Updated August 9, 2023
This Terms of Service (“Agreement”) is by and between LiveControl, Inc., a Delaware corporation, with its mailing address at 2261 Market Street #5387, San Francisco, CA 94114 (“LiveControl”, “Company”), and [CLIENT], (“Customer” and together with LiveControl the “Parties,” each, a “Party”) and relates to camera operator services (“Services”) as referenced on www.LiveControl.io and as further described below. By using our Services, Customer expressly accepts and agrees to this Agreement and consent to contract with LiveControl electronically. If Customer does not agree with this Agreement, Customer may not use the Services. There shall be no force or effect to any different terms of any related purchase order or similar form even if signed by the parties after the date hereof, unless such order or form expressly states it prevails over this Agreement and is mutually executed by the parties. The Parties hereby agree as follows:
Subject to Customer’s compliance with all terms and conditions of this Agreement, LiveControl grants Customer the right to access and use the services specified in each Quote (collectively, “Service,” or “Services”) solely for the Site during the applicable Service Term (as defined below) for sole benefit of Customer, only as provided herein and only in accordance with applicable documentation provided by LiveControl. The Service is subject to modification, restriction, or suspension from time to time at LiveControl’s sole discretion, for any purpose deemed appropriate by LiveControl. “Site” shall mean the location(s) selected by Customer as set forth on a Quote to which Service will be delivered.
Subject to the terms hereof (including payment of all applicable fees), LiveControl will undertake commercially reasonable efforts to provide technical support and maintenance services of the LiveControl provided equipment (“Support”). During Produced Events (as defined below), LiveControl agrees to provide one (1) LiveControl representative to remotely operate the Equipment per event. Notwithstanding the foregoing, LiveControl reserves the right to suspend Customer’s access to the Services: (i) for scheduled or emergency maintenance, or (ii) in the event Customer is in breach of this Agreement, including failure to pay any amounts due to LiveControl.
Subject to the terms hereof, LiveControl agrees to use reasonable commercial efforts to connect Customer with a vendor from a preferred network of approved vendors for standard installation and implementation assistance for the Services only if and to the extent such assistance is set forth on such Quote. LiveControl shall not be held liable for any actions or services provided by third-party installers. Customer acknowledges that they are not required to utilize LiveControl’s approved vendors, but in doing so, the Customer may incur additional fees. Please see Exhibit A for additional information for standard installation.
Customer understands and agrees to follow LiveControl’s guidelines for proper equipment upkeep for any equipment that may be required for the Services (the “Equipment”) in accordance with the applicable Quote. Customer agrees to only use the Equipment as installed at the Site for the purpose of receiving the Services. Customer will not be able to access the Service without the Equipment, and LiveControl will not provide Services in connection with the Equipment after the Service Term (as defined below). Customer shall provide continuous power and internet to the Equipment at all times. LiveControl does not guarantee the recovery of any data or files in the event of a power outage or internet loss, or other events not in LiveControl’s control, but will provide commercially reasonable efforts to do so. LiveControl shall bear no responsibility or liability under this Agreement for Customer’s failure to do any of the foregoing. LiveControl will monitor and troubleshoot Equipment and will replace if necessary, if deemed by no fault of the Customer, while they are under contract. If it is clear the Customer is in breach of these terms (i.e. putting a camera in the exterior of a building, plugging in joysticks, etc.), then LiveControl will charge the Customer for necessary camera maintenance or replacement.
Customer will not, and will not permit any third party to: (i) reverse engineer (provided that reverse engineering is prohibited only to the extent such prohibition is not contrary to applicable law), decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas or algorithms of the Service, or any other software or related documentation or data provided to Customer by LiveControl (collectively, “Software”); (ii) modify, translate, or create derivative works based on the Service, Equipment or Software; (iii) use the Service, Software or Equipment for any purpose other than Customer’s own internal purposes; (iv) disclose to any third party any benchmarking or comparative study involving any Service, Software, or Equipment, or (v) use the Service, Software or Equipment other than in accordance with this Agreement and in compliance with all applicable laws and regulations (including but not limited to any data privacy laws and intellectual property laws). Customer shall not resell or attempt to resell the Services unless the Customer is in a Referral or Reseller Agreement with LiveControl.
The Content does not represent LiveControl’s views or any individual associated with LiveControl, and LiveControl does not control the Content. In no event shall Customer represent or suggest, directly or indirectly, LiveControl’s endorsement of the Content. LiveControl does not vouch for the accuracy or credibility of any Content on the Services, and does not take any responsibility or assume any liability for any actions Customer may take as a result of the Content.
Customer shall not post, upload, share, store, or otherwise use the Service to provide or generate Customer Data (as defined below) that: (i) infringes any third party’s copyrights or other rights (e.g., trademark, privacy rights, etc.); (ii) contains sexually explicit content or pornography; (iii) contains hateful, defamatory, or discriminatory content or incite hatred against any individual or group; (iv) exploits minors; (v) depicts unlawful acts or extreme violence; (vi) depicts animal cruelty or extreme violence towards animals; or (vii) violates any law. In addition, Customer expressly agrees and understands that they are solely responsible for obtaining all necessary licenses, permissions, and rights for any copyrighted, trademarked, or otherwise protected material that they choose to stream, transmit, or make available through the Service. LiveControl assumes no responsibility for verifying the legality or licensing status of the content streamed by Customers.
Customer will cooperate with LiveControl in connection with the performance of this Agreement by making available such personnel and information as may be reasonably required, and taking such other actions as LiveControl may reasonably request. Customer will be responsible for maintaining the security of Customer’s account, passwords and files, and for all uses of Customer account with or without Customer’s knowledge or consent. Customer’s designated employees with administrative access to the Service will be responsible for all matters relating to this Agreement (“Primary Contacts”).
Customer acknowledges and agrees that the Services may operate on or with application programming interfaces (APIs) and/or other services operated or provided by third parties (“Third Party Services”). LiveControl is not responsible for the operation of any Third Party Services nor the availability or operation of the Services to the extent such availability and operation is dependent upon Third Party Services. LiveControl does not make any representations or warranties with respect to Third Party Services or any third party providers.
LiveControl shall not be held accountable for any malfunctions, errors, or adverse effects occurring on the customer’s end as a result of utilizing our API, and users assume full responsibility for implementing and managing the API code appropriately.
LiveControl (as between the Parties) retains all rights, title, and interest in and to the Services, and all Software, products, works, and other intellectual property and moral rights related thereto or created, used, or provided by LiveControl for the purposes of this Agreement, including any copies and derivative works of the foregoing. No rights or licenses are granted except as expressly and unambiguously set forth in this Agreement.
Subject to Customer’s compliance with all terms and conditions of this Agreement (including any limitations and restrictions set forth on the applicable Quote), LiveControl will use commercially reasonable efforts to make the Service available to Customer during the Service Term on a limited, nonexclusive, and nontransferable basis, solely as necessary for Customer to use the Services for its internal business purposes. This Agreement is not a sale of the Service or any part thereof and does not convey to Customer any rights of ownership in or related thereto.
Customer may from time to time provide suggestions, comments or other feedback to LiveControl with respect to the Service (“Feedback”). Feedback, even if designated as confidential by Customer, shall not create any confidentiality obligation for LiveControl notwithstanding anything else. Customer shall, and hereby does, grant to LiveControl a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid-up license to use and exploit the Feedback for any purpose.
For purposes of this Agreement, “Customer Data” shall mean any data, video content, information or other material provided, uploaded, or submitted by Customer to the Service in the course of using the Service. Customer shall retain all right, title and interest in and to the Customer Data, including all intellectual property rights therein. Customer, not LiveControl, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data.
Notwithstanding anything to the contrary, Customer acknowledges and agrees that LiveControl may (i) internally use and modify Customer Data for the purposes of providing the Services and any Support or consultation services to Customer and generating Aggregated Anonymous Data (as defined below), and (ii) freely collect, use, disclose, and make available Aggregated Anonymous Data for any business purposes (including without limitation, for purposes of improving, testing, operating, promoting and marketing products and services). “Aggregated Anonymous Data” means data submitted to, collected by, or generated by LiveControl in connection with performance or Customer’s use of the Service, Software, and Equipment, but only in aggregate, anonymized form which doesn’t specifically identify Customer or any End User.
LiveControl shall use commercially reasonable efforts to maintain the security and integrity of the Customer Data, as set forth in LiveControl’s Privacy Policy. LiveControl is not responsible to Customer for unauthorized access to Customer Data or the unauthorized use of the Service unless such access is due to LiveControl’s gross negligence or willful misconduct. Customer is responsible for the use of the Service by any person to whom Customer has given access to the Service or using Customer’s account. Customer is further solely responsible for obtaining consent to film subjects featured in Customer Data, and complying with applicable laws and policies in relation to filming and collecting its Customer Data.
LiveControl shall retain previous Produced Events in perpetuity, accessible directly in the customer dashboard. In the event LiveControl or Customer terminates this Agreement in accordance with Section 8.2, LiveControl shall retain a copy of Customer Data from Produced Events (the “Archived Content”) immediately after the end of the Service Term. Before the end of the Service Term, Customer may request the Archived Content, and LiveControl shall provide Customer with the Archived Content in a professional and workmanlike manner, in a format mutually agreed upon by the Parties. Customer agrees and acknowledges that LiveControl has no obligation to provide Archived Content after the end of the Service Term. If Customer has the Cloud ISO Storage Add-On, per the Quote, files will be stored and accessible for 30 days following the event. Customer understands that upload times are dependent on their local upload speeds.
Company provides a live web player platform (the “Platform”) that allows Customer to stream live events to viewers (“Viewers”). Customer has the option to require registration for Viewers in order to access and view live events, or Customer may offer registration as an optional feature. By accessing and using the Platform, Customer agrees to the terms outlined in this section.
(a) Required Registration: Some events streamed on the Platform may require Viewers to register in order to gain access. When required registration is implemented, Viewer will need to provide first name, last name, and email address to complete the registration process. This information will be collected and stored indefinitely by Company and Customer.
(b) Optional Registration: For certain events, registration may be offered as an optional feature. If you choose to register voluntarily, Viewer first name, last name, and email address will be collected and stored by Company and Customer.
The data collected during registration, including Viewer first name, last name, and email address, will be used by Company and Customer for the purpose of managing Viewer access to live events, enhancing the quality of services, and delivering event-related communications. Company is committed to safeguarding Viewer privacy and complying with applicable data protection laws. Viewer information will be treated in accordance with Company Privacy Policy.
Customer and Company will have access to the registration data provided by Viewers for the purposes outlined in this section. Company will take reasonable measures to ensure the security and confidentiality of Viewer data, but cannot guarantee the absolute security of your information.
If you wish to have your registration information removed from Company records, Viewer may contact us at support@livecontrol.io. Please note that some information may need to be retained for legal and administrative purposes.
Company reserves the right to modify or update these terms related to registration and data collection at any time. Changes will be effective upon posting on Company website. Continued use of the Platform after such changes constitutes Customer acceptance of the revised terms.
Subject to all the restrictions set forth herein, LiveControl warrants only to Customer that all Equipment purchased from LiveControl will be free from design and manufacturing defects for the shorter of (i) the applicable Service Term, and (ii) twenty-four (24) months after the date of shipment of the Equipment. LiveControl makes no warranties for Equipment purchased by Customer from a third party.
Subject to all the restrictions set forth herein, LiveControl warrants only to Customer that all Equipment leased from LiveControl will be free from design and manufacturing defects during the applicable Service Term. LiveControl makes no warranties for Equipment purchased by Customer from a third party.
Customer may contact LiveControl via email at support@livecontrol.io for warranty service solely for Equipment if purchased or leased from LiveControl. Customer must return the Equipment in secure packaging, shipping prepaid, as instructed by LiveControl. Under the Equipment warranty described in Section 6.1, LiveControl, at its sole option, either (i) will repair or replace any defective Equipment with a new or refurbished Equipment or components of equal or greater functionality as the returned Equipment, or (ii) will refund the purchase price paid to LiveControl for such Equipment, amortized on a straight-line basis over a two-year period beginning on the date such Equipment was installed by LiveControl hereunder. Replacement Equipment or components will continue to be warranted for the remainder of the applicable warranty term for the original Equipment. Repair, replacement or refund is the sole and exclusive remedy for breach of the Equipment warranty.
THE REMEDY CHOSEN BY LIVECONTROL ACCORDING TO SECTION 6.2 IS CUSTOMER’S SOLE REMEDY, AND LIVECONTROL’S SOLE LIABILITY, WITH RESPECT TO ANY BREACH OF WARRANTY UNDER THIS AGREEMENT. EXCEPT AS SET FORTH IN SECTION 6.1, THE SERVICE, ANY SOFTWARE OR EQUIPMENT, AND ANYTHING ELSE PROVIDED IN CONNECTION WITH THIS AGREEMENT ARE PROVIDED “AS-IS,” WITHOUT ANY WARRANTIES OF ANY KIND. LIVECONTROL HEREBY DISCLAIMS (ON BEHALF OF ITSELF AND ITS LICENSORS AND SUPPLIERS) ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
(a) Equipment Fees. Equipment fees are due upon signing of applicable Quote. Equipment fees may be included in Platform Fees (below) dependent on the applicable Quote.
(b) Platform Fees. Customer is required to pay fees on an annual basis on the plan specified in the applicable Quote. Within sixty (60) days after the equipment is shipped to the Customer, whether or not the Customer has installed equipment or started producing events, platform fee billing will commence as it is set forth in the Quote. If static streaming is included in your Platform Fee, this includes 20 hours a month of static streaming. Any additional static streaming will have a cost of $100 per month.
(c) Subscription Fees — Credits. Customer shall pay LiveControl subscription Services fees on an annual basis as specified in the applicable Quote, for Produced or Static Events offered as part of the Services. As part of the annual subscription model, LiveControl shall provide Customers with a set amount of credits per year as stated in the Quote, to be applied towards Produced Events or Cemetery360 Events (the “Credits”). “Produced Event” means a live event filmed using the Equipment, transmitted and produced by LiveControl via the Software. In the event of a conflict between this Section 7.1(c) and the Quote, the Quote controls. All Credits must be used during the Service Term of the Agreement, and expire when the Service Term ends.
(d) Subscription Fees — Client Booking. If Customer is utilizing Client Booking, Customer is required to pay fees on either an annual or monthly basis as specified in the applicable Quote. Within sixty (60) days after the equipment is shipped to the Customer, whether or not the Customer has installed equipment or started producing events, billing will commence as set forth in the Quote. If there is a revenue share component listed in the Quote, LiveControl will pay any applicable revenue share to the Customer quarterly.
(e) Hosted Events. If a Customer is utilizing an enabled LiveControl venue, Customer is required to pay fees in advance of a produced event on a one-off basis as specified in the applicable Payment Invoice. Payment must be completed at least 48 hours prior to the event start time in order to guarantee service of a produced event.
(f) Other Fees. Includes multiple camera charges, add-ons, installation expenses, etc. Please refer to the Quote for payment specifics for Other Fees.
Upon signing the applicable Quote, the Customer pays in advance the full invoice amount (“Original Invoice”). Once the payment for the Original Invoice is processed by LiveControl, LiveControl will work with the Customer on the installation and testing of the Equipment and Service for up to sixty (60) days. “Billing Commencement Date” will be on the earlier of either (A) when the Customer has begun to use the Service other than for testing purposes or (B) sixty (60) days after the Original Invoice was paid, whether or not the Customer has installed equipment or started producing events.
The “Service Term” will be on the earlier of either (A) when the Customer has begun to use the Service other than for testing purposes or (B) sixty (60) days after the Original Invoice was paid.
Amounts not paid when due will bear interest at a monthly rate of one and one-half percent (1.5%) or the highest rate permitted by applicable law, whichever is less. LiveControl reserves the right to suspend Service or disable any other Software or Equipment until late payment is received in full. All amounts paid are non-refundable and a recurring, active payment method must be provided to LiveControl. The Customer allows LiveControl to automatically process payments in accordance with the signed Quote.
As between the Parties, Customer is responsible for withholding, filing, paying and reporting all taxes, duties, and other governmental assessments associated with the subject matter hereunder, excluding taxes on LiveControl’s net income.
This Agreement shall commence upon the signature date on the Quote (the “Effective Date”), and shall continue for the initial term specified on the Quote (the “Initial Order Term”), and following the Initial Order Term, shall automatically renew for additional successive periods of time equal in length to the Initial Order Term (each, a “Renewal Order Term”) unless either party notifies the other party of such party’s intention not to renew no later than thirty (30) days prior to the expiration of the Initial Order Term or then-current Renewal Order Term, as applicable.
In the event of any material breach of this Agreement, the non-breaching Party may terminate this Agreement prior to the end of the Service Term by giving thirty (30) days prior written notice to the breaching Party; provided, however, that this Agreement will not terminate if the breaching Party has cured the breach prior to the expiration of such thirty-day period. Either Party may terminate this Agreement, without notice, (i) upon the institution by or against the other Party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other Party’s making an assignment for the benefit of creditors, or (iii) upon the other Party’s dissolution or ceasing to do business.
LiveControl may terminate this Agreement for any reason or no reason at all upon thirty (30) days prior notice to Customer, provided that LiveControl shall refund Customer for any unused Credits as of the date of termination, with such refund amount not to exceed fees actually paid by Customer under this Agreement.
If Customer has purchased cameras from LiveControl and has fully paid off the camera amount per the Quote, the Customer shall retain possession of the camera after termination. All other equipment (i.e. encoders, routers, audio interface, etc.) must be returned to LiveControl by the Customer within 30 days of termination date. The equipment must be shipped to LiveControl in proper packaging and will be evaluated for defects. If the equipment is deemed defective due to user-error or shipping, LiveControl can require payment up to the amount of the equipment depending on the damage.
If Customer has leased-to-buy cameras from LiveControl and has fully paid off the camera amount per the Quote, the Customer shall retain possession of the camera after termination. If the Customer has not yet fully paid off the camera amount, the Customer must either (A) pay the remaining amount to LiveControl within 30 days of termination date; or (B) return the camera to LiveControl within 30 days of termination.
If the Customer has leased the equipment per the Quote, the Customer must either (A) pay the full equipment amount to LiveControl within 30 days of termination date; or (B) return the equipment to LiveControl within 30 days of termination.
The following provisions shall survive any termination of this Agreement: the last sentence of Section 1.2, and Sections 2.2, 2.5, 3.1, 3.3 and 4–11 (inclusive).
Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose information relating to the Disclosing Party’s technology or business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). The Receiving Party agrees: (i) not to divulge to any third person any such Proprietary Information, (ii) to give access to such Proprietary Information solely to those employees with a need to have access thereto for purposes of this Agreement, and (iii) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the party takes with its own proprietary information, but in no event will a party apply less than reasonable precautions to protect such Proprietary Information.
The Disclosing Party agrees that the foregoing will not apply with respect to any information that (a) is or becomes generally available to the public without any action by, or involvement of, the Receiving Party, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party, or (e) is Aggregated Anonymous Data as provided in Section 4.1 above.
LiveControl may identify Customer as a user of the Services and may use Customer’s LiveControl produced content, name, logo, and other trademarks in LiveControl’s customer list, press releases, blog posts, advertisements, and website (and all use thereof and goodwill arising therefrom shall inure to the sole and exclusive benefit of Customer).
(a) Indemnification Scope. Except as provided below, LiveControl agrees to (i) defend Customer against any demand, claim, action or suit brought by a third party (each, a “Claim”) against Customer alleging that the Software infringes any US patent or copyright or misappropriate any trade secret of such third party and (ii) indemnify Customer for settlement amounts or judgments, damages, liabilities, costs and expenses (including its reasonable attorneys’ fees) (collectively, “Losses”) incurred by Customer, to such third party by a court of competent jurisdiction, or agreed to as part of an approved monetary settlement arising out of such Claim.
(b) Substitute Services. If the Software becomes or, in LiveControl’s opinion, is likely to become the subject of any injunction preventing its use as contemplated herein, LiveControl may at its option and expense, either (i) procure the right to continue exercising the rights licensed herein; (ii) replace or modify the Services so that the Software becomes non-infringing and remains functionally equivalent; or (iii) if, despite its commercially reasonable efforts, LiveControl is unable to do either (i) or (ii), terminate the rights licensed herein.
(c) Exclusions. Notwithstanding the foregoing, LiveControl will have no obligation with respect to any infringement claim based upon (a) any use of the Service that is not in accordance with this Agreement; (b) any use of the Service in combination with other products not supplied by LiveControl; or (c) any modification of the Service by any person other than LiveControl.
Customer shall defend LiveControl against any Claims and indemnify LiveControl, its affiliates, and each of its and their employees, contractors, directors, supplier and representatives, from any Losses arising from Customer’s actions in connection with any (i) unauthorized use of the Service, (ii) any material breach of this Agreement and (iii) Customer’s negligence, gross negligence or willful misconduct in connection with Services contemplated by this Agreement.
The Party seeking indemnification hereunder must notify the indemnifying party in writing, promptly after receipt of actual notice of any Claim for which it seeks indemnification. The indemnifying party shall have sole control and authority with respect to the defense, litigation, compromise or settlement of such Claim. The indemnified party shall provide reasonable information, cooperation and assistance as required by the indemnifying party (at the indemnifying party’s expense).
IN NO EVENT WILL LIVECONTROL (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICE, ANY SOFTWARE, EQUIPMENT OR ANYTHING ELSE PROVIDED IN CONNECTION WITH THIS AGREEMENT, THE DELAY OR INABILITY TO USE THE SERVICE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF LIVECONTROL HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.
EXCEPT FOR EITHER PARTY’S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, THE TOTAL LIABILITY OF EITHER PARTY HEREUNDER WILL NOT EXCEED, IN THE AGGREGATE, THE AMOUNTS PAID BY CUSTOMER TO LIVECONTROL IN THE TWELVE (12) MONTH PERIOD PRECEDING THE APPLICABLE CLAIM. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY. THIS SECTION DOES NOT LIMIT LIABILITY FOR BODILY INJURY OF A PERSON.
If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
This Agreement is not assignable, transferable or sublicensable by Customer except with LiveControl’s prior written consent which consent shall not be unreasonably withheld. LiveControl may freely transfer and assign any of its rights and obligations under this Agreement without notice to Customer.
Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers, modifications, and amendments must be in a writing signed by both parties, except as otherwise provided herein.
No agency, partnership, joint venture, or employment is created as a result of this Agreement and Customer does not have any authority of any kind to bind LiveControl in any respect whatsoever.
All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; and upon receipt, if sent by certified or registered mail (return receipt requested), postage prepaid.
This Agreement will be governed by the laws of the State of California, U.S.A. without regard to its conflict of laws provisions thereof. The federal and state courts sitting in Los Angeles County, California, U.S.A. will have proper and exclusive jurisdiction and venue with respect to any disputes arising from or related to the subject matter of this Agreement, provided that either party may seek injunctive relief in any court of competent jurisdiction. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees.
Customer agrees not to export, re-export, or transfer, directly or indirectly, the Service, Software, Equipment, any technical data, information acquired from LiveControl, or any products incorporating such data or information, in violation of applicable export laws or regulations.
Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations under this Agreement on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes, material shortages, computer, telecommunications, Internet service provider or hosting facility failures or delays involving Equipment, software or power systems not within possession or reasonable control of the party, or any other cause that is beyond the reasonable control of the party (“Force Majeure”). LiveControl will not be liable for any loss resulting from a cause over which it does not have direct control.
In the event of any conflict between this Agreement and the terms and conditions of Quote, the order of precedence is as follows: (1) the Quote and (2) this Agreement.
| Setup Type | Excessive If Over |
|---|---|
| 2 Standard Camera | $2,250 |
| 3 Standard Camera | $3,000 |
| 4 Standard Camera | $3,750 |
| 2 Pro Camera | $2,750 |
| 3 Pro Camera | $3,500 |
| 4 Pro Camera | $4,250 |
Company has the right to access Company’s equipment and any equipment used with the Company’s streaming during normal business hours.
LiveControl shall provide Customer with services outlined in applicable Quote, including:
Customer may contact LiveControl Support Team via phone and/or email as provided by LiveControl to Customer.
The LiveControl Platform is broken down into the following areas of functionality:
LiveControl reserves the right to (1) block access to or remove material that we believe in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users and (2) remove and discontinue service to repeat offenders.
If you believe that material or content residing on or accessible through the Services infringes your copyright, please send a notice of copyright infringement containing the following information to LiveControl’s Designated Agent to Receive Notification of Claimed Infringement:
Upon receipt of a proper notice of copyright infringement, we reserve the right to: remove or disable access to the infringing material; notify the content provider who is accused of infringement; and terminate such content provider’s access to the Services if they are a repeat offender.
If the content provider believes that the material that was removed is not infringing, the content provider may send us a counter-notice containing: a physical or electronic signature; identification of the material removed and its previous location; a statement of good faith belief that the material was removed as a result of mistake or misidentification; and contact information with consent to the jurisdiction of the Federal Court for the judicial district in which the content provider’s address is located.
If a counter-notice is received, LiveControl may send a copy to the original complaining party and may replace the removed material in 10 to 14 business days or more after receipt of the counter-notice, at LiveControl’s discretion.
LiveControl’s Designated DMCA Agent: