EULA - BroadcastRoom

End User License Agreement

 

1. Scope and definitions

This is an agreement between You and LiveArena TV AB (“LiveArena”) and governs your Use of LiveArena Software.  “You” and “Your” means the individual or legal entity licensing the Software under this EULA. “Use” or “Using” means to download, install, activate, access or otherwise use the Software. “Software” means the LiveArena Broadcast Room software and any Upgrades made available and licensed to You by LiveArena.

“Documentation” is the LiveArena user or technical manuals, specifications or other documentation applicable to the Software and made available to You by LiveArena.

“Upgrades” means all updates, upgrades, bug fixes, error corrections, enhancements and other modifications to the Software and backup copies thereof.

This agreement (the “EULA”) govern Your Use of the Software.

2. Acceptance of Terms 

By Using the Software, You agree to be bound by the terms of the EULA. If you are entering into this EULA on behalf of an entity, you represent that you have authority to bind that entity. If you do not have such authority or you do not agree to the terms of the EULA, neither you nor the entity may Use the Software.

3. License

Subject to payment of the applicable fees and compliance with this EULA, LiveArena grants You a limited, non-exclusive and non-transferable license to Use object code versions of the Software and the Documentation solely for Your internal operations and the Documentation. LiveArena licenses You the right to Use only the Software You acquire from LiveArena or an authorized reseller.

Unless contrary to applicable law, You are not licensed to Use the Software on any equipment not purchased through or authorized by LiveArena or an authorized reseller. In the event that LiveArena requires You to register as an end user, Your license is valid only if the registration is complete and accurate. The Software may contain open source software, subject to separate license terms made available with the LiveArena Software or Documentation.

If the Software is licensed for a specified term, Your license is valid solely for the applicable term.  Your right to Use the Software begins on the date the Software is made available for download or installation and continues until the end of the specified term, unless otherwise terminated in accordance with this Agreement. 

4. Ownership

LiveArena or its licensors retain ownership of all intellectual property rights in and to the Software, including copies, improvements, enhancements, derivative works and modifications thereof. Your rights to Use the Software are limited to those expressly granted by this EULA.  No other rights with respect to the Software or any related intellectual property rights are granted or implied.

5. Limitations and Restrictions

You are not allowed, neither will you allow a third party to:

  • transfer, sublicense, or assign Your rights under this license to any other person or entity (except as expressly provided in Section 14 below), unless expressly authorized by LiveArena in writing;

  • modify, adapt or create derivative works of the Software or Documentation;

  • reverse engineer, decompile, decrypt, disassemble or otherwise attempt to derive the source code for the Software, except as permitted under mandatory law;

  • make the functionality of the Software available to third parties, whether as an application service provider, or on a rental, service bureau, cloud service, hosted service, or other similar basis unless expressly authorized by LiveArena in writing;

  • Use Software that is licensed for a specific device, whether physical or virtual, on another device, unless expressly authorized by LiveArena in writing;

  • remove, modify, or conceal any product identification, copyright, proprietary, intellectual property notices or other marks on or within the Software;

6. Third Party Use of Software 

You may permit a third party to Use the Software licensed to You under this EULA if such Use is solely (i) on Your behalf, (ii) for Your internal operations, and (iii) in compliance with this EULA. You agree that you are liable for any breach of this EULA by that third party.

7. Limited WarrantY

LiveArena warrants that the Software will substantially conform to the applicable Documentation for ninety (90) days following the date the Software is made available to You for your Use. This warranty does not apply if the Software, or any other equipment upon which the Software is authorized to be used (i) has been altered, except by LiveArena or its authorized representative, (ii) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by LiveArena, (iii) has been subjected to abnormal physical or electrical stress, abnormal environmental conditions, misuse, negligence, or accident; (iv) is licensed for beta, evaluation, testing or demonstration purposes or other circumstances for which the Approved Source does not receive a payment of a purchase price or license fee; or (v) has not been provided by an Approved Source. LiveArena will use commercially reasonable efforts to deliver to You Software free from any viruses, programs, or programming devices designed to modify, delete, damage or disable the Software or Your data.

8. Exclusive Remedy

At LiveArena’s option and expense, LiveArena shall repair, replace, or cause the refund of the license fees paid for the non-conforming Software. This remedy is conditioned on You reporting the non-conformance in writing to Your Approved Source within the warranty period. The authorized reseller may ask You to return the Software, the LiveArena product, and/or Documentation as a condition of this remedy. This Section is Your exclusive remedy under the warranty.

9. Disclaimer

Except as expressly set forth above, LiveArena and its licensors provide Software “as is” and expressly disclaim all warranties, conditions or other terms, whether express, implied or statutory, including without limitation, warranties, conditions or other terms regarding merchantability, fitness for a particular purpose, design, condition, capacity, performance, title, and non-infringement. LiveArena does not warrant that the Software will operate uninterrupted or error-free or that all errors will be corrected. In addition, LiveArena does not warrant that the Software or any equipment, system or network on which the Software is used will be free of vulnerability to intrusion or attack

10.Limitations and Exclusions of Liability.

In no event will LiveArena or its licensors be liable for the following, regardless of the theory of liability or whether arising out of the use or inability to use the Software or otherwise, even if a party been advised of the possibility of such damages: (a) indirect, incidental, exemplary, special or consequential damages; (b) loss or corruption of data or interrupted or loss of business; or (c) loss of revenue, profits, goodwill or anticipated sales or savings. All liability of LiveArena, its affiliates, officers, directors, employees, agents, suppliers and licensors collectively, to You, whether based in warranty, contract, tort (including negligence), or otherwise, shall not exceed the license fees paid by You to any Approved Source for the Software that gave rise to the claim. This limitation of liability for Software is cumulative and not per incident. Nothing in this Agreement limits or excludes any liability that cannot be limited or excluded under applicable law.

11. Upgrades and Additional Copies of Software.

Notwithstanding any other provision of this EULA, You are not permitted to Use Upgrades unless You, at the time of acquiring such Upgrade:

  • already hold a valid license to the original version of the Software, are in compliance with such license, and have paid the applicable fee for the Upgrade; and

  • limit Your Use of Upgrades or copies to Use on devices You own or lease; and

  • unless otherwise provided in the Documentation, make and Use additional copies solely for backup purposes, where backup is limited to archiving for restoration purposes.

12. Audit.

During the license term for the Software and for a period of three (3) years after its expiration or termination, You will take reasonable steps to maintain complete and accurate records of Your use of the Software sufficient to verify compliance with this EULA. No more than once per twelve (12) month period, You will allow LiveArena and its auditors the right to examine such records and any applicable books, systems (including LiveArena product(s) or other equipment), and accounts, upon reasonable advanced notice, during Your normal business hours. If the audit discloses underpayment of license fees, You will pay such license fees plus the reasonable cost of the audit within thirty (30) days of receipt of written notice.

13. Term and Termination.

This EULA shall remain effective until terminated or until the expiration of the applicable license or subscription term. You may terminate the EULA at any time by ceasing use of or destroying all copies of Software. This EULA will immediately terminate if You breach its terms, or if You fail to pay any portion of the applicable license fees and You fail to cure that payment breach within thirty (30) days of notice. Upon termination of this EULA, You shall destroy all copies of Software in Your possession or control.

14. Transferability.

You may only transfer or assign these license rights to another person or entity in compliance with the current LiveArena Relicensing/Transfer Policy. Any attempted transfer or, assignment not in compliance with the foregoing shall be void and of no effect.

15. Governing Law

The substantive law of Sweden shall govern this contract without regard to conflict of laws rules.

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EUROPE

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LiveArena America Inc

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Chicago, IL 60601

USA

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