Stream: Terms of Service Agreement

Last Updated: 5/14/2014

Welcome to Stream SDK, which is operated by MAZ Digital Inc. ("Company", "we", "us" or "our"). Please read these Terms of Service ("Agreement") carefully, as it constitutes legally binding terms and conditions and applies to your use of (a) the websites located at streamapp.co and all corresponding web pages associated with the foregoing URL ("Site") and (b) any content, information, features, functionality and services offered by us through the Site (collectively, and together with the Site, the "Services"). This Agreement applies whether you are accessing the Services via a wireless or mobile device, a personal computer or any other technology or device (each, a "Device"). This Agreement does not cover other services, websites or any corresponding content, features, and activities made available by any other company or third party, unless specifically stated.

This Agreement applies to all users of the Services, whether or not you have registered for same, and by using the Services you agree to comply with this Agreement and any additional terms and conditions that we provide to you in connection with your use of, or access to, same ("Additional Terms"). Our Privacy Policy and the Additional Terms are hereby incorporated into this Agreement by reference as though fully set forth herein. To the extent that there is a conflict between this Agreement and the Additional Terms, the Additional Terms shall govern.

1. Services. Subject to the terms of this Agreement, the Services shall enable registered users of the Site to license the Stream SDK for use in mobile applications (i.e., apps) or websites, incorporating User Materials (as defined herein).

2. Term. Unless earlier terminated as provided herein, the "Term" of this Agreement shall commence upon your registration with the Company. Agreement shall continue until terminated by either party by providing at least thirty (30) days' prior written notice to the other party. If you decide to terminate this Agreement, you shall provide notice to Company in accordance with Section 6 of this Agreement.

3. Modifications. We may modify this Agreement from time to time and at any time in our sole discretion. We will post or display notices of material changes on the Services and/or notify you via other electronic means. The form of such notice is at our discretion. Once we post or make them available on the Services, these changes become effective immediately and if you use the Services after they become effective it will signify your agreement to be bound by the changes. We recommend that you check back frequently and review this Agreement regularly so you are aware of the most current rights and obligations that apply to you.

4. Authority; Authorization. If you are using the Services, in whole or in part, on behalf of any business, publisher, organization or other third party (each, an "Obligor"), then you hereby represent and warrant that (a) you have the full right, power and authority to enter into this Agreement on behalf of the Obligor and to create a legal, valid and binding obligation on Obligor enforceable against Obligor in accordance the terms hereof; (b) all corporate, organizational and other proceedings required to be taken by Obligor to authorize your agreement to, and performance under, this Agreement have been taken and all necessary licenses, authorizations, permits, consents and approvals required have been obtained; and (c) your use of the Services on behalf of the Obligor does not and shall not violate any applicable law, rule or regulation or require any additional consent or other action by any other person or entity. IN THE EVENT YOU ARE USING THE SERVICES, IN WHOLE OR IN PART, ON BEHALF OF AN OBLIGOR, THE TERMS "YOU" AND "YOUR" AS USED IN THIS AGREEMENT SHALL MEAN, COLLECTIVELY, YOU AND THE OBLIGOR, AND THIS AGREEMENT SHALL BE, JOINTLY AND SEVERALLY, BINDING UPON AND ENFORCEABLE AGAINST YOU AND THE OBLIGOR FOR ALL PURPOSES HEREUNDER.

5. User Registration. In order to access and use the Services, we require that you register on the Site and have a unique username and password combination ("User Credentials") and provide certain additional information, which may include, without limitation, your email address, legal name, date of birth, country of residence, zip code, your physical address, telephone number(s), applicable payment data and related information (collectively, a "User Account"). You represent and warrant that all registration and account information you submit is truthful and accurate and you shall maintain and promptly update the accuracy of such information. Further, if you elect to become a registered user of the Services, you are responsible for maintaining the confidentiality of your User Credentials, and you shall be responsible and liable for any access to or use of the Services by you or any person or entity using your User Credentials, whether or not such access or use has been authorized by you or on your behalf, and whether or not such person or entity is your employee or agent. You agree to immediately notify Company of any unauthorized use of your User Credentials or User Account, or any other breach of security. It is your sole responsibility to (a) control the dissemination and use of your User Credentials and User Account, (b) update, maintain and control access to your User Credentials and User Account, and (c) cancel your User Account on the Services. We reserve the right to deny access, use and registration privileges to any user of the Services for any reason, including, without limitation, if we believe there is a question about the identity of the person trying to access any account or element of the Services. Company shall not be responsible or liable for any loss or damage arising from your failure to comply with this Article 5.

6. User Account Termination.

6.1 Cancellation procedure. If you desire to terminate this Agreement, you must comply with Section 2 of this Agreement. All cancellation requests must be submitted to Company in writing to dev@streamapp.co. Cancellation requests provided by phone, physical mail or other means, or sent to any other Company email address or electronic contact, will not be honored.

6.2 Upon Cancellation. Upon Company's receipt of your cancellation request in accordance with the terms hereof, Company shall terminate and deactivate your account within a reasonable time thereafter (i.e., within a period of about 30 days), which shall include the permanent removal of all of your materials, content and information, including, without limitation, User Materials, from the Services and any Platforms (as defined herein) (collectively, "User Content"), subject to Operator requirements, terms and conditions, third party response and performance times, legal requirements and the advice of legal counsel. Upon any cancellation or termination of your User Account, whether by Company or you, no refunds, reimbursements or credits of any kind shall provided as described in Section 8.4 herein.

7. Content, Branding, and Data.

7.1 Company Data. Except for your Personal Information which shall be subject to the terms and conditions of the Privacy Policy, you acknowledge and agree that, as between Company and you, any and all data and information collected by, made available to, or accessible by Company as a result of or in connection with Company's provision, and your use of, the Services, shall be the sole and exclusive property of Company, notwithstanding the fact that it may be collected by or otherwise in the possession of any Operator or any other party and nothing shall be construed in this Agreement to restrict, impair, share, transfer, assign, license, convey or otherwise alter or deprive Company of any of its rights or proprietary interests therein or to grant any rights, license or other interest therein ("Company Data"). The term "Company Data" shall also include any and all data and information related to the use of the Services by end users, including, without limitation, end user names, email addresses, usage statistics, registration data, device information (e.g., model, screen size, operating system, etc.), account and personal information, geographic location data, preferences and behaviors, and all other related information together with all communications and transactions associated with end users of the Services.

7.2 Company Branding. Company reserves the right, in its sole discretion, to include within each instance of the Services certain branding and promotion materials related to Company and the Services, all as determined by Company in its sole discretion.

7.3 Aggregate Application. Company reserves the right, in its sole discretion, to include any Content (as defined herein) and/or any other content made available by you via the Services in separate, Company-owned, controlled and programmed applications (collectively, "Aggregate Application") for purposes of distributing and making same available to end users through one or more Platforms. The first such Aggregate Application is called Stream Web.

7.4 DATA COLLECTION DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR THE CONSEQUENCES OF EACH END USERS' DOWNLOAD, PURCHASE, USE AND INTERACTION WITH THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY COLLECTION, USE AND/OR DISCLOSURE OF ANY END USER'S PERSONALLY IDENTIFIABLE OR OTHER INFORMATION, WHETHER COLLECTED ON, THROUGH OR CONNECTION WITH (A) ANY URLS, WEBSITES OR HYPERLINKS REFERENCED OR INCLUDED ANYWHERE IN CONNECTION WITH THE SERVICES, (B) ANY FORM OF LINK OR RE-DIRECTION OF ANY CONNECTION TO, FROM, WITH OR THROUGH THE SERVICES, OR (C) ANY CONTENT, APPLICATIONS, SERVICES, MATERIALS OR USER MATERIALS MADE AVAILABLE ON, THROUGH OR IN CONNECTION WITH THE SERVICES. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE IN ANY WAY FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE SUBMISSION, UPLOAD, DOWNLOAD, DISPLAY, TRANSMISSION, DISCLOSURE, COLLECTION OR OTHER AVAILABILITY OF ANY END USER'S PERSONALLY IDENTIFIABLE OR OTHER INFORMATION ON, THROUGH OR IN CONNECTION WITH THE SERVICES. YOU FURTHER REPRESENT, WARRANT AND AGREE THAT YOU PUBLICLY POST AND MAKE CONSPICUOUSLY AND READILY AVAILABLE, AT ALL TIMES, A PRIVACY POLICY APPLICABLE TO END USERS' DOWNLOAD, PURCHASE, USE AND INTERACTION WITH THE SERVICES AND THE COLLECTION, USE AND/OR DISCLOSURE OF END USER'S PERSONALLY IDENTIFIABLE OR OTHER INFORMATION IN CONNECTION THEREWITH, AND SUCH PRIVACY POLICY AND YOUR CONDUCT THEREUNDER COMPLIES WITH ALL APPLICABLE LAWS, RULES AND REGULATIONS.

8. User Materials.

8.1 General. The Services will provide you with the opportunity to submit, upload, transmit, display or otherwise make available text, photos, graphics, images, audio/visual content, trademarks, logos, materials, and information via the Services for use in connection with the use, distribution, promotion of the Services, and any other features and functionality available on or in connection with the Site (collectively, "User Materials"). When you submit User Materials you may also be asked to provide information about your submission, which may include, without limitation, such things as your User Credentials, descriptive information about the User Materials, and/or similar information. By submitting User Materials, you acknowledge and agree that the term "User Material" also includes, without limitation, and refers to all of the information you submit or we may receive that is related to your User Material.

8.2 DISCLAIMERS. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR THE CONSEQUENCES OF ALL USER MATERIALS THAT YOU SUBMIT, UPLOAD, DISPLAY, TRANSMIT OR OTHERWISE MAKE AVAILABLE. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE IN ANY WAY FOR USER MATERIALS, INCLUDING, WITHOUT LIMITATION, ERRORS OR OMISSIONS IN ANY USER MATERIALS (OR THE USE THEREOF), OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF ANY USER MATERIALS SUBMITTED, UPLOADED, DISPLAYED, TRANSMITTED OR OTHERWISE MADE AVAILABLE, INCLUDING, WITHOUT LIMITATION, THE ACCURACY, INTEGRITY, QUALITY OR CONTENT OF SAME. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL USER MATERIALS MADE BY MEANS OF OR IN CONNECTION WITH ANY PORTION OF THE SERVICES SHALL BE MADE PUBLICLY AVAILABLE VIA THE SITE, THE SERVICES OR OTHER PLATFORM OR STOREFRONT AND THAT YOU HAVE NO EXPECTATION OF PRIVACY IN ANY USER MATERIAL. FURTHER, USER MATERIALS DO NOT REFLECT THE VIEWS OF COMPANY OR ITS AFFILIATES, AND YOU UNDERSTAND THAT BY USING THE SERVICES, YOU MAY BE EXPOSED TO OTHER PEOPLE'S USER MATERIALS THAT COULD BE OFFENSIVE, INDECENT OR OBJECTIONABLE AND, AS SUCH, COMPANY DOES NOT GUARANTEE THE ACCURACY, INTEGRITY, QUALITY OR CONTENT OF ANY USER MATERIALS.

8.3 Retention of Rights; Representations and Warranties. COMPANY DOES NOT ACQUIRE ANY TITLE OR OWNERSHIP RIGHTS IN THE USER MATERIALS THAT YOU SUBMIT AND/OR MAKE AVAILABLE VIA SERVICES. After you submit, upload, transmit, display or otherwise make available any User Material, you continue to retain any such rights that you may have in such User Material, subject to the rights, licenses and privileges granted herein. You also represent, warrant and covenant that (a) you own the your User Materials or otherwise have the right to grant the rights, licenses and privileges described in this Agreement and to perform and comply with all of the requirements set forth herein; (b) your submission, uploading, transmission, display and/or making available of User Materials does not violate this Agreement, any rights of any other party or entity, any of your obligations, any law, rule or regulation or violate any intellectual property, proprietary, privacy, moral, publicity or other rights of any party or entity; (c) you have the legal right and capability to enter into this Agreement and perform and comply with all of its terms; and (d) you hold and shall continue to hold all the ownership, license, proprietary and other rights necessary to enter into, authorize, grant rights and perform your obligations under this Agreement and shall pay for all royalties, fees, and any other monies owing to any person or entity by reason of your User Materials.

8.4 License Grant In connection with all User Materials you submit, upload, transmit, display or otherwise make available on, through or in connection with the Services (including any trademarks, service marks, trade names and/or logos related thereto), you grant to Company a worldwide, non-exclusive, perpetual, sublicensable, fully paid-up and royalty-free right and license to host, cache, store, maintain, use, reproduce, distribute, display, exhibit, perform, publish, broadcast, transmit, modify, prepare derivative works of, adapt, reformat, translate, promote and otherwise exploit all or any portion of your User Material for purposes of and in connection with the Services.

8.5 Unauthorized User Material. You may not submit, upload, transmit, display or otherwise make available, in any manner, any User Material that we deem to be Unauthorized User Material (as defined herein). We have the right, but not the obligation, to review any User Material and to delete, remove, move, edit or reject, without notice to you, for any reason or for no reason whatsoever, any User Materials, including, without limitation, any Unauthorized User Materials; provided, however, that Company shall have no obligation or liability to you or any third party for failure to do so or for doing so in any particular manner. As used herein, the term "Unauthorized User Material" means any User Material that (a) is or may be construed as violating this Agreement, (b) is deemed to be unacceptable to Company, as determined in Company's sole discretion, or (c) violates the terms of Article 12.

9. Unauthorized User Conduct. The use of the Services for unlawful or harmful activities is not allowed and you are solely responsible for your conduct in connection with the Services. You represent, warrant and agree that, while using the Services, you shall not:

 

Company assumes no responsibility for monitoring the Services for inappropriate content or conduct. If at any time Company chooses in its sole discretion to monitor the Services, Company nonetheless assumes no responsibility for User Materials, assumes no obligation to modify or remove any User Materials, and no responsibility for the conduct of any user. Company reserves the right to investigate and take appropriate legal action against anyone who, in Company's sole discretion, violates, or is suspected of violating, this Article 12, including, without limitation, reporting you to law enforcement authorities. Further, you acknowledge, consent and agree that Company may access, preserve and disclose your account and registration information and any other content or information if required to do so by law or if based on a good faith belief that such access, preservation or disclosure is reasonably necessary to (a) comply with the legal process; (b) enforce this Agreement; (c) respond to claims that any content or information violates the rights of any third party; (d) respond to your requests for customer or technical service; or (e) protect the rights, property or personal safety of Company, users or any third parties.

10. Company Proprietary Rights.

10.1 General; Retention of Rights. As between you and Company, Company owns, solely and exclusively, all right, title and interest in and to the Services and all content, information and materials contained and/or made available through or in connection with the Services (excluding User Materials) ("Company Content"), and all such Company Content is protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, rules, regulations and treaties. The term "Company Content" includes, without limitation, all audio/visual content, artwork, photographs, illustrations, graphics, logos, copy, text, computer code, application and other software, music (including the musical compositions therein), data, user interfaces, visual interfaces, information, materials, and all copyrightable or otherwise legally protectable elements of the Services, including, without limitation, the design, selection, sequence, look and feel, and arrangement of the Services, and any copyrights, trademarks, service marks, trade names, trade dress, patent rights, database rights and/or other intellectual property and/or proprietary rights therein (including with respect to any content contained and/or made available in any advertisements or information presented to you via the Services). Unless the context clearly requires otherwise or we explicitly set forth in writing, the term "Services" includes "Company Content" as well.

10.2 Limited Use; Restrictions. The Services are to be used solely for your non-exclusive, non-assignable, non-transferable and limited use and for no other purposes. You must not alter, delete or conceal any copyright, trademark, service mark or other notices contained on the Services, including, without limitation, notices on any Company Content you transmit, download, display, print, stream or reproduce from the Services. Except as expressly authorized by Company and set forth in Additional Terms, you shall not, nor shall you allow any third party (whether or not for your benefit or otherwise) to, reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third party website or platform), or otherwise use, any Company Content without the express, prior written consent of Company or its owner if Company is not the owner. Moreover, the framing or scraping of or in-line linking to the Services or any Company Content contained thereon and/or the use of webcrawler, spidering or other automated means to access, copy, index, process and/or store any Company Content made available on or through the Services other than as expressly authorized by us is prohibited. You further agree to abide by exclusionary protocols (e.g., Robot.txt, Automated Content Access Protocol (ACAP), etc.) used in connection with the Services. Any unauthorized or prohibited use of any Company Content may subject you to civil liability, criminal prosecution, or both, under applicable federal, state, local laws, or applicable foreign laws, rules, regulations and treaties. We require users to respect our copyrights, trademarks, and other intellectual property rights and shall enforce same. We likewise respect the intellectual property of others. If you believe that the Services contain elements that infringe your copyrights in your work, please follow the procedures set forth in Article 14 below.

11. Digital Millennium Copyright Act. If you are a copyright owner or an agent thereof and believe that any content on the Services infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Designated Agent (as set forth below) with the following information in writing (see 17 U.S.C. 512(c)(3) for further details):

 

Written notification of claimed infringement must be submitted to the following Designated Agent:

Name and Address of Designated Agent:

MAZ Digital Inc.
c/o Copyright Agent
PO Box 134
Pleasantville, NY 10570

Email Address of Designated Agent: dev@streamapp.co

12. Customer Support. For assistance with technical issues or customer support inquiries in connection with the Services, please refer to our Support page or contact dev@streamapp.co.

13. Third Party Services and Content. The appearance, availability, or your use of (a) URLs or hyperlinks referenced or included anywhere in connection with the Services or any other form of link or re-direction of your connection to, with or through the Services, or (b) any third party websites, content, data, information, applications, goods, services or materials, including Platforms (collectively, "Third Party Services") does not constitute an endorsement by, nor does it incur any obligation, responsibility or liability on the part of Company, its affiliates, or any of their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, advertisers, suppliers, operators or service providers. We do not verify, endorse, or have any responsibility for Third Party Services and any third party business practices (including, without limitation, their privacy policies), whether the Services' or Company's logo and/or sponsorship identification is on the Third Party Services as part of a co-branding or promotional arrangement or otherwise. If any Third Party Services you interact with obtains or collects personal information from you, in no event shall we assume or have any responsibility or liability. Accordingly, we encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each Third Party Service you use.

14. Personal Information. We respect your privacy and the use and protection of your personally identifiable information. In the course of your use of the Services, you may be asked to provide certain personalized information about you to us (such information referred to hereinafter as "Personal Information"). Our information collection and use policies with respect to the privacy of such Personal Information are set forth in the Privacy Policy. We encourage you to read the Privacy Policy, and to use it to help make informed decisions. You acknowledge and agree that you are solely responsible for the accuracy and content of Personal Information.

15. Advertisements. In the future, we may offer the ability to serve advertisements as part of the Services. You will be notified in advance and be given the ability to opt out of such advertisements.

16. Indemnity. You agree to indemnify, defend and hold Company, its affiliates, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, Advertisers, Operators, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys' fees), arising in any way out of or in connection with (a) your use of the Services, (b) your breach of violation this Agreement or (c) your User Materials. Company reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request including without limitation Section 10.3 hereof.

19. DISCLAIMER AND LIMITATIONS OF LIABILITY. THE SERVICES, AND ALL COMPANY CONTENT, PRODUCTS, SERVICES AND USER MATERIALS MADE AVAILABLE ON, THROUGH OR IN CONNECTION THEREWITH, INCLUDING IN CONNECTION WITH ANY PLATFORM, OPERATOR OR THIRD PARTY PROCESSORS, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, OR ANY GUARANTY OR ASSURANCE THAT THE SERVICES WILL BE AVAILABLE FOR USE, OR THAT ANY PRODUCTS, FEATURES, FUNCTIONS, SERVICES OR OPERATIONS WILL BE AVAILABLE OR PERFORM AS DESCRIBED. ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS RELATING TO THE SERVICES AND THE SITE, AND ALL COMPANY CONTENT, PRODUCTS, SERVICES AND USER MATERIALS ARE HEREBY DISCLAIMED. FURTHER, COMPANY ACCEPTS NO RESPONSIBILITY OR LIABILITY FOR ANY END USER CONDUCT IN CONNECTION WITH THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY USER CONTENT AND/OR ANY OTHER END USER OR THIRD PARTY CONDUCT. Without limiting the foregoing, we are not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the Services. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of any and all features and functions of the Services, including, without limitation, User Materials and Company Content associated with your use of the Services.

YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, Company, ITS AFFILIATES, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, LICENSORS, OPERATORS, SERVICE PROVIDERS, ADVERTISERS AND SUPPLIERS, SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, OF ANY KIND, DIRECT OR INDIRECT, IN CONNECTION WITH OR ARISING FROM USE OF THE SERVICES OR FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES.

You further understand and acknowledge the capacity of the Services, in the aggregate and for each user, is limited. Consequently, some messages and transmissions, including, without limitation, User Content, may not be processed in a timely fashion or at all, and some features or functions, including, without limitation, Updates, may be restricted or delayed or become completely inoperable. As a result, you acknowledge and agree that Company assumes no liability, responsibility or obligation to transmit, process, store, receive or deliver transactions or User Content or for any failure or delay associated with any User Content and you are hereby expressly advised not to rely upon the timeliness or performance of the Services for any transactions or User Content. Some jurisdictions do not allow for the exclusion of certain warranties or certain limitations on damages and remedies, accordingly some of the exclusions and limitations described in this Agreement may not apply to you.

20. Force Majeure. Company shall not be deemed to be in default of or to have breached any provision of this Agreement as a result of any delay, failure in performance or interruption in connection with any product or service offered by Company or any third party resulting directly or indirectly from any cause beyond the reasonable control of Company, including, without limitation, an act of war or terrorism, failure of electricity supply, systems or connections, service interruptions, natural disaster, third party service provider failure or delay in performance, civil commotion, governmental action, labor dispute, act of God or other causes beyond the reasonable control of Company.

21. Assignment. This Agreement, and any rights, licenses and privileges granted herein, may not be transferred or assigned by you, but may be assigned or transferred by Company without restriction, notice or other obligation to you or any third party.

22. Governing Law; Miscellaneous.

22.1 This Agreement contain the entire understanding and agreement between you and Company concerning the Services and supersedes any and all prior or inconsistent understandings relating to the Services and your use thereof. This Agreement cannot be changed orally. If any provision of this Agreement is held to be illegal, invalid or unenforceable, this shall not affect any other provisions and this Agreement shall be deemed amended to the extent necessary to make it legal, valid and enforceable. Any provision which must survive in order to allow us to enforce its meaning shall survive the termination of this Agreement; however, no action arising out of this Agreement or your use of the Services, regardless of form or the basis of the claim, may be brought by you more than one year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose). The failure of Company to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision.

22.2 This Agreement and your use of the Services is governed by, construed and enforced in accordance with the internal substantive laws of the State of New York (notwithstanding the state's conflict of laws provisions) applicable to contracts made, executed and wholly performed in New York, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the State and Federal Courts situated in the State and County of New York and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniens or otherwise. IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT, YOUR USE OF THE SERVICES OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT YOU MAY NOW HAVE OR HEREAFTER POSSESS TO A TRIAL BY JURY.

22.3 Company is based in the United States and the Services are controlled and hosted by Company from its offices in the United States. Company makes no representation or warranty that the Services or Company Content contained on or made available in connection therewith is legal, appropriate or available for use in other locations. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with any and all local laws, rules and regulations, if and to the extent local laws, rules and regulations are applicable. No software made available in connection with the Services may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions.

This Agreement was last modified on the date indicated above and is effective immediately.

Copyright © 2014 MAZ Digital Inc.