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The Divx Customer Account Agreement

DIVX CUSTOMER ACCOUNT AGREEMENT 

Important: To use Divx Discs and the Divx feature on the DVD Player you have purchased, you
will need to register your Player and open an account with Divx. 

DIVX DISCS AND YOUR DIVX-FEATURED DVD PLAYER MAY ONLY BE USED BY
INDIVIDUALS FOR NON-COMMERCIAL HOME USE. A DIVX ACCOUNT MAY ONLY
BE ESTABLISHED AND USED BY INDIVIDUALS FOR NON-COMMERCIAL HOME USE.

1.You Need A Divx Account. You must open and maintain a Divx Account to use Divx Discs
and the Divx feature on your Player. There is currently no charge either to register your
Player or to open and maintain your Divx Account. You will be able to view a standard
DVD disc on your Player without a Divx Account. 

2.Opening Your Divx Account. To open a Divx Account, you must provide Divx with the
account number of either a valid credit card from MasterCard, VISA, Discover or
American Express or a valid off-line debit card from MasterCard or VISA (Visa Check or
Master Money). 

3.Divx Account Charges. All charges made to your Divx Account will be billed to the credit
card or off-line debit card you provide to open and maintain your Divx Account. You agree
to pay all legitimate charges billed to your credit card or off-line debit card for chargeable
activity on any Player registered to your Divx Account, as well as all applicable taxes, if
any. 

You will incur charges to your Divx Account if: -a limited play Divx Disc is replayed
for a subsequent viewing period on a Player registered to your Divx Account; a
limited play Divx Disc is converted to a DivxSilver Disc on a Player registered to
your Divx Account; 

    a Divx Disc is ordered for purchase through a Player registered to your Divx
    Account; or 

    other products or services are ordered or purchased either through a Player registered
    to your Divx Account or through the Divx web site or by telephone to Divx. 

The specific charge for each transaction described above will be communicated to
you at the time you incur the charge, either by display on your television screen from
your Player or on the Divx web site or verbally during your telephone call with Divx.
Passwords can be used to ensure only authorized charges are incurred. 

4.Payment of Divx Account Charges. Your Divx Account charges will be billed directly to
your credit card or off-line debit card, and you will make payments directly to the issuer of
your card and not to Divx. You may review the details of your billed Divx Account
charges through your Player by selecting the "Statement Review" option on the Divx Setup
Menu of your Player. 

5.Remedies for Nonpayment. If Divx is ever notified by your credit card or off-line debit
card issuer that a charge to your Divx Account will not be paid because (a) your credit
card or off-line debit card is invalid, (b) the charges exceed your maximum credit or
off-line debit limit, or (c) your bank or credit card issuer fails or refuses to pay a charge
for any other reason, unless you pay the amount of such charge to us promptly after we
notify you of such refusal, then Divx may, in its sole discretion and in a commercially
reasonable fashion, immediately suspend your Divx Account, which will restrict your
ability to play Divx Discs. Suspension of your Divx Account may also result in the
imposition of reactivation fees upon the reinstatement of your Divx Account. 

6.Questions about Statement. If you believe that a charge to your Divx Account is incorrect
or if you need additional information about an item on your statement, you may contact the
Divx Customer Service Center by calling the toll-free number on your player or by
contacting our web site at www.divx.com. 

7.Closing Your Divx Account. You may close your Divx Account at any time by notifying the
Divx Customer Service Center by calling the toll-free number found on your player and by
following the directions of the customer service representative assisting with your Divx
Account termination. You will remain responsible for all charges from any Player
registered to your Divx Account until your termination date. 

8.No Credit Extension; No Interest. You acknowledge and agree that Divx does not extend
credit to customers and that any charges or fees assessed for suspension-reinstatement,
re-enabling, or reactivation of your Divx Account are not interest charges. 

9.Collection of Amounts Owed to Divx. If Divx chooses to use any collection agency or
attorney to collect money that you owe Divx or to assert any other right that Divx may have
against you, you agree to pay the reasonable costs of collection or other action including,
but not limited to, the costs of a collection agency, reasonable attorneys' fees, and court
costs, as provided by applicable law. 

10.Interruption of Service. DIVX IS NOT RESPONSIBLE FOR INTERRUPTIONS OF
SERVICE THAT ARE BEYOND OUR CONTROL INCLUDING, WITHOUT
LIMITATION, ACTS OF GOD, FAILURE OF POWER OR TELEPHONE LINES, OR
ANY OTHER CAUSE. DIVX SHALL NOT BE LIABLE FOR COSTS OF
PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IF ANY, NOR FOR ANY
LOSS OF LIFE, OR OTHER INDIRECT, SPECIAL, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THIS
AGREEMENT, HOWEVER CAUSED OR ON ANY THEORY OF LIABILITY, EVEN IF
DIVX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, AND
NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED
REMEDY. WE MAKE NO WARRANTY, EITHER EXPRESS OR IMPLIED,
REGARDING THE SERVICES PROVIDED TO YOU, INCLUDING WITHOUT
LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES ARE EXPRESSLY
EXCLUDED. WE ARE ALSO NOT RESPONSIBLE FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES RELATING TO THE PLAYER OR
DIVX DISCS. YOU ACKNOWLEDGE THAT ANY RIGHTS AND REMEDIES WITH
RESPECT TO THE PLAYER MUST BE RESOLVED DIRECTLY WITH THE
MANUFACTURER OF SUCH PLAYER. 

11.Liability for Unauthorized Use. If your Player is stolen or otherwise removed from your
possession without your authorization, you agree to notify the Divx Customer Service
Center at the toll-free number found in your player's manual or by e-mailing
security@divx.com immediately, but in any event not more than twenty-four (24) hours
after you become aware of such removal, or you may be liable for payment to Divx for
charges incurred from unauthorized use of your Player. 

12.Rules for Use; Termination of Service by Divx. You agree to comply with the following
rules for use: 

    (a) Divx Discs may be utilized for noncommercial private home use only. 

    (b) Admission may not be charged for the viewing of, or listening to, any Divx Discs. 

    (c) Neither the Player nor any Divx Disc may be used for any unlawful purpose, and
        you agree to abide by any and all applicable federal, state, and local laws, rules and
        regulations. 

    (d) Your Player should be continuously connected directly to a land phone line. 

    (e) You are not authorized to operate your Player outside of the United States or
        Canada. 

YOU ACKNOWLEDGE AND AGREE THAT YOU POSSESS ONLY A
NONEXCLUSIVE, LIMITED LICENSE TO VIEW THE MATERIALS
CONTAINED ON THE DIVX DISCS AND THAT YOU HAVE NO OWNERSHIP
OR OTHER PROPRIETARY INTEREST IN SUCH MATERIALS. 

If Divx determines that you are not complying with the rules of use in this Section 12,
as such may be amended from time to time by Divx, or any other of your obligations
under this Agreement, Divx may immediately suspend your Divx Account. If your
Divx Account is suspended, this Agreement, including the indemnification obligations
under Section 13, shall remain in effect until you have paid all amounts owed relating
to Divx charges incurred through the date of suspension. 

13.Indemnification. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD DIVX, ITS
MANAGERS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES
HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES,
LIABILITIES, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND
COSTS OF LITIGATION), LOSSES, JUDGMENTS, AND ASSESSMENTS OF ANY
KIND WHATSOEVER DIRECTLY OR INDIRECTLY RESULTING FROM THE
BREACH OF ANY OF YOUR OBLIGATIONS UNDER THIS AGREEMENT,
INCLUDING, BUT NOT LIMITED TO, THOSE IMPOSED BY THIS SECTION. 

14.Change of Name, Address, or Telephone Number; Assignment of account. You agree to
give us prompt notice of any change of your name, billing address, address of home where
the Player(s) is permanently located, telephone number, telephone number associated with
your Player(s), and any change to the card account number upon which charges to your
Divx Account are billed. You may do this by calling the Divx Customer Service Center at
the toll-free number found on your player or contacting our web site at www.divx.com. If
you owe an amount directly to Divx, Divx may sell, assign, or transfer your account to a
third party without notice to you. 

15.Sale or Transfer of Player. You agree to notify the Divx Customer Service Center
immediately, but in any event not more than twenty-four (24) hours after you sell, give
away, or otherwise transfer your Player(s) to another person. You are considered the
registered owner of any Player(s) registered to your Divx Account until we receive notice
from you, and you will be liable for any charges or fees incurred by the use of any
Player(s) registered to your Divx Account by anyone else up to the time when we receive
your notice and terminate your Divx Account. You may not assign or transfer any of your
rights and obligations under this Agreement. 

16.Privacy Protection; Providing Name and Address to Third Parties. Divx is fully committed
to complying with the letter and spirit of the U.S. Video Privacy Protection Act and all
other applicable privacy laws. Divx may desire, from time to time, to provide your name,
address, and phone number to other parties who may wish to provide information or
products to you. If, however, you do not want your name, address, and phone number
provided to any third party, you may so indicate that desire to Divx (either during
registration or by calling the toll-free number found on your player) and Divx will not
provide your name, address, and phone number to any third party, except as otherwise
required by law. 

17.Acceptance of Agreement and Representations of Authority. By either verbal agreement or
telephone push button during the Divx Account registration process, you indicate your
unconditional acceptance of the terms and conditions contained in this Agreement. You
promise that all of the information provided to Divx by you is true and correct. You
understand that the provision of any false or misleading information will be deemed by
Divx to constitute a breach of this Agreement. 

18.Governing Law. This Agreement shall be governed, construed and enforced in accordance
with the laws of the Commonwealth of Virginia, without reference to conflict of laws
principles. 

DEFINITIONS 

As used in this Agreement, the following terms have the following meanings: 

"Divx," "we," "us" or "our" refers to Digital Video Express, L.P., a Delaware limited
partnership, or any affiliate or successor or surviving entity. 

"Divx Account" means the account established with Divx described in Sections 2 and 3 above. 

"Player" means a Digital Versatile Disc (DVD) player that will play Divx Discs. 

"Divx Disc" means a digital video disc that is encrypted and serialized in accordance with
Divx's specifications and that may be viewed only on a Player. 

"DivxSilver Disc" means a limited play Divx Disc that is purchased and converted through a
Player on a Divx Account into an unlimited play Divx Disc for any Player registered to that
Divx Account. 

"Trademarks" means any trademarks, service marks, trade names, logos, graphic design or other
source indicator whether owned by Divx or a third party that are used in connection with or are
otherwise associated with a Player or a Divx Disc. 

"You," "your," or "Customer" means the individual identified to Divx in the registration and
account opening process who is the owner of the Player and is responsible for the payments of
all Divx related fees and charges billed to that account, as well as any other person who uses
that Player, whether with or without permission.
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