1. Terms and Conditions for Subscription Software and Related Services (“TOS”)
  2. Terms and Conditions for Basic Services

Terms of Service for Subscription Software and Related Services

Last Updated: 17 May, 2016

The website located at http://www.ustream.tv and http://www.ustream.com (collectively the “Site”) are copyrighted works belonging to Ustream, Inc., an IBM Company (“Ustream”, “we”, “us”, or “our”).

IMPORTANT – THESE TERMS OF SERVICE (“TOS”) SET FORTH THE TERMS AND CONDITIONS FOR YOUR USE OF THE USTREAM SUBSCRIPTION SOFTWARE AND RELATED SERVICES. BY CLICKING “I ACCEPT”, WHERE THIS OPTION IS MADE AVAILABLE TO YOU, OR OTHERWISE ACCEPTING THESE TOS THROUGH A SALES ORDER (AS DEFINED BELOW) OR BY USING USTREAM’S SUBSCRIPTION SOFTWARE AND RELATED SERVICES (AS DEFINED BELOW), YOU ARE ACCEPTING THESE TOS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT) AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TOS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT). “YOU” AND “YOUR” AS USED IN THESE TOS REFER TO YOU OR SUCH ENTITY. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TOS, DO NOT CLICK “I ACCEPT” OR ACCESS AND USE THE SUBSCRIPTION SOFTWARE OR RELATED SERVICES.

Ustream, Inc., an IBM Company (“Ustream”, “we”, “us”, or “our”) offers a variety of services and products related to the sharing and viewing of live and recorded video and audio content and associated data. Unless otherwise agreed to in writing by you and Ustream, these TOS apply to and govern your use (including any trial use) of the following software and services products: our Pro Broadcasting software, our Align software, our Producer software, our eCDN offering, our SDKs, our LiveAd Player software; optional and add-on features, modules and tools associated with our software (the “Subscription Software”); and our software maintenance and support services; personal services performed by Ustream personnel or otherwise on behalf of Ustream related to video production, encoding, distribution, or promotion; and our related professional solutions (the “Related Services”). For the purposes of these TOS, the foregoing services and products are collectively referred to as the “Subscription Software and Related Services.”

These TOS do not apply to basic features and content available on the Site, our mobile applications (each, an “App”), and free versions of our broadcasting service, as well as Premium Ustream memberships, which allow you to view content free of advertising. For the purposes of these TOS, the foregoing services and products are collectively referred to as the “Basic Services.” Our Basic Services are governed by our Terms and Conditions for Basic Services. To the extent that any of our Basic Services are included as part of or incorporated into our Subscription Software and Related Services, your use of those Basic Services will be subject to the Terms and Conditions for Basic Services and not these TOS.

Please read these TOS carefully before accessing or using the Subscription Software and Related Services. These TOS constitute a binding legal agreement between you and Ustream. The Ustream Privacy Policy is incorporated herein by reference and forms a part of these TOS. Some of our Subscription Software and Related Services may require you to enter into a separate sales or purchase order (“Sales Order”) with us that incorporates these TOS by reference. In the event of any conflict or inconsistency between the terms and conditions of the Sales Order and these TOS, the Sales Order will control and govern.

You agree to comply with the following in using the Ustream Site and Subscription Software and Related Services, in broadcasting and/or lifecasting via the Ustream Site or Subscription Software and Related Services and otherwise interacting with Ustream Users:

  • You will only use the Site and Subscription Software and Related Services for authorized and lawful purposes, consistent with all applicable laws and regulations and the rights of others.
  • You agree to take reasonable precautions in all interactions with other Ustream Users, particularly if you decide to meet a Ustream User offline, or in person.
  • You will exercise caution and take care in your lifecasting activities.
  • You will not use the Site or Subscription Software and Related Services to upload, stream or otherwise transmit content: (a) that is inappropriate, as reasonably determined by Ustream; (b) that is indecent, obscene, pornographic, defamatory, libelous, harassing, threatening, abusive, hateful, or violent; or (c) containing fraudulent, false, deceptive, or misleading offers, statements, claims or representations.
  • You will not use the Site or Subscription Software and Related Services in any manner that would infringe, dilute, misappropriate or otherwise violate a third party’s privacy, publicity or other personal and intellectual property rights.
  • You will not interfere with or disrupt the Site or Subscription Software and Related Services or attempt to gain access to any systems or networks that connect to the Site or Subscription Software and Related Services except as required to use the Site or Subscription Software and Related Services in compliance with these TOS.

If you ever believe that a Ustream User is acting contrary to this Policy, has violated the law or is defrauding, threatening or endangering you, herself or himself or a third party, we urge you to immediately contact the appropriate law enforcement authorities directly for help. We will cooperate with any law enforcement officials or court order requesting or directing us to disclose the identity of anyone broadcasting or otherwise making available any materials that are believed to violate these TOS. Without limiting any other remedies Ustream may have, Ustream may terminate your Ustream account and/or use of the Site and Subscription Software and Related Services, if Ustream becomes aware that you have violated these TOS.

The Ustream Site and Related Services are not designed to comply with any specific governmental regulation or specific security measures. You agree not to input content that may be subject to any such regulations or required additional security measures. You are responsible for all necessary permissions to include the content in the Site and Related Services and you grant Ustream permission to use, store and process the content in the Site and Related Services. The Site and Related Services are not intended for the storage or receipt of any: 1) personal data and other data, the loss of which would trigger a data breach notification requirement, or 2) health information, including without limitation individually identifiable health information as defined under the Health Information Portability and Accountability Act of 1996, as amended. You will be responsible for all costs Ustream may incur relating to any such information made available by you to the Site and Related Services, including those arising out of any third party claims.

  1. Eligibility and Registration.
    1. If you wish to access certain Subscription Software and Related Services, you will be required to create an account. You must be at least 18 years of age to use our Subscription Software and Related Services.
    2. When you register with Ustream and set up your Subscription Software accounts, you agree to provide Ustream with accurate, true, current, and complete information. You agree to promptly update your information for your Subscription Software account(s) on an ongoing basis. You authorize Ustream, directly or through third parties, to make any inquiries we consider necessary or appropriate to verify your information for your Subscription Software account(s). You agree that you will not use false identities or impersonate any other person or use a username or password that you are not authorized to use.
    3. You are responsible for safeguarding your account administration password(s) and you agree not to disclose your password(s) to any third party. You are solely responsible for any activities or actions taken under your password(s), whether or not you have authorized such activities or actions. You will immediately notify us of any unauthorized use of your password. Ustream reserves the right to require you to change your username or password for any reason and at any time.
  2. Modification.
    1. 1. Ustream reserves the right, at its sole discretion, to modify, discontinue or terminate all or a portion of the Subscription Software and Related Services, or to modify these TOS, at any time and without advance notice. If we modify these TOS, we will update the “Last Updated” date at the top of these TOS. If any modified terms and conditions are not acceptable to you, your sole remedy is to cease using the Subscription Software and Related Services. By continuing to access or use the Subscription Software and Related Services after Ustream makes any such revision, you agree to be bound by the revised TOS.
  3. Fees and Payment.
    1. Each of our Subscription Software and Related Services offerings have defined fees for use and overages (collectively, the “Fees”), some of which may be recurring on a monthly, quarterly, annually, or some other period of time. You will have an opportunity to review and accept the Fees and billing cycle for your chosen Subscription Software and Related Services either through our Site or as part of your Sales Order. Ustream reserves the right to change the Fees and/or billing cycles for our Subscription Software and Related Services at any time, but any such changes will only apply prospectively.
    2. All Fees are due in advance of receiving any services. Notwithstanding the foregoing, if you have a current Sales Order with Ustream your Fees will be invoiced upon you signing your Sales Order and are due and payable within fifteen (15) days of the invoice date, unless otherwise set forth in the Sales Order. Subsequent payments for the services will be invoiced in advance (except for any overages, which will be invoiced monthly in arrears unless otherwise stated) and are due and payable within fifteen (15) days of invoice date or the monthly, quarterly or annual billing date, as applicable. Late payment fees may apply. All invoices will be sent to the billing contact and address information shown on your Sales Order. Unless otherwise set forth in your Sales Order, all Fees are recurring (until terminated) and charged to you regardless whether or not you use the Subscription Software and Related Services. If you choose to enroll in Subscription Software and Related Services that have recurring Fees, you agree that Ustream may automatically charge the recurring Fees to your chosen payment method at the beginning of each billing cycle.
    3. The services you order will continue in effect unless and until you cancel your subscription or the account, or service is otherwise suspended or discontinued pursuant to these TOS. You must cancel your subscription at least 30 days before it renews in order to avoid a charge for the next billing cycle. UNLESS OTHERWISE SET FORTH HEREIN OR IN A SALES ORDER, ALL FEES ARE NON-REFUNDABLE.
    4. If you fail to meet your payment obligations, Ustream reserves the right to terminate your relevant Subscription Software account(s), convert your account to a Basic Services Ustream account (upon which advertisements will appear on your User Submissions), charge you an overage or other fees, or take any other action which we deem to be reasonable, and your continued use will be subject to the Terms and Conditions for Basic Services.
  4. Termination and Effect of Termination
    1. Termination by Ustream. Ustream reserves the right to immediately terminate or suspend your account or your access to any or all of the Subscription Software and Related Services and remove any material (including User Submissions (as defined below)) from the Subscription Software and Related Services or our servers at any time with or without cause and without notice. This includes, without limitation, terminating or suspending your account if the charges to your credit card or our Fees are refused or otherwise not paid for any reason. If Ustream terminates all or a portion of your Subscription Software and Related Services prior to the completion of the term of your Sales Order with Ustream for such services stated online or in a Sales Order (“Term”), you are still liable for paying all outstanding Fees and charges incurred prior to termination and your sole remedy against Ustream is a pro-rata refund of the purchase price paid in advance (if any) for the unavailable service. Notwithstanding the foregoing, if termination of your account or access to services is as a result of your breach of these TOS or a Sales Order, Ustream will have no liability to you and you will be solely liable for the full amount of any Fees owed and contracted for with us and any outstanding charges relating to your account.
    2. Termination by You. You may terminate your Ustream account(s) at any time and for any reason by contacting us at billing@ustream.tv or, if available to you, selecting “Close Account” in your account preferences. Subscription Software and Related Services Fees are non-refundable and if you choose to terminate your Subscription Software and Related Services prior to the end of the Term (excluding a termination due to non-monetary causes beyond your control that exceeds 30 days). You agree to pay any outstanding Fees contracted for under your Sales Order with Ustream and/or outstanding charges relating to your account.
    3. Effect of Termination. Once your Subscription Software and Related Services account is terminated, and unless otherwise agreed by you and Ustream, your account will be converted to a Basic Services account and your continued use (including the continued hosting of your User Submissions on our servers) will be subject to the Terms and Conditions for Basic Services. Ustream will have no obligation to maintain any information stored in our database related to your account or to forward any information to you or any third party, including User Submissions. Upon termination, all licenses and other rights granted to you by these TOS will immediately cease. Ustream is not liable to you or any third party for any alleged or actual damages, losses, or claims related to the termination of the Subscription Software and Related Services or termination of your use of the Subscription Software and Related Services.
  5. Upgrading or Downgrading Your Account.
    1. You may upgrade or downgrade your Subscription Software and Related Services account if available to you through your Ustream Dashboard, available at http://www.ustream.tv/dashboard, although in some instances, you may need to contact us directly.
    2. Upgrades will be applied retroactively to the beginning of the current billing cycle. Any usage in the current billing cycle will be charged under the new plan rates. At the time you choose to upgrade, you will be charged the difference between your old plan rate and the new plan rate. Your billing date will remain the same as your original billing date.
    3. Downgrades will not take effect until the commencement of the next billing cycle. On your next billing date, you will be charged (if at all) under the new plan rates. You will not be refunded for any unused portion of the current billing cycle. Downgrading your plan may cause loss of features or functionality. Ustream will not be liable to you or any third party for any downgrading and Ustream will have no obligation to maintain any information stored in our data centers related to your account or to forward any information to you or any third party.
  6. Grant of License; Intellectual Property Rights.
    1. “Content” means, collectively, the text, data, graphics, images, logos, trademarks, photos and video files, organization, compilation and overall look and feel of Ustream’s offerings made available by Ustream through the Subscription Software and Related Services, but excluding User Submissions. “User Submissions” means, collectively, the text, data, graphics, images, photos and video files and other content and information which Ustream members or our other third-party licensors stream, post, upload and otherwise submit to the Subscription Software and Related Services, including without limitation in broadcast chats, discussion groups, message boards and Ustream member-created profile pages. Ustream reserves the right to remove and permanently delete any Content or User Submissions without notice. We have the right to cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting publishing or otherwise making available any User Submissions, emails or other materials that are believed to violate these TOS.
    2. We and our licensors reserve all rights not expressly granted in and to the Subscription Software and Related Services and the Content. We grant to you a limited, revocable, non-exclusive, non-transferable, non-sublicenseable license to access and use the Content, User Submissions and Subscription Software and Related Services solely for your own business purposes, solely through the provided functionality of the Subscription Software and Related Services solely as permitted pursuant to these TOS, the terms, conditions, limits and restrictions of any other applicable agreement you have with us (such as a Sales Order), and solely during the Term. Depending on the nature of the Subscription Software and Related Services offered, the foregoing license may be granted on a personal, company- (or other legal entity-) wide, or other basis. Ustream hereby disclaims any implied licenses.
    3. We and our licensors own all right, title and interest, including all worldwide intellectual property rights in the Subscription Software and Related Services and Content contained therein, other than your User Submissions.
    4. YOU AGREE THAT YOUR USER SUBMISSIONS OR YOUR USE OF THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES WILL NOT INFRINGE COPYRIGHTED WORKS OR OTHERWISE VIOLATE, OR ATTEMPT OR ASSIST IN THE VIOLATION OF, THE INTELLECTUAL PROPERTY RIGHTS OF US OR ANY THIRD PARTY. If you are a copyright owner, or are authorized to act on behalf of one or authorized to act under any exclusive right under copyright, please refer to our Copyright Policy.
    5. You agree that you will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Subscription Software and Related Services, Content, third-party User Submissions or related products and services, except as explicitly permitted by us in writing in advance. You will not copy, reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Subscription Software and Related Services, Content, User Submissions (other than your own User Submissions) without our prior written consent or the respective licensors of the Content or User Submissions. Notwithstanding the foregoing, you may distribute and download certain Content or third-party User Submissions, solely where we make the means for distribution or download of such Content or User Submissions possible and solely to the extent such distribution or downloading is done in accordance with these TOS. Further, you agree that we may use your trademark, service mark, and/or logo solely during the Term to reference you as one of our customers and not in any press release, and in accordance with any trademark guidelines you provide to us.
    6. You are solely responsible for encoding your User Submissions to our technical specifications, uploading your User Submissions to an entry point designated by us, and for meeting any other technical requirements in connection with your use of the Subscription Software and Related Services.
    7. You agree that you will have sole control over and responsibility for your User Submissions, including without limitation, obtaining any necessary licenses, permissions, releases, and clearances.
  7. User Submissions.
    1. By uploading, streaming, submitting, emailing, posting, publishing or otherwise transmitting any User Submissions to Ustream, you hereby grant Ustream a non-exclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast and otherwise exploit such User Submissions in any form, medium, device or technology now known or later developed, solely in accordance with these TOS and your Sales Order with us for Subscription Software and Related Services. You represent and warrant that you own or have the necessary licenses, rights, consents and permissions to grant the foregoing licenses to Ustream. You agree to execute and deliver such documents and provide all assistance reasonably requested by Ustream to give to Ustream the full benefit of the rights granted to Ustream by you.
    2. User Submissions that exceed any established storage limitation at any time may be deleted by Ustream, with or without advance notice to you. Ustream will have no responsibility or liability for User Submissions that are deleted for exceeding any established limit.
    3. If you exceed any of the foregoing or other limits and/or restrictions, Ustream reserves the right to terminate your applicable Subscription Software and Related Services account(s), convert such account(s) to a Basic Services Ustream account(s) (upon which advertisements will appear on User Submissions), charge you an overage or fees, or take any other action which we deem to be reasonable.
    4. Ustream has no obligation to monitor User Submissions for any purpose and, as a result, is not responsible for the accuracy, completeness, appropriateness, legality or applicability of the User Submissions or anything said, depicted or written by Ustream members, including, without limitation, any information obtained by using the Basic Services or Subscription Software and Related Services. Ustream does not endorse any User Submissions or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Ustream with respect thereto.
  8. Disclaimer of Warranties.

    YOUR ACCESS TO AND USE OF THE CONTENT, USER SUBMISSIONS AND THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES ARE AT YOUR SOLE DISCRETION AND RISK. THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. USTREAM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. USTREAM DISCLAIMS ANY WARRANTIES: (I) REGARDING THE ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES; (II) THAT THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES AND YOUR ACCESS THERETO WILL BE UNINTERRUPTED, ERROR-FREE OR THAT ANY ERRORS OR DEFECTS WILL BE CORRECTED; OR (III) THAT THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES WILL MEET YOUR NEEDS OR REQUIREMENTS OR THE NEEDS OR REQUIREMENTS OF ANY OTHER PERSON. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM USTREAM, WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TOS. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

  9. Limitation of Liability.

    IN NO EVENT WILL USTREAM OR ITS AFFILIATES, OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR USE OF THE CONTENT AND THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT USTREAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. USTREAM SHALL NOT BE LIABLE FOR (I) ANY FAILURE OR PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE (INCLUDING LOST PROFITS, LOSS OF BUSINESS, LOSS OF OR DAMAGE TO DATA, BUSINESS INTERRUPTION, AND DAMAGES THAT RESULT FROM INACCURACY OF THE INFORMATION OR INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES); (III) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE CONTENT, USER SUBMISSIONS AND SUBSCRIPTION SOFTWARE AND RELATED SERVICES; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR OTHER MALICIOUS CODE WHICH MAY BE TRANSMITTED TO OR THROUGH THE CONTENT OR SUBSCRIPTION SOFTWARE AND RELATED SERVICES BY ANY THIRD PARTY; (V) FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE CONTENT AND THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES, OR FOR ANY INFORMATION OBTAINED OR DOWNLOADED FROM THE CONTENT AND THE SUBSCRIPTION SOFTWARE AND RELATED SERVICES, OR OTHERWISE ARISING OUT OF THE USE OF THE SAME; OR (VI) DEFAMATORY, OFFENSIVE, INAPPROPRIATE, OR ILLEGAL CONTENT OR USER SUBMISSIONS OR THE CONDUCT OF ANY THIRD PARTY. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT WILL USTREAM’S CUMULATIVE LIABILITY TO YOU EXCEED ONE-QUARTER OF YOUR ANNUAL CONTRACT VALUE (OR ONE-QUARTER OF YOUR FULL CONTRACT VALUE, IF SHORTER THAN ANNUAL) THAT YOU HAVE ACTUALLY PAID USTREAM DURING THE SIX MONTH PERIOD PRECEDING THE DATE SUCH LIABILITY AROSE.

  10. Indemnification.

    You agree to defend, indemnify, and hold harmless Ustream and its affiliates, and each of their officers, directors, employees and agents, from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney’s fees and costs, arising out of or in any way connected with (i) your access to or use of the Subscription Software and Related Services; (ii) a material breach or violation by you of these TOS or a Sales Order (if applicable); (iii) any claim that any of your User Submissions caused damage to a third party, including without limitation claims that any of your User Submissions are infringing; (iv) your violation of any applicable law or regulation; or (v) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right.

  11. Export/Import.

    Each party is responsible for complying with: i) laws and regulations applicable to its business and content, and ii) import, export and economic sanction laws and regulations, including those of the United States that prohibit or restrict the export, re-export, or transfer of products, technology, services or data, directly or indirectly, to or for certain countries (current countries prohibited under United States law include Cuba, Iran, North Korea, Sudan, and Syria), end uses or end users. You are responsible for your use of Ustream and non-Ustream products and services.

  12. Government End Users.

    The Ustream App, other downloadable Ustream software, and related documentation are “commercial items” as that term is defined in FAR 2.101, consisting of “commercial computer software” and “commercial computer software documentation,” respectively, as such terms are used in FAR Subpart 12.212 and DFARS 227.7202. If the Ustream App, other downloadable Ustream software, and related documentation are being acquired by or on behalf of the U.S. Government, then, as provided in FAR Subpart 12.212 and DFARS 227.7202-1 through 227.7202-4, as applicable, the U.S. Government’s rights in the Ustream App, other downloadable Ustream software and related documentation will be only those specified in these TOS.

  13. Third-Party Links.

    The Subscription Software and Related Services may provide links to third-party websites or resources or content. You acknowledge and agree that Ustream is not responsible or liable for the availability or accuracy of, and Ustream does not endorse, such websites or resources or the content, products, or services on or available from such websites or resources. You are solely responsibility for and assume all risk arising from your use of any such websites or resources.

  14. Feedback and Independent Development.

    Your feedback is welcome and encouraged. You may submit feedback by emailing us at feedback@ustream.tv or via other portions of the Site. You agree, however, that if you elect to provide suggestions, ideas, proposals, concepts or other feedback to us (whether written, oral, or in any other form or manner) in connection with these TOS or use of our Site or Subscription Software and Related Services (“Feedback”), you acknowledge and agree that we have no obligation (whether of confidentiality, compensation or otherwise) with respect to such Feedback and we will be free to use and exploit the same in any manner without restriction of any kind. You acknowledge and agree that all Feedback will be the sole and exclusive property of Ustream. You hereby irrevocably transfer and assign to Ustream all of your right, title and interest in and to all Feedback, including all intellectual property rights therein. At Ustream’s request and expense, you will execute documents and take such further acts as Ustream may reasonably request to assist Ustream to acquire, perfect and maintain its intellectual property rights and other legal protections for the Feedback. Further, you acknowledge and agree that Ustream is engaged in creating and developing its own programs, plans and projects so it is possible that we are already independently developing products, services, plans and projects that are similar to and/or compete with the applications, services, products, concepts, systems or techniques contemplated by or embodied in any Feedback or compensate you or provide you with any input or response with regard to your Feedback.

  15. General.
    1. Assignment. Neither party may assign these TOS, in whole or in part, without the prior written consent of the other. Assignment of Ustream rights to receive payments and by Ustream in conjunction with the sale of the portion of Ustream’s business that includes the product or service is not restricted.
    2. Relationship of the Parties. Ustream is an independent contractor, not your agent, joint venturer, partner, or fiduciary, and does not undertake to perform any of your regulatory obligations, or assume any responsibility for your business or operations. Each party is responsible for determining the assignment of its personnel and contractors, and for their direction, control, and compensation.
    3. Survival. Any terms that by their nature extend beyond termination of these TOS remain in effect until fulfilled, and apply to successors and assignees.
    4. Business Contact Information; Subcontractors. Ustream and its affiliates, and their subcontractors, may process and store business contact information of your personnel in connection with the performance of these TOS wherever they do business. Ustream may use personnel and resources in locations worldwide and third party suppliers to support the delivery of products and services.
    5. Force Majeure. Neither party is responsible for failure to fulfill its non-monetary obligations due to causes beyond its control.
    6. Governing Law. Both parties agree to the application of the laws of the state of New York to these TOS, without regard to conflict of law principles. The rights and obligations of each party are valid only in the country where the transaction is performed or, if we agree, the country where the product is placed in productive use, except all licenses are valid as specifically granted. If any provision of these TOS is invalid or unenforceable, the remaining provisions remain in full force and effect. Nothing in these TOS affects statutory rights of consumers that cannot be waived or limited by contract. The United Nations Convention on Contracts for the International Sale of Goods does not apply to transactions under these TOS.
    7. Notice. All notices under these TOS must be in writing and sent to the address on record, unless a party designates in writing a different address. The parties consent to the use of electronic means and facsimile transmissions for communications as a signed writing.
    8. Questions. If you have questions about these TOS or would like to request a copy of these TOS or other records relating to these TOS or your use of the Subscription Software and Related Services, please contact us at support@ustream.tv or by sending a written request to Ustream, Inc. at 410 Townsend Street, Suite 400, San Francisco, CA 94107.

Terms of Service for Basic Services

Last Updated: 17 May, 2016

The website located at http://www.ustream.tv and http://www.ustream.com (collectively the “Site”) are copyrighted works belonging to Ustream, Inc., an IBM Company (“Ustream”, “we”, “us”, or “our”).

IMPORTANT - THESE TERMS OF SERVICE (“TOS”) SET FORTH THE TERMS AND CONDITIONS FOR YOUR USE OF THE USTREAM BASIC SERVICES (DEFINED BELOW). YOU UNDERSTAND THAT BY CLICKING THE "I AGREE" BUTTON, WHERE THIS OPT ION IS MADE AVAILABLE TO YOU, OR BY USING THE SITE, BASIC SERVICES (INCLUDING ANY CONTENT PROVIDED THEREIN), OR YOUR ACCOUNT, OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE OR THROUGH THE BASIC SERVICES, YOU ARE ACCEPTING THESE TOS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT) AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TOS (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT). “YOU” AND “YOUR” AS USED IN THESE TOS REFER TO YOU OR SUCH ENTITY. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TOS, DO NOT CLICK “I ACCEPT” OR ACCESS AND USE THE BASIC SERVICES.

Ustream provides content streaming and social networking services that enable the sharing of live and recorded video and audio content and chat via the Internet, mobile and other data delivery means through use of Ustream’s proprietary video player service and syndication platform (any and all of the foregoing (the “Services”) and our websites accessible at the “Site”. The Services include Ustream’s proprietary embeddable video players (each a “Ustream Player”), the Ustream channels, our software applications and related technology (including any updates, new versions or new releases thereof) including, but not limited to, our Viewer, Broadcaster and Recorder Applications (each a “Ustream Application”), and any other products and services offered by Ustream via the Site and Services.

Please read the following TOS carefully. These TOS, and the Ustream Privacy Policy, incorporated herein by reference, govern your access to and use of the Site and Services, including any content, information, products or services therein. These TOS are a legal agreement between you and Ustream and apply to you whether you are a Member (defined below) or a visitor just browsing the Site (collectively, “Ustream Users”).

Certain areas of the Site and Services (and your access to or use of Content as defined below) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these TOS and terms and conditions posted for a specific area of the Site, Services or Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Services or Content.

You agree to comply with the following in using the Ustream Site and Services, in broadcasting and/or lifecasting via the Ustream Site or Services and otherwise interacting with Ustream Users:

  • You will only use the Site and Services for authorized and lawful purposes, consistent with all applicable laws and regulations and the rights of others.
  • You agree to take reasonable precautions in all interactions with other Ustream Users, particularly if you decide to meet a Ustream User offline, or in person.
  • You will exercise caution and take care in your lifecasting activities.
  • You will not use the Site or Services to upload, stream or otherwise transmit content: (a) that is inappropriate, as reasonably determined by Ustream; (b) that is indecent, obscene, pornographic, defamatory, libelous, harassing, threatening, abusive, hateful, or violent; or (c) containing fraudulent, false, deceptive, or misleading offers, statements, claims or representations.
  • You will not use the Site or Services in any manner that would infringe, dilute, misappropriate or otherwise violate a third party’s privacy, publicity or other personal and intellectual property rights.
  • You will not interfere with or disrupt the Site or Services or attempt to gain access to any systems or networks that connect to the Site or Services except as required to use the Site or Services in compliance with these TOS.

If you ever believe that a Ustream User is acting contrary to this policy, has violated the law or is defrauding, threatening or endangering you, herself or himself or a third party, we urge you to immediately contact the appropriate law enforcement authorities directly for help. We will cooperate with any law enforcement officials or court order requesting or directing us to disclose the identity of anyone broadcasting or otherwise making available any materials that are believed to violate these TOS. Without limiting any other remedies Ustream may have, Ustream may terminate your Ustream account and/or use of the Site and Services, if Ustream becomes aware that you have violated these TOS.

The Ustream Site and Services are not designed to comply with any specific governmental regulation or specific security measures. You agree not to input content that may be subject to any such regulations or required additional security measures. You are responsible for all necessary permissions to include the content in the Site and Services and you grant Ustream permission to use, store and process the content in the Site and Services. The Site and Services are not intended for the storage or receipt of any: 1) personal data and other data, the loss of which would trigger a data breach notification requirement, or 2) health information, including without limitation individually identifiable health information as defined under the Health Information Portability and Accountability Act of 1996, as amended. You will be responsible for all costs Ustream may incur relating to any such information made available by you to the Site and Services, including those arising out of any third party claims

  1. Eligibility and Registration.

    In order to access certain features of the Site and Services, and to post User Submissions, you must create a Ustream account and become a "Member". Members that are at least 18 years of age may purchase access to Premium Content (defined below) as further described in the “Fees and Payment” section. If you are not a Member you may browse all areas of the Site or use the parts of the Services that are not limited to Members only.

    When you register, you will be asked to choose a username and a password. You are responsible for safeguarding your password and you agree not to disclose your password to any third party. You agree that you will be solely responsible for any activities or actions taken under your password, whether or not you have authorized such activities or actions. You will immediately notify Ustream of any unauthorized use of your password. You agree that the information that you provide to us upon registration, and at all other times will be true, accurate, current and complete. Without limiting any other terms of these TOS, you may not use false identities or impersonate any other person or use a username or password that you are not authorized to use. Ustream reserves the right to require you to change your username for any reason and may do so at any time.

    If you become a Member you consent to the use of: (a) electronic means to complete these TOS and to provide you with any notices given pursuant to these TOS; and (b) electronic records to store information related to these TOS or your use of the Site and Services. Our Ustream Privacy Policy contains information about our policies and procedures regarding the collection, use and disclosure of information we receive from Ustream Users.

  2. Modification.

    Ustream reserves the right, at its sole discretion, to modify, discontinue or terminate the Site and Services, or to modify these TOS, at any time and without advance notice. If we modify these TOS, we will post the modification on the Site or within the Services or provide you with notice of the modification. We will also update the "Last Updated Date" in these TOS. If any modified terms and conditions are not acceptable to you, your sole remedy is to cease using the Site and Services, and if applicable, cancel your Ustream account. By continuing to access or use the Site and Services after Ustream makes any such revision, you agree to be bound by the revised TOS.

  3. Termination and Ustream Account Cancellation.
    1. Ustream may immediately terminate or suspend your access to the Site and Services and remove any material (including User Submissions) from the Site or our servers, in the event that you breach these TOS. Notwithstanding the foregoing, we also reserve the right to terminate the Site, Services or your access thereto at any time and for any reason. In addition, Ustream may notify authorities or take any actions it deems appropriate, without notice to you, if Ustream suspects or determines, in its own discretion, that you may have or there is a significant risk that you have: (i) failed to comply with any provision of these TOS or any policies or rules established by Ustream; or (ii) engaged in actions relating to or in the course of using the Site or Services that may be illegal or cause liability, harm, embarrassment, harassment, abuse or disruption for you, Ustream Users, Ustream or any other third parties or the Site or Services.
    2. You may terminate your Ustream account at any time and for any reason by selecting "Delete Account" in your account preferences. Upon any termination by a Member, the related account will no longer be accessible.
    3. After any termination, you understand and acknowledge that we will have no further obligation to provide the Services. Upon termination, all licenses and other rights granted to you by these TOS will immediately cease. Ustream is not liable to you or any third party for termination of the Services or termination of your use of the Services. UPON ANY TERMINATION OR SUSPENSION, ANY INFORMATION (INCLUDING USER SUBMISSIONS) THAT YOU HAVE SUBMITTED ON THE SITE OR THAT WHICH IS RELATED TO YOUR ACCOUNT MAY NO LONGER BE ACCESSED BY YOU. Furthermore, Ustream will have no obligation to maintain any information stored in our database related to your account or to forward any information to you or any third party.
    4. Any suspension, termination or cancellation will not affect your obligations to Ustream under these TOS (including but not limited to ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension, termination or cancellation.
  4. Copyrighted Materials: No Unauthorized Use.

    YOU WILL NOT USE THE SITE OR SERVICES TO TRANSMIT, ROUTE, PROVIDE CONNECTIONS TO OR STORE ANY MATERIAL THAT INFRINGES COPYRIGHTED WORKS OR OTHERWISE VIOLATES OR PROMOTES THE VIOLATION OF THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY. Ustream has adopted and implemented a policy that provides for the termination in appropriate circumstances of the accounts of users or Members who repeatedly infringe or are believed to be infringing the rights of copyright holders. Please see the Ustream Copyright and IP Policy for further information.

  5. Intellectual Property Rights and Ownership; Limitations.
    1. Definitions. Certain types of content are made available through the Site. "Content" as used in these TOS means, collectively, the text, data, graphics, images, photos and video files made available by Ustream through the Site and Services, excluding User Submissions. "User Submissions" as used in these TOS means, collectively, the text, data, graphics, images, photos and video files and other content and information which Members or our other third party licensors stream, post, upload and otherwise submit to the Site and Services, including without limitation in broadcast chats, discussion groups, message boards and Member created profile pages. Ustream reserves the right to remove and permanently delete any Content or User Submissions from the Site without notice. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting publishing or otherwise making available any User Submissions, emails or other materials that are believed to violate these TOS.
    2. Content. Subject to your compliance with these TOS, you may access and use the Site, Services, Content and User Submissions. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Services, Content, User Submissions or related products and services and you will not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Site, Content, User Submissions (other than your User Submissions). You may distribute certain Content or User Submissions, solely where Ustream makes the means for distribution of such Content or User Submissions possible via a Ustream Player. Ustream and its licensors own all right, title and interest, including all worldwide intellectual property rights in the Site, Services, Content and the trademarks, service marks and logos contained therein other than your User Submissions.
    3. User Submissions
      1. License Grant. Ustream does not claim ownership rights in your User Submissions. However, by uploading, streaming, submitting, emailing, posting, publishing or otherwise transmitting any User Submission to Ustream on the Site or to the Services, you hereby grant Ustream a non-exclusive, worldwide, royalty-free, sublicensable, perpetual and irrevocable right and license to use, reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast and otherwise exploit such User Submissions in any form, medium, device or technology now known or later developed, including without limitation on third party websites and platforms where the Services are syndicated. For example, Ustream will have the right to insert, place or include all types of advertisements within or around your User Submissions, including without limitation to running or streaming pre-rolls, mid-rolls, post-rolls, overlays, banners, campaign and companion ads and any other type of advertising units in connection with your User Submission. You represent and warrant that you own or have the necessary licenses, rights, consents and permissions to grant the foregoing licenses to Ustream. You agree to execute and deliver such documents and provide all assistance reasonably requested by Ustream to give to Ustream the full benefit of the rights granted to Ustream by you.
      2. Limitations. You acknowledge and agree that Ustream may, at its option, establish limits concerning User Submissions, including without limitation the maximum number of days that User Submissions will remain on the Site, the maximum size of any files that may be stored on or uploaded to the Site, and the maximum disk space that will be allotted to you for the storage of User Submissions on Ustream's servers. User Submissions that exceed an established limit ("Storage Limitation") at any time throughout your use of the Site will be deleted by Ustream, with or without advance notice to you. Ustream will delete the User Submissions (in whole or partial) from your account until your account is below the Storage Limitation. Ustream will have no responsibility or liability for User Submissions that are deleted for exceeding any established limit. Ustream will have no responsibility or liability for and you are solely responsible for creating back-ups of your User Submissions. Ustream reserves the right to change, suspend or discontinue part or all of any limits concerning User Submissions at any time, for any reason, without notice and without explanation.
      3. Disclaimer. Ustream has no ability to control the User Submissions that are uploaded, posted or otherwise transmitted using the Site or Services and does not have any obligation to monitor such User Submissions for any purpose and, as a result, is not responsible for the accuracy, completeness, appropriateness, legality or applicability of the User Submissions or anything said, depicted or written by Members, including without limitation any information obtained by using the Site. Ustream does not endorse any User Submission or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Ustream with respect thereto. Ustream will have no responsibility or liability to you or any third party as a result of your lifecasting activities and you are solely responsible for any lifecasting you do in connection with or via the Site or Services.
  6. Fees and Payment.
    1. Fees for Access to Content. Access to certain premium content (the "Premium Content") may require a subscription or access fee. Members may be able to access Premium Content by (i) paying a monthly subscription fee to access certain Premium Content for the applicable time period ("Subscription Fee"); or (ii) paying a one-time fee to access certain Premium Content at a designated time ("PayPerView Fee").
    2. Fees for the Services. The Services may be made available in free or paid versions, different service levels and/or different service plans. Not all of the features and functionality of the Services may be available in each version, service level or service plan. Separate or additional usage and/or overage charges may apply to different versions, service levels or service plans. Ustream reserves the right to change, suspend or discontinue part or all of any version, service level or service plan at any time, for any reason, without notice and without explanation.
    3. In order to register for or use a paid version of the Services, or a version, service level or service plan to which usage and/or overage charges may apply, you may be required to provide Ustream with billing and account information ("Billing Information") for a credit card, payment card or another payment system, such as PayPal, for which you are authorized to approve charges (each, a "Payment Source") to allow Ustream to collect payment from you for your use of the Services. You must provide Ustream with true, accurate, current and complete Billing Information and maintain and promptly update your Billing Information to keep it true, accurate, current and complete.
    4. You authorize Ustream to automatically and immediately bill your Payment Source when charges for your use of the paid version of the Services are due, without any further action on your part or other prior notice on the part of Ustream. You assume full responsibility for such charges, even if such charges are declined or not paid by your Payment Source.
    5. If your Payment Source is invalid, if charges billed to your Payment Source are declined or not paid or if you fail to pay charges for a paid version of the Services when due, your account may be downgraded, suspended or cancelled, at Ustream's discretion. If your account is suspended, Ustream may, but is not obligated to, maintain your account and/or related content and information, in order to allow you pay the past-due charges and restore your account. If the charges are not paid, your account may be cancelled.
    6. All fees are non-refundable and non-transferable except as expressly provided in these TOS. Fees and transactions you complete through the Site and Services may include sales tax based on the bill-to address and the applicable sales tax rate in effect at the time and location your transaction is completed. You will be responsible for, and will promptly pay, all taxes and duties of any kind (including but not limited to sales, use and withholding taxes) associated with any fees due by you to Ustream. There is no prorated refund of any fees upon any termination or cancellation. You agree to immediately pay any amounts accrued, but remaining unpaid, as of termination (if any).
  7. Ustream Application License.
    1. License Grant. Subject to your compliance with these TOS, Ustream grants you limited, non-exclusive, non-transferable license, without the right to sublicense, to download and install a copy of the Ustream Application onto a single mobile device that you own and control and run such copy of the Ustream Application solely for your internal personal use. Furthermore, (i) with respect to any iTunes Store Sourced App (defined below) you will only use the iTunes Store Sourced App as permitted by the "Usage Rules" set forth in the Apple App Store terms of service; and (ii) notwithstanding the foregoing, with respect to any Windows Sourced App (defined below) you may download and install a copy of the Window Sourced App on up to five (5) mobile devices associated with your "Windows Live ID". Ustream reserves all rights in the Ustream Application not expressly granted to you in these TOS.
    2. Restrictions. Except as expressly specified in these TOS, you may not (i) copy or modify the Ustream Application, including, but not limited to adding new features or otherwise making adaptations that alter the functioning of the Ustream Application; (ii) transfer, sell, rent, lease, distribute, sublicense or otherwise assign any rights to, or any portion of, the Ustream Application to any third party; or (iii) make the functionality of the Ustream Application available to multiple users through any means, including, but not limited to distribution of the Ustream Application or by uploading the Ustream Application to a network or file-sharing service or through any hosting, application services provider or any other type of service. The Ustream Application contains trade secrets, and in order to protect those trade secrets you agree not to disassemble, decompile or reverse engineer the Ustream Application, in whole or in part, or permit or authorize a third party to do so, except to the extent such activities are expressly permitted by law notwithstanding this prohibition. You will comply with any technical restrictions in the Ustream Application that allow you to use the Ustream Application only in certain ways.
    3. Updates and Upgrades; No Obligation. Ustream is not obligated to maintain or support the Ustream Application, or to provide you with updates, upgrades or services related thereto. You acknowledge that Ustream may from time to time in its sole discretion issue updates or upgrades to the Ustream Application, and may automatically update or upgrade the version of the Ustream Application that you are using on your mobile device. You consent to such automatic updating or upgrading on your mobile device, and agree that the terms and conditions of these TOS will apply to all such updates or upgrades.
    4. Term and Termination. The license to the Ustream Application granted under these TOS remains in effect, unless earlier terminated by you or Ustream in accordance with this provision. You may terminate the license at any time by destroying all copies of the Ustream Application in your possession or control. Without limiting any other terms of these TOS, the license will automatically terminate without notice from Ustream if you breach any terms of these TOS. Upon any termination of these TOS you must cease all use of the Ustream Application and promptly delete and destroy all copies, full or partial, of the Ustream Application.
    5. Proprietary Rights. The copy of the Ustream Application is licensed, not sold, to you. You agree that Ustream and its licensors own all right, title and interest in and to the Ustream Application, including all intellectual property rights therein, and that Ustream retains ownership of all copies of the Ustream Application even after installation on your mobile device. The Ustream Application is protected by United States copyright law and international treaties. You will not delete or in any manner alter the copyright, trademark, and other proprietary rights notices or markings appearing on the Ustream Application as delivered to you.
    6. Third Party Code. The Ustream Application is distributed with certain independent code that is licensed under open source licenses ("Open Source Code") and such Open Source Code is licensed to you in accordance with the applicable open source licenses. To the extent that any of these TOS conflict with any such open source licenses, the conflicting terms and conditions will not apply to the corresponding Open Source Code. You can find information regarding the applicable licenses for the Open Source Code by visiting http://www.ustream.tv/opensource
    7. U.S. Government End Users. The Ustream Application and related documentation are "commercial items" as that term is defined in FAR 2.101, consisting of "commercial computer software" and "commercial computer software documentation," respectively, as such terms are used in FAR 12.212 and DFARS 227.7202. If the Ustream Application and related documentation are being acquired by or on behalf of the U.S. Government, then, as provided in FAR 12.212 and DFARS 227.7202-1 through 227.7202-4, as applicable, the U.S. Government’s rights in the Ustream Application and related documentation will be only those specified in these Terms of Service.
    8. Export Control. You are responsible for complying with: i) laws and regulations applicable to your business and content, and ii) import, export and economic sanction laws and regulations, including those of the United States that prohibit or restrict the export, re-export, or transfer of products, technology, services or data, directly or indirectly, to or for certain countries (current countries prohibited under United States law include Cuba, Iran, North Korea, Sudan, and Syria), end uses or end users. You are responsible for your use of Ustream and non-Ustream products and services.
    9. Ustream Application from iTunes. Without limiting any other terms of these TOS, the following applies to any Ustream Application accessed through or downloaded from the Apple iTunes Store ("iTunes Store Sourced App"):

      You acknowledge and agree that (i) these TOS are concluded between you and Ustream only, and not Apple, and (ii) Ustream, not Apple, is solely responsible for the iTunes Store Sourced App and content thereof. Your use of the iTunes Store Sourced App must comply with the App Store terms of service.

      You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes Store Sourced App.

      In the event of any failure of the iTunes Store Sourced App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iTunes Store Sourced App to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iTunes Store Sourced App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Ustream’s sole responsibility.

      You and Ustream acknowledge that, as between Ustream and Apple, Apple is not responsible for addressing any claims of you or any third party relating to the iTunes Store Sourced App or your possession and use of the iTunes Store Sourced App, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes Store Sourced App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

      You and Ustream acknowledge that, in the event of any third party claim that the iTunes Store Sourced App or your possession and use of that iTunes Store Sourced App infringes that third party’s intellectual property rights, as between Ustream and Apple, Ustream, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these TOS.

      You and Ustream acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these TOS as related to your license of the iTunes Store Sourced App, and that, upon your acceptance of these TOS, Apple will have the right (and will be deemed to have accepted the right) to enforce these TOS as related to your license of the iTunes Store Sourced App against you as a third party beneficiary thereof.

      You must comply with all applicable third party terms of agreement when using the iTunes Store Sourced App, including, without limitation, any terms and conditions governing your use of a social networking service ("SNS").

      If you have any questions, complaints or claims with respect to any iTunes Store Sourced App you may contact Ustream by emailing support@ustream.tv or mailing us at Ustream, Inc. at 410 Townsend Street, Suite 400, San Francisco, CA 94107.

  8. Interactions between Ustream Users.

    You are solely responsible for your interactions (including any disputes) with other Ustream Users. You understand that Ustream does not in any way screen Ustream Users. You are solely responsible for, and will exercise caution, discretion, common sense and judgment in, using the Site and Services and disclosing personal information to other Ustream Users. You agree to take reasonable precautions in all interactions with other Ustream Users, particularly if you decide to meet a Ustream User offline, or in person. Your use of the Site, Services, Content and any other information or other materials made available through the Site or Services is at your sole risk and discretion and Ustream hereby disclaims any and all liability to you or any third party relating thereto. Ustream reserves the right to contact Members, in compliance with applicable law, in order to evaluate compliance with the rules and policies in these TOS. You will cooperate fully with Ustream to investigate any suspected unlawful, fraudulent or improper activity, including, without limitation, granting authorized Ustream representatives access to any password-protected portions of your Ustream account.

    Ustream may in its sole discretion review and/or record broadcast chat exchanges and/or other communications engaged in via the Site or Services, in accordance with applicable law, in order to evaluate compliance with the rules and policies set forth in these TOS or as otherwise technically necessary.

  9. Obligations for Ustream Users.
    1. General Prohibitions. The Site and Services may be used and accessed for lawful purposes only. You agree to abide by all applicable local, state, national and foreign laws, treatises and regulations in connection with your use of the Site and Services. In addition, without limitation, you agree that you will not do any of the following while using or accessing the Site or Services:
      1. Circumvent, disable or otherwise interfere with security related features of the Site or Services or features that prevent or restrict use or copying of any Content;
      2. Modify, obscure or interfere with any portion or functionality of a Ustream Player, including but not limited to links back to the Site or Services.
      3. Upload, stream, email or otherwise transmit (i) any User Submission to which you do not have the lawful right to copy, transmit and display (including any User Submission that would violate any confidentiality or fiduciary obligations that you might have with respect to the User Submission); (ii) any User Submission for which you do not have the consent or permission of each identifiable person in the User Submission to use the name, voice, signature, photograph, or likeness of each such person (to the extent each is implicated by the User Submission) and such consent or permission is necessary; or (iii) any User Submission that infringes the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);
      4. Use any meta tags or other hidden text or metadata utilizing a Ustream name, trademark, URL or product name;
      5. Upload, stream, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, "pyramid schemes" or any other form of solicitation;
      6. Forge any TCP/IP packet header or any part of the header information in any posting or in any way use the Site or Services to send altered, deceptive or false source-identifying information;
      7. Upload, stream, email, or otherwise transmit, via the Site or Services, any User Submissions that are unlawful, obscene, harmful, threatening, harassing, defamatory or hateful or that contain objects or symbols of hate, invade the privacy of any third party, contain nudity (including without limitation any pornography, erotica, child pornography or child erotica), are deceptive, threatening, abusive, inciting of unlawful action, defamatory, libelous, vulgar or violent or constitute hate speech or are otherwise objectionable in the opinion of Ustream;
      8. Upload, stream, email, or otherwise transmit any User Submissions that contain software viruses or any other computer code, files, or programs designed to (i) interrupt, destroy or limit the functionality of any computer software; or (ii) interfere with the access of any user, host or network, including without limitation sending a virus, overloading, flooding, spamming or mail-bombing the Site;
      9. Upload, stream, email or otherwise transmit any User Submissions that include code that is hidden or otherwise surreptitiously contained within the images, audio or video of any User Submissions that is unrelated to the immediate, aesthetic nature of the User Submissions;
      10. Interfere with or disrupt (or attempt to interfere with or disrupt) any web pages available on the Site or Services, servers or networks connected to the Site or Services or the technical delivery systems of Ustream's providers or disobey any requirements, procedures, policies or regulations of networks connected to the Site or Services;
      11. Attempt to probe, scan or test the vulnerability of any Ustream system or network or breach or impair or circumvent any security or authentication measures protecting the Site or Services (including any Content or User Submissions available in a Ustream Player);
      12. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site or Services;
      13. Attempt to access, search or meta-search the Site or Services with any engine, software, tool, agent, device or mechanism other than software and/or search agents provided by Ustream or other generally available third party web browsers (such as Microsoft Internet Explorer, Mozilla Firefox, Safari, or Opera), including without limitation any software that sends queries to the Site or Services to determine how a website or web page ranks.
      14. Collect or store personal data about others without their express permission;
      15. Impersonate or misrepresent your affiliation with any person or entity, through pretexting or some other form of social engineering or otherwise commit fraud;
      16. Use the Site or Services in any manner not permitted by these TOS; or
      17. Encourage or instruct any other individual to do any of the foregoing or to violate any term of these TOS.
    2. Obligations to Third Parties. If you have obligations to any third party, as a non-limiting example, such as under the terms, conditions or policies of a SNS, you and not Ustream are responsible for your compliance with those obligations. By allowing you to use the Site and Services, Ustream does not suggest, warrant or guaranty that your access to any third party service in connection with your use of the Site or Services is permitted by that third party service, nor does Ustream suggest, warrant or guaranty that your use complies with any laws or regulations that may apply to your use of any third party service. Ustream is not liable for your failure to comply with any applicable local, state, national and foreign laws, treaties and regulations or any contracts, rules, policies or procedures applicable to your activities while you use the Site and Services or third party service.
  10. Sweepstakes and Contests.

    Ustream may operate sweepstakes, contests and similar promotions (collectively, "Promotions") through the Site or Services. You should carefully review the rules (e.g., the "Official Rules") of each Promotion in which you participate through the Site or Services, as they may contain additional important information about Ustream's rights to and ownership of the submissions you make as part of the Promotions and as a result of your participation in such Promotion. To the extent that the terms and conditions of such Official Rules conflict with these TOS, the terms and conditions of such Official Rules will control.

  11. Disclaimer of Warranties.

    Your use of the Site, Services, Content and User Submissions is at your sole discretion and risk. The Site, Services, Content and User Submissions, and all materials, information, products and services included therein, are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind. USTREAM EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, SERVICES, CONTENT AND USER SUBMISSIONS, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. Ustream disclaims any warranties: (i) regarding the security, accuracy, reliability, timeliness and performance of the Site or Services; or (ii) that the Site, Services, Content and User Submissions will be error-free or that any errors will be corrected. No advice or information, whether oral or written, obtained by you from Ustream, will create any warranty not expressly stated in these TOS. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.

  12. Limitation of Liability.

    IN NO EVENT WILL USTREAM, ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE, SERVICES, CONTENT AND USER SUBMISSIONS WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT USTREAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT WILL USTREAM'S CUMULATIVE LIABILITY TO YOU EXCEED $100.

  13. Indemnification.

    You agree to defend, indemnify, and hold Ustream, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney's fees and costs, arising out of or in any way connected with (i) your access to or use of the Site, Services, Content and User Submissions; (ii) your violation of these TOS; (iii) your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any claim that one of your User Submissions caused damage to a third party, including without limitation claims that your User Submissions are infringing.

  14. Third Party Links.

    The Site and Services may provide links to third party websites or resources from the Site or Services. You acknowledge and agree that Ustream is not responsible or liable for the availability or accuracy of, and Ustream does not endorse, such websites or resources or the content, products, or services on or available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources

  15. Feedback and Independent Development.

    Your feedback is welcome and encouraged. You may submit feedback by emailing us at feedback@ustream.tv or via other portions of the Site. You agree, however, that: if you elect to provide suggestions, ideas, proposals, concepts or other feedback to us (whether written, verbal or in any other format or manner) in connection with these TOS or use of our Site or Services ("Feedback"), you acknowledge and agree that we have no obligation (whether of confidentiality, compensation or otherwise) with respect to such Feedback and we will be free to use and exploit the same in any manner without restriction of any kind. You acknowledge and agree that all Feedback will be the sole and exclusive property of Ustream. You hereby irrevocably transfer and assign to Ustream and agree to irrevocably transfer and assign to Ustream all of your right, title, and interest in and to all Feedback, including all Intellectual Property Rights therein. At Ustream’s request and expense, you will execute documents and take such further acts as Ustream may reasonably request to assist Ustream to acquire, perfect and maintain its intellectual property rights and other legal protections for the Feedback. Further, you acknowledge and agree that Ustream is engaged in creating and developing its own programs, plans and projects so it is possible that we are already independently developing products services, plans and projects that are quite similar and/or competitive with your Feedback (including the concepts contemplated by or embodied therein). Nothing in these TOS will be construed as a representation or agreement that we will not develop or have developed, distribute, market or promote applications, services, products, concepts, systems or techniques that are similar to and/or compete with the applications, services, products, concepts, systems or techniques contemplated by or embodied in any Feedback or compensate you or provide you with any input or response with regard to your Feedback.

  16. General.
    1. Assignment. You will not assign these TOS, in whole or in part, without the prior written consent of Ustream. Ustream may assign these TOS or any rights hereunder without your consent.
    2. Relationship of the Parties. Ustream is an independent contractor, not your agent, joint venturer, partner, or fiduciary, and does not undertake to perform any of your regulatory obligations, or assume any responsibility for you or your business or operations. Each party is responsible for determining the assignment of its personnel and contractors, and for their direction, control, and compensation.
    3. Business Contact Information; Subcontractors. Ustream and its affiliates, and their subcontractors, may process and store business contact information of your personnel in connection with the performance of these TOS wherever they do business. Ustream may use personnel and resources in locations worldwide and third party suppliers to support the delivery of products and services.
    4. Force Majeure. Ustream is not responsible for failure to fulfill its obligations under these TOS due to causes beyond its control, including, but not limited to, extraordinary Internet congestion or extraordinary connectivity issues experienced by major telecommunications providers and unrelated to Ustream infrastructure or connectivity to the Internet, or failure at Ustream co-location facility.
    5. Governing Law. Both parties agree to the application of the laws of the state of New York to these TOS, without regard to conflict of law principles. The rights and obligations of each party are valid only in the country where the transaction is performed or, if we agree, the country where the product is placed in productive use, except all licenses are valid as specifically granted. If any provision of these TOS is invalid or unenforceable, the remaining provisions remain in full force and effect. Nothing in these TOS affects statutory rights of consumers that cannot be waived or limited by contract. The United Nations Convention on Contracts for the International Sale of Goods does not apply to transactions under these TOS.
    6. Entire Agreement. These Terms of Service are the entire and exclusive agreement between Ustream and you regarding the Site, Content, and Services and supersede and replace any prior agreements between Ustream and you regarding the Site and Services.
    7. Notice. All notices under these TOS must be in writing and sent to the address on record, unless a party designates in writing a different address. The parties consent to the use of electronic means and facsimile transmissions for communications as a signed writing.
    8. Questions. If you have questions about these Terms of Service or would like to request a copy of these Terms of Service or any other records relating to these Terms of Service of your use of the Site and Services, please contact Ustream at support@ustream.tv or by sending a written request to Ustream, Inc. at 410 Townsend Street, Suite 400, San Francisco, CA 94107.