Last updated: January 19, 2024
Please read these Terms of Service (the “Agreement”) carefully because they are a binding agreement between you and Vivastream, Inc. (“Vivastream,” “we,” “us,” or “our”) and apply to your use of our website at https://www.vivastream.com (the “Website”) and all of its sub-domains, our data analytics platform, which we also make available through the Website (the “Platform”), and any related services, social media pages and apps (the Website and Platform, together with any related services, social media pages and apps, are collectively referred to as our “Services”). All references to “you” or “your” in this Agreement refer to you and/or the entity on behalf of which you access or view the Website.
By clicking on an “accept” button, creating an account, or otherwise visiting, registering for, accessing and/or using our Services, you automatically agree to this Agreement, you acknowledge our Privacy Policy, and you certify that you are at least 18 years of age (or the legal age of majority where you reside if that jurisdiction has an older age of majority) and that you are providing truthful and accurate information about yourself.
YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF ANY GROUP OR ENTITY YOU REPRESENT AND YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT, IN WHICH CASE “YOU” MEANS SUCH ENTITY.
YOU HEREBY COVENANT TO ENSURE THAT ALL USERS THAT GAIN ACCESS TO THE SERVICE FROM YOU ARE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS SET OUT HEREIN, DO NOT USE THE SERVICE.
We may change, modify, add or remove portions of this Agreement (each, an “Update”) at any time and in our sole discretion without prior notice to you and such Updates will be effective immediately. If we make Updates to this Agreement, we will change the "Last Updated" date above. Your continued use of Services will confirm your acceptance of the updated Agreement. We encourage you to frequently review the Agreement to ensure you understand the latest terms and conditions associated with use of the Services. If you do not agree to the updated Agreement, you must discontinue using the Services.
Vivastream may, at any time and for any reason, change, update or discontinue Services, or any part thereof, with or without notice, subject to the terms of any Order Form. Vivastream will not be liable to you or to any third party for any modification, suspension or discontinuance of Services as permitted herein.
We will give you appropriate advance notice about any major changes, although you understand that we may stop, suspend, or change our Services at any time without prior notice. You may terminate this Agreement at any time by ceasing to use our Services, however, subject to the term of any Order Form.
Please refer to our Privacy Policy (the “Privacy Policy") for information regarding how we collect, use and disclose information about you in connection with your use of our Services, and regarding how others collect, use and disclose information about you. The terms and conditions of our Privacy Policy are incorporated into this Agreement.
If you are entering into this Agreement on behalf of a company, organization or other legal entity, you represent that you have the authority to bind such entity and its affiliates, in which case the terms “you” or “your” shall also refer to such entity and its affiliates. You further agree that you assume all responsibility and liability in connection with your use of the Services on behalf of such company, organization or other legal entity, and you shall be solely responsible for all disputes, if any, that arise due to your use of the Services on behalf of such company, organization or other legal entity.
We reserve the right to screen persons and entities requesting an account with Vivastream to verify identity and information provided during the registration process (as described in more detail below). We may, in our sole discretion, refuse to offer Services to any person or entity and change the eligibility criteria for using the Services at any time.
Subject to your compliance with this Agreement and all applicable laws, Vivastream grants you a limited, nonexclusive, non-transferable and revocable license to access and use the Website, Platform, and other Services (as applicable), together with Vivastream Content, in accordance with the terms and conditions of this Agreement and any separate written agreement with Vivastream providing for additional terms and conditions applicable to your relationship with Vivastream and use of products and services offered by Vivastream (the “Additional Terms”), including, but not limited to, any written agreement between you and Vivastream setting forth the specific terms of the Service to be provided by Vivastream and incorporating these Terms of Service (the “Order Form”), our Privacy Policy, which are collectively integrated by reference into this Agreement. In the event of a conflict between the terms of this Agreement and any Additional Terms, the Additional Terms will control.
You must register for an account in order to access the Platform. The Platform is available only to users who have registered for an account, completed all registration requirements, and have been granted an account by Vivastream. You agree to accurately maintain and update any information about yourself that you have provided to Vivastream. If you do not keep such information current, or fail to submit truthful, accurate and complete information, or we have reasonable grounds to suspect as much, we have the right to suspend or terminate your account and your use of the Services.
You also agree to immediately notify Vivastream of any unauthorized use of your account, log-in credentials, or any other breach of security that you become aware of involving or relating to the Services by contacting Vivastream at contact@vivastream.com.
You agree to keep confidential your log-in credentials for the Services and to exit from your user account at the end of each session. You may not use anyone else’s account at any time and you may not allow others to use your account to access the Services.
Portions of our Services are provided on a subscription basis as set forth in the Order. If we offer a free trial period for our Services, you will start incurring subscription fee charges following the conclusion of the free trial period.
You may link your business systems and tools such as your CRM, event-related vendor platforms, and other technology solutions (“User Systems”) to your Vivastream account in order to authorize and enable the Services to retrieve certain materials, information and data, including but not limited to event-related information, data, correspondence, information, and documents (“Provided Data”) from service providers that maintain Provided Data (the “Data Sources”). For clarity, you may also provide us information and data (including the Personal Information of your clients) directly in any manner that we make available for such use, which information shall be deemed Provided Data. We will use Provided Data in accordance with this Agreement and our Privacy Policy. You own and retain all rights to the Provided Data. This Agreement does not grant us any ownership rights to Provided Data.
By using the Services, (i) you grant Vivastream and our service providers the right, power and authority to access your User Systems and to collect, transmit, store and process Provided Data, (ii) you grant Vivastream a royalty-free, sublicenseable, worldwide right and license to use the Provided Data (a) as necessary for Vivastream’s performance of the Services and exercise of Vivastream’s rights under this Agreement; (b) as required by applicable law; and (c) on a de-identified basis solely in connection with development, support, and improvement of the Services, and (iii) you agree to Provided Data being collected, transferred, stored, and processed by Vivastream and our service providers in accordance with this Agreement and our Privacy Policy. You expressly authorize Data Sources selected by you to disclose Provided Data and other necessary information to us. You represent and warrant that (A) you have the right to provide the Provided Data to Vivastream hereunder for our use as contemplated by this Agreement, (B) you have complied with all applicable laws and obligations to third parties in collecting, using, storing and delivering the Provided Data, and (C) you have obtained all permissions necessary to (1) use and access the Services and any other of Vivastream’s tools related to the capture and processing of information, including but not limited to the personal information of your clients, and (2) allow Vivastream to process such information in conformance with this Agreement.
Notwithstanding anything to the contrary set forth herein, Vivastream may collect and use Provided Data and data regarding your use and performance of the Services in an anonymized and aggregated form and to create derivatives of such data solely in de-identified and aggregated form (such derivatives “Aggregated Data”). You agree that Vivastream shall own all right, title and interest in the Aggregated Data and such improvements and derivative works.
We make available one or more APIs for interacting with the Services. Your use of any Vivastream API is subject to these Terms of Service.
You shall abide by the following guidelines with respect to all Provided Data uploaded, transmitted and/or otherwise provided to Vivastream (our “Provided Data Guidelines”). Provided Data must not:
You will not upload any Provided Data that (i) includes trade secrets or third-party intellectual property unless you have permission or a valid license from the owner to use it in the specific manner that you used it, (ii) infringes any intellectual property, privacy or publicity right of another, (iii) violates the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with this Agreement and our Privacy Policy.
Any use of the Services in violation of Provided Data Guidelines is prohibited and may result in our suspension or termination of your right to use the Services, and may possibly expose you to legal action and damages.
The rights granted to you under this Agreement are subject to the following conduct guidelines concerning the Services:
You are solely responsible for complying with all laws, rules and regulations applicable to you when you use the Services. You agree to comply with the above conduct and usage requirements (“Conduct Guidelines”) and agree not to assist or permit any person to engage in any conduct that does not comply with the Conduct Guidelines. Any use of the Services in violation of these Conduct Guidelines is prohibited and may result in our suspension or termination of your right to use the Services, and may possibly expose you to legal action and damages.
Except for your Provided Data and Third Party Content (defined below), all information and materials contained on or within the Services, including, but not limited to, text, graphics, HTML, look and feel, images, illustrations, designs, photographs, audio, video, white papers, press releases, names, product names or descriptions, icons, typefaces, software (both source and object code), format, queries, algorithms and written and other materials and information (collectively, "Vivastream Content"), as well as their selection and arrangement, and all intellectual property and other rights relating to Vivastream Content, as between you and Vivastream, are solely and exclusively owned by Vivastream. You will not delete or alter any copyright, trademark or other proprietary rights notices from Vivastream Content.
Vivastream may make available through the Services an AI-powered assistant (the “AI Assistant”) that is designed to answer your questions and assist you and your business use the Services.
The responses to your questions and commands provided by the AI Assistant are Vivastream Content and all intellectual property and other rights relating to the AI Assistant are solely and exclusively owned by Vivastream, except for proprietary information about you and your business, which is owned exclusively by you. The AI Assistant is designed to be responsive to your questions and sensitive to information you provide to the AI Assistant, your Provided Data, and to other information available to Vivastream. Your interactions with our AI Assistant may be recorded and shared with our service providers that support our AI Assistant or for other business purposes.
Responses and information from the AI Assistant are general in nature and should not be considered legal or other advice.
The Services may contain proprietary information and materials licensed or provided to Vivastream by third parties in connection with Vivastream’s provision of the Services and/or other business purposes (collectively, “Third Party Content”). Third Party Content is the copyrighted work of its owner, who expressly retains all right, title and interest in and to the Third Party Content, including, without limitation, all intellectual property rights therein and thereto.
All statements and/or opinions expressed in the Third Party Content are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Vivastream. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Any reliance you place on the Services, Provided Data, Vivastream Content and/or Third Party Content is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or by anyone who may be informed of or exposed to such materials.
VIVASTREAM MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, ADEQUACY, TIMELINESS, RELIABILITY, COMPLETENESS, OR USEFULNESS OF ANY OF THE INFORMATION IN VIVASTREAM CONTENT OR THE SERVICES, AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR TITLE. VIVASTREAM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE THAT THE VIVASTREAM CONTENT OR THE SERVICES ARE FREE OF VIRUSES, BUGS, DEFECTS, ERRORS, OR OTHER HARMFUL CODE, OR PROGRAMS INTENDED TO INTERCEPT OR ACQUIRE DATA.
YOU ACKNOWLEDGE AND UNDERSTAND THAT PROVIDED DATA AVAILABLE TO YOU THROUGH THE SERVICES WILL BE THE MOST RECENT DATA WE HAVE AVAILABLE FROM DATA SOURCES, AND THAT THIS INFORMATION MAY NOT REFLECT PENDING AND OTHER RECENT ACTIVITY. WE MAKE OR GIVE NO REPRESENTATION OR WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY, CORRECTNESS, RELIABILITY, INTEGRITY, QUALITY, OR FITNESS FOR PURPOSE OF ANY OF THE PROVIDED DATA MADE AVAILABLE THROUGH THE SERVICES AND, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL IMPLIED WARRANTIES, CONDITIONS OR OTHER TERMS OF ANY KIND ARE HEREBY EXCLUDED AND WE ACCEPT NO LIABILITY FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOU OR ANYONE ELSE RELYING ON PROVIDED DATA MADE AVAILABLE THROUGH THE SERVICES.
Please note, the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on the ability for a party to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.
When we make available certain social media features through LinkedIn, X, or other social media sites, you may take such actions as are enabled by those features. Please be aware that activities on our social media sites, or facilitated by or through our social media sites, are subject to the terms and conditions of the applicable social media site(s). Any information or content provided to social media sites may be processed and used by the applicable social media sites in accordance with their policies and any agreements with Vivastream.
Our Services may contain links to other websites. The fact that we link to a website is not an endorsement, authorization or representation of our affiliation with that third party. We do not exercise control over third party websites. These other websites may place their own cookies or other files on your computer, collect data, or solicit personal information from you. Other sites follow different rules regarding the use or disclosure of the personal information you submit to them. We encourage you to read the privacy policies and terms of use for the other websites you visit.
Vivastream and/or its licensors own all right, title and interest, including all related intellectual property rights, in and to the Website, Platform, any other Services we make available to you, Vivastream Content, and Third Party Content. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Website, Platform, any other Services we make available to you, Vivastream Content and/or Third Party Content. Vivastream reserves all rights not expressly granted in this Agreement.
All trademarks, service marks, logos, slogans and taglines displayed on or through the Services are the property of Vivastream and its licensors or their respective owners and nothing contained herein should be construed as granting any license or right to use any trademarks, service marks, logos, slogans or taglines displayed on or through the Services without the express written permission of Vivastream, or such third-party that may own the trademark, service mark, logo, slogan or tagline.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). We may ask for your Feedback in connection with your use of the Services, and you can always submit Feedback by emailing us at contact@vivastream.com.
You grant us a nonexclusive, irrevocable, worldwide, royalty-free, fully paid up right and license to use any Feedback provided by you to us with respect to the Services, and we can use, disclose, reproduce, license and otherwise distribute and exploit Feedback in any manner without obligation or restriction of any kind on account of intellectual property rights or otherwise. Vivastream will treat any Feedback you provide to us as non-confidential and non-proprietary.
If you provide your email address to Vivastream through the Website or Platform, or by e-mailing Vivastream directly, you agree that Vivastream may communicate with you electronically regarding administrative, security and other issues relating to your use of the Services. You agree that any notices, agreements, disclosures or other communications that Vivastream sends to you electronically will satisfy any legal communication requirements, including that such communications be in writing. The foregoing does not affect your statutory rights.
IN NO EVENT SHALL VIVASTREAM OR ITS AFFILIATES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, LICENSORS OR SUPPLIERS, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING LOST PROFITS, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR COMPUTER OR DEVICE OR OTHERWISE, OR SIMILAR DAMAGES) RESULTING FROM OR RELATING TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION (I) YOUR USE OR INABILITY TO USE THE SERVICES, OR ERRORS, MISTAKES, OR INACCURACIES IN VIVASTREAM CONTENT OR THIRD PARTY CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES, (II) ANY PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE SERVICES, (III) ANY INFRINGEMENT BY THE SERVICES OF THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF THIRD PARTIES; (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES, (V) ANY ERRORS OR OMISSIONS IN THE SERVICES, WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT VIVASTREAM IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU AGREE THAT YOUR USE OF THE SERVICES IS ON AN "AS IS" AND "AS AVAILABLE" BASIS AND AT YOUR SOLE RISK, AND YOU AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD-PARTY FOR ANY USE, INABILITY TO USE, MODIFICATION, SUSPENSION, OR WITHDRAWAL OF THE SERVICES, OR ANY FEATURES, PARTS, OR CONTENT OF THE SERVICES.
You are solely responsible for all claims, damages, liabilities, and costs (“Liabilities”) suffered by you or any third party as a result of your use of the Services. To the maximum extent permitted by applicable law, you hereby release the Vivastream Parties (as defined below) from any and all responsibility and liability for the foregoing.
YOU HEREBY WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE. IF YOU ARE A CALIFORNIA RESIDENT, YOU ACKNOWLEDGE AND HEREBY EXPRESSLY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You hereby expressly waive and relinquish all rights and benefits under that section and any law of any jurisdiction of similar effect with respect to the release of any unknown or unsuspected claims you may have against the Vivastream Parties pertaining to the subject matter of this section.
Without limiting the generality or effecting other provisions of this Agreement, as a condition of accessing or using the Services, you agree, at your expense, to indemnify and hold harmless Vivastream and its affiliates, licensors and suppliers, and our and their officers, directors, employees and agents (“Vivastream Parties”), from and against any and all losses, costs, damages, liabilities and expenses (including without limitation attorneys' fees) in relation to or arising from (i) your use or inability to use the Services, (ii) your Provided Data, (iii) your failure to comply with any applicable laws and regulations (including any privacy laws), (iv) your violation of any third party right, including without limitation any copyright, property or privacy right, or (v) your breach of any obligations set forth in this Agreement. You shall not settle any such claim without the written consent of the applicable indemnified party.
For any third-party claim covered under this indemnification provision, we will notify you upon becoming aware of the claim, and you will also defend such claim at your expense if instructed by us to do so. If we or our partners or licensors are obligated to respond to a third-party subpoena or other compulsory legal order or process, you will also reimburse us for reasonable attorneys’ fees, as well as employees’ and contractors’ time and materials spent responding to the third-party subpoena or other compulsory legal order or process at the applicable then-current hourly rates.
This Agreement will remain in full force and effect while you use the Services. We reserve the right (but have no obligation) to investigate and/or take appropriate action against you in our sole discretion if you violate this Agreement or otherwise create liability for us or any other person. Such actions could include suspending or terminating your rights with respect to the Services, with or without notice. If your rights with respect to the Services are suspended or terminated, you agree to make no further use of the Services as directed by Vivastream for the duration of the suspension or indefinitely following termination.
If your Order Form includes a subscription for our Services, unless otherwise provided in your Order Form, you may terminate your subscription by providing forty-five (45) days written notice prior to the commencement of the next renewal subscription term by sending an email message to contact@vivastream.com or by mailing us at the address below. Otherwise, your subscription term will renew automatically for a term equal to the subsequent term.
Vivastream INC.
Attn: Subscription Manager
199 Water St, 34th Floor
New York, NY 10038
You agree that Vivastream is not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, pandemics and epidemics, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
This Agreement shall be governed by the laws of the State of New York, United States of America, without regard to its rules on conflicts or choice of law. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. Any claim or dispute that has arisen or may arise between you and Vivastream must be resolved exclusively by a state court located in New York County, NY or a federal court located in New York County, NY.
This Agreement, together with the Additional Terms, constitute the sole agreements between you and Vivastream for your use and the provision of the Services, and the subject matter hereof. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Should any provision of this Agreement be held invalid or unenforceable, such provision will be modified to the extent necessary to render it enforceable without losing its intent or severed from this Agreement if no such modification is possible, and other provisions of this Agreement will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. This Agreement and any rights and licenses granted hereunder, may not be transferred, delegated or assigned by you, but may be assigned, delegated or transferred by Vivastream without restriction. Any attempted assignment, subcontract, delegation or transfer by you in violation of the foregoing will be null and void. This Agreement shall be binding upon and inure to the benefit of each of the parties and the parties’ respective successors and permitted assigns. Certain of our licensors and suppliers may be third-party beneficiaries of this Agreement and have the right to enforce this Agreement against you.
If you have any questions about the Services or this Agreement, please contact us at: contact@vivastream.com
Vivastream INC.
199 Water St, 34th Floor
New York, NY 10038
All rights reserved.