LiveNyte, Inc.
Terms of
Service
(last
updated March 20, 2020)
LiveNyte, Inc., a California corporation
(“we,” “us,” “our”), provides a software platform that enables a virtuous cycle
between celebrities, their fans, and businesses. Our platform, which
consists of our website, www.livenyte.com (the “Website”), our mobile applications, LiveNyte
and LiveNyte: Event Check-In (the “App”), all services available through
our Website or App, and related services, is referred to here as the
“Services.” You (the “user” or “you”) use the Services subject
to these Terms of Service (the “Terms of Service” or the “Agreement”). The
Services are the property of LiveNyte, Inc. and our
licensors.
By visiting our
Website, downloading or using the App or using any
Services, or
submitting or viewing Content through our Services, you are agreeing to be bound by the Terms of Service. If you do not agree,
do not use any of the Services.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SERVICES. BY USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE
READ, UNDERSTOOD AND AGREE TO BE BOUND BY ALL OF THE TERMS, CONDITIONS AND
NOTICES CONTAINED IN THIS AGREEMENT JUST AS IF YOU HAD SIGNED THIS AGREEMENT.
This is a legal
agreement between you and us for use of any of the Services. This
Agreement applies to you, whether personally or on behalf of an entity, whether you visit our Website, download our App
or use any Services. No agency, partnership, joint venture,
employee-employer or franchiser-franchisee relationship between you and us is
intended or created by this Agreement.
Your use of the Services indicates your
explicit consent that the personal information you have provided through the
Services is subject to our Privacy Policy (https://livenyte.com/privacy.html), the terms of
which are incorporated herein. Please review our Privacy Policy to understand
our practices.
If you access the Website from the European
Union, Asia, or any other region of the world with laws or other requirements
governing personal data collection, use, or disclosure that differ from
applicable laws in the United States, then through your continued use of the
Website, you are transferring your data to the United States, and you expressly
consent to have your data transferred to and processed in the United States.
PARTIES
If you are
using our Services as an individual or entity seeking to find, digitally follow,
or purchase digital content from a celebrity, we refer to you as a
“Fan.” If you are using our Services as an individual or entity
whose services may be booked through the Website or to sell digital content, or
as an authorized agent of such individual or entity, we refer to you as a “Celebrity”
or “Creator” or “Talent” or “Influencer”. If you are using our
Services as a business that may book a Celebrity for an event (an “Event”), we
refer to you as a “Business.”
LIMITED LICENSE
Subject to the
terms of this Agreement, we grant to you, during the term of this Agreement, a
limited, non-exclusive,
non-transferable and revocable license to access and use the Services. You are welcome to link
to our Website from your website or social media
channels, provided that your website does not imply any endorsement by or
association with LiveNyte, Inc., and provided
that we may revoke this permission at any time in our sole discretion.
The information accessed through our
Services is not intended for viewing to or use by any person or entity in any
jurisdiction or country where such distribution or use would be contrary to law
or regulation or which would subject us to any registration requirement within
such jurisdiction or country. Accordingly, individuals who choose to access the
Services from other locations do so on their own initiative and are solely
responsible for compliance with local laws, if and to the extent local laws are
applicable.
We retain the
right to refuse any and all current or future use of
the Services, for any reason at any time. Without limiting other remedies, we
may immediately issue a warning, temporarily suspend, indefinitely suspend or
terminate your access and/or refuse to provide the access to the Services to
you if you breach any of these Terms of Service, we are unable to verify or
authenticate any information you provide to us to create your account, or if we
believe that your actions are impermissible, inappropriate or may create
liability for us.
ACCOUNT
You
may be required to register to use some of our Services. You may register by
signing up through a social media website (such as Facebook or Google) or by
providing your email address. When you create an account, your personal or
business information shall be governed by our Privacy Policy. You must ensure
that you exit from your account at the end of each session. You agree not to disclose or share your password with any third party or
use your password for any unauthorized purpose. You are responsible for maintaining
the confidentiality of your information and password. You shall be responsible
for all uses of your registration, whether or not
authorized by you. You agree to immediately notify us of any unauthorized use
of your registration or password. We strongly recommend that you change your
password on a periodic basis and whenever you suspect that knowledge of the
password has been compromised. We assume no liability for any access to
information that is accessed with your account information. You are solely
responsible for protecting the privacy of your account and password, and you
agree to accept all responsibility for activities that occur under your account
or password.
By creating an account and accessing the
Services, you represent and warrant that:
a)
all
information you submit will be true, accurate, current, and complete;
b)
you
have the legal capacity and you agree to comply with
these Terms of Service;
c)
you
are not under the age of 18 and you are not a minor in the jurisdiction in
which you reside, or if you are under the age of 18 or are a minor, you have
received parental permission to use the Services;
d)
you
will not access the Services through automated or non-human means, whether
through a bot, script or otherwise;
e)
you
will not use the Services for any illegal or unauthorized purpose; and
f)
your
use of the Services will not violate any applicable law or regulation.
If you provide any information that is
untrue, inaccurate, not current, or incomplete, we have the right to suspend or
terminate your account and refuse any and all current
or future use of the Services (or any portion
thereof).
We do not
request your feedback concerning the Services. Nonetheless, if you provide us
with any feedback (including through any contact information available on the
Website or public forums) concerning the Services, you also grant us and our
successors a worldwide, non-exclusive, royalty-free, perpetual
and transferable license to use, copy, distribute, transmit, modify, prepare
derivative works of such feedback, in any media format and through any media
channels, including incorporating such feedback on the Services.
PROHIBITED ACTIVITIES
You may not access or use our Services for
any purpose other than that for which we make the Services available. As a user
of the Services, you agree not to:
a)
circumvent,
disable, or otherwise interfere with security-related features of the Website
and/or the App, including enforcing limitations on the use of the Website
and/or the App;
b)
engage
in unauthorized framing of or linking to the Website;
c)
trick,
defraud, or mislead us and other users, especially in any attempt to learn
sensitive account information such as user passwords;
d)
make
improper use of our support services or submit false reports of abuse or misconduct;
e)
engage
in any automated use of the system, such as using scripts to send comments or
messages, or using any data mining, robots, or similar data gathering and
extraction tools;
f)
interfere
with, disrupt, or create an undue burden on the Website and/or the App or the
networks or services connected to the Website and/or the App;
g)
attempt
to impersonate another user or person or use the username of another user;
h)
sell
or otherwise transfer your profile;
i)
use
any information obtained from the Website and/or the App in order to harass,
abuse, or harm another person;
j)
use
the Website and/or the App as part of any effort to compete with us;
k)
decipher,
decompile, disassemble, or reverse engineer any of the software comprising or
in any way making up a part of the Website and/or the App that is not already
made public by us;
l)
attempt
to bypass any measures of the Website and/or the App designed to prevent or
restrict access to the Website and/or the App, or any portion of the Website
and/or the App;
m)
harass,
annoy, intimidate, or threaten any of our employees or agents engaged in
providing any portion of the Services to you;
n)
delete,
or attempt to delete, the copyright or other proprietary rights notice from any
of our content;
o)
upload
or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or
other material, including excessive use of capital letters and spamming
(continuous posting of repetitive text), that interferes with any party’s
uninterrupted use and enjoyment of the Website and/or the App or modifies,
impairs, disrupts, alters, or interferes with the use, features, functions,
operation, or maintenance of the Website and/or the App;
p)
upload
or transmit (or attempt to upload or to transmit) any material that acts as a
passive or active information collection or transmission mechanism, including
without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels,
web bugs, cookies, or other similar devices (sometimes referred to as “spyware”
or “passive collection mechanisms” or “pcms”);
q)
except
as may be the result of standard search engine or Internet browser usage, use,
launch, develop, or distribute any automated system, including without
limitation, any spider, robot, cheat utility, scraper, or offline reader that
accesses the Website and/or the App, or using or launching any unauthorized
script or other software;
r)
disparage,
tarnish, or otherwise harm, in our opinion, us and/or our Services, and use our
Services in a manner inconsistent with any applicable laws or regulations.
YOUR CONTENT
If you provide
any content to the Services, including reviews, comments, materials,
information on forums or message boards, images, videos, audio files,
newsletters, blogs, documents or any other content (the “Content”), you grant
us and our successors and assign, unrestricted,
unlimited, worldwide, non-exclusive, royalty-free, perpetual,
irrevocable, and transferable license to host, use, copy, distribute, transmit,
modify, prepare derivative works of such Content for
any purpose, commercial or otherwise. You also
grant us the right to use your name in connection with the submitted materials
and other information as well as in connection with all advertising, marketing
and promotional material related thereto. You agree that you shall have no
recourse against us for any alleged or actual infringement or misappropriation
of any proprietary right in your communications to us. We have the right, in our sole and absolute discretion, (1) to edit,
redact, or otherwise change the Content; (2) to re-categorize any Contents to
place them in more appropriate locations on the Website; and (3) to pre-screen
or delete any Contents at any time and for any reason, without notice. We have
no obligation to monitor your Contents.
We do not
guarantee any confidentiality with respect to Content, regardless of whether or not it is published. You are solely responsible
for your own Content and the consequences of posting or publishing it. You
represent and warrant that you own or have the necessary licenses, rights, consents and permissions to your Content including the right
to authorize us to use the Content in the manner contemplated by the Services
and these Terms of Service.
We neither
endorse nor assume any liability for any Content. We generally do not
pre-screen, monitor, or edit Content. However, we have the right at their sole
discretion to remove any Content that, in our judgment, does not comply with
these Terms of Service and any other rules of user conduct for the Services, or
is otherwise harmful, objectionable, or inaccurate. We are not responsible for
any failure or delay in removing any such Content. You hereby consent to such
removal and waive any claim against us arising out of such removal of any
Content, whether it is your own or another user’s.
With respect
to your Content, you thereby represent and warrant that:
a)
the creation, distribution, transmission, public
display, or performance, and the accessing, downloading, or copying of your
Content do not and will not infringe the proprietary rights, including but not
limited to the copyright, patent, trademark, trade secret, or moral rights of
any third party;
b)
you are the creator and owner of or have the
necessary licenses, rights, consents, releases, and permissions to use and to
authorize us, the Website, and other users of the Website to view your Content
in any manner contemplated by the Website and these Terms of Services;
c)
you have the written consent, release, and/or
permission of each and every identifiable individual person in your Content to
use the name or likeness of each and every such identifiable individual person
to enable inclusion and use of your Content in any manner contemplated by the
Website and these Terms of Services;
d)
your Content is not false, inaccurate, or misleading;
e)
your Content is not obscene, lewd, lascivious,
filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as
determined by us);
f)
your Content does not ridicule, mock, disparage,
intimidate, or abuse anyone;
g)
your Content does not advocate the violent
overthrow of any government or incite, encourage, or threaten physical harm
against another;
h)
your Content does not violate any applicable
law, regulation, or rule;
i)
your Content does not violate the privacy or
publicity rights of any third party;
j)
your Content does not contain any material that
solicits personal information from anyone under the age of 18 or exploits people
under the age of 18 in a sexual or violent manner;
k)
your Content does not violate any federal or
state law concerning child pornography, or otherwise intended to protect the
health or well-being of minors;
l)
your Content does not include any offensive comments
that are connected to race, national origin, gender, sexual preference, or
physical handicap; and
m)
your Content does not otherwise violate, or link
to material that violates, any provision of these Terms, or any applicable law
or regulation.
Any information
or Content posted to the Services by you is the sole responsibility of the
person from whom such Content originated, and you access all such information
and Content at your own risk, and we aren’t liable for any errors or omissions
in that information or Content or for any damages or loss you might suffer in
connection with it. We cannot control and have no duty to take any action
regarding how you may interpret and use the Content or what actions you may
take as a result of having been exposed to the
Content, and you hereby release us from all liability for you having acquired
or not acquired Content through the Services. We can’t guarantee the
identity of any users with access to the Services and are not responsible for
which users gain access to the Services. Any use of the Services in
violation of the foregoing violates these Terms of Service and may result in,
among other things, termination or suspension of your
rights to use our Services.
MOBILE APPLICATION LICENSE
If you access
the Services via the App, then we grant you a revocable, non-exclusive,
non-transferable, limited right to install and use the App on wireless
electronic devices owned or controlled by you, and to access and use the mobile
application on such devices strictly in accordance with the terms and
conditions of the Terms of Service.
The following
terms apply when you use the App obtained from either the Apple Store or Google
Play to access the Services:
a)
the license granted to you for the App is
limited to a non-transferable license to use the application on a device that
utilizes the Apple iOS or Android operating systems;
b)
in the event of any failure of the App to
conform to any applicable warranty, you may notify us
and we may endeavor to correct such failure, but will have no warranty
obligation whatsoever with respect to the App;
c)
you represent and warrant that (i) you are not located in a country that is subject to a
U.S. government embargo, or that has been designated by the U.S. government as
a “terrorist supporting” country and (ii) you are not listed on any U.S.
government list of prohibited or restricted parties;
d)
you must comply with applicable third-party
terms of agreement when using the mobile application, e.g., if you have a VoIP
application, then you must not be in violation of their wireless data service
agreement when using the mobile application; or you acknowledge and agree that
our App partners are third-party beneficiaries of these terms and conditions,
and that each such App partners will have the right (and will be deemed to have
accepted the right) to enforce the terms and conditions in this mobile
application license contained in these Terms of Service against you as a
third-party beneficiary thereof.
SOCIAL MEDIA
As part of
the functionality of the Services, you may link your account with online
accounts you have with third-party service providers, such as Facebook and
Google (each such account, a “Third-Party Account”) by either: (1) providing
your Third-Party Account login information through the Website and/or the App;
or (2) allowing us to access your Third-Party Account, as is permitted under
the applicable terms and conditions that govern your use of each Third-Party
Account.
You represent
and warrant that you are entitled to disclose your Third-Party Account login
information to us and/or grant us access to your Third-Party Account, without
breach by you of any of the terms and conditions that govern your use of the
applicable Third-Party Account, and without obligating us to pay any fees or
making us subject to any usage limitations imposed by the third-party service
provider of the Third-Party Account.
By granting us
access to any Third-Party Accounts, you understand that (1) we may access, make
available, and store (if applicable) any content that you have provided to and
stored in your Third-Party Account (the “Social Network Content”) so that it is
available on and through the Services via your account and (2) we may submit to
and receive from your Third-Party Account additional information to the extent
you are notified when you link your account with the Third-Party Account.
Depending on
the Third-Party Accounts you choose and subject to the privacy settings that
you have set in such Third-Party Accounts, personally identifiable information
that you post to your Third-Party Accounts may be available on and through your
account on the Website and/or the App. Please note that if a Third-Party
Account or associated service becomes unavailable or our access to such
Third-Party Account is terminated by the third-party service provider, then
Social Network Content may no longer be available on and through the Website and/or
the App.
PLEASE NOTE
THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH
YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH
THIRD-PARTY SERVICE PROVIDERS.
We make no
effort to review any Social Network Content for any purpose, including but not
limited to, for accuracy, legality, or non-infringement, and we are not
responsible for any Social Network Content. You can deactivate the connection between the
Services and your Third-Party Account by contacting us using the contact
information below or through your account settings (if applicable).
ELIGIBILITY TO USE SERVICES
THE SERVICES ARE NOT AVAILABLE TO ANY
PERSONS UNDER THE AGE OF 18. By using the Services, you affirm (a) that you are
at least 18 years of age; (b) any information you provide to us is accurate and
truthful and you will maintain the accuracy of such information; (c) you are
legally permitted to use and access the Services and take full responsibility
for your access, selection and use of the Services; (d) your use of the
Services does not violate any applicable law or regulation; and (e) you will
maintain accurate information with us.
You will neither use nor permit others to
use the Services (a) for any unlawful, invasive, infringing, defamatory,
fraudulent, or obscene purpose; (b) to create any virus, worm, Trojan horse, or
harmful code; (c) for any illegal or unauthorized purpose; (d) to violate any
federal, state, or local laws, including those to such areas as libel, slander,
defamation, trade libel, product disparagement, harassment, invasion of
privacy, tort, obscenity, indecency, and copyright or trademark infringement;
or (e) to alter, steal, corrupt, disable, destroy, trespass, or violate any
security or encryption of any computer file, database, or network.
YOUR RIGHTS AND RESPONSIBILITIES
You are responsible for providing accurate
information to us about yourself, and to inform us if and
when that information changes. We cannot be responsible for
incomplete and/or inaccurate information. You agree that under no
circumstances may you impersonate a Celebrity or represent that you are any
individual or entity different from your actual identity. We will ban
any users who knowingly impersonate others.
If you are a Celebrity, you agree to
perform at your Event when you are booked through our Services, unless you must
cancel due to extenuating circumstances. You understand and agree
that when you create schedules with us, you are agreeing to perform at any
events you are booked at during that schedule’s time period.
INTERACTION WITH THIRD PARTIES
The Services may contain links to third
party websites that are not owned or controlled by us. You hereby represent and
warrant that you have read and agree to be bound by all applicable policies of
any third-party website relating to your use of the Services and that you will
act in accordance with those policies, in addition to your obligations under
this Agreement. If you provide us with payment information, you are
subject to the privacy policy of our
payment processor, Stripe. We have no control over, and assume no
responsibility for, the content, accuracy, privacy policies, or practices of,
or opinions expressed in any third-party websites. In addition, we will not and
cannot monitor, verify, censor or edit the content of
any third-party site. By using the Services, you expressly relieve and hold us
harmless from any and all liability arising from your
use of any third-party website.
OWNERSHIP
All right,
title, and interest in and to the Services, and all material, images and/or
text available on or through the App or Website (including, without limitation,
text, graphics, logos, button icons, images, blog posts, audio clips and
software), are and will remain the exclusive property of us and our licensors.
The Services are protected by copyright, trademark, and other laws of both the
United States and foreign countries. Nothing in the Terms of Service
gives you a right to use LiveNyte, Inc. name or any
of our trademarks, logos, domain names, software, and other distinctive brand
features. You acknowledge that the ownership in any intellectual
property rights (including, for the avoidance of doubt, patents, copyright,
rights in databases and software, trademarks and trade names whether registered
or unregistered and subsisting anywhere in the world) in the Services belongs
to us or our third party licensors. Such intellectual
property laws generally prohibit the unauthorized reproduction, distribution or exhibition of all text, photographic and
graphic (art and electronic) images, music, sound samplings and other protected
materials. The violation of applicable intellectual property laws may give rise
to civil and/or criminal penalties.
DMCA NOTICE
We respond to
alleged infringement notices that comply with the Digital Millennium Copyright
Act of 1998 ("DMCA"). If you believe that your copyrighted work
has been copied, reproduced or published in a way that
constitutes copyright infringement and is accessible via the Services, please
notify support@livenyte.com. For your complaint to be valid under the DMCA, you must provide the
following information in writing:
a)
An electronic or
physical signature of a person authorized to act on behalf of the copyright owner;
b)
Identification of the
copyrighted work that you claim has been infringed;
c)
Identification of the
material that is claimed to be infringing and where it is located on the Services;
d)
Information reasonably
sufficient to permit us to contact you, such as your address, telephone number,
and, e-mail address;
e)
A statement that you
have a good faith belief that use of the material in the manner complained of
is not authorized by the copyright owner, its agent, or law; and
f)
A statement, made
under penalty of perjury, that the above information is accurate, and that you
are the copyright owner or are authorized to act on behalf of the owner.
This procedure
is exclusively for notifying us that your copyrighted material has been
infringed. The preceding requirements are intended to comply with our rights
and obligations under the DMCA, including 17 U.S.C. §512(c), but do not
constitute legal advice. It may be advisable to contact an attorney regarding
your rights and obligations under the DMCA and other applicable laws.
In accordance
with the DMCA and other applicable law, we have adopted a policy of
terminating, in appropriate circumstances, users who are deemed to be repeat
infringers. We may also at our sole discretion limit access to the Services
and/or terminate the accounts of any users who infringe any intellectual
property rights of others.
BOOKINGS, PAYMENTS AND REFUNDS
In the event
that a Celebrity is booked for an event through our Website
or App (an “Event”), the Business that books the Celebrity will pay a set fee
for the Celebrity to perform at the Event (the “Event Fee”). In the event that a Fan purchases a ticket to an Event
through our Website or App, the Fan will pay a fee for such ticket (the “Ticket
Fee”). We will charge a handling fee and collect a percentage for
any Event Fees or Ticket Fees.
If you are a
Celebrity that is booked through our Services, the Event Fee and Ticket Fees
(less our transaction fees and any fees charged by the payment processor) will
be available in your account 3-7 days after the Event is completed.
If you are a
Business and you book a Celebrity through our Services, the payment method that
you choose (Stripe, Apple Pay or Google Wallet) will be immediately charged for
the Event Fee, plus our transaction fees, plus any fees charged by the payment
processor.
If you are a
Fan and you purchase a ticket to an Event through our Services, the payment
method that you choose (Stripe, Apple Pay or Google Wallet) will be immediately
charged for the Ticket Fee, plus our transaction fees, plus any fees charged by
the payment processor.
If a Business
is unable to host an Event and requests us to refund Ticket Fees, we will
refund all Ticket Fees to Fans, less our payment processor’s handling
fees for said Event. If a Celebrity is unable to fulfill his/her obligation to
perform at an Event, the Celebrity and/or Business may request us to reverse
the charge to the Business, which we will determine at our sole discretion. The
reversed charge may be less any payment processor handling fee.
In the event of
a dispute between a Business and a Celebrity, we will withhold payment of the
Event Fee until the dispute is resolved. Businesses and Celebrities
acknowledge and agree that we are not responsible for resolving any dispute and
we are not financially liable to either party to a dispute.
DIGITAL GOODS AND SUBSCRIPTIONS TRANSACTIONS
As a Celebrity
you may create your Content (such as digital content and media, photos, videos,
blogs, newsletters) and make available such Content for purchase in our market place to your Fans through our Services (“Celebrity
Content”). A
Celebrity may offer the Celebrity Content
for free or for a subscription fee or for a one-time fee
for viewing a particular Content, to be determined in Celebrity’s
discretion. A Fan may choose to subscribe to Celebrity account via the Services
to access Celebrity Content and may agree to incur any such fees. Celebrity
will set prices for their Celebrity Content through the Services,
and may change the prices at its sole discretion through their Celebrity
account. Celebrity will use a third party payment
processing company (Stripe) as determined by us to process payment information
from Fan via the Services.
This provides
the Celebrity with the option to generate revenue by selling its Content in the
market place to Fans. By providing the Celebrity Content
for a fee, the Celebrity is granting only a limited license to the Fan to view
or use the Content. Such Content is not permitted for distribution by the Fan
to any third party and is only available for personal viewing or use. Such
Celebrity Contents will be available to the Fan by way of a Celebrity account membership
offered by the Celebrity to the Fan to view and/or use such Contents or a
one-time fee for viewing a particular Content, through our Services.
In order to facilitate such transactions in the market
place, we will collect a transaction fee (a percentage of the
transaction and a flat fee), plus any fees charged by the payment processor on
every transaction (“Transaction Fee”). The fee may vary based on the type item that is being sold. Fans must note that such
fees, once paid, are non-refundable and the Fan will not be entitled to refund
of the fee either from the Celebrity or the Transaction Fee from us. However,
Fans are free to cancel the subscription to the Celebrity account at any time. The
payment for such transactions will be available to the Celebrity in his/her
account within 3-7 days after the transaction is completed. LiveNyte
does not
handle tax payments, but we collect tax identification information and report
this to tax authorities as legally required. You are responsible for reporting
any taxes that are required to be collected and/or paid on any transaction and
we will not be held accountable or liable for any taxes that any party to the
transaction is required to pay or collect.
The Fan agrees to abide by all copyright
notices, trademark rules, information, and restrictions contained in any
Content you access through the Services, and the Fan will not use, copy,
reproduce, modify, translate, publish, broadcast, transmit, distribute,
perform, upload, display, license, sell, commercialize or otherwise exploit for
any purpose any Content owned by the Celebrity, (i)
without the prior written consent of the Celebrity of that Content or (ii) in a
way that violates someone else’s including our rights. The Disclaimer and Limitation of liability provision contained in these
Terms of Service will be applicable to such transactions in the market place.
CALIFORNIA RESIDENTS
If you are a
California resident, in accordance with Cal. Civ. Code §1789.3, you may report
complaints to the Complaint Assistance Unit of the Division of Consumer
Services of the California Department of Consumer Affairs by contacting them in
writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone
at (800) 952-5210 or (916) 445-1254.
TERM AND TERMINATION
THESE TERMS
SHALL REMAIN IN FULL FORCE AND EFFECT WHILE YOU USE THE SERVICES. WITHOUT
LIMITING ANY OTHER PROVISION OF THESE TERMS OF SERVICE, WE RESERVE THE RIGHT
TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND
USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON
FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY
REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OR OF ANY
APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE
SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT
ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION. Upon any breach by you of this Agreement, we may pursue, in our sole
discretion, all of our legal remedies, including but
not limited to termination of your account and your ability to access this
Services. You agree that any termination of your access to the Services may be affected
without prior notice, and you acknowledge and agree that we may immediately
deactivate or delete your account and all related information and material in
your account and/or bar any further access to such information or to the
Services. Further, you agree that we are not liable to you or any third party
for any termination of your access to the Services.
THE SERVICES
ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE
SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE
LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES
AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE
MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE
WEBSITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO OUR WEBSITE AND WE
WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR
INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE,
OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES,
(3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL
PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY
INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE WEBSITE AND/OR THE APP,
(5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO
OR THROUGH THE WEBSITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS
IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS
A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE
AVAILABLE VIA THE WEBSITE.
WE DO NOT
WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT, SERVICE OR
CONTENT ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES, ANY
HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY
BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE
RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY
PROVIDERS OF PRODUCTS OR SERVICES OR CONTENT. AS WITH THE PURCHASE OF A PRODUCT
OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST
JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
PARTICULARLY, WE
MAKE NO GUARANTEES AS TO THE ACCURACY OF THE INFORMATION ON OUR WEBSITE OR APP
ABOUT ANY FANS, BUSINESSES OR CELEBRITIES. THE INFORMATION
PROVIDED THROUGH OUR SERVICES SHOULD NOT BE RELIED UPON, AND YOU SHOULD ALWAYS
CONDUCT YOUR OWN INDEPENDENT INVESTIGATIONS OF ANY FANS, BUSINESSES OR
CELEBRITIES FEATURED ON OUR SERVICES. IF YOU ARE A BUSINESS, YOU
MUST UNDERTAKE YOUR OWN INVESTIGATION TO ENSURE THAT ANY CELEBRITIES ARE IN
FACT THE CELEBRITIES THEY PURPORT TO BE. HOWEVER, WE WILL REVERSE
ANY BOOKING THAT WAS MADE BY AN IMPERSONATOR.
WE TAKE NO RESPONSIBILITY FOR THE EVENTS OR
SERVICES THAT WE RECOMMEND OR FEATURE ON OUR SERVICES. ANY EVENT OR SERVICE
THAT YOU USE OR ATTEND AS A RESULT OF YOUR USE OF OUR SERVICES IS ENTIRELY AT
YOUR OWN RISK.
LIVENYTE IS NOT RESPONSIBLE FOR WITHHOLDING,
COLLECTION AND PAYMENT OF ANY DIRECT OR INDIRECT TAXES, DUTIES, LEVIES ON ANY TRANSACTIONS
UNDERTAKEN AMOUNG THE USERS THROUGH THE SERVICES. FURTHER, THE USER IS SOLELY
RESPONSIBLE FOR MAKING THE REQUIRED FILINGS AND REPORTING SUCH TRANSACTIONS
WITH APPROPRIATE AUTHORITIES. YOU SHOULD CONSULT YOUR OWN TAX, LEGAL AND
ACCOUNTING ADVISORS BEFORE ENGAGING IN ANY TRANSACTION THROUGH OUR SERVICES.
LIMITATION OF LIABILITY
IN NO EVENT
WILL WE, OR OUR DIRECTORS, EMPLOYEES, OFFICERS OR AGENTS BE LIABLE TO YOU OR
ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL,
SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA,
OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE
CONTRARY CONTAINED HEREIN, OUR 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 US FOR ANY PRODUCTS OR SERVICES PURCHASED BY YOU
DIRECTLY FROM US. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED
WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS
APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY
TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS AS LIMITED BY APPLICABLE LAW.
INDEMNIFICATION
To the maximum extent permitted by applicable law, you agree
to hold harmless and indemnify LiveNyte, Inc. and its
employees, officers, agents, or other partners, from and against any third
party claim arising from or in any way related to your use of the Services,
including any liability or expense arising from all claims, losses, damages
(actual and/or consequential), suits, judgments, litigation costs and
attorneys' fees, of every kind and nature including physical or monetary harm
or civil or criminal claims arising out of (1) your
Content; (2) use of the Website and/or the App; (3) breach of these Terms of
Service; (4) any breach of your representations and warranties set forth in
these Terms of Service; (5) your violation of the rights of a third party,
including but not limited to intellectual property rights; or (6) any overt
harmful act toward any other user of the Services with whom you connected via
the Services. Notwithstanding the foregoing, we reserve the
right, at your expense, to assume the exclusive defense and control of any
matter for which you are required to indemnify us, and you agree to cooperate,
at your expense, with our defense of such claims. We shall use good faith efforts to provide you with written notice of such
claim, suit or action. In addition, you expressly
waive and relinquish any and all rights and benefits
which you may have under any other state or federal statute or common law
principle of similar effect, to the fullest extent permitted by law.
MODIFICATIONS AND
INTERRUPTIONS
We reserve the right to change, modify, or
remove the contents of the Services at any time or for any reason at our sole
discretion without notice. However, we have no obligation to update any
information on our Website and/or the App. We will not
be liable to you or any third party for any modification, price change,
suspension, or discontinuance of the Services.
We cannot guarantee the Services will be available at all times. We may experience hardware,
software, or other problems or need to perform maintenance related to the
Services, resulting in interruptions, delays, or errors. We reserve the right
to change, revise, update, suspend, discontinue, or otherwise modify the
Services at any time or for any reason without notice to you.
You agree that we have no liability
whatsoever for any loss, damage, or inconvenience caused by your inability to
access or use the Services during any downtime or discontinuance of the
Services. Nothing in these Terms of Service will be construed to obligate us to
maintain and support the Website and/or the App to supply any corrections,
updates, or releases in connection therewith.
We reserve
the right, but not the obligation, to:
a)
monitor the Services for violations of these
Terms of Service;
b)
take appropriate legal action against anyone
who, in our sole discretion, violates the law or these Terms of Service,
including without limitation, reporting such user to law enforcement authorities;
c)
in our sole discretion and without limitation,
refuse, restrict access to, limit the availability of, or disable (to the
extent technologically feasible) any of your Contents or any portion thereof;
d)
in our sole discretion and without
limitation, notice, or liability, to remove from the Website or otherwise
disable all files and content that are excessive in size or are in any way
burdensome to our systems; and otherwise manage the Website in a manner
designed to protect our rights and property and to facilitate the proper
functioning of the Services.
GENERAL PROVISIONS
When you
provide information to us via our App or Website or send e-mails to us, you are
communicating with us electronically. By providing information on our Website or App, you consent to receive communications from
us electronically. You agree that all agreements, notices, disclosures
and other communications that we provide to you electronically satisfy any
legal requirement that such communications be in writing.
If any
provision of this Agreement is unenforceable, that provision will be changed
and interpreted to accomplish the objectives of the provision to the greatest
extent possible under applicable law, and the remaining provisions will
continue in full force and effect.
If you are
outside the United States, the laws of your country may be different from those
of California and the United States in numerous respects. There is no practical
way for us to monitor the laws of every country in detail. You accept sole
responsibility for the legality of your actions under laws applying to you.
This Agreement
will be governed by and construed in accordance with the laws of the State of
California. By using the Services, you consent and submit to the exclusive
jurisdiction and venue of the state and federal courts located in northern
California.
This Agreement is void where prohibited by
law, and the right to access and use the Services is revoked in such
jurisdictions.
This Agreement,
together with our Privacy Policy available at https://livenyte.com/privacy.html, constitute the entire agreement between you and us and governs your use
of the Services, superseding any prior agreements or contemporaneous agreements
between you and us. Please review our Privacy Policy carefully.
Supplemental
terms and conditions or documents that are currently available (such as the
FAQs) or may be posted on the Website or App from time to time are hereby
expressly incorporated herein by reference. We reserve the right, in our sole discretion, to change, modify, add or remove portions of this Agreement, at any time. It is
your responsibility to check this Agreement periodically for changes. The
latest version of this Agreement supersedes any previous versions of this
Agreement. Your continued use of the Services following the posting
of changes will mean that you accept and agree to the changes. If you do not
agree to the new terms, please stop using the Services.
Questions about the Terms of Service should be sent
to support@livenyte.com.