Terms of Service/Legal for Huddle

IMPORTANT – READ CAREFULLY: Huddle, the Huddle product and the website http://livehuddle.com are owned and operated by Eli Kirk http://www.elikirk.com/ a Provo, Utah company. BY CLICKING ON THE “I AGREE” CHECKBOX OR BY USING HUDDLE AND HUDDLE SERVICES YOU REPRESENT AND WARRANT THAT YOU: (i) ARE AUTHORIZED TO SIGN FOR AND BIND THE CONTRACTING PARTY(IES) AND (ii) AGREE TO BE BOUND BY ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING THE LIMITATIONS AND DISCLAIMERS OUTLINED HEREIN. This is a legal agreement between You and Huddle (“Huddle”). Use of the terms “Huddle” and “Eli Kirk” are in reference to the “Services” outlined in this agreement provided by Huddle. “You” refers to the individual who registered and/or provided Huddle with his or her credit card or other payment mechanism for the Services or, if an individual is purchasing the Services on behalf of an entity authorized to purchase the Services on behalf of such entity, then “You” refers to such entity.

1. SERVICES. Huddle will provide the Services in accordance with this Agreement. Huddle may at its sole discretion modify the features of the Services from time to time without prior notice.

2. RESPONSIBILITY FOR CONTENT OF YOUR COMMUNICATIONS. You agree that You are solely responsible for the content of all visual, written or audible communications sent by You or in Huddle events hosted by You. You further agree not to use the Services to communicate any message or material that is harassing, libelous, threatening, obscene, and indecent, would violate the intellectual property rights of any party or is otherwise unlawful, that would give rise to civil liability, or that constitutes or encourages conduct that could constitute a criminal offense, under any applicable law or regulation. Although Huddle is not responsible for any such communications, Huddle may delete any such communications of which Huddle becomes aware, at any time without notice to You.

3. PROHIBITED USES. In using the Services, you may not: (1) use the Services for the transmission, reproduction or sale of pornographic images or content; (2) use the Services in a way that harms Huddle or its affiliates, resellers, distributors, and/or vendors; (3) use any portion of the Service for proliferation of any unsolicited bulk message or unsolicited commercial communications.; (4) use any unauthorized means to modify, reroute, or attempt to modify or reroute, the Services; (5) damage, disable, overburden, or impair the Services (or the network(s) connected to the Services) or interfere with anyone’s use or enjoyment of the Services; or (4) resell or redistribute the service, or any part of the service.

4. CHARGES. In the event you select a fee-based Service, You agree that Huddle may charge to Your credit card or other payment mechanism selected by You and approved by Huddle (“Your Account”) all amounts due and owing for the Services, including Service fees, set up fees, subscription fees, overage fees, conferencing fees, or any other fee or charge associated with Your use of the Services. Charges for Huddle Services will be charged to your credit card on a periodic basis, depending on the Service you choose (“Service Period”). Charges will continue to be provided to You and Your credit card will continue to be charged, and this Agreement will renew automatically at the end of each Service Period. Any notice to terminate these charges must comply with the terms set forth below. Huddle may change prices at any time without prior notice. You agree that in the event Huddle is unable to collect the fees owed to Huddle for the Services through Your Account, Huddle may take any other steps it deems necessary to collect such fees from You and that You will be responsible for all costs and expenses incurred by Huddle in connection with such collection activity, including collection fees, court costs and attorneys’ fees. You further agree that Huddle may collect interest at the lesser of 1.5% per month or the highest amount permitted by law on any amounts not paid when due.

5. TRIAL OFFERS, COUPONS AND SPECIAL OFFERS. Huddle reserves the right to discontinue or modify coupons, credits, special promotional offer, or other complimentary or non-fee based Services, as and if available at any time at Huddle’s sole discretion.

6. NO COMMERCIAL USE. Other than using the Services for conferences or meetings in which You are an active participant, and as permitted under the terms and conditions of this Agreement or other written agreements between You and Huddle, the Services may be used for internal business purposes only. You may not resell, distribute, make any commercial use of, use on a timeshare or service bureau basis, or use to operate a Web-site or otherwise generate income from the Services or use the Services for the development, production or marketing of a service or product substantially similar to the Services. You shall not use the Services in any manner that could damage, disable, overburden, impair or otherwise interfere with or disrupt the websites, Services, or any network or networks connected to the Services.

7. PROPRIETARY RIGHTS. Huddle and/or its suppliers, as applicable, retain ownership of all proprietary rights in the Services and in all trade names, trademarks and service marks associated or displayed with the Services. You will not remove, deface or obscure any of Huddle's or its suppliers' copyright or trademark notices and/or legends or other proprietary notices on, incorporated therein, or associated with the Services. You may not reverse engineer, reverse compile or otherwise reduce to human readable form any software associated with the Services.

8. MATERIALS SUBMITTED. You may be able to submit materials for use in connection with the Services. You may be able to submit materials for use in connection with the service. By posting or otherwise providing materials to Huddle through the use of the Services (called a “submission”), you are granting to Huddle permission to: use, copy, distribute, display, publish and modify your submission, each in connection with the service; publish your name in connection with your submission; and grant these permissions to other persons. This section only applies to legally permissible content and only to the extent that use and publishing of the legally permissible content does not breach the law. Huddle will not pay you for your submission. Huddle may refuse to publish, and may remove your submission from the service at any time. For every submission you make, you must have all rights necessary for you to grant the permissions in this section.

9. PASSWORD AND SECURITY. As part of the registration process, You will use Your e-mail address as Your user name and You will choose Your passwords for access to this account and to your designated computers. You agree to carefully safeguard all of Your passwords. You are solely responsible if You do not maintain the confidentiality of passwords and account information. Furthermore, You are solely responsible for any and all activities that occur under Your account. You agree to immediately notify Huddle of any unauthorized use of Your account or any other breach of security known to You, including if You believe that its password or account information has been stolen or otherwise compromised.

10. TERMINATION. You may terminate this Agreement by providing written notice to Huddle via e-mail to info@livehuddle.com. Such termination will be effective on the last day of the term, subject to (30) days prior written notice. If You fail to comply with any provision of this Agreement, Huddle may terminate this Agreement immediately without notice. Upon any termination of this Agreement, You must cease any further use of the Services.

11. DISCLAIMER OF WARRANTIES. YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" BASIS. HUDDLE EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. HUDDLE MAKES NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY OR ERROR FREE, NOR DOES HUDDLE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE SERVICE. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED (INCLUDING PLUG-INS) THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM HUDDLE OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. 12. LIMITATION OF LIABILITY. IN NO EVENT SHALL HUDDLE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, EVEN IF HUDDLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

12. INDEMNITY. You hereby agree, at Your expense, to indemnify, defend and hold Huddle harmless from and against any loss, cost, damages, liability or expense arising out of or relating to (a) a third-party claim, action or allegation of infringement based on information, data, files or other content submitted by You; (b) any fraud or manipulation, or other breach of these Terms by You; or (c) any third-party claim, action or allegation brought against Huddle arising out of or relating to a dispute between its users over the terms and conditions of a contract or related to the purchase and sale of any services.

13. INJUNCTIVE RELIEF. You acknowledge that any use of the Services contrary to this Agreement, or any transfer, sublicensing, copying or disclosure of technical information or materials related to the Services, may cause irreparable injury to Huddle and will be entitled to equitable relief, without posting bond or other security, including, but not limited to preliminary and permanent injunctive relief.

14. GENERAL TERMS. These Terms are governed in all respects by the laws of the State of Utah as such laws are applied. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Huddle's failure to act with respect to a breach by You does not waive Huddle's right to act with respect to subsequent or similar breaches. You may not assign or transfer this Agreement or any rights hereunder, and any attempt to the contrary is void. This Agreement shall inure to the benefit of and be binding upon each party's successors and assigns. Huddle shall not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond Huddle's reasonable control. Unless otherwise provided in this Agreement, any notice required or permitted to be given under this Agreement shall be delivered (i) by hand; (ii) by registered or certified mail, postage prepaid and return receipt requested to the address provided by the other party, or to such other address as a party may designate by written notice in accordance with this Section 12; (iii) by overnight courier or (iv) by electronic mail with confirming letter mailed under the conditions described in (ii). Notice so given shall be deemed effective when received, or if not received by reason of fault of addressee, when delivered. These Terms constitute the complete and exclusive understanding and agreement of the parties relating to the subject matter hereof and supersedes all prior understandings, proposals, agreements, negotiations and discussions between the parties, whether written or oral. Huddle may change the terms of this Agreement at ay time by posting modified terms on its website.

Notice Address:

250 W. Center Suite 320
Provo, Utah 84601