exposed to User Content that you may consider offensive or objectionable. You also acknowledge that MSGN is a provider of an interactive computing service as set forth in the Communications Decency Act, 47 U.S.C. §230. MSGN expressly reserves its rights to not be treated as the publisher or speaker of any information provided by another information content provider on or through the Services.

9. CODE OF CONDUCT

You promise not to use the Services for any purpose that is unlawful or prohibited by these Terms, or any other purpose not reasonably intended by MSGN. By way of example, and not as a limitation, you agree:

• that you will not abuse, harass, impersonate, intimidate or threaten other users.
  • that you will not post any content that degrades others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, disability or other classification.
  • that you will not post any content that is unlawful, harmful, tortious, defamatory, libelous, obscene, or invasive of another’s privacy.
  • that you will not post any content nor make available through the Services any information that infringes any intellectual property, privacy, publicity or other proprietary rights of any other person or entity.
  • that you will not copy, download (other than through page caching necessary for personal use, downloading a mobile application, or as otherwise expressly permitted by these Terms), modify, distribute, transmit, display, perform, reproduce, broadcast, duplicate, publish, license, create derivative works from, or offer for sale any content or other information contained on or obtained from or through the Services, by any means except as provided for in these Terms or with the prior written consent of MSGN.
  • that you will not scrape, access, monitor, index, frame, link, or copy any content or information on the Services by accessing the Services in an automated way, using any robot, spider, scraper, web crawler, or using any method of access other than manually accessing the publicly-available portions of the Services through a browser or accessing the Services through any approved mobile application or API.
  • that you will not violate the restrictions in any robot exclusion headers of the Services, if any, or bypass or circumvent other measures employed to prevent or limit access to the Services.
  • that you will not post material that advocates illegal activity or discusses illegal activities with the intent to commit them (in either case as determined by MSGN in its sole discretion).
  • that you will not post or otherwise make available any material that contains any software, device, instructions, computer code, files, programs and/or other content or feature that is designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment (including without limitation any time bomb, virus, software lock, worm, self-destruction, drop-device, malicious logic, Trojan horse, trap door, “disabling,” “lock out,” “metering” device or any malicious code).
  • that you will not post or do anything that could disable, overburden, or impair the proper working of the Services.
  • that you will not post material that impedes or otherwise prohibits communication; disrupts the discussion including, without limitation, using fan names in topical boards that are offensive to the topic, the team, the sport and/or its fans, and repeatedly posting off-topic messages in a topical message board.
  • that you will not post, utilize or otherwise make available any other party’s intellectual property unless you have the right to do so, whether through an assignment of rights, use waiver, license, fair-use exception, or under generally accepted news practices.
  • that you will not post any trade secrets or other confidential or proprietary information, or post any material that you do not have a right to make available under any law or under contractual or fiduciary relationships, including but not limited to inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements.
  • that you will not falsely state or otherwise misrepresent your affiliation with a person or entity, or impersonate any person or entity in a manner that does not constitute parody.
  • that you will not through misrepresentation or otherwise, solicit personal or sensitive information from other users such as address, credit card or financial account information, or passwords.
  • that you will not violate the law or encourage conduct that would constitute a criminal offense or give rise to civil liability.
  • that you will not download or use the Services if you are under the age of 13, regardless of any age rating that is given to the Services by any third party.
  • that you will deny access to the Services to children under the age of 13, and you will monitor the use of Services so that it may not be used by children under the age of 13.
  • that you will be responsible for any use of your credit card or other payment instrument in the Services by anyone under the age of 18.
  • that you will use the Services for personal and non-commercial purposes only.
  • that you will not use the Services to advertise, solicit or transmit commercial advertisements, including without limitation junk e-mail, spam, spim, or any other unsolicited messages regardless of the medium (e.g., email, text, SMS, chat, etc.)
  • that you will use the Services only for lawful purposes. This means that you will not use the Services to directly or indirectly violate any applicable law, rule or regulation or use the Services in any manner that would promote, aid or abet the violation of any applicable law, rule or regulation.
  • that you will not transfer, sell or trade the Services to anyone without written permission from MSGN.
  • that you will not sell or otherwise transfer your Registration Data or Subscription Data.
  • that you will not use or access a version of the Services that has been transferred, sold or traded from another user without written permission from MSGN, except as permitted by these Terms.
  • that you will not use the Services a way that violates these Terms, any Other Governing Agreement or any guidelines or policies posted by MSGN.
  • that you will not use the Services to facilitate violations of these Terms or the MSGN Privacy Policy.
  • that you will not use the Services in a way that interferes with any other party’s use and enjoyment of the Services.

Violation of this Code of Conduct may result in the removal of your content from the Services and/or the canceling of your account or right and ability to use the Services. You acknowledge and agree that MSGN may in its sole discretion remove any User Content, block access to the Services or the content therein, and terminate any account at any time for any reason or no reason. To report abuse of the Terms, please contact us at feedback@msgnetworks.com.

10. LIMITED LICENSE GRANT

This section sets forth your limited license to use the Services (“License”). The Services are licensed to you, not sold.

1. Grant.Through your access, use, downloading, and/or installation of the Services, you are acquiring and MSGN grants you a personal, limited, non-exclusive, non-transferable license to install, use and access the Services for your non-commercial use as set forth in this License. Your acquired rights are subject to your compliance with this License. Any commercial use is prohibited. You are expressly prohibited from sub-licensing, renting, leasing, transferring or otherwise distributing the Services or any rights to use the Services (including, without limitation, your Registration Data, Subscription Data and/or any other similar information). The term of your License shall commence on the date that you install or otherwise access or use the Services, and shall end on the earlier of the date that you dispose of the Services, or MSGN’s termination of this License.
2. Further Restrictions.Your right to use the Services is limited to the license grant above, and you may not otherwise copy, display, seek to disable, distribute, perform, publish, modify, transfer, create works from, or use the Services or any component of it, except as expressly authorized by MSGN. Unless expressly authorized in writing by MSGN, you are prohibited from making the Services (and/or a copy of the Services) available on or over a network where it could be used and/or downloaded by multiple users. You may not remove or alter any of MSGN’s trademarks and/or logos, any legal notices included in the Services and/or any related assets. Your right to use the Services is also predicated on your compliance with any applicable terms of agreements you have with third parties when using the Services.
3. Reservation of Rights.You have obtained a license to the Services and your rights are subject to this License. Except as expressly licensed to you herein, MSGN and its licensors reserve all right, title and interest in the Services (including, without limitation, all video, footage, characters, storyline, images, photographs, animations, statistics, graphics, music, text, and any other materials in the Services), and all associated copyrights, trademarks, and other intellectual property rights therein. This License is limited to the intellectual property rights of MSGN and its licensors in the Services and does not include any rights to other patents or intellectual property. Except to the extent permitted under applicable law, you may not decompile, disassemble, or reverse engineer the Services, or any component thereof, by any means whatsoever. You may not remove, alter, or obscure any product or brand identification, copyright, or other intellectual property notices in the Services. All rights not expressly granted herein are reserved by MSGN.
4. Termination.This License is effective until terminated. Your rights under this License will terminate immediately and automatically without any notice from MSGN if you fail to comply with any of provision of these Terms. Promptly upon termination, you must cease all use of the Services and destroy all copies of the Services in your possession or control. Termination will not limit any of MSGN’s other rights or remedies under these Terms, at law or in equity. Sections 4, 6, 8, 10(D), and 11-26, and any supplemental terms of this License shall survive termination or expiration of this License for any reason.
5. PURCHASES; AVAILABILITY; FEES

The provisions of this Section shall apply in the event and to the extent that functionality to purchase products or services is made available to you by or through the Services:

1. Purchases; Order Processing.You may purchase products or services using the Services if you are 18 years of age or older, or the age of the majority in the jurisdiction where you live, whichever is older. You agree to pay in full all prices and fees (including, without limitation, all applicable taxes) for any purchases you, or anyone using your account, make using the Services, via the credit, debit or charge card or other payment means acceptable to MSGN that you provide concurrently with your order or is associated with your account. If payment is not received by MSGN from your credit, debit or charge card issuer or its agents or other payment service provider, you agree to promptly pay all amounts due upon demand by MSGN. MSGN may, in its sole discretion, choose to not process or to cancel your order in certain circumstances. This may occur, for example, when the product you wish to purchase is out of stock or is unavailable, or if MSGN suspects the request is fraudulent. MSGN will either not charge you or refund the charges for orders that MSGN does not process or cancels.
2. Prices; Product Descriptions.MSGN may revise any or all of the fees and prices associated with products or services at any time for any or no reason. Further, MSGN does not guarantee that product descriptions or other content will be accurate or timely. Verification of information may be required prior to acceptance of any order through the Services. Descriptions and images of, and references to, products or services do not imply our or any of our affiliates’ endorsement thereof. Moreover, MSGN and its third party operational service providers reserve the right, with or without prior notice, for any or no reason, to: (i) change product descriptions, images, and references; to limit the available quantity of any product or service; honor, or refuse to honor, any coupon, coupon code, promotional code or other similar promotions; and/or refuse to provide any visitor to, or use of the Services with any product or service.; (ii) bar you and/or any other user from conducting any or all transaction(s); and/or (iii) refuse to provide you and/or any other user with any product. Further, if MSGN terminates your use of or registration to the Services because you have breached these Terms, you shall not be entitled to a refund of any unused portion of any fees, payments or other consideration.
3. Order Changes and Cancellations.MSGN CANNOT CHANGE OR CANCEL AN ORDER ONCE IT HAS BEEN PROCESSED AND THEREFORE, YOU WILL REMAIN RESPONSIBLE FOR ALL FEES ASSOCIATED WITH ANY SUCH ORDER.
4. Returns and Exchanges.UNLESS OTHERWISE STATED IN AN MSGN REFUND AND EXCHANGE POLICY, ALL SALES ARE FINAL. ANY AND ALL PRODUCTS OR SERVICES PURCHASED VIA THE SERVICES ARE NOT ELIGIBLE FOR RETURN OR EXCHANGE. Price and availability of any product or service offered via the Services is subject to change without notice. Refunds and exchanges shall be subject to MSGN’s refund and exchange policies, as may be made available by MSGN and updated by MSGN from time to time. You agree to pay all charges that may be incurred by you or on your behalf through the Services, at the price(s) in effect when such charges are incurred, including all shipping and handling charges.
5. Your Representations for Purchases.YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED BY YOU OR THROUGH YOUR REGISTRATION DATA OR SUBSCRIPTION DATA TO PURCHASE ANY SUCH PRODUCT AND/OR SERVICE.
6. EMAILS AND OTHER COMMUNICATIONS FROM MSGN

You may receive certain commercial communications from MSGN and/or the MSGN Family. You understand and agree that these communications are part of your use of the Services, and that you may opt out of receiving these communications at any time by either using the unsubscribe functionality in such communications or sending an email to privacy@msgnetworks.com.

13. LOCATION AND PUSH NOTIFICATIONS AND OTHER TECHNOLOGIES

The Services may allow access to or make available opportunities for you to view certain live streaming video and receive other products, content, services and/or other materials based on your location. To make these opportunities available to you, the Services will determine your location using one or more reference points, such as GPS, Beacons and/or software within your mobile device. If you have set your mobile device to disable GPS, Bluetooth or other location determining software or do not authorize the Services to access your location data, the Services may not be able to determine your location and you will not be able to access live streaming video or other products, content and/or services. For more information about how the Services collect, use and retain your information, please read the MSGN Privacy Policy.

The Services also may make use of push notifications to devices that support the transmission of such notifications or alerts. Push notifications are used to send notification messages to you regarding offers, products, events, and other promotions and related alerts, as well as informational and/or administrative messages. After downloading the Services, you may be asked to accept or deny push notifications. If you deny, you will not receive any push notifications. If you accept, push notifications will be automatically sent to you. If you no longer wish to receive push notifications from the Services, you may opt out by changing your notification settings on your device. The device manufacturer, not MSGN, controls these notification settings.

Additionally, the Services may contain features that may allow you to submit data to, or plot yourself on a map using, a mapping service. By using those features (if applicable), you agree to be bound by the terms of use that apply to those mapping services, which may include, as applicable, the Google Maps/Earth Terms of Service.

14. LINKS

The Services may provide links to third-party websites or resources, such as those that sell tickets. Because MSGN has no control over such sites and resources, you acknowledge and agree that MSGN is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for (i) any content, advertising, products, or other materials on or available from such sites or resources, (ii) any errors or omissions in these websites or resources, or (iii) any information handling practices or other business practices of the operators of such sites or resources. You further acknowledge and agree that MSGN shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any linked sites or resources.

15. UPDATES TO THE SERVICES

You agree that the Services may automatically download and install updates, upgrades and additional features that MSGN deems reasonable, beneficial to you and/or reasonably necessary. You acknowledge and agree that any obligation MSGN may have to support the previous version(s) of any Service(s) may be ended upon the availability of the update, upgrade and/or implementation of additional features. This License shall apply to any updates, upgrades and/or additional features that are not distributed with a separate license or other agreement.

16. COPYRIGHT COMPLAINTS/DIGITAL MILLENNIUM COPYRIGHT ACT

MSGN has a policy of, in appropriate circumstances and at its discretion, terminating the accounts of users who infringe the intellectual property of others, including accounts of repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide MSGN’s Copyright Agent a notice containing the following information:

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest that has allegedly been infringed;
2. identification of the copyrighted work or other intellectual property that you claim has been infringed, or, if multiple copyrighted works at a single online location are covered by a single notification, a representative list of such works at that location;
3. identification of the material that is claimed to be infringing or to be the subject of infringing activity, and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material;
4. your address, telephone number, and email address;
5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
6. a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

You may send your claims of copyright or other intellectual property infringement to MSGN’s Copyright Agent at the following address:

Copyright Agent
MSGN Holdings, L.P.
11 Pennsylvania Plaza, 3rd Floor
New York, NY 10001
Tel: 212-465-6400
Email: copyright.agent@msgnetworks.com

17. CLOSED CAPTIONING OF VIDEO PROGRAMMING

If you have any questions, concerns or complaints regarding the closed captioning of video programming on the Services, please contact us by email at captioning@msgnetworks.com or write to us at MSGN Holdings, L.P., 11 Pennsylvania Plaza, 3rd Floor, New York, New York 10001, Attn: Digital Products Department, with a copy to Legal Department, at the same address.

18. INDEMNIFICATION AND RELEASE

By using the Services, you agree to indemnify, defend (at MSGN’s option) release and hold harmless MSGN, each member of the MSGN Family and each of their respective parents, subsidiaries, affiliates, partners, sponsors, licensees, agents, successors and assigns, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities from and against any claims, liabilities, damages, losses, actions, costs and/or expenses (including without limitation reasonable legal and accounting fees, costs, judgments and/or amounts paid in settlement), of any kind, arising out of or in any way connected with (i) your breach or violation of these Terms (including without limitation the Code of Conduct); (ii) your User Content; (iii) your interaction with any other users; or (iv) any claims made by any third party in connection with your use of the Services, the receipt, ownership, use or misuse of any products or services made available on or through the Services.

MSGN reserves the right, at our own expense to assume the exclusive defense and control of such disputes, and in any event you will cooperate with us in asserting any available defenses.

Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to release, defend, indemnify, and hold MSGN, each member of the MSGN Family and each of their respective parents, subsidiaries, affiliates, partners, co-sponsors, and agencies, as well as the officers, directors, employees, shareholders and representatives of any of the foregoing entities, harmless from and against any third-party claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your breach or violation of these Terms (including without limitation the Code of Conduct).

If you are a California resident, you waive California Civil Code Section 1542, which provides:

A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.

If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.

19. WARRANTY DISCLAIMERS

THE SERVICES AND ALL RELATED CONTENT, PRODUCTS, SERVICES AND MATERIALS PROVIDED OR MADE AVAILABLE ON OR THROUGH THE SERVICES ARE PROVIDED TO YOU “AS IS,” WITH ALL FAULTS, WITHOUT WARRANTY OF ANY KIND, WITHOUT PERFORMANCE ASSURANCES OR GUARANTEES OF ANY KIND, AND YOUR USE IS AT YOUR SOLE RISK. THE ENTIRE RISK OF SATISFACTORY QUALITY AND PERFORMANCE RESIDES WITH YOU. MSGN, THE MSGN FAMILY AND ITS AND THEIR RESPECTIVE LICENSORS, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AND REPRESENTATIVES (COLLECTIVELY “MSGN” FOR PURPOSES OF THIS SECTION AND SECTION 20) DO NOT MAKE, AND HEREBY DISCLAIM, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF CONDITION, UNINTERRUPTED USE, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD PARTY RIGHTS, AND WARRANTIES (IF ANY) ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. MSGN DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SERVICES; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE SERVICES WILL INTEROPERATE OR BE COMPATIBLE WITH ANY OTHER SERVICES OR EQUIPMENT; THAT ANY ERRORS IN THE SERVICES WILL BE CORRECTED; OR THAT THE SERVICES WILL BE AVAILABLE FOR REINSTALLATION TO THE SAME OR MULTIPLE DEVICES OR EQUIPMENT. NO ORAL OR WRITTEN ADVICE PROVIDED BY MSGN, APPLE INC. (“APPLE”), GOOGLE INC. OR ANY AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY.

20. LIMITATION ON LIABILITY

TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, IN NO EVENT SHALL MSGN BE LIABLE TO YOU FOR ANY PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER AND/OR DEVICE FAILURE OR MALFUNCTION OR ANY OTHER FORM OF DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES FROM ANY CAUSES OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS, THE LICENSE, OR THE SERVICES WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT MSGN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEMDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, MSGN’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO MSGN FOR GENERAL USE OF THE SERVICES DURING THE TERM OF YOUR USE OF THE SERVICES.

THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO NEW JERSEY RESIDENTS.

21. OUR PROPRIETARY RIGHTS

All title, ownership and intellectual property rights in and to the Services are owned by MSGN, another member of the MSGN Family or its or their respective licensors. You acknowledge and agree that the Services contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as expressly authorized by MSGN, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Services, in whole or in part.

22. FORCE MAJEURE

The failure of MSGN to comply with any provision of these Terms due to any cause outside MSGN’s reasonable control, including, without limitation, an act of God, hurricane, fire, flood, earthquake or other natural disaster, war or other military action, civil disturbance, riot, terrorism, act of public enemy, strikes or labor disputes, failure of essential services (e.g. power failures), actions of governmental authorities outside of the control of MSGN (excepting compliance with applicable codes and regulations) or other force majeure event will not be considered a breach of these Terms.

23. TERMINATION

MSGN reserves the right at any time to modify or discontinue, temporarily or permanently, the Services or associated services (or any part thereof), with or without notice. You agree that MSGN shall not be liable to you or any third party for any modification, suspension or discontinuance of the Services or associated services.

MSGN may terminate or suspend the Services and any and all services and your account immediately, without prior notice or liability, if you breach any of the terms or conditions of the Terms or MSGN Privacy Policy. Upon termination of your account, your right to use the Services will immediately cease. If you wish to terminate your account, you may simply discontinue using the Services or contact us at feedback@msgnetworks.com via an email expressly stating that you wish to terminate your account. All provisions of these Terms, which by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and class action waiver.

• 24. ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS

1. Federal Arbitration Act.The parties agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.
2. Initial Dispute Resolution.Most disputes can be resolved without resort to litigation. The parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with MSGN, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration. To commence this procedure, you agree to contact us by sending written notice to us at MSGN Holdings, L.P., 11 Penn Plaza, 3rd Floor, New York, NY 10001, Attn: Legal Department, or MSGN may contact you using the last available information it has for you.
3. Binding Arbitration.If the parties do not reach an agreed-upon solution within a period of sixty (60) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then the parties agree to resolve by arbitration subject to the provisions in this Section 24. Specifically, all claims arising out of or relating to these Terms (including its formation, performance, and breach), the parties’ relationship with each other, and/or your download of, access to, or use of the Services shall be finally settled by binding arbitration administered by JAMS in accordance with the JAMS rules in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to any claim that all or any part of these Terms is void or voidable, or whether a claim is subject to arbitration. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written, and binding on the parties and may be entered as a judgment in any court of competent jurisdiction. To start an arbitration, you must do the following: (A) Write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover. You may find a copy of a Demand for Arbitration at www.jamsadr.com; (B) Send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, 620 Eighth Ave. (NY Times Building), 34th Floor, New York, NY 10018; and (C) Send one copy of the Demand for Arbitration to us at MSGN Holdings, L.P., 11 Penn Plaza, 3rd Floor, New York, NY 10001, Attn: Legal Department.

You will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, we will pay all other filing and arbitrator fees for the arbitration. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise. The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

If you are a resident of the United States, arbitration may take place at any reasonable location within the United States convenient for you. For residents outside the United States, arbitration shall be initiated in the State of New York, United States of America.

Residents of the United States and those who reside outside the United States and we further agree to submit to the personal jurisdiction of any federal or state court in the Borough of Manhattan, New York, NY in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

1. 1. Class Action Waiver.The parties further agree that the resolution of any disputes between the parties shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND MSGN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.
   2. Exception: Litigation of Intellectual Property and Small Claims Court Claims.Notwithstanding the parties’ decision to resolve all disputes through initial dispute resolution or binding arbitration, either party may bring an action in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
   3. 30-Day Right to Opt Out.You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to feedback@msgnetworks.com with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of your first download of, access to, or use of the Services, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, we also will not be bound by them.
   4. Changes to this Section.MSGN will provide 60-days’ notice of any changes to this section. Changes will become effective on the 60th day, and will apply prospectively only to any claims arising after the 60th day. If a court or arbitrator decides that this subsection on “Changes to this Section” is not enforceable or valid, then this subsection shall be severed from the Section entitled Arbitration and Class Action Waiver, and the court or arbitrator shall apply the first Arbitration and Class Action Waiver (or similarly named) section in existence after you first downloaded, accessed, or used the Services.
   5. Survival.This Arbitration and Class Action Waiver section shall survive any termination of your account or the Services.

1. GOVERNING LAW

These Terms and the relationship between you and MSGN shall be governed by the laws of the State of New York without regard to conflict of law provisions. The parties agree that the UN Convention on Contracts for the International Sale of Goods (Vienna, 1980) shall not apply to these Terms or to any dispute or transaction arising out of these Terms.

26. GENERAL INFORMATION
27. Severability and Survival.If any provision of the Terms is found by an arbitrator or a court of competent jurisdiction to be invalid, illegal or unenforceable under applicable law, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties’ intentions as reflected in the provision, the remainder of the provision shall be interpreted to achieve as closely as possible the effect of the original term and all other provisions of the Terms remain in full force and effect.
28. Limitation of Liability and Disclaimer of Warranties are Material Terms of these Terms.You agree that the provisions in these Terms that limit liability and disclaim warranties are essential terms of these Terms.
29. Entire Agreement.The Terms constitute the entire agreement between you and MSGN with respect to the Services and supersedes any prior agreements, oral or written, between you and MSGN.
30. Conflicts.In the case of a conflict between the Terms and the terms of any other electronic or machine readable statement or policy, including our Privacy Policy, the Terms shall control, except for any Other Governing Agreement. In such case, the Other Governing Agreement shall control.
31. Waiver.The failure of MSGN to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
32. Section Titles.The section titles in these Terms are for convenience only and have no legal or contractual effect.
33. Taxes.You are solely responsible for any and all duties, taxes, levies and/or fees (including any sales, use or withholding taxes) imposed on or in connection with these Terms and/or your access to and/or use of the Services, by any authority of any applicable jurisdiction.
34. Export.You agree to abide by U.S. and other applicable export control laws and agree not to transfer the Services to a foreign national or national destination, which is prohibited by such laws, without first obtaining, and then complying with, any requisite government authorization. You certify that you are not a person with whom MSGN is prohibited from transacting business under applicable law.
35. No Third Party Beneficiaries.You agree that, except as otherwise expressly provided in these Terms, there shall be no third party beneficiaries to these Terms.
36. Contacting Us.E-mail is an important communication channel for our users. All e-mail sent to MSGN should be generated by the person in whose name the e-mail account is registered. Email shall not mask their identity using a false name or someone else’s name or account. If you are a customer and the topic of your email is a service issue, you must include your full name, address and, if applicable, cable, telephone or on-line account number in order to ensure that we can respond. By providing MSGN with your e-mail address, you authorize MSGN to use that e-mail address to deliver notices or disclosures related to the Services and as otherwise described in the MSGN Privacy Policy.

Any information provided to MSGN by e-mail, including but not limited to feedback, data, answers, questions, comments, suggestions, plans, ideas or the like, shall be deemed to be non-confidential, and MSGN assumes no obligation to protect such information from disclosure. The submission of such information to MSGN shall in no way prevent the purchase, manufacture or use of similar products, services, plans and ideas by MSGN for any purpose whatsoever, and MSGN shall be free to reproduce, use, disclose and distribute the information to others without restriction.

On occasion, we may use your e-mail address to send you marketing-related communications with information about service and product information that we believe may be of interest to you. If you do not want to receive such unsolicited marketing communications from MSGN, simply contact us at feedback@msgnetworks.com. or write to us at MSGN Holdings, L.P., 11 Pennsylvania Plaza, 3rd Floor, New York, New York 10001, Attn: Marketing and Promotions Department and with a copy to Legal Department, at the same address. The MSGN Privacy Policy provides more details about how we use, collect, share and protect your information.

If you have any questions, concerns, requests or comments regarding these Terms, we invite you to contact us by email at feedback@msgnetworks.com or write to us at MSGN Holdings, L.P., 11 Pennsylvania Plaza, 3rd Floor, New York, New York 10001, Attn: Marketing and Promotions Department and with a copy to Legal Department, at the same address.

27. ADDITIONAL TERMS FROM THIRD PARTY PLATFORM PROVIDERS

If any of the Services that you download, access and/or use runs on Apple’s iOS operating system:

• Your license to use such Services is limited to a non-transferable license to use such Services on an iPhone or other iOS Product that you own or control, as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions, provided that the Services may be accessed and used by other accounts associated with you via Family Sharing or volume purchasing programs.
• You acknowledge and agree that:
• these Terms are between you and MSGN, and not with Apple, and Apple is not responsible for the Services and the content thereof;
• Apple has no obligation at all to provide any support or maintenance services in relation to the Services, and if you have any maintenance or support questions in relation to the Services, please contact MSGN, not Apple;
• except as otherwise expressly set forth in these Terms, any claims relating to the possession or use of the Services are between you and MSGN (and not between you, or anyone else, and Apple);
• in the event of any claim by a third party that your possession or use (in accordance with these Terms) of the Services infringes any intellectual property rights, Apple will not be responsible or liable to you in relation to that claim;
• You may not use the applicable Services in any manner that is in violation of or inconsistent with the Usage Rules set forth for such Services in, or otherwise be in conflict with, the Apple Media Services Terms and Conditions;
• Your use of the Services must comply with any applicable third party terms of agreement, such as your wireless data service agreement;
• MSGN and you acknowledge that MSGN, not Apple, is responsible for addressing any claims of you or any third party relating to the Services or your possession and/or use of such Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Services fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation, including in connection with any use of the HealthKit and HomeKit frameworks by the Services; and
• although these Terms are entered into between you and MSGN (and not Apple), Apple, as a third party beneficiary under these Terms, will have the right to enforce these Terms against you.
• You represent and warrant that:
• you are not, and will not be, located in any country that is the subject of a United States Government embargo or that has been designated by the United States Government as a “terrorist supporting” country; and
• you are not listed on any United States Government list of prohibited or restricted parties; and
• if any of the Services does not conform to any warranty applying to it, you may notify Apple, which will then refund the purchase price of such Services (if any) to you. Subject to that, and to the maximum extent permitted by law, Apple does not give or enter into any warranty, condition or other term in relation to the Services and will not be liable to you for any claims, losses, costs or expenses of whatever nature in relation to the Services or as a result of you or anyone else using any of the Services or relying on any of its content.

© Copyright 2021 MSGN Holdings, L.P., 11 Pennsylvania Plaza, 3rd Floor, New York, NY 10001. All rights reserved.