LIvVE Terms of Membership

(i) Registration. You agree to provide LIvVE with ongoing, accurate, complete and updated registration information. Failure to do so constitutes a breach of these Terms, and unauthorized access to LIvVE may result in immediate termination of your account and could subject you to civil and/or criminal liability. (ii) Member Account. When you register online for LIvVE, you will select a password and a user or member name ("Member Name") to establish a member account ("Member Account"). You may open multiple, Member Accounts, but only one for each subscription. You are entirely responsible for any and all activities conducted through your Member Account. You may permit another individual to use your Member Account subject to your supervision and assumption of all resulting liabilities. You agree to notify LIvVE immediately of any unauthorized use of your password or any of your Member Accounts, or of any other breach of security. (iii) Passwords. Upon your registration as a Member of LIvVE, you will select a password. You are responsible for maintaining the confidentiality of your password and are liable for any harm resulting from disclosing or allowing disclosure of any password or from use by any person or entity of your password to gain access to your Member Account(s). Therefore, for security purposes, LIvVE recommends that you change your password often. (You can do this by selecting the "Acct" button on the LIvVE client software, and entering your User Name and Password.) You will then be taken to the "Account Management" page, where you can choose "Password" from the drop-down menu.) At no time should you respond to an online request for a password, except when prompted by the LIvVE client software or for special LIvVE promotional programs. LIvVE employees should never ask for your password online. You acknowledge that although LIvVE offers a feature that allows you to bypass the password protection, this feature permits anyone who has access to your computer to easily access your Member Account. Use of this password bypass feature is at your own risk. YOU ARE FULLY LIABLE FOR ALL CHARGES UNDER YOUR MEMBER ACCOUNT(S), INCLUDING ANY UNAUTHORIZED CHARGES TO THE ACCOUNT(S). (iv) Member Names. During the registration process as a Member of LIvVE, you must choose a Member Name (one for each Member Account) to identify yourself to other Members and LIvVE staff. You may not select or use a Member Name of another person (if it is also your name, you must add a number or letter to the end of your name to create a different Member Name - for example, Joe Smith 001). In addition, you may not use a name which violates or infringes any third party's trademark right, copyright, or other intellectual property right, may cause confusion with another Member Name or a trademark, or is, in LIvVE's sole discretion, vulgar, offensive, promoting illegal or undesirable behavior or activity or otherwise constitutes or encourages any impermissible conduct under Section 9 of these Terms. LIvVE reserves the right to delete any Member Name without notice, or to require deletion thereof without any refund of prepaid periods (v) Former Members. Members whose accounts have been terminated by LIvVE may not access LIvVE in any manner or for any reason without the express written permission of LIvVE. Active Members may not knowingly allow former Members whose Member Accounts have been terminated by LIvVE to use the active Member's Account. Failure to adhere to this policy may result in termination of the current Member Account without refund of prepaid periods.

It is LIvVE's policy to respect the privacy of its Members. Please refer to LIvVE Inc.'s Privacy Policy located on the Web Site for more information. Notwithstanding the foregoing, LIvVE reserves the right to monitor the activity in any or all of the rooms in LIvVE, including locked rooms, in order to ensure compliance with applicable law and with the terms and conditions under these Terms and any other agreements respecting the use of LIvVE, including without limitation to ensure adherence to the prohibitions against abusive or illegal conduct, or adult content. You agree that LIvVE may access and disclose any information about you, your accounts, or any content you provide on the Web Site if LIvVE believes in good faith that such action is reasonably necessary to enforce these Terms or its Copyright Policy, to comply with applicable rules, regulations or law, including legal process, to operate its systems properly, to protect itself, its Members, or others, or as stated in its Privacy Policy or these Terms.

You acknowledge that (a) LIvVE contains information, communications, entertainment, software, text, photos, video, graphics, music, voices, sounds and other material and services (collectively, "Content"), and (b) such Content may be provided under license by independent content providers ("ICPs"), including, but not limited to, celebrity guests and other Members. You, and any user of your Member Account, must evaluate, and bear the risk associated with, the accuracy, completeness or usefulness of any Content. LIvVE does not pre-screen all Content as a matter of policy, but LIvVE shall have the right, but not the responsibility, to remove Content which is deemed in its sole discretion to be abusive, vulgar, harmful, offensive, or otherwise in violation of these Terms. Such removal may be immediate and without notice. You acknowledge that (a) LIvVE permits access to Content that is protected by copyrights, trademarks, service marks, patents, rights of publicity, or other proprietary rights owned by LIvVE or third parties (collectively, "Rights"), (b) these Rights are valid and protected in all media existing now or later developed, and (c) except as is explicitly provided otherwise, your use of Content shall be governed by generally applicable copyright and other intellectual property laws. State and/or federal laws may prohibit you from making a copy of audio, video or textual content through LIvVE without the permission of all parties to the conversation or participants in the video transmission. You may not modify, copy, reproduce, publish, republish, upload, post, transmit, sell, broadcast, create derivative works from, perform, or distribute in any way other parties' Content obtained or made available through or on LIvVE, including software code, music, writings and other works, without the express prior written consent of the Content owner or Licensor with rights to sub-license. You may upload or otherwise transmit on or through LIvVE only Content that is not subject to any Rights, or Content in which any holder of Rights has given you express authorization for distribution. LIvVE, in its sole discretion, may remove Content that it believes may or appears to infringe the Rights of others, and also may terminate the accounts of Members who it believes have posted infringing material. Unless specified otherwise in your upload or transmission, by submitting Content to any area of the LIvVE Web Site you automatically grant -- or warrant that the owner of such Content has expressly granted -- LIvVE, its successors and assigns a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display and sublicense such Content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed for the full term of any Rights that may exist in such Content. You also grant LIvVE the right to authorize the downloading, printing or broadcasting of such material, or any portion thereof, by end-users for their personal use. Without limiting the foregoing, if you participate in voice and video chat in LIvVE's chat rooms, you additionally give LIvVE your consent to record, reproduce or download your conversations or video images you have transmitted in LIvVE rooms, and to use, copy, modify, adapt, publish, translate, create derivative works from, distribute, perform, display and sublicense your audio or video content for promotional purposes, or if LIvVE believes in good faith that such action is reasonably necessary to enforce these Terms or its Copyright Policy, to comply with applicable rules, regulations and law, including to comply with legal process, to operate its systems properly, or to protect itself, its Members, or others.

(i) Acceptance. By installing and/or using the Software owned by or licensed to LIvVE, including any updates thereof, you indicate your acceptance of the Terms, and in particular, the terms and conditions stated in this Section 4. If you do not agree to be bound by the Terms, you may not use the Software. Unless you received the Software bundled with third party products on a single non-erasable CD or other similar medium, you must promptly delete your copy of the Software if you received it electronically, or return the unused Software and any accompanying materials, together with your proof of purchase, to the person or entity from whom you obtained the Software if you obtained the Software on media. (ii) License. LIvVE grants you (an entity or person), subject to the terms and conditions set forth in these Terms, a non-exclusive, non-transferable, revocable, limited license to install and use the Software, including the program code and other files which make the Software compatible for use on LIvVE, and the written materials accompanying the Software or online documentation relating to the use of the Software on LIvVE (collectively, the Software and accompanying written materials are referred to as the "LIvVE Technology"). Subject to the terms and conditions of these Terms, the Software may be installed and used on one or more computers, but only for the limited purpose of using LIvVE or, with respect to the written materials only, for the limited purpose of deciding whether and determining how to use LIvVE. (iii) Copyright. LIvVE and/or LIvVE's licensors shall retain all right, title and interest, including all intellectual property rights, in and to the LIvVE Technology. You acknowledge that the LIvVE Technology is protected by United States copyright and other intellectual property laws and international treaty provisions and agree not to remove any copyright or other proprietary or product identification notices contained thereon. You acknowledge and agree that the LIvVE Technology may have been developed by and may include software licensed by third party licensors named in the copyright notice(s) included with the Software, including without limitation HearMe, who shall also be authorized to hold you responsible for any copyright infringement or violation of these Terms. (iv) Restrictions. You may not sublicense, rent or lease the LIvVE Technology. You may not reverse engineer, reverse compile, reduce to human perceivable form, or disassemble the LIvVE Technology. You may not duplicate or copy the LIvVE Technology or the written documentation except as necessary to use the Software in accordance with these Terms and any user policies made available by LIvVE. The Software may be installed on a noncommercial basis, from the copy of the Software that you have been licensed, on additional computers by and for the use of end users who have read and who have agreed to be bound by the Terms, but only if (i) the copy of the Software that you have been licensed is not bundled with separately licensed products on a single medium, and (ii) such installation does not violate the terms of other applicable end-user agreements or the intellectual property rights of third parties. You may not transmit the Software over a network.

YOU EXPRESSLY AGREE THAT RELIANCE UPON AND USE OF LIvVE, ALL SOFTWARE DISTRIBUTED BY LIvVE AND ITS LICENSORS, AND THE INTERNET ARE AT YOUR SOLE RISK. LIvVE AND ALL SOFTWARE DISTRIBUTED BY LIvVE AND ANY THIRD PARTY LICENSOR, AS WELL AS INTERNET ACCESS, AVAILABILITY AND PERFORMANCE GENERALLY, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. YOU ACKNOWLEDGE THAT LIvVE DOES NOT CONTROL IN ANY RESPECT ANY INFORMATION, PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH LIvVE. LIvVE IS NOT RESPONSIBLE FOR CONTENT PROVIDED BY THIRD PARTIES, AND ASSUMES NO RESPONSIBILITY FOR AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY, USEFULNESS OR TASTEFULNESS OF CONTENT VIEWED OR HEARD ON OR DISTRIBUTED THROUGH LIvVE. LIvVE DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY PRODUCT OR SERVICE OFFERED THROUGH LIvVE BY ANY THIRD PARTY, WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES, AND WILL NOT BEAR ANY RESPONSIBILITY FOR THEIR PRODUCTS, SERVICES, POLICIES OR ACTIONS. MEMBERS USING ANY SUCH PRODUCTS AND SERVICES MAY BE SUBJECT TO ADDITIONAL TERMS AND CONDITIONS RELATING TO THE USE OF SUCH THIRD PARTY CONTENT, SOFTWARE, PRODUCTS OR SERVICES, AND FAILURE TO ABIDE BY THOSE ADDITIONAL TERMS AND CONDITIONS MAY RESULT IN VIOLATION OF THE ADDITIONAL TERMS AND/OR TERMINATION OF YOUR MEMBER ACCOUNT. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, 4ANYTHING EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, WITH RESPECT TO THE LIvVE SERVICE, ALL SOFTWARE DISTRIBUTED BY 4ANYTHING OR ITS LICENSORS, OR INTERNET ACCESS, AVAILABILITY AND PERFORMANCE. LIvVE MAKES NO WARRANTY THAT LIvVE WILL MEET YOUR REQUIREMENTS OR BE OF A PARTICULAR QUALITY, NOR THAT LIvVE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. LIvVE DOES NOT MAKE ANY WARRANTY OR REPRESENTATION AS TO THE USE OF OR THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF LIvVE. LIvVE ASSUMES NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY MEMBER, INCLUDING, BUT NOT LIMITED TO, FAILURE OF A SPECIAL EVENT TO BE CONDUCTED DESPITE ADVERTISING TO THE CONTRARY, LOSS OF DATA FROM DELAYS, NONDELIVERIES, ERRORS, SYSTEM DOWN TIME, MISDELIVERIES, NETWORK OR SYSTEM OUTAGES, FILE CORRUPTION, OR SERVICE INTERRUPTIONS WHETHER OR NOT CAUSED BY THE NEGLIGENCE OF LIvVE, ITS LICENSORS AND SUBCONTRACTORS, OR BY MEMBER'S OWN ERRORS AND/OR OMISSIONS. LIvVE MAKES NO WARRANTY THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED OR THAT THE SOFTWARE, THE WEB SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THEY WILL NOT CAUSE ERRORS OR DAMAGE TO YOUR PC. LIvVE MAKES NO WARRANTY WITH RESPECT TO ANY RELATED SOFTWARE OR HARDWARE USED OR PROVIDED BY LIvVE OR ITS LICENSORS OR THIRD PARTIES IN CONNECTION WITH THE SERVICE. ANY PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET OR WARRANTY INFRINGEMENTS, WHETHER ACTUAL OR ALLEGED, ARE THE DIRECT RESPONSIBILITY OF THE MANUFACTURER OF SUCH HARDWARE OR SOFTWARE PRODUCT. LIvVE ASSUMES NO RESPONSIBILITY FOR ANY ACTIONS OR LIABILITIES ARISING FROM THE POSSESSION OR USE OF THESE SOFTWARE OR HARDWARE PRODUCTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LIvVE OR THROUGH LIvVE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

YOU ACKNOWLEDGE THAT LIvVE AND ITS LICENSORS SHALL NOT ASSUME OR HAVE ANY LIABILITY FOR ANY ACTION BY LIvVE OR ITS ICPs OR OTHER LICENSORS WITH RESPECT TO CONDUCT, COMMUNICATION OR CONTENT ON LIvVE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL LIvVE OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES OR LOSS OF BUSINESS, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA OR BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS, EVEN IF LIvVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) IN CONNECTION WITH LIvVE OR WITH ANY OTHER PRODUCT OR SERVICE PROVIDED BY LIvVE, OR RESULTING FROM THE USE OR THE INABILITY TO USE LIvVE, OR FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR TRANSACTION ENTERED INTO THROUGH OR FROM LIvVE, OR FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, DATA OR ACCOUNT. YOU SPECIFICALLY AGREE THAT LIvVE IS NOT RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL BEHAVIOR, CONDUCT OR SPEECH OF ANY OTHER PARTY OR ANY INFRINGEMENT OR VIOLATION OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS, RIGHTS OF PUBLICITY, OR RIGHTS OF PRIVACY. LIvVE'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO USE OF LIvVE AND ALL SOFTWARE DISTRIBUTED BY LIvVE SHALL BE THE REPLACEMENT OF ANY SOFTWARE DEVELOPED BY OR FOR LIvVE WHICH IS FOUND TO BE DEFECTIVE, USING MEDIA CHOSEN BY LIvVE. LIvVE'S LIABILITY TO YOU FOR BREACH OF THESE TERMS IS LIMITED SOLELY TO THE GREATER OF ANY AMOUNTS PAID BY YOU TO LIvVE FOR THE LIvVE SERVICE DURING THE SIX MONTHS PRECEDING THE CLAIM OR $50.00. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES; IN SUCH STATES LIvVE'S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW.

You agree to defend, indemnify and hold harmless LIvVE, its parents, subsidiaries, affiliated companies, officers, directors, employees, licensees, licensors, distributors and ICPs from all losses, liabilities, claims, demands, damages or expenses, including reasonable attorney's fees, (i) arising from breach of these Terms, including but not limited to by use of, or in connection with, the transmission by or through your Member Account of any Content on LIvVE, or (ii) asserted by any third party due to or arising from or in connection with your use of or conduct on LIvVE, including but not limited to any claims of infringement or violation of any Rights. LIvVE reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you hereunder, which shall not excuse your indemnity obligations.

The Terms are effective from the date you initially receive the Software and remain in force until terminated. Either you or LIvVE may terminate your Member Account with LIvVE, and the license to use the Software granted under these Terms, at any time with or without cause. Your only right with respect to any dissatisfaction with any (i) term, condition, policy or practice of LIvVE in operating LIvVE, or (ii) Content available through LIvVE, is to terminate your Member Account, without refund for pre-paid periods. Your notice of termination will be effective one business day after receipt by LIvVE, or upon your receipt of confirmation if confirmation is requested. Upon termination by you or LIvVE, you must destroy all tangible embodiments or copies of the LIvVE Technology in your possession, and all downloaded copies on your computer, including all backup copies and all related materials or you must promptly return the unused Software and any accompanying materials, together with your proof of purchase, to the person or entity from whom you obtained the Software if you obtained the Software on media. Your license rights hereunder will automatically terminate without notice if you fail to comply with any provision herein.

You agree to use LIvVE only for lawful purposes. You agree to abide by all applicable local, state, national and international laws and regulations. Any conduct by you that in LIvVE's sole discretion constitutes impermissible conduct or restricts or inhibits any other Member, person or entity from using or enjoying LIvVE or any other product or service offered by LIvVE, will not be permitted and may result in LIvVE immediately terminating your Member Account without notice. LIvVE reserves the right to terminate your Member Account if it determines in its sole discretion that you have engaged in any impermissible conduct. LIvVE reserves the right to exercise whatever means it deems necessary to prevent unauthorized access to the LIvVE service, including, but not limited to, technological barriers such as tokens placed on your computer, IP mapping, and direct contact with your Internet Service Provider (ISP). Set forth below by way of example, and not as a limitation, are some common examples of impermissible conduct, which may result in termination of your Member Account. This list is not exhaustive. LIvVE reserves the right, but does not assume the responsibility, to restrict conduct which LIvVE deems in its discretion to be harmful to individual Members, damaging to the communities which use LIvVE, or in violation of LIvVE's or any third party's rights. You acknowledge that audio, video and text communications over LIvVE often occur in real-time, or may be posted on one of LIvVE's message boards or libraries, and LIvVE cannot practically, and does not intend to, review, screen or edit all text, audio and video communications. In addition, Member understands that all postings reflect the views of the respective authors and are not the views of LIvVE. You may not post material or use LIvVE to: (1) harass, threaten, embarrass or cause distress, unwanted attention or discomfort upon another Member of LIvVE or other person or entity, (2) post, broadcast or transmit any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, hateful, discriminatory, violent or otherwise objectionable Content, including but not limited to material based on a person's race, national origin, ethnicity, religion, gender, sexual orientation, disablement or other such affiliation, even if masked by symbols or other characters, (3) post, broadcast or transmit nude pictures or other sexually explicit or pornographic images or other content which is deemed by LIvVE to be offensive or harmful to any person, including individuals under 18 years of age, (4) impersonate any person or the voice of any person, including but not limited to, a LIvVE official or employee, an ICP or ICP official or employee, or a moderator, forum leader, guide or host, or communicate under a false name or identity or a name that you are not entitled or authorized to use, in any form of online communication, including, but not limited to, Member names, Member profiles, audio, video, images, text or graphic chat and message postings, (5) cause the computer screen to "scroll" faster than other users are able to type to it, including but not limited to entering a set of random characters, repeatedly entering a carriage return or taking any action with a similar disruptive effect, (6) disrupt the normal flow of dialogue, transmissions, or interactions in a chat room or otherwise act in a manner that negatively affects other users, including but not limited to repeatedly interrupting conversations between Members, or acting in such a way as to antagonize, harass or create hostility in a chat room or lobby, (7) post or transmit chain letters, pyramid schemes, junk mail, spam or any duplicative or unsolicited messages (commercial or otherwise), (8) post or transmit any unsolicited advertising, promotional materials, or other forms of commercial postings or solicitation to other Members, individuals or entities, except in those areas that are designated for such a purpose, (9) violate any operating rule, regulation, procedure, policy or guideline of any other interactive service, or interfere with or disrupt networks connected to LIvVE, (10) intentionally or unintentionally violate any applicable local, state, national or international law or regulation, (11) modify any files which 4Anything does not specifically authorize you to modify, (12) modify or deface any LIvVE web pages, (13) knowingly distribute a virus, worm, Trojan horse, time bomb, cancelbot, or other destructive program, (14) knowingly distribute software or content in violation of any license agreement, (15) violate any U.S. law regarding the transmission of technical data or software exported from the United States, (16) harvest or otherwise collect information about others, including e-mail addresses, without their consent, (17) transmit, post, broadcast, publicly display, perform, copy, distribute, download, alter, make a derivative work from, or use any material that may infringe the Rights of third parties, including trademark, copyright, trade secret, patent, right of publicity, or right of privacy, without the express permission of the Rights holder, (18) attempt to gain unauthorized access to LIvVE, other Member Accounts, computer systems or networks connected to LIvVE, through password mining or any other means, or (19) use the HTML capabilities of your profile to negatively affect another Member's experience. If you witness any conduct that violates the foregoing LIvVE terms of conduct, LIvVE encourages you to contact LIvVE Customer Service through any means described on the Web Site. If you believe that your copyright in any material has been infringed on the LIvVE site, please notify a representative of LIvVE for Notice of copyright complaints. LIvVE will handle information you provide as it deems fit in its sole discretion, and does not guarantee any action based on such information.

Without limiting the rights of each party hereto to pursue all other legal and equitable rights and remedies available to such party for the other party's breach of or failure to perform its obligations under these Terms, you acknowledge and agree that the remedy at law for any failure to perform your obligations hereunder or for your breach of these Terms may be inadequate and you further agree that LIvVE shall be entitled to seek specific performance, injunctive relief or other equitable remedies in the event of any such failure or breach. The prevailing party in any action or proceeding to enforce or interpret these Terms is entitled to recover reasonable attorneys' fees and disbursements.

These Terms are expressly subject to any laws, regulations, orders or other restrictions on the export from the United States of America of the LIvVE Technology or of information about the LIvVE Technology that may be imposed from time to time by the government of the United States of America. Notwithstanding anything contained in these Terms to the contrary, you may not export or re-export, directly or indirectly, any LIvVE Technology or information pertaining thereto to any country for which an export license or other governmental approval is required at the time of export or re-export without first obtaining such license or approval.

Use, duplication or disclosure by the Government is subject to restrictions set forth in subparagraphs (a) through (d), excluding subparagraph (c)(2)(iv), of FAR 52.227-19 when applicable, or in DFARS 227.7202-3, and in similar clauses in the NASA FAR Supplement. Contractor/manufacturer is LIvVE.com, Inc., 630 Freedom Business Center, King of Prussia, PA 19046.

You understand and acknowledge that: (i) in order to utilize many features of the LIvVE Technology, you will need to enter into an additional Subscription Agreement in connection with LIvVE, and you may need to upgrade your current hardware, acquire additional software and contract for certain types of Internet connections with your ISP; and (ii) LIvVE may, in its sole discretion or as required by its agreements with suppliers, cease to support certain events or features on LIvVE without notice to Member. Support that LIvVE may cease to provide may include server access, Web Site support and the provision of enabling software.

(i). LIvVE utilizes the services of Internet Billing Company, LTD ("IBILL") or such other agent as we designate ("Successor Agent") for the purposes of applying a monthly subscription charge through your credit or debit card or such other payment facilities as the LIvVE and IBILL or their Successor Agent shall determine. You authorize IBILL or Successor Agent to apply all incurred fees for monthly usage, taxes (if any), and other goods and services you may purchase to the card or other payment facilities you designate during registration. The use of IBILL's services are governed by the World Wide Web Terms of Service Agreement (http://www.ibill.com/disclaimer.html) (or the terms of service of such other Successor Agent which will be published on our Web Site located at www.livve.com). By accepting these Terms, you have agreed to be bound by the terms of service of IBILL or any other Successor Agent. (ii). LIvVE may from time to time offer a free trial membership to LIvVE based on terms as solely determined by LIvVE and published on our Web Site at www.livve.com. (iii). LIvVE reserves the right to change its rates and prices at anytime to you or a group of customers LIvVE may designate, effective upon a 30 day written or electronic notice at the email address you have designated on your registration. Rate changes will also be posted on the Web Site at www.livve.com. You have the option to cancel your Member Account if you do not agree with the rate change. If you do not cancel your account prior to the effective date of a rate change, your account will be charged at the new rate. (iv). LIvVE reserves the right to charge additional finance fees for late payment at the highest rates permitted by law. (v). You agree to bear sole responsibility for all use of your Member Account. You are solely responsible for the security of your credit card and password. You must promptly inform IBILL or Successor Agent of: (1) changes in the expiration date of any credit or debit card used in connection with your Member Account; (2) changes in a home or billing address; (3) breaches of security, including loss, theft, or unauthorized disclosure or use of a credit card, Member Name, or password; (4) changes in your e-mail address; or (5) changes in any other payment account information that is required to process your monthly subscription charge. Unless and until IBILL or Successor Agent receives notice of a breach of security, you will remain liable for any unauthorized use charged to your account. (vi). Member is entirely liable and responsible for all activities conducted through his or her Member Account by third parties that Member has permitted the third party to use. (vii). Notwithstanding anything to the contrary contained herein, to cancel your Member Account or report any other changes to your billing information on your Member Account, you agree to contact IBILL by e-mail at customerservice@ibill.com or contact them through their web site at http://www.ibillcs.com, or such other Successor Agent email address or web site LIvVE designates as published on our Web Site located at www.livve.com. Your notice of cancellation will be effective when processed by IBILL. You will be liable for any charges incurred by you until such effective date. Upon termination of your Member Account, there will be no refunds for unused time, except as expressly set forth in this Agreement. (viii). Unless and until this Agreement is cancelled in accordance with the terms hereof, Member hereby authorize IBILL or Successor Agent to charge your credit or debit card (or other approved payment facility) to pay for the ongoing cost of membership. Member hereby further authorizes IBILL or Successor Agent to charge your debit or credit card (or other approved payment facility) for any and all purchases of services provided by LIvVE. A subscription may not be assigned or transferred by you to any other person or entity. LIvVE may assign or transfer your subscription to a third party at any time, with or without notice to you. Upon request, Members will be given access to billing records that support charges for use of LIvVE. You shall not intentionally or fraudulently charge back such charges to Member's issuing credit or debit card bank. (ix). LIvVE reserves the right to suspend or terminate access to, immediately, without notice, upon rejection of any credit card charges or any other indication of credit problems or upon any abuse or violation of these Terms. LIvVE may at its sole discretion charge you for the administrative expense of closing your account upon your abuse or violation of these Terms (the "Administrative Fee"). You further authorize and agree to allow LIvVE, IBILL or Successor Agent to charge your credit or debit card or other approved payment facility such Administrative Fee to close your Member Account for an amount not to exceed $100.

(i) You may not use, copy, modify, sublicense, rent, sell, assign or transfer the license granted pursuant to these Terms, or LIvVE, except as expressly provided in these Terms. Any assignment in violation of these Terms is void. LIvVE may assign or transfer your account and the license to the LIvVE technology granted hereunder to a third party at any time, with or without notice to you. (ii) If any provision of these Terms is held to be unenforceable or contrary to law for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and such decision shall not affect the enforceability of (i) such provision under other circumstances, or (ii) the remaining provisions hereof under all circumstances. (iii) The paragraph headings contained in these Terms are for the purposes of convenience only and are not intended to define or limit the contents of said paragraphs, and have no legal or contractual significance. (iv) LIvVE and you are independent contractors under these Terms. LIvVE's failure to enforce at any time any of the provisions of these Terms shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by LIvVE of any provision, condition or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement. Notwithstanding anything else in these Terms, no default, delay or failure to perform on the part of LIvVE shall be considered a breach of these Terms if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of LIvVE. (v) These Terms are governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania and the United States of America, excluding their conflict of law provisions. You and LIvVE agree to submit to the exclusive jurisdiction of the state courts located in the County of Chester in the Commonwealth of Pennsylvania or the federal courts located in the Eastern District of Pennsylvania. If any litigation or proceeding is brought by either party against the other in connection with these Terms, the prevailing party in such litigation or other proceeding shall be entitled to recover from the other party all costs, reasonable attorneys' fees and other expenses incurred by such prevailing party. You and LIvVE agree that any cause of action arising out of or related to your use of LIvVE must commence within one (1) year after the cause of action arose, notwithstanding any statute to the contrary, otherwise such cause of action is permanently barred. (vi) You acknowledge that you have carefully read these Terms, understand them, and agree to be bound by their terms and conditions. These Terms represent the complete and exclusive statement of the agreements concerning LIvVE between you and LIvVE and supersede all prior agreements between the parties regarding LIvVE. However, you are subject to any additional terms and conditions of which you are notified, including by electronic posting of additional terms on the Web Site, and/or which may apply when using third-party content, software or services. LIvVE reserves the right, at its sole discretion, to revise these Terms at any time, and such revision shall be effective immediately upon the posting of the revised Terms on the Web Site. You agree to review the Terms on the Web Site periodically to become aware of such revisions. If any such revision is unacceptable to you, you may terminate your Member Account(s) as provided in Section 8. Your continued use of LIvVE following posting of the revised Terms on the Web Site shall be conclusively deemed to be acceptance of all such revisions. Last Updated on 28 August 2026