Always On Media Group and/or its affiliates ("Always On", "we" or "us") operatea website ("bBig Live") located at bbiglive.com from which you may purchaseproducts and services ("Always On Products"). These Terms of Use apply to thecontent and functionality of bBig Live, and to the Always On Products. TheseTerms of Use do not apply to products or services that we make availablepursuant to different terms, such as livecasting or advertising.
1. Information that you provide to us
You may give us information about yourself when you visit bBig Live. Our PrivacyPolicy explains our practices with respect to that information. We may need tosend you email and text messages in order to, for example, verify your identityor provide you with important information. You authorize us to send thosemessages when you visit bBig Live and provide your contact details. Standardtext or data charges may apply to text messages. Where offered, you may disabletext message notifications by responding to any such message with "STOP", or byfollowing instructions provided in the message. However, by disabling textmessaging, you may be disabling important security controls and may increase therisk of loss to your business.
2. bBig Live IP
As between you and Always On Media Group, Always On Media Group and itslicensors exclusively own all rights, title, and interest in the patents,copyrights (including rights in derivative works), moral rights, rights ofpublicity, trademarks or service marks, logos and designs, trade secrets, andother intellectual property embodied by, or contained in bBig Live(collectively, "bBig Live IP"). bBig Live IP is protected by copyright, tradesecret, patent, and other intellectual property laws, and all rights in bBigLive IP not expressly granted to you in these Terms of Use are reserved. You maychoose to or we may invite you to submit comments or ideas about improvements tobBig Live or our products or services ("Ideas"). If you submit an Idea to us, wewill presume that your submission was voluntary, unsolicited by us, anddelivered to us without any restrictions on our use of the Idea. You also agreethat Always On Media Group has no fiduciary or any other obligation to you inconnection with any Idea you submit to us, and that we are free to use yourIdeas without any attribution or compensation to you.
3. Access to bBig Live
Always On Media Group grants you a limited, revocable, non-exclusive,non-transferable license to access bBig Live. This license does not include aright to use any of the content and information, including the recordings ofevents and logos. Your permissions and/or licenses are automatically terminatedby any unauthorized use.
4. Products, Content and Specifications
Details of the products and services available for purchase in bBig Live("Always On Products") are set out in the website. All features, content,specifications, products and prices of products and services described ordepicted in this bBig Live are subject to change at any time without notice. Theinclusion of any products or services in bBig Live at a particular time does notimply or warrant that these products or services will be available at any time.By placing an order, you represent that the products ordered will be used onlyin a lawful manner.
5. Subscriptions
a. Subscription terms. We may offer you the ability to purchase subscriptionsvia bBig Live. Terms specific to a subscription will be disclosed to you at orprior to the time at which you purchase the subscription, and by purchasing thesubscription you are agreeing to those terms.
b. Free trials and promotional periods. If a subscription commences with a freetrial or a promotional period, you will have the right to cancel thesubscription prior to the end of the trial or period. If we do not provide youwith an online cancellation mechanism, then you may exercise this cancellationright by contacting us at info@bbiglive.com.We will email you prior to the end of the free trial orpromotional period to remind you that the trial or period is coming to an end,and to give you an opportunity to cancel before the commencement of the paidperiod. If you do not cancel, we will bill you at the end of the free trial orpromotional period, and your subsequent cancellation rights will be inaccordance with the terms specific to the subscription.
c. Cancellation. Your cancellation rights, and the mechanism via which you maynotify us of your decision to cancel, will be disclosed to you at or prior tothe time at which you purchase a subscription.
6. Your account
We may require that you create an account to access bBig Live, including to makepurchases. If we do so, you must provide accurate information about yourselfwhen you create an account and ensure that you update us if that informationchanges. You must ensure that your login details remain confidential. You areresponsible for any activity, including any purchases made, under your account.We reserve the right to terminate your account at any time and for any reason.
7. Shipping and returns
This Section 7 applies to Always On Products that are physical goods. Forclarity, this Section 7 applies despite any contrary terms in any invoice orpurchase order. Orders are shipped using carriers selected by Always On MediaGroup. The shipping fees you will be charged, if any, will be provided to youbefore you confirm your order. If we provide you with an estimated shippingdate, the estimated delivery date is not guaranteed, and inventory shortages orevents beyond our control could impact the delivery date. Always On Media Groupis not liable for delivery later than the estimated delivery date, or for anyloss, damage, or penalty you may incur from a delay in shipment or delivery.Unless otherwise noted in the product description, each bBig Live Product willbe delivered FCA delivery location (as such location is designated on theapplicable order) (Incoterms 2010). Unless otherwise noted in the productdescription, bBig Live Products may be returned in their original packaging andcondition (including all accessories and components provided) within 30 days ofpurchase. However, unless we tell you otherwise, you will only be entitled to arefund if we provide you with an item that does not match the productdescription of the item that you purchased. If that occurs, your exclusiveremedy is to return the item in unused condition, in exchange for a refund. Tobegin the return process, please contact us. Return shipping instructions willbe provided. Always On Media Group will cover the cost of return shipping andwill refund your purchase price in full.
8. Sanctions and export policy
You may not use bBig Live or purchase any bBig Live Product in or for thebenefit of a country, organization, entity, or person embargoed or blocked byany government, including those on sanctions lists identified by the UnitedStates Office of Foreign Asset Control (OFAC). We do not claim, and we cannotguarantee that bBig Live or any bBig Live Product is or will be appropriate oravailable for any location or jurisdiction, comply with the laws of any locationor jurisdiction, or comply with laws governing export, import, or foreign use.
9. No warranties
We provide bBig Live, bBig Live IP and bBig Live Products "as is" and "asavailable", without any express, implied, or statutory warranties of title,merchantability, fitness for a particular purpose, noninfringement, or any othertype of condition, warranty or guarantee. No data, documentation or any otherinformation provided by Always On Media Group or obtained by you from or throughbBig Live - whether from Always On Media Group or another entity, and whetheroral or written - creates or implies any warranty from Always On Media Group toyou. Always On Media Group disclaims any knowledge of, and does not guarantee:(a) the accuracy, reliability, or correctness of any data provided through bBigLive; (b) that the Always On Products will meet your specific needs orrequirements; (c) that bBig Live will be available at any particular time orlocation, or will function in an uninterrupted manner or be secure; (d) thatAlways On Media Group will correct any defects or errors in bBig Live; or (e)that bBig Live is free of viruses or other harmful code. Use of data, productsor services that you access, purchase or download through bBig Live is done atyour own risk - you are solely responsible for any damage to your property, lossof data, or any other loss that results from such access, purchase or download.Nothing in these Terms of Use operates to exclude, restrict or modify theapplication of any implied condition, warranty or guarantee, or the exercise ofany right or remedy, or the imposition of any liability under law to the extentthat doing so would: (a) contravene that law; or (b) cause any term of thisagreement to be void.
10. Limitation of liability
Under no circumstances will Always On Media Group be responsible or liable toyou for any indirect, punitive, incidental, special, consequential, or exemplarydamages resulting from your use or inability to use bBig Live or for theunavailability of bBig Live, or for lost profits, personal injury, or propertydamage, or for any other damages arising out of, in connection with, or relatingto these Terms of Use or your use of bBig Live, even if such damages areforeseeable, and whether or not you or the Always On Media Group has beenadvised of the possibility of such damages. Always On Media Group is not liable,and denies responsibility for, any damages, harm, or losses to you arising fromor relating to hacking, tampering, or other unauthorized access or use of bBigLive or your failure to use or implement anti-fraud measures, security controls,or any other data security measure. Always On Media Group further deniesresponsibility for all liability and damages to you or others caused by (a) youraccess or use of the bBig Live inconsistent with our instructions; (b) anyunauthorized access of servers, infrastructure, or data used in connection withbBig Live; (c) any bugs, viruses, or other harmful code that may be transmittedto or through bBig Live; (d) any errors, inaccuracies, omissions, or losses inor to any data provided to us; (e) third-party content provided by you; or (f)the defamatory, offensive, or illegal conduct of others. You agree to limit anyadditional liability not disclaimed or denied by Always On Media Group inrelation to the bBig Live, bBig Live IP, and Always On Products, to your directand documented damages; and you further agree that under no circumstances willany such liability exceed in the aggregate the greater of the amounts paid byyou to Always On Media Group during the three-month period immediately precedingthe event that gave rise to your claim for damages, and USD $20. Theselimitations on our liability to you will apply regardless of the legal theory onwhich your claim is based, including contract, tort (including negligence),strict liability, or any other theory or basis.
11. Disputes
a. Binding Arbitration: In the event that there is a dispute, claim orcontroversy arising out of or relating to statutory or common law claims, thebreach, termination, enforcement, interpretation or validity of any provision ofthese Terms of Use, and the determination of the scope or applicability of youragreement to arbitrate any dispute, claim or controversy originating from theseTerms of Use, but specifically excluding any dispute principally related toeither party's intellectual property (which such dispute will be resolved inlitigation before the United States District Court for the District ofMassachusetts), will be determined by arbitration in Boston, Massachusetts,before a single arbitrator. The arbitration will be administered by the AmericanArbitration Association under its Commercial Arbitration Rules. The ExpeditedProcedures of the American Arbitration Association's Commercial ArbitrationRules will apply for cases in which no disclosed claim or counterclaim exceeds$75,000 (exclusive of interest, attorneys' fees and arbitration fees and costs).Where no party's claim exceeds $25,000 (exclusive of interest, attorneys' feesand arbitration fees and costs), and in other cases in which the parties agree,Section E-6 of the Expedited Procedures of the American ArbitrationAssociation's Commercial Arbitration Rules will apply. The arbitrator will applythe substantive law of the State of California, exclusive of its conflict orchoice of law rules. If the American Arbitration Association is no longer inbusiness, or refuses or declines to administer any dispute between the partiesbrought before it, either party may petition the United States District Courtfor the Northern District of California to appoint the arbitrator. Nothing inthis paragraph will preclude the parties from seeking provisional remedies inaid of arbitration from a court of appropriate jurisdiction. The partiesacknowledge that this Agreement evidences a transaction involving interstatecommerce. Notwithstanding the provisions in this paragraph referencingapplicable substantive law, the Federal Arbitration Act (9 U.S.C. ยงยง 1-16) willgovern any arbitration conducted pursuant to these Terms of Use. Either partymay commence arbitration by providing to the American Arbitration Associationand the other party to the dispute a written demand for arbitration, settingforth the subject of the dispute and the relief requested.
b. Service of Process: Each party hereby irrevocably and unconditionallyconsents to service of process through personal service at their corporateheadquarters, registered address, or primary address (for individuals or soleproprietors). Nothing in these Terms of Use will affect the right of any partyto serve process in any other manner permitted by law.
c. Class Waiver: To the fullest extent permitted by law, each of the partiesagrees that any dispute arising out of or in connection with these Terms of Use,whether in arbitration or in court, will be conducted only on an individualbasis and not in a class, consolidated or representative action. If for anyreason a claim or dispute proceeds in court rather than through arbitration,each party knowingly and irrevocably waives any right to trial by jury in anyaction, proceeding or counterclaim arising out of or relating to these Terms ofUse or any of the transactions contemplated between the parties.
d. Provision of an Award: Subject to the limitations of liability identified inthese Terms of Use, the appointed arbitrators may award monetary damages and anyother remedies allowed by the laws of the State of California. In making adetermination, the arbitrator will not have the authority to modify any term orprovision of this Agreement. The arbitrator will deliver a reasoned writtendecision with respect to the dispute (the "Award") to each party, who willpromptly act in accordance with the Award. Any Award (including interim or finalremedies) may be confirmed in or enforced by a state or federal court located inSan Francisco, California. The decision of the arbitrator will be final andbinding on the parties, and will not be subject to appeal or review.
e. Fees: Each party will advance one-half of the fees and expenses of thearbitrators, the costs of the attendance of the arbitration reporter at thearbitration hearing, and the costs of the arbitration facility. In anyarbitration arising out of or related to these Terms of Use, the arbitratorswill award to the prevailing party, if any, the costs and attorneys' feesreasonably incurred by the prevailing party in connection with those aspects ofits claims or defenses on which it prevails, and any opposing awards of costsand legal fees awards will be offset.
f. Confidentiality: The parties will maintain the confidential nature of thearbitration proceeding, the hearing and the Award, except (i) as may benecessary to prepare for or conduct the arbitration hearing on the merits, (ii)in connection with a court application as contemplated above for a preliminaryremedy, or confirmation of an Award or its enforcement, (iii) our disclosure ofthe Award in confidential settlement negotiations, or (iv) as otherwise requiredby applicable laws. The parties, witnesses, and arbitrator will treat asconfidential and will not disclose to any third person (other than witnesses orexperts) any documentary or other evidence produced in any arbitrationhereunder, except as required by law or except if such evidence was obtainedfrom the public domain or was otherwise obtained independently from thearbitration.
g. Conflict of Rules: In the case of a conflict between the provisions of thisSection 11 and the rules governing arbitration identified in Section 11.a, theprovisions of this Section 11 will prevail. If any provision of these Terms ofUse to arbitrate is held invalid or unenforceable, it will be so held to theminimum extent required by law and all the other provisions will remain validand enforceable.
12. Applicable law
By using bBig Live, you agree that the laws of the state ofCalifornia, USA, without regard to principles of conflict of laws, will governthese Terms of Use and any dispute of any sort that might arise between you andAlways On Media Group.
13. Modification and severability
We have the right to change or add to theterms of these Terms of Use at any time, solely with prospective effect, and tochange, delete, discontinue, or impose conditions on use of bBig Live by postingsuch changes on our website or any other website we maintain or own. You canaccess a copy of the current version of these Terms of Use on our website at anytime. You can find out when these Terms of Use were last changed by checking the"Last updated" date at the top of the page.
14. Our address is:
Always On Media Group
37 Old Bridge Road
Buzzards Bay, MA, 02532
USA
alwaysonmediagroup.com
info@bbiglive.com