Welcome to Grid. These Terms of Service (“Terms”) govern your access to and use of any websites, services, and mobile applications provided by Media Investment Properties OpCo LLC d/b/a Grid (“Grid” or “MIPO”) and any of its subsidiaries, brands, or other entities it controls (collectively the “Services”), including but not limited to grid.news, Grid mobile applications, and any other mobile application or website that links to these Terms.
PLEASE READ THESE TERMS CAREFULLY. THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, WAIVERS OF RIGHTS AND LIMITATION OF LIABILITY. TO THE EXTENT PERMITTED BY LAW, THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN COURTS OR JURY TRIALS, AND LIMIT THE REMEDIES AVAILABLE IN THE EVENT OF A DISPUTE.
If you wish to contact us or are required to give us notice in writing, you can email us at email@example.com or send old-fashioned, hard copy mail to Media Investment Properties OpCo LLC, Attention: Grid Support, 400 N. Capitol Street, NW, Washington, DC 20001. If we need to reach you or provide you with notice in writing, we will do so either by email or hard copy to any address you have provided.
1. Accessing the Services
1.1 To access the Services, you will need to use a computer, mobile device, or other device that meets the system and compatibility requirements (which we may update from time to time), and you will need access to the Internet. Features and functionalities may differ by device. You are responsible for obtaining and maintaining any equipment or other services needed to access the Services.
Grid reserves the right at any time to charge fees for access to the Services or to any feature or content. You will be asked to agree to payment and payment terms prior to being charged for any Services, and if you do not consent, you may not have access to certain content or services. You agree to pay such fees if you sign up for any fee-based service.
1.2 You must be thirteen (13) years of age or older to create an account or use our Services. By registering with us and accessing the Services, you are confirming that you meet this age requirement. Although Grid does not limit access to readers over thirteen, Grid’s content is intended for adults. Some of the content on the site may not be suitable for all ages. By using the Services, you acknowledge that there may be content that some find objectionable. Grid also may set different minimum age requirements for specific activities or events such as contests, sweepstakes, and/or live events. By registering or participating in any event, activity, or other portion of the Services, you represent that you meet the minimum age requirement for that portion of the Services. If we learn that any individual who has registered for portion of the Services does not meet the minimum age requirement, their registration or participation will be canceled immediately.
1.3 We may offer applications that provide an alternative way to access our Services. In such circumstances, we grant you a personal, non-exclusive, non-transferable, limited license to install such applications solely on the devices you will use to access the Services. Please note that certain retail application stores that offer our applications may have separate terms that will be binding on you if you elect to download our applications from such merchants.
When registering or otherwise providing information to us, you agree that information will be true, accurate, current, and complete, and that you will maintain and update such information to keep it true, accurate, current, and complete at all times. Grid reserves the right to reject, or require you to change, any username, password, or other information you provide as part of the registration process.
You may change or update certain information associated with your account from your profile page. You may disable your account by completing this form or contacting us via email at firstname.lastname@example.org. If your email address is canceled, becomes inactive or inaccessible for an extended period of time, we may cancel your account and delete all or part of your profile, to the extent allowed by law and in accordance with our security measures. We also reserve the right to cancel your account or prohibit your participation in any or all of the Services if you violate any provision of these Terms, or any other agreement with MIPO.
1.5 Restrictions on Use. Please be aware that the content contained in the Services and the underlying software are protected by copyright. Unlawful copying or reproduction will not be tolerated.
You are only authorized to access and display content contained in the Services for non-commercial, personal use. You are not authorized to:
- Copy, reproduce, sell, license, modify, create derivative works from or based on, edit, upload, frame, transmit, rent, lease, lend, sublicense, translate, publicly display or perform, publish, post, or distribute (except to the extent you do within and using features of the Services such as a “share” button), or in any way exploit for profit or commercial or financial benefit any part of the Services, including but limited to any content, or attempt to interfere with the operation of the Services.
- Remove any copyright, trademark, or other proprietary rights notice from the Services or any content.
- Use any data mining, robots, virus, worms, bugs, or other data gathering and extraction tools, or use the content or other elements to construct any kind of database, enter the content into a database, or systematically download and/or store any portion of the Services.
- Harvest any information about users of the Services.
- Reverse engineer, copy, decompile, disassemble, derive the source code of, modify, adapt, capture, reproduce, transfer, sell, license, create derivative works, republish, transmit, exploit, in whole or in part, the Services.
- Circumvent, disable, or otherwise attempt to tamper, hack, corrupt, or impair any security technology protecting any content, system resources, accounts, or any other part of the Services, or to use or distribute tools designed for compromising security (e.g. password guessing programs, cracking tools or network probing tools).
- Interfere with or disrupt the Services or servers or our networks, or disobey any requirements, procedures, policies, or regulations of networks connected to the Services.
- Use the Services to violate any federal, state, or local law.
- Use any features of the Services for any commercial purpose, or for any purpose other than their intended purpose.
- Transmit any material that contains adware, malware, spyware, software viruses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware; any false, abusive, harassing, threatening, fraudulent, tortious, pornographic, obscene, libelous, or hateful material; any material protected by copyright, trademark, trade secret, right of publicity, privacy, or any other personal or proprietary right of a third party without express, written permission of the owner; or any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation.
- Attempt, or encourage or assist any other person in attempting, to take any of the above actions.
1.6 We may gather data on usage of the Services, and other information to ensure the Services are functioning optimally. You agree not to block this transmission of data. If you do so, it will be considered a violation of these Terms.
1.7 Export Controls. You are responsible for complying with United States export controls and for any violation of such controls arising out of or relating to your use of the Services. You represent, warrant, and covenant that you are not located in, or a resident or national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or that you are on any of the U.S. government lists of restricted users.
2. Availability of the Services
From time to time, the Services may be unavailable for any reason, including, without limitation content or technical updates; periodic maintenance procedures or repairs; or reasons beyond our control.
Grid also may choose to make available updates, bug fixes, or other changes to the Services or to any applications providing access the Services. By registering with us, and each time you access the Services whether or not you have registered, you consent to receive and where applicable automatically install all updates without further notice.
Grid is a United States based news organization and we follow United States law as applicable to the content included in our Services. The Services are controlled and distributed from the United States, and are not intended to subject the Company to any non-U.S. jurisdiction or law. Some or all of the Services and/or the content may not be available if you are accessing the Services from a location outside the United States. We may use different technologies and verification methods to determine where you are accessing the Services and which content will be made available to you.
Grid may disable, suspend, or terminate your account and/or your access to the Services immediately, for any reason or for no reason whatsoever, including if we have reasonably determined that you have provided inaccurate account or payment details, or you are otherwise in violation of these Terms. If this occurs, you must stop using the Services. If we disable your account and/or your access to the Services, you agree not to create another account or try to access the Services without our permission.
By using the Services, you acknowledge that we and our partners can send you emails, text messages, in app notifications, push notifications, or other electronic service communications about your account. To the extent permitted by law, you also consent to receive electronic promotional messages, offers, surveys, and other materials. You understand that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. If at any time you no longer want to receive promotional communications, you can opt out by either:
- Unsubscribing by clicking on the link at the bottom of the electronic communication;
- For text messages, by responding STOP; or
- Signing into your account and updating your preferences in the “Preference Center”. Changes made to your preferences may not take effect immediately, and there could be a delay before your new settings become effective.
The Services may include mobile SMS/text messages and mobile alerts as a text messaging/mobile email service. Please read these terms and conditions prior to using this portion of the Services. By using this portion of the Services, you agree to be legally bound by this Agreement and our Privacy Notice. IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT USE THIS PORTION OF THE SERVICES. Please note that to process your requests for this portion of the Services, you may be charged a fee to send and receive messages based on the terms of your wireless service.
By signing up for the Services and providing us with your mobile phone number, you confirm that you want us to send you information regarding your account or transactions with us and that we think may be of interest to you.
4. Third Party Materials and Services
We may also integrate with third parties who will interact with you under their terms of service. One such third party is Mailchimp, and by using the Services, you agree to be bound by the Mailchimp Terms of Service.
6. Interacting with the Services
The Services may provide you with opportunities to interact with us and others, for example by responding to polls, posting comments, or uploading photos or other types of materials (collectively “Postings”). If we make available such interactive opportunities, Grid shall have the right (but not the obligation) to screen, monitor, edit, or remove any Postings prior to or after their appearance, for any reason or no reason at all. Postings by you or other users do not represent the views of Grid and are not endorsed by Grid.
You also may have the opportunity to interact with Grid via third-party social media platforms and sites. Please note that each of these platforms and sites may have separate terms that will be binding on you if you elect to interact with us through or on them.
IF YOU CHOOSE TO MAKE ANY POSTINGS OR MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE VIA THE SERVICES OR ANY THIRD PARTY, YOU DO SO AT YOUR OWN RISK.
In the event you make any Postings, you hereby represent that you have all necessary rights in any material contained in your Postings, that your Postings do not violate or infringe on any personal or proprietary right, including intellectual property rights, of any third party; and that your Postings do not contain materials that are obscene, include nudity, constitute hate speech, illegal, or harmful (which shall be determined in the sole discretion of Grid). By making a Posting, you hereby grant to us and our affiliates, representatives, sublicensees, vendors, and assigns an irrevocable, perpetual, non-exclusive, sub-licensable, royalty-free and fully-paid, license (sublicensable through multiple tiers) throughout the universe to use, distribute, license, sub-license, reproduce, modify, adapt, publish, translate, publicly perform, create derivate works, and publicly display your Postings (in whole or in part) in any format or medium now known or later developed. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attributions with respect to your Postings.
You further acknowledge and confirm that Grid may display advertisements in connection with your Postings and use your Postings for advertising and promotional purposes without any compensation to you.
7. Copyright and Trademark
The content contained in and provided by the Services, and the Services themselves, are protected by copyrights, patents, trademarks, and/or other legal rights. The content on the Services (the “Content”), including without limitation, video, text, photos, and graphics, is protected under United States and international copyright laws, is subject to other intellectual property and proprietary rights and laws, and is owned by us or our licensors. Other than with respect to your Postings, if any, content may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and that of our applicable licensors (except to the extent you do within and using features of the Services such as a “share” button); and you must abide by all copyright notices, information, or restrictions contained in or attached to any portion of the Services or content in the Services. We give you a personal, revocable, non-assignable, non-sublicensable, and non-exclusive right to access and use the Services in the manner permitted by these Terms. You acknowledge that you have no right to have access to all or any part of the Services in source code form.
Grid, the design of the Grid sites and logos, and the Grid trade dress displayed in the Services are protected trademarks, trade names, service marks, and/or logos (“Marks”). You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with MIPO.
8. Copyright Infringement
To the extent applicable to any portion of the Services, pursuant to Title 17 of the United States Code, Section 512, the Digital Millennium Copyright Act of 1998 (“DMCA”), we have implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe material contained in the Services is infringing your copyright, please provide written notice to our agent listed below for notice of claims of copyright infringement.
Grid, Attn: General Counsel, 400 North Capitol Street, Washington, DC 20001
Your written notice must: (a) contain your physical or electronic signature; (b) identify the copyrighted work alleged to have been infringed; (c) identify the allegedly infringing material with sufficient detail to allow us to locate that material; (d) contain adequate information by which we can contact you (including postal address, telephone number, and email address); (e) contain a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, the copyright owner’s agent, or the law; (f) contain a statement that the information in the written notice is accurate; and (g) contain a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. Please do not send notices or inquiries unrelated to alleged copyright infringement to this designated email.
If you have a good faith belief that someone has wrongfully filed a notice of copyright infringement against you, and you would like to file a counter-notice, they should be sent to the same addresses listed above. Please note that counter-notices must comply with all current legal and regulatory requirements.
From time to time, we may invite you to provide us with feedback, comments or other information (“Feedback”). We welcome your Feedback, as it helps us improve the Services. By submitting Feedback, you agree that we are free to use the Feedback to improve the Services or for any other purpose permitted by applicable law.
10. Disclaimer of Warranties and Limitation of Liabilities
10.1 DISCLAIMER OF WARRANTIES. THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AVAILABILITY OR ACCURACY OF ANY PARTICULAR CONTENT. MIPO DOES NOT WARRANT THAT THE SERVICES WILL BE AVAILABLE, UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY SERVERS OR APPLICATIONS THAT SUPPORT OR ARE A PART OF THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
10.2 LIMITATION OF LIABILITY. YOU AGREE THAT MIPO AND ITS PARENT, SUBSIDIARY, AND AFFILIATED COMPANIES, AND ANY OF ITS OR THEIR DISTRIBUTORS, LICENSORS, LICENSEES, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE EMPLOYEES, OFFICERS, AGENTS, SHAREHOLDERS, MEMBERS AND DIRECTORS (COLLECTIVELY, THE “RELEASED PARTIES”) ARE NOT LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING OUT OF OR IN CONNECTION WITH THE SERVICES (COLLECTIVELY, THE “RELEASED MATTERS”). THE RELEASED PARTIES’ LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (a) THE AMOUNT PAID, IF ANY, BY YOU, SOLELY FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO THE CLAIM OR (b) TEN DOLLARS ($10). YOU AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF THIS AGREEMENT ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF, OR ANY PERSON’S ABILITY TO ACCESS, ANY PORTION OF THE SERVICES.
10.3 TIME LIMITATION FOR CLAIMS. ANY CLAIM RELATING IN ANY WAY TO THE SERVICES OR THESE TERMS MUST BE COMMENCED WITHIN ONE (1) YEAR OF THE EVENTS FIRST GIVING RISE TO THE CLAIM. IF NOT COMMENCED WITHIN THIS ONE (1) YEAR PERIOD, YOU AND MIPO ARE EACH PERMANENTLY BARRED FROM PURSUING THAT CLAIM.
You agree to indemnify and hold harmless MIPO, its distributors, and any of its or their respective parents, subsidiaries, affiliates, partners, agents, licensees, and licensors and the officers, directors, employees, members, and shareholders of all of the foregoing (collectively, the “Indemnified Parties”), from and against all third party claims, losses, expenses, damages and costs, including reasonable attorney fees, resulting from your actual or alleged breach of these Terms.
You will cooperate as fully and as reasonably required in MIPO’s defense of any claim. MIPO reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle any such matter without MIPO’s written consent.
10.4 DISPUTE RESOLUTION. Our customer service team can resolve most issues. Please contact them at email@example.com.
11. Arbitration Agreement
In the unlikely event that you and MIPO have not been able to resolve a dispute through the customer service process, we agree that we shall first use our best efforts to settle any dispute, claim, question, or disagreement arising out of or relating to the subject matter of these Terms directly through good-faith negotiations, which shall be a precondition to either party initiating arbitration.
If such negotiations do not resolve the dispute, we each agree to resolve those disputes through binding arbitration or small claims court instead of instead of in courts of general jurisdiction. Specifically, you and we agree to arbitrate all disputes and claims between us, except for claims (i) which can be fully adjudicated in small claims court; (ii) arising from bodily injury; or (iii) that pertain to enforcing, protecting, or the validity of your or our intellectual property rights (or the intellectual property rights of any of our licensors, affiliates, and partners). The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the “Rules”) then in effect, by one commercial arbitrator with substantial experience in commercial contract disputes involving media content or companies. The arbitrator shall be selected by mutual agreement or, if agreement cannot be reached, from a list of JAMS arbitrators that meet the qualifications set forth herein, in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of the arbitration provision or whether a dispute can or must be brought in arbitration are for the court to decide.
Such arbitration shall take place in the District of Columbia, except that if your claim is for $10,000 USD or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a virtual hearing, or by an in-person hearing. If your claim exceeds $10,000 USD, the right to a hearing and whether it will be in person or virtual will be determined by mutual agreement, or in the absence of agreement, the JAMS Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND CLAIMS OF MORE THAN ONE READER, SUBSCRIBER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER READER, SUBSCRIBER, OR USER.
Costs. MIPO will pay all arbitration fees for claims less than seventy-five thousand ($75,000) dollars. For claims of $75,000 or more, the Rules will govern payment of all arbitration fees. MIPO will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous. The Rules will govern whether you may seek attorneys’ fees and whether they will be awarded to you.
Scope. This agreement to arbitrate is intended to be broadly interpreted. It includes, but is not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, fraud, misrepresentation or any other statutory or common-law legal theory and claims that arose before or may arise after the termination of this Agreement.
References to “MIPO,” “you,” and “us” in this Arbitration Agreement include our respective parents, subsidiaries, affiliates, agents, employees, licensees, licensors, shareholders, and providers of content as of the time your or our claim arises. Notwithstanding the foregoing, either party may bring an action in small claims court seeking only individualized relief, so long as the action remains in that court and is not removed or appealed to a court of general jurisdiction. In addition, this arbitration agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Agreement, you and we are each waiving the right to a trial by jury or to participate in a class action. This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision shall survive termination of this Agreement.
You have the right to opt out of the Arbitration Provision contained in this Section by sending written notice of your decision to opt out to the following address:
Media Investment Projects OpCo LLC, 400 N. Capitol Street, NW, Washington, DC 20001, Attn: General Counsel
postmarked within thirty (30) days of first accepting these Terms. You must include (i) your name and residence address, (ii) the email address and/or telephone number associated with your account, if any, and (iii) a clear statement that you want to opt out of these Terms’ arbitration agreement. Notices sent to any other address, or sent by electronic mail or communicated orally, will not be accepted or effective.
11. Waiver of Jury Trial
YOU AND MIPO WAIVE ANY CONSTITUTIONAL AND/OR STATUTORY RIGHT TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY.
Either you or MIPO may assert claims, if they qualify, in small claims court in Washington, DC, District of Columbia or in any U.S. state in which you maintain your primary residence. In addition, in any litigation between you and MIPO, BOTH PARTIES WAIVE ALL RIGHTS TO A JURY TRIAL, and elect instead to have the dispute be resolved by a judge.
12. Choice of Law and Venue
These Terms shall be governed and interpreted under the laws of the District of Columbia, without regard to conflict of law principles.
For any dispute arising out of or relating to the subject matter of these Terms that is not subject to arbitration for any reason and not able to be fully adjudicated in small claims court for any reason, exclusive jurisdiction and venue shall rest in the courts of the District of Columbia; and we and you each irrevocably consent to the exclusive jurisdiction and venue of the District of Columbia courts for the adjudication of all non-arbitral claims.
13. Updates and Changes to these Terms
We may, in our sole and absolute discretion, change these Terms from time to time. We may notify you of any changes by any reasonable means, including by posting a revised version of these Terms through the Services or by emailing you at the address you provided. The “Last Updated” legend above indicates when these Terms were last changed, and you agree to be bound by any such changes as of the date they were posted. If you object to any such changes, your sole recourse shall be to stop using the Services. Your continued use of the Services following notice of any such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes. The modified Terms will become effective and govern your use of the Services on the date and time they are posted.
14. Additional Terms and Conditions for Portions of the Service
14.1 MIPO shall not have any liability to you by reason of any delay or failure to perform any obligation under these Terms if the delay or failure to perform is occasioned by force majeure, which shall refer to any act of God, storm, fire, casualty, unanticipated work stoppage, power outage, satellite failure, strike, lockout, labor dispute, civil disturbance, riot, war, public health emergency, epidemic, pandemic or national emergency, Governmental action, or other cause beyond our control.
14.2 You may have to accept additional terms and conditions in order to use portions of the Services, including but not limited to participate in contests, sweepstakes, or other promotions. If there is a conflict or inconsistency between those additional terms and these Terms, those additional terms will prevail solely with respect to your use of the particular portions of the Services to which they apply.
14.3 These Terms and the Grid form are the entire agreement between you and MIPO with respect to this subject matter and supersede all prior or contemporaneous written or oral agreements between you and us with respect to this subject matter. These Terms may not be amended, nor any obligation waived, without our written authorization.
If any provision of these Terms is determined by a court to be unlawful, void, or for any reason unenforceable, then that provision is deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.