you and LivU and its various & next versions (All LivUs are “LivU”) regarding the use of the LivU software programs and
related documentation being installed by you on your device (the “Software”). By downloading the Software and/or using any
of the services enabled by the Software (the “Services”), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE
BOUND BY THE FOLLOWING TERMS AND CONDITIONS (INCLUDING ANY ADDITIONAL GUIDELINES AND FUTURE MODIFICATIONS). IF AT ANY TIME
YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS OF USE, YOU MAY NOT USE THE SOFTWARE OR SERVICES AND MUST IMMEDIATELY TERMINATE
YOUR USE OF THE SOFTWARE AND ALL SERVICES.
This paragraph is intended to apply to you if you have downloaded the Software from the app marketplaces such as the Apple
not with the app marketplaces, and as between LivU and the marketplaces, LivU, not the marketplaces, is solely responsible
the Software and Services that are less restrictive than the Usage Rules set forth for Licensed Applications in, or otherwise
be in conflict with, the Terms of Service of the app marketplaces as of the date hereof (which you further acknowledge you
have had the opportunity to review).
2. License Grant.
non-commercial, non-exclusive, non-sublicensable, non-assignable, revocable license to download, install and use one (1)
copy of the Software, in object code format, only on your personal computer or mobile device (the “Device”) for the sole
purpose of personally using the LivU application and any other applications that may be explicitly authorized by LivU for
use through use of the Software, and if you have downloaded the Software from the App Store or the Google Play, as permitted
by the Usage Rules set forth in the each app marketplace Terms of Service as of the date hereof.
The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property
laws and treaties. The Software includes trade secrets and information that is confidential and proprietary to LivU and
you agree to take all necessary actions to protect the confidentiality of such information. All ownership rights in the
Software and Services, including any related documentation and any new releases, modifications, and enhancements thereto
belong solely to LivU and its licensors, if any, including all intellectual property rights therein. The Software is licensed,
not sold. Title does not pass to you. There is no implied license, right or interest granted in any copyright, patent, trade
secret, trademark, invention or other intellectual property right. LivU hereby expressly reserves all rights in the Software
and all Services which are not expressly granted to you hereunder.
You only obtain a license to use the object code version of the Software. You shall not (i) copy, modify, adapt, translate
into any language, distribute, or create derivative works based on the Software or any of the Services; (ii) sublicense,
sublease, lease, lend, assign, sell, license, distribute, rent, export, re-export or grant other rights in the Software
or Service and any attempt by you to take such action shall be void; (iii) decompile, disassemble, reverse engineer, or
attempt to reconstruct, identify, or discover any source code, underlying ideas, underlying user interface techniques, or
algorithms of the Software or any of the Services by any means whatsoever; (iv) remove, obscure or alter any copyright and/or
other proprietary notices contained on or in or otherwise connected to the Software or any of the Services; (v) use the
Software or any of the Services to create or proliferate a virus or to circumvent any copy protection or other digital rights
5. Additional Restrictions.
You further represent that you shall not (i) use the Software or any of the Services for any illegal or unauthorized purpose,
(ii) use the Software or any of the Services in any manner which could damage, disable, overburden or impair any of the
Services, (iii) transmit worms, viruses or any code of a destructive nature, (iv) display, transmit or share any content
consisting of text, sounds, audio, pictures, photos, video and/or any type of materials, information or communications (“Content”)
deemed hateful, threatening, pornographic, obscene, abusive, racially or ethnically offensive, libelous or defamatory, or
any Content that encourages conduct that would be considered a criminal offense or bring forth civil liability, (v) attempt
to hack, destabilize or adapt LivU’s website, the Software (or its source code) or any of the Services, or alter another
website so as to falsely imply that it is affiliated with LivU, or (vi) use or access any of the Services by any means other
than through the interface provided by LivU.
6. Your Utilization of Your Device.
If your use of the Software or Services is dependent upon the use of bandwidth owned or controlled by a third party, you
acknowledge and agree that your license to use the Software is subject to you obtaining consent from the relevant third
party for such use and by using the Software you warrant that you have obtained such consent. In addition, you warrant that
you own the Device to which you are downloading the Software, or that you have the legal right to control the use of that
Device. You further agree to ensure that any other person whom you permit to use the Software or Services will do so in
to have the legal right to control use of the Device.
Content transmitted by the use of the Software and Services is entirely the responsibility of the person from whom such Content
originated. You use the Software and Services at your own risk and understand that by using the Software or any of the Services,
you may be exposed to Content that is offensive, harmful to minors, indecent or otherwise objectionable. LivU does not endorse
any Content and ¬expressly disclaims any and all liability in connection with any and all Content transmitted or displayed
using the Software and/or Services. You hereby release and discharge the LivU Parties (as defined below) from any and all
claims and demands arising out of or relating to any Content.
8. Your Content..
You acknowledge and agree that you are solely responsible for any Content that you transmit or display through the Software
or Services and that LivU (and Apple or Google if you downloaded the Software from the App Store or Google Play) is not
responsible to you or any third party in connection with any Content. You further agree to pay for all royalties, fees,
and any other monies owing any person by reason of any of your Content. In addition, you represent and warrant that: (a)
you are the creator and owner of or have the necessary rights to transmit or display the Content; and (b) the Content you
transmit or you display does not and will not: (i) infringe, violate, or misappropriate any third-party right, including
any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual
property or proprietary right, or (ii) slander, defame, libel, or invade the right of privacy, publicity or other property
rights of any other person. VIOLATORS OF THESE THIRD-PARTY RIGHTS MAY BE SUBJECT TO CRIMINAL AND CIVIL LIABILITY. LivU RESERVES
9. Third Parties.
The Software may be incorporated into, and may incorporate itself, software and other technology owned and controlled by
third parties. Any such third party software or technology that is incorporated in the Software falls under the scope of
10. New Versions of the Software.
LivU, in its sole discretion, reserves the right to add additional features or functions, or to modify or provide programming
fixes, updates and upgrades, to the Software or Services. LivU has no obligation to make available to you any additional
features or functions or any modifications, updates, support, maintenance or subsequent versions of the Software or any
use any additional features or functions or any modifications, updates or new versions of the Software. You acknowledge
that LivU may automatically issue any additional features or functions or modifications, updates or upgraded versions of
the Software and, accordingly, may modify, update or upgrade the version of the Software that you are using or have installed
on your Device. You hereby agree that your Device may automatically request and/or receive such modifications, upgrades
11. Third Party Fees.
For particular Devices, LivU may ask your permission to use your native SMS application to deliver messages or invitations
to people who are not registered users of the Services and with whom you choose to communicate. Some of these services may
charge additional fees.
The license to use the Software and Services is not valid in any jurisdiction where prohibited. The Software and Services
are intended solely for users who are eighteen (18) years of age or older, and any registration, use or access to the Software
account, delete any content or information that you have posted on the Services, and/or prohibit you from using or accessing
the Software or Services (or any portion, aspect or feature of the Services) for any reason or for no reason, at any time
in its sole discretion, with or without notice, including without limitation if it believes that you are under 18.
13. No Access to Emergency Services.
The Software and Services are not intended to support or carry emergency calls to any type of hospitals, law enforcement
agencies, medical care unit or any other kind of services that connect a user to emergency services personnel or public
safety answering points pursuant to applicable local and or national regulatory requirements (“Emergency Services”). There
are important differences between traditional telephone services and the Software and Services. You acknowledge and agree
that: (i) LivU is not required to offer access to Emergency Services under any applicable local and/or national rules, regulations
or law; (ii) it is your responsibility to purchase, separately from the Software, traditional wireless (cellular) or fixed
line telephone services that offer access to Emergency Services, and (iii) LivU is not a replacement for your primary telephone
14. Prevention of Unauthorized Use.
LivU reserves the right to exercise whatever lawful means it deems necessary to prevent unauthorized use of the Software
or Services, including, but not limited to, technological barriers, IP mapping, and directly contacting your wireless (cellular)
carrier regarding such unauthorized use.
15. License Grant to LivU.
You hereby authorize LivU to collect and use the address books, contact lists, and unique phone identifiers (IMEI, UDID,
or other) contained in the Devices to which you have downloaded the Software for purposes of your use of the Services.
16. Premium and all kind of paid contents & item Services.
From time to time, LivU may provide additional features and/or Services that you pay for (“Premium and all kind of paid contents
& item Services”). LivU may also offer from time to time in its sole discretion, certain Premium and all kind of paid contents
& item Services for free, whether for a trial period or otherwise. Unless expressly stated otherwise, references in this
17. Payments for Premium and all kind of paid contents & item Services.
The Premium and all kind of paid contents & item Services may be offered on a subscription basis, per usage basis or as otherwise
described at the time of your purchase, and may be payable in advance, in arrears, per usage, or as otherwise described
at the time of your purchase. If you purchase any Premium and all kind of paid contents & item Services, you hereby agree
to pay all charges to your account, including applicable taxes, in accordance with billing terms in effect at the time the
charges are payable and whether charged by LivU or the online application store from which you downloaded the Software (the
“Application Store”). You agree to abide by any relevant terms of service or other legal agreement that governs your use
of a given payment processing service and/or method. If you purchase Premium and all kind of paid contents & item Services
on a subscription basis, you acknowledge and agree that this is a recurring payment and payments shall be made by the payment
method and payment intervals you have selected, until the subscription for the Premium and all kind of paid contents & item
Services is terminated. You agree that if you purchase Premium and all kind of paid contents & item Services through an
Application Store, all payment related questions, issues, disagreements and/or disputes shall be handled in accordance with
the terms of service or other legal agreement that governs your use of a given payment processing service and/or method,
and in no event will LivU have any responsibility in connection with any of the foregoing.
You may request a full refund for any Premium and all kind of paid contents & item Service purchased from an Application
Store if permitted by, and pursuant to the refund rules of, the Application Store. Exceptions - 1) refunds are not available
to users who are banned by LivU and its community, and 2) full-refunds are not available for partial-used purchases.
19. Termination by You.
You may terminate your use of the Services at any time by uninstalling and deleting the Software from all of your Devices.
If you have subscribed to any Premium and all kind of paid contents & item Services, you agree that you are solely responsible
for directly terminating all payment obligations you may have with any Application Store and/or payment processing service
in connection with the Premium and all kind of paid contents & item Services.
20. Termination by LivU.
of all or any part of the Software and/or Services, with immediate effect, automatically, with or without notice and without
recourse to the courts, for any reason or for no reason, including without limitation if LivU believes that you are (i)
delinquent with respect to any charges due for a Premium and all kind of paid contents & item Service, (iv) infringing a
third party’s intellectual property rights, or (v) engaging in fraudulent, immoral or illegal activities. You agree that
LivU is under no obligation to provide the Services, including without limitation any Premium and all kind of paid contents
& item Services, and that no LivU Party shall be liable to you or to any other party for any limitation, suspension, discontinuance,
termination or modification of the Software and/or any of the Services.
21. Storage of Content.
in connection with your use of a Premium and all kind of paid contents & item Service if such storage is a feature provided
with the Premium and all kind of paid contents & item Service. You acknowledge and agree that LivU shall have no responsibility
for the loss, deletion, or destruction of any Content, including any stored Content and that no LivU Party is under any
obligation to preserve, provide access to or return to you any Content. In addition, you further acknowledge and agree that,
if you have elected to use a Premium and all kind of paid contents & item Service that includes the storage of Content and
you are not active on the Premium and all kind of paid contents & item Service for thirty (30) days or longer (as determined
by LivU), LivU may delete your Content for any reason, including technical, business or any other reasons.
22. Third-Party Sites, Products and Services; Links.
The Services may include links or references to other web sites or services solely as a convenience to our users (“Reference
Sites“). LivU does not endorse any such Reference Sites. ACCESS AND USE OF REFERENCE SITES, INCLUDING THE INFORMATION, MATERIALS,
PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH REFERENCE SITES IS SOLELY AT YOUR OWN RISK. We encourage you to be aware
that you visit. In addition, your correspondence or business dealings with advertisers found on or through the Services
are solely between you and such advertiser.
"YOU HEREBY AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS, LivU, ITS LICENSORS, ITS PARTNERS, AND ITS AND THEIR RESPECTIVE
AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS AND SUPPLIERS (INCLUDING LivU, COLLECTIVELY THE “LivU PARTIES”),
FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, LIABILITY, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES INCURRED
APPLICABLE LAW OR REGULATION, WHETHER OR NOT REFERENCED HEREIN, OR (B) YOUR VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY,
OR (C) YOUR USE OR MISUSE OF THE SOFTWARE AND/OR ANY OF THE SERVICES, OR (D) YOUR CONTENT OR OTHER COMMUNICATION DISPLAYED
OR TRANSMITTED BY MEANS OF THE SOFTWARE AND/OR ANY OF THE SERVICES, OR (E) ANY TAXES RELATED TO YOUR PURCHASE AND/OR USE
OF ANY OF THE SERVICES (OTHER THAN TAXES BASED ON THE INCOME OF LivU). If you downloaded the Software from the the app marketplaces,
you acknowledge that, in the event of any third party claim that the Software or Services or your possession and use of
the Software or Services infringes any third party’s intellectual property rights, as between LivU and the app marketplaces,
LivU, not the app marketplaces, will be solely responsible for the investigation, defense, settlement and discharge of any
such intellectual property infringement claim. LivU reserves the right, at your expense, to assume the exclusive defense
and control of any matter for which you are required to indemnify LivU, and you agree to cooperate with LivU’s defense of
these claims. You agree not to settle any matter without the prior written consent of LivU. "
25. No Warranty.
The Software and Services are provided to you “AS IS” and “AS AVAILABLE” with no warranties. The LivU Parties hereby disclaim
all warranties, terms, or conditions, express or implied, either in fact or by operation of law, statutory or otherwise,
including, without limitation, warranties, terms or conditions of merchantability, fitness for a particular purpose, satisfactory
quality, correspondence with description, title, non-infringement, and accuracy of information generated. ACCORDINGLY, YOU
ACKNOWLEDGE AND AGREE THAT THE LivU PARTIES (AND IF YOU DOWNLOADED THE SOFTWARE FROM THE APP STORE OR GOOGLE PLAY, APPLE
OR GOOGLE) WILL HAVE NO LIABILITY IN CONNECTION WITH OR ARISING FROM YOUR USE OF THE SOFTWARE AND/OR ANY OF THE SERVICES.
YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SOFTWARE AND/OR ANY OF THE SERVICES IS
TO IMMEDIATELY UNINSTALL THE SOFTWARE AND CEASE USE OF THE SOFTWARE AND ALL SERVICES. You further acknowledge that the LivU
Parties (and if you downloaded the Software from the App Store or Google Play, Apple or Google) have no obligation whatsoever
to furnish any maintenance or support services with respect to the Software and/or Services.
26. NO WARRANTIES.
THE LivU PARTIES DO NOT WARRANT THAT THE CONTENT DISPLAYED OR TRANSMITTED ON OR THROUGH ANY OF THE SERVICES WILL BE UNINTERRUPTED,
OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
THE LivU PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF, OR THE RESULTS FROM THE USE OF, THE SOFTWARE
27. HARM TO YOUR DEVICE.
YOU UNDERSTAND AND AGREE THAT YOU TRANSMIT, DISPLAY OR RECEIVE CONTENT THROUGH THE SERVICE AT YOUR OWN DISCRETION AND RISK
AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR DEVICE AND COMPUTER SYSTEM) OR LOSS
OF DATA THAT RESULTS FROM SUCH CONTENT.
28. LIMITATION OF LIABILITY.
IN NO EVENT SHALL THE LivU PARTIES BE LIABLE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL
THEORY, FOR ANY LOSSES, LIABILITIES, CLAIMS OR DAMAGES OF ANY KIND, WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL,
SPECIAL OR PUNITIVE, OR FOR LOSS OF REVENUE OR PROFITS, LOSS OF BUSINESS, OR ANY OTHER DAMAGES, ARISING OUT OF OR IN CONNECTION
EVEN IF LivU OR ANY OTHER LivU PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. THE LivU PARTIES SHALL HAVE NO LIABILITY
will apply even if the above stated remedy fails of its essential purpose. As some jurisdictions do not allow some of the
exclusions or limitations set forth above, some of these exclusions or limitations may not apply to you. In such event the
liability of the LivU Parties will be limited to the maximum extent possible under applicable law. THESE LIMITATIONS OF
LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED BY THIRD
PARTIES OTHER THAN LivU AND RECEIVED THROUGH OR ADVERTISED ON ANY OF THE SERVICES.
YOU AND LivU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO ANY OF THE SERVICES OR SOFTWARE MUST COMMENCE WITHIN
ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. If you downloaded
the Software from the app marketplaces, you further acknowledge that the app marketplaces has no responsibility for addressing
any claims relating to the Software or Services or your possession and/or use of the Software or Services, including, but
not limited to: (i) product liability claims; (ii) any claim that the Software or Services fail to conform to any applicable
legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
30. BASIS OF THE BARGAIN.
YOU ACKNOWLEDGE AND AGREE THAT LivU HAS OFFERED ITS SOFTWARE AND SERVICES AND SET ITS PRICES IN RELIANCE UPON THE WARRANTY
DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY
SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND LivU, AND THAT THE WARRANTY DISCLAIMERS
AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND LivU. LivU WOULD
NOT BE ABLE TO PROVIDE THE SOFTWARE OR SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
Any comments, suggestions, or feedback relating to the Software or any of the Services (“Feedback“) submitted to LivU shall
become the property of LivU. LivU will have exclusive ownership of all rights to the Feedback. LivU will be entitled to
use the Feedback for any commercial or other purpose whatsoever, without any compensation to you or any other person. LivU
will not be required to treat any Feedback as confidential. You agree that you do not acquire any right in or to the Software
or any of the Services (or any changes, modifications or corrections thereto) by virtue of any Feedback. You acknowledge
that you are responsible for whatever material is submitted by you, including its legality, reliability, appropriateness,
originality, and copyright.
LivU may provide you with notices, including those regarding changes to terms and conditions, by email, or postings on the
LivU website. Notice will be deemed given twenty-four (24) hours after email is sent, unless LivU is notified that the email
address is invalid. Notice posted on the LivU website is deemed given ten (10) days following the initial posting. LivU
reserves the right to determine the form and means of providing notifications to our users.
clicking on the accept button. Your express acceptance or continued use of the Software or Services after the applicable
32.3 Ability to Contract.
You hereby affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations
32.4 Entire Agreement.
such provision shall be modified only to the extent necessary to make it enforceable and shall not affect the enforceability
or validity of the remaining provisions, which shall remain in full force and effect.
not be deemed to limit or affect any of the provisions hereof.
32.7 Injunctive Relief.
You acknowledge that the obligations made hereunder to LivU are of a unique and irreplaceable nature, the loss of which shall
irreparably harm LivU and which cannot be replaced by monetary damages alone so that LivU shall be entitled to injunctive
or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory
breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief.
32.8 Third Party Beneficiaries and Agreements.
If you downloaded the Software from the app marketplaces, you acknowledge and agree that the app marketplaces are third party
you as a third party beneficiary hereof. You agree to comply with, and your license to use the Software and Services is
conditioned upon your compliance with, all applicable third-party terms of agreement, including those of any Application
Store, as may be applicable, when using the Software and/or Services.