LIVIDEO TERMS AND CONDITIONS

These Terms and Conditions (these “Terms”) constitute a binding agreement between you, either an individual subscriber, member, or user (“you”, “your”, or “user”, or collectively, “Users”) and LiVideo, LLC (“LiVideo”, “we”, “us”, or “our”). These Terms govern your access to and use of the Services (as defined below). Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms. By accessing or using the Services you agree to be bound by these Terms. If you do not agree to these Terms, please do not use the Services.

DEFINITIONS

“Broadcaster” means a User authorized by LiVideo to broadcast live content through the Services. A Broadcaster must have a minimum number of followers or subscribers, as determined solely by LiVideo, to the Broadcaster’s account with one of a selection of third party social media services designated solely by LiVideo.

"Broadcaster Content” means any Content created by a Broadcaster for transmission to Users through the Services by subscription.

“Content” means all text, graphics, interactive features, logos, photographs, images, sounds, audiovisual images, music and/or video, illustrations, the Submitted Content or other audible, visual or downloadable materials uploaded, downloaded or appearing on the Services, including the selection, organization, coordination, compilation, and overall look and feel of the Services.

“Personal Information” means information that alone or when in combination with other information may be used, directly or indirectly, to practicably identify, contact, or locate you, such as: name, address, email address, profile picture or phone number. We do not consider Personal Information to include information that has been anonymized so that it does not allow a third party to practicably identify a specific individual, whether directly or indirectly.

“Services” means use of the LiVideo app, our affiliated network of websites (including any versions optimized for viewing on wireless or mobile devices), SMS, APIs, e-mail notifications, all versions of mobile applications published by LiVideo and all other interactive features, services, and communications provided by LiVideo, however accessed and/or used, that are operated, made available, produced, and maintained by LiVideo and access to the Content.

“Submitted Content” means any Content that you create, submit or share on or through the Services, including User Content and Broadcaster Content. Submitted Content includes any information you provide via our chat feature, on your profile or in the comment sections.

“User(s)” means a registered user of the Services.

“User Content” means any Content created by a User and uploaded to LiVideo.

1. Limited License

Subject to your compliance with these Terms, LiVideo grants you a personal, limited, revocable, non-exclusive, non-transferable license to access and use the Services solely for the purposes of viewing and/or uploading of the Submitted Content, as applicable. The Services may only be used for the intended purpose for which the Services are being made available. Any unauthorized use automatically terminates the licenses we grant to you.

2. Intellectual Property Rights; Ownership

2.1 The Services and all of the Content displayed on the Services (with the exception of the Submitted Content) are the intellectual property of LiVideo, its licensors or its suppliers, as applicable. All elements of the Services and Content are protected by copyright, trade dress, trade secret, patent, trademark and other laws and international conventions relating to intellectual property rights. All ownership rights to the Content and Services, including all associated intellectual property rights (including trademarks, service marks and trade names included in the Content or available on the Services), shall remain with LiVideo, its licensors or its suppliers, as applicable. Except as permitted by applicable copyright law or as otherwise expressly authorized by LiVideo, you may not modify, copy, license, distribute, transmit, display, publicly perform, reproduce, publish, adapt, create derivative works from, transfer or sell any of the Content or Services. Except as authorized under applicable copyright law, you are responsible for obtaining permission before reusing any copyrighted material that is available on the Services. You will comply with all applicable laws, statutes, ordinances, and regulations (“Laws”) regarding your use of the Services and Content. You will not remove any copyright, trademark, or other proprietary notices from materials found on the Services and Content.

2.2 Except as expressly authorized by LiVideo, you will not use LiVideo’s name or imply LiVideo’s endorsement in any (i) advertising or presentation, or (ii) website, brochure, newsletter, book, or other written or digital material or works, without LiVideo’s prior written consent.

2.3 Notwithstanding anything to the contrary in these Terms, certain components of the Services may be covered by open source licenses. To the extent required by any open source licenses, the terms of such licenses apply to such components, respectively, in place of the relevant provisions of these Terms. In the event any term of an open source license that applies to a component requires that licensees be permitted to modify the Services for licensee’s own use and to reverse engineer for debugging such modifications, such modification and reverse engineering of the Services is permitted but only to the extent required by such open source license. The open source code and Services object code is available upon request for a charge no more than the cost of performing this distribution.

3. Feedback

Any feedback, recommendations, ideas, or suggestions that you provide regarding the Services, whether requested by LiVideo, including suggestions for new services or improvements or enhancements to the Services (collectively “Feedback”) will be considered the intellectual property of LiVideo and LiVideo will own all right, title, and interest in such Feedback. You hereby: (i) assign (and agree to assign) all intellectual property rights in the Feedback to LiVideo; and (ii) waive (and agree to waive) all moral rights in the Feedback in favor of LiVideo. You further agree to execute and deliver all any documentation required by LiVideo to evidence such assignments and waivers. LiVideo will have a right to use or incorporate (and you will have no intellectual property interest in) any Feedback into the Services or any other products, services, and/or branding of LiVideo.

4. Account Registration and Security

4.1 You understand that you will need to register and create an account to access the Services. To facilitate registration, you must provide your name, telephone number and email address. Any personal information provided by you will be treated in accordance with our Privacy Policy [INSERT LINK]. If you are a Broadcaster, you are required to use your Facebook, Instagram, Vine, or Twitter login to create your account by authorizing your Facebook, Instagram, Vine, or Twitter account to connect to your LiVideo account so that LiVideo may verify your Broadcaster status. The foregoing third party social media services are unrelated to the Services, and your use of the registration information linked to those third party social media services to register and create an account to access the Services is subject to the terms and policies of those services. If you are a Broadcaster, in addition to these Terms, you agree to the terms and conditions contained in the LiVideo Broadcaster Addendum to these Terms.

4.2 If you become a registered User of the Services and create an account on the Services, you agree to be responsible and/or liable for (i) maintaining and updating such information to keep it accurate and complete, and (ii) maintaining the confidentiality of passwords or other account identifiers that you choose. If you provide any information that is inaccurate or incomplete, or LiVideo reasonably suspects that any information is inaccurate or incomplete, LiVideo may suspend or terminate your account and block your use of the Services.

4.3 You are entirely responsible for any and all activities that occur under your account. You will notify us of any (i) loss of your password or account identifiers, or (ii) unauthorized use of your account of which you become aware. We have the right to provide a User’s billing, account, or use records, and related information in response to lawful process, court orders, subpoenas, witness summons, or warrants, or to protect our rights, customers, or business.

4.4 Without limiting anything in these Terms, to the maximum extent permitted by Law, LiVideo will not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your noncompliance with this Section 4 or for the matters described in this Section 4 for which you are responsible.

5. Submitted Content

5.1 License to Submitted Content. You retain all your rights to any Content, including text, graphics, interactive features, logos, photographs, images, sounds, audiovisual images, music and/or video, illustrations, or other audible, visual or downloadable materials uploaded, downloaded or appearing on the Services that you create, submit or share on or through the Services, including User Content if you are a User and Broadcaster Content if you are a Broadcaster (collectively, the Submitted Content). By publishing and transmitting Submitted Content on the Services, you grant LiVideo a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up worldwide, fully sub-licensable right to use, copy, modify, adapt, publish, translate, communicate by telecommunication, rent, lend, share, create derivative works from, distribute, perform, and display the Submitted Content and to use your name, voice, and/or likeness (and the name, voice and/or likeness of all other parties who are identifiable in the Submitted Content) as contained in your Submitted Content in any form throughout the world in any media or technology, whether now known or later discovered, including for promotion, advertising, merchandising, publicity, and any other ancillary uses and including the unfettered right to sublicense such rights, in perpetuity throughout the universe. Any Submitted Content is deemed non-confidential and LiVideo will be under no obligation to maintain the confidentiality of any information contained in any Submitted Content.

5.2 No Endorsement. Submitted Content published by Users or Broadcasters through the Services, including comments made by Users or Broadcasters, does not represent the views of LiVideo, its parents, subsidiaries, affiliates, shareholders, officers, directors, employees, agents, representatives, partners, suppliers, service providers, licensors or any other individuals associated with LiVideo. In no event will you suggest LiVideo’s endorsement of Submitted Content published, posted or transmitted through the Services. LiVideo does not vouch for the accuracy or credibility of any Submitted Content published posted or transmitted through the Services, and does not take any responsibility or assume any liability for any actions you may take as a result of viewing such Submitted Content.

6. Restrictions on Submitted Content; Prohibited Conduct; Use of Services

6.1 Restrictions on Submitted Content. LIVIDEO DOES NOT ENDORSE ANY SUBMITTED CONTENT THAT MAY: (I) CREATE A RISK OF HARM, LOSS, PHYSICAL OR MENTAL INJURY, EMOTIONAL DISTRESS, DEATH, DISABILITY, DISFIGUREMENT, OR PHYSICAL OR MENTAL ILLNESS TO YOU, ANY OTHER PERSON, OR ANY ANIMAL; (II) CREATE A RISK OF ANY OTHER LOSS OR DAMAGE TO ANY PERSON OR PROPERTY; (III) CONSTITUTE A CRIME OR TORT; INCLUDING BUT NOT LIMITED TO, THE PROMOTION OF HATE AGAINST ANY INDIVIDUAL OR GROUP OF PEOPLE; OR (IV) BE SEXUAL IN NATURE. YOU WILL NOT ENGAGE IN ANY OF THE FOREGOING ACTIVITIES IN CONNECTION WITH PRODUCING AND/OR PUBLISHING YOUR SUBMITTED CONTENT. Without limiting the foregoing, you agree that in conjunction with your Submitted Content, you will not inflict emotional distress or abuse on other people, will not humiliate other people, will not assault, stalk, or threaten other people, will not enter onto private property without permission, will not impersonate any other person or misrepresent your affiliation, title, or authority, and will not otherwise engage in any activity that may result in injury, death, property damage, and/or liability of any kind and will not violate any applicable laws. Not all Submitted Content is appropriate for the Services. LiVideo reserves the right, in its sole discretion, to remove, block, limit access to, or suspend any Submitted Content that LiVideo believes violates these Terms. In the event that LiVideo removes, blocks, limits access to, or suspends certain Submitted Content, you will not be entitled to a refund or credit to your subscription. In the event you encounter Submitted Content in violation of these Terms, please notify LiVideo by e-mailing us at help@livideo.com.

6.2 Prohibited Conduct. You are prohibited from using the Services to post or send any unlawful, threatening, defamatory, libelous, obscene, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense or give rise to civil liability, or otherwise violate any law. You are prohibited from posting or sending unsolicited advertisements or “spam” to any User. In addition to any remedies that LiVideo may have at law or in equity, LiVideo may take any action we deem necessary to cure or prevent the violation, including without limitation, suspending or blocking your access to the Services or Content and/or the immediate removal of any inappropriate material or Submitted Content from the Services at any time without notice. We will, in our discretion, cooperate with any law enforcement authorities, court order, witness summons or subpoena requesting or directing us to disclose the identity of anyone posting such materials.

6.3 Prohibited Use of Services. You are prohibited from (i) downloading or copying third party account information; (ii) using the Services or any Content for data mining, robots, or similar data gathering and extraction tools; (iii) taking any action that imposes an unreasonably large load on our infrastructure; (iv) interfering with the proper working of the Services, Content or any activities on the Services; and (v) bypassing any security or other measures we may use to restrict access to the Services.

7. Fees and Subscriptions

Users will have the option to buy LiVideo subscriptions to view Broadcaster Content through the Services. Users may purchase subscriptions from LiVideo through Apple In-App Purchasing and Google Play In-App Purchasing, as available and applicable on Users’ wireless and mobile devices. Each subscription period shall be for a term of one (1) calendar month (“Subscription Period”). The subscription fee for each Subscription Period will equal $0.99 USD (“Subscription Fee(s)”) and LiVideo will prominently post all Subscription Fees in the application at the time of subscription. Special Content may be available at an additional cost. Payment of any Subscription Fee will be charged to Users’ iTunes or Google Play accounts at the time purchase of a subscription is confirmed. The default setting for each subscription is to automatically renew for the next consecutive month before the end of the current Subscription Period. A subscription shall automatically renew unless the option for auto-renewal is turned off at least twenty-four (24) hours before the end of the current Subscription Period. Users will be charged the Subscription Fee for renewal within twenty-four (24) hours prior to the end of the current Subscription Period. Users may not cancel a current subscription during the currently active Subscription Period. Users may manage subscriptions and renewal settings by going to Users’ iTunes or Google Play account settings after purchase. In connection with any payment method which you provide and authorize LiVideo and its agents to bill, you represent and warrant to us that you are the authorized user for such payment method. In the event legal action is necessary to collect on money you owe, you agree to reimburse LiVideo, its representatives, and its agents for all expenses incurred to recover the amounts due, including attorneys’ fees and other legal expenses.

8. General Representations and Warranties

You represent and warrant that (i) you have the right and authority to enter into these Terms, including the ability to enter into and form contracts in accordance with local laws, (ii) you are fully able and competent to satisfy the terms, conditions, and obligations herein, and (iii) your use of the Services is and will be in compliance with all applicable laws. You are solely responsible for your own Submitted Content and the consequences of posting or publishing it through the Services. In connection with your Submitted Content, you affirm, represent and warrant the following: (a) you have obtained all consents, and possess all copyright, patent, trademark, trade secret, and any other proprietary rights, or the necessary licenses thereto, to grant the license contained herein; (b) if applicable, you have the written consent of each and every identifiable natural person in the Submitted Content to use such person’s name and/or likeness in the manner contemplated herein and by the Services; (c) the Submitted Content and LiVideo’s use, hosting or transmission of it will not infringe the rights of any third party, including but not limited to any intellectual property rights, privacy rights, and rights of publicity; (d) the Submitted Content does not contain: material falsehoods or misrepresentations that could harm LiVideo or any third party or content that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, promotes hatred against any individual or group of people, or encourages conduct that would be considered a criminal offense, give rise to civil liability, or violate any law.

9. Disclaimers

LIVIDEO DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED, OR SECURE ACCESS TO THE SERVICES OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. THE OPERATION OF THE SERVICES MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. YOUR USE OF THE SERVICES IS AT YOUR OWN RISK. THE SERVICES AND THE CONTENT PROVIDED ON OR THROUGH THE SERVICES ARE PROVIDED "AS IS" WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OR ARISING BY COURSE OF DEALING OR USAGE OF TRADE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SUBJECT TO ANY SUCH WARRANTIES, CONDITIONS OR GUARANTEES WHICH CANNOT LAWFULLY BE EXCLUDED, LIVIDEO, ITS PARENTS, SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS, SERVICE PROVIDERS, AND LICENSORS MAKE NO WARRANTY AND DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR: (I) THE ACCURACY, TIMELINESS OR COMPLETENESS OF THE CONTENT OR SERVICES; (II) ANY LOSS OF DATA, DAMAGES TO, OR ANY VIRUSES THAT MAY INFECT YOUR COMPUTER, PHONE, OR OTHER PROPERTY CAUSED BY OR ARISING FROM YOUR USE OF THE SERVICES OR ACCESS TO THE CONTENT; OR (III) THE DELETION OF, OR THE FAILURE TO STORE OR TO TRANSMIT, ANY CONTENT MAINTAINED BY THE SERVICES. THE CONTENT AND SERVICES MAY BE OUT OF DATE. NO ADVICE NOR INFORMATION OBTAINED FROM LIVIDEO OR THROUGH THE CONTENT OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. THROUGH YOUR USE OF THE SERVICES, YOU MAY BE EXPOSED TO SUBMITTED CONTENT THAT YOU MAY FIND OFFENSIVE, OBJECTIONABLE, HARMFUL, INACCURATE, OR DECEPTIVE. THERE MAY ALSO BE RISKS OF DEALING WITH UNDERAGE PERSONS, PEOPLE ACTING UNDER FALSE PRETENSE, INTERNATIONAL TRADE ISSUES, OR OTHER LEGAL ISSUES. BY USING OUR SERVICES, YOU ASSUME ALL ASSOCIATED RISKS. THE FOREGOING EXCLUSIONS OF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LIVIDEO, NOR ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS, SERVICE PROVIDERS, LICENSORS, SUCCESSORS OR ASSIGNS, NOR ANY PARTY INVOLVED IN THE CREATION, PRODUCTION, HOSTING, DISPLAY, OR TRANSMISSION OF THE SERVICES OR CONTENT, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR PURE ECONOMIC LOSS (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, LOSS OF GOOD-WILL, OR BUSINESS INTERRUPTION) ARISING OUT OF (I) THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE SERVICES, THE CONTENT, OR THE MATERIALS AND INFORMATION CONTAINED IN THE SERVICES; OR (II) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT (INCLUDING FUNDAMENTAL BREACH) OR OTHERWISE, EVEN IF FORESEEABLE, AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

IN THE EVENT OF ANY PROBLEM WITH THE SERVICES OR ANY CONTENT, YOU AGREE THAT YOU ARE NOT ENTITLED TO A REFUND OR CREDIT AND YOUR SOLE REMEDY IS TO CEASE USING THE SERVICES. IN NO EVENT SHALL LIVIDEO'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), STRICT LIABILITY, INFRINGEMENT OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS OR OTHER THIRD PARTY CLAIMS AGAINST LIVIDEO OR OTHERWISE, EXCEED THE GREATER OF (A) TWENTY FIVE DOLLARS (US $25.00) OR (B) THE VALUE OF YOUR SUBSCRIPTIONS PURCHASED FROM THE SERVICES IN THE PRECEDING TWELVE (12) MONTHS. NOTHING IN THIS SECTION 10 SHALL LIMIT OR EXCLUDE LIABILITY FOR (1) DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, (2) FRAUD OR FRAUDULENT MISREPRESENTATION AND (3) ANY OTHER LIABILITY WHICH CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW.

11. Third Party Links

From time to time, the Services may contain links to content, services or websites that are not owned, operated, or controlled by LiVideo or its affiliates (collectively, “Third Party Links”). Third Party Links are provided solely as a convenience to you. The Third Party Links may have their own terms of use and privacy policy or no terms of use or privacy policy at all. Neither we nor any of our parents, subsidiaries, affiliates, officers, directors, employees, agents, or representatives are responsible for any content, materials, or other information located on or accessible through Third Party Links. Your correspondence or business dealings with third parties through any Third Party Links shall be solely between you and such third party. If you decide to access any Third Party Links from the Services, you do so entirely at your own risk.

12. Release for Disputes Among Users

In the event that you have a dispute with one or more other Users of the Services, you agree to release our parents, subsidiaries, affiliates, shareholders, officers, directors, employees, agents, representatives, partners, suppliers, service providers, licensors, successors and assigns from all claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes, including without limitation any intellectual property dispute or any dispute over the products and materials contained in the Content.

13. Indemnification

You will defend, indemnify, and hold LiVideo and its parents, subsidiaries, affiliates, shareholders, officers, directors, employees, agents, representatives, partners, suppliers, service providers, licensors, successors and assigns harmless from any and all claims, demands, liabilities, losses, damages, costs, and expenses, including reasonable attorneys’ fees, related to or in connection with (i) your use of the Services; (ii) your material violation of any provision in these Terms; (iii) your violation of any third party right, including, without limitation, any right of privacy, publicity, or intellectual property; (iv) your violation of any applicable law, rule, or regulation; (v) any claim or damages that arise as a result of your Submitted Content or your participation in any community made available by LiVideo; or (vi) any other party’s access and use of the Services or your Submitted Content under your account.

14. Termination

14.1 Termination by LiVideo. You agree that LiVideo may, in its sole discretion, for any reason or no reason, and without penalty, suspend or terminate your account or your use of the Services. You agree that any termination or suspension of your access to the Services or to your account may be done by LiVideo with or without notice, and you agree that LiVideo will not be liable to you for any such termination or suspension. LiVideo will refund any unused portion of the Subscription Fee(s) unless the termination is due to a violation of these Terms. You acknowledge that you will be liable for any orders placed or charges incurred through your account prior to termination.

14.2 Termination by You. With the exception of subscriptions, which must be terminated in accordance with Section 7 in respect of future months, you may terminate these Terms by discontinuing use of your account and your use of the Services at any time, for any reason or for no reason. You acknowledge that you will be liable for any orders placed or charges incurred through your account prior to termination.

14.3 Survival. Upon termination of these Terms, any provision which by its nature should survive will survive the termination of these Terms, including Section 2 (Intellectual Property Rights; Ownership), Section 4 (Account Registration and Security), Section 5 (Submitted Content), Section 9 (Disclaimers), Section 10 (Limitation of Liability), Section 11 (Third Party Links), Section 12 (Release for Disputes Among Users), Section 13 (Indemnification), Section 14.3 (Survival), and Sections 15 through 28.

15. Force Majeure

Neither LiVideo nor you shall be responsible for damages or for delays or failures in performance resulting from acts or occurrences beyond our or your reasonable control, including, without limitation: fire, lightning, explosion, power surge or failure, water, acts of God, war, revolution, civil commotion or acts of civil or military authorities or public enemies; any law, order, regulation, ordinance, or requirement of any government or legal body or any representative of any such government or legal body; or labor unrest.

16. Privacy Policy

Data collection, use, and disclosure by LiVideo, including data collection, use, and disclosure of Personal Information and personally identifiable information is governed by LiVideo’s Privacy Policy which you can find at www.LiVideo.com], and which is hereby incorporated into and made a part of these Terms.

17. Choice of Law and Jurisdiction

These Terms and any claim relating to the use of the Services and the content contained herein are governed by the laws of the State of California. You consent to the exclusive jurisdiction of the state and federal courts located in Orange County, California. A printed version of these Terms will be admissible in judicial and administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

18. No Agency

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.

19. No Third Party Beneficiaries

Except for those identified in Section 13 of these Terms, no person, except for the parties to these Terms, and their permitted assigns, shall have any rights hereunder nor any right of enforcement hereof.

20. Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be deemed to be deleted from these Terms and the remaining provisions of these Terms will remain in full force and effect.

21. Assignment

These Terms and all rights and licenses granted hereunder, incorporated agreements and policies may not be transferred or assigned by you, but may be transferred or assigned by us in our sole discretion and without restriction.

22. Headings

Section headings are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section.

23. Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

24. Digital Millennium Copyright Act (“DMCA”) Notice

In operating the Services, we may act as a “services provider” (as defined by DMCA) and offer the Services as online provider of materials. As a result, third party materials that we do not own or control may be transmitted, stored, accessed, or otherwise made available using the Services. LiVideo has in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Services. LiVideo has adopted a policy that provides for the immediate removal of any Content or the suspension of any User that is found to have infringed the rights of LiVideo or of a third party, or that has otherwise violated any intellectual property laws or regulations, or any of the terms and conditions of these Terms. If you believe any material available through the Services infringes a copyright, you should notify us using the notice procedure for claimed infringement under the DMCA (17 U.S.C. Sect. 512(c)(2)). We will respond expeditiously to remove or disable access to the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the Content. Our designated agent (i.e., proper party for notice) to whom you should address infringement notices under the DMCA is:

David Rodriguez

2700 East Coast Hwy, Corona Del Mar, CA. 92625

323-452-5916

help@livideo.com.

Please provide the following notice:

1. Identify the copyrighted work or other intellectual property that you claim has been infringed;

2. Identify the material on the Services that you claim is infringing, with enough detail so that we may locate it on the Services;

3. 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;

4. A statement by you declaring under penalty of perjury that (a) the above information in your notice is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;

5. Your address, telephone number, and email address; and

6. Your physical or electronic signature.

We may give notice to our Users of any infringement notice by means of a general notice on the Services, electronic mail to a User's e-mail address in our records, or by written communication sent by first-class mail to a User's physical address in our records. If you receive such an infringement notice, you may provide counter-notification in writing to the designated agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:

1. Your physical or electronic signature;

2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;

3. A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and

4. Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

25. Entire Agreement

Unless otherwise expressly agreed upon by LiVideo in a separate written agreement entered into by LiVideo, these Terms, the LiVideo Privacy Policy and, if you are a Broadcaster, the Broadcaster Addendum to these Terms, are the entire agreement between you and LiVideo regarding the Services, and these Terms supersede and replace any prior understandings or agreements (written or oral) between you and LiVideo regarding the Services.

26. Amendments

We may revise these Terms from time to time, the most current version of which can be located at www.livideo.com. We will notify you by e-mail to the e-mail address associated with your account or through the Services of any changes to these Terms which we deem material in our sole discretion. Your continued use of the Services after the changes become effective will constitute your acceptance of the changes and your agreement to continue to be bound to these Terms. If you do not desire to be bound by any such changes to these Terms, then you must terminate these Terms with us as set forth in Section 14 above.

27. Additional Assistance and Disclosure

The Services are offered by LiVideo, LLC, 2700 East Coast Hwy, Corona Del Mar, CA. 92625. If you do not understand these Terms or if you have any questions or comments regarding these Terms, we invite you to contact our Customer Service Department by e-mail at legal@livideo.com

28. Copyright Notice

All Site design, graphics, text selections, arrangements, and all software are Copyright © 2015, LiVideo or its licensors. ALL RIGHTS RESERVED.

Effective: May 24, 2016