These Best Sports Live Terms of Service form a binding agreement (the “Agreement”) between Best Sports Live, Inc. (“Best Sports Live”) and you, or, if you represent an entity or other organization, that entity or organization (in either case including your heirs, assigns, and successors “You”, “you”, “your”).

The Best Sports Live online video platform provides users (“Users”) with the ability to access and view a variety of audiovisual content and other information, data, and content (“Content”) through the Best Sports Live website and other websites, web services, applications, and video players provided and operated by Best Sports Live (each and collectively, the “Platform”).

The Platform, Content and additional services, functionality and resources (“Services”) made available solely under the terms of this Agreement. This Agreement is entered into between Best Sports Live and You as of the earliest date You first access the Services or indicate your assent to this Agreement, as set forth below (the “Effective Date”).

PLEASE CAREFULLY READ THIS AGREEMENT. BY USING THE SERVICES OR BY INDICATING YOUR ASSENT TO THIS AGREEMENT BY REGISTERING YOUR ACCOUNT, CLICKING “I ACCEPT” OR ANY SIMILAR MECHANISM, YOU ARE CONSENTING TO BE BOUND BY THE TERMS OF THIS AGREEMENT, DO NOT ACCESS OR USE THE SERVICE OR REGISTER AN ACCOUNT IF YOU DO NOT AGREE TO THIS AGREEMENT.

THESE TERMS MAY IMPACT YOUR LEGAL RIGHTS IN THE EVENT OF A DISPUTE BETWEEN US. SPECIFICALLY, PLEASE REFER TO SECTION 22 BELOW, WHICH REQUIRES THAT CERTAIN DISPUTES BE SETTLED THROUGH MANDATORY BINDING ARBITRATION WHICH WILL PRECLUDE YOU FROM LEADING OR PARTICIPATING IN A CLASS ACTION.

If you access or use the Service or register an Account on behalf of a company, principal, or other entity, you represent that you have authority to bind such entity and its affiliates to this Agreement and that it is fully binding on them. In such case, the term “you,” as used in this Agreement, will refer to such entity and its affiliates. If you do not have authority, you may not access or use the Service. Be advised that this Agreement contains disclaimers of warranties and limitations on liability that may be applicable to you.

1. Definitions.

Terms used in this Agreement have the definitions given in this Agreement or, if not defined in this Agreement, have their plain English meaning as commonly interpreted in the United States.

2. Term.

The term of this Agreement begins on the Effective Date and will continue as follows: (a) for Paid Subscriptions (as defined herein) the term of the Agreement will continue in accordance with the type of subscription you have, unless terminated earlier in accordance with Section 13 herein and (b) for all other access or use of the Services, the term of the Agreement will continue until terminated earlier in accordance with Section 13 herein.

• a. Free Trial. Certain portions of the Services and Content are provided on a paid subscription basis. In order to access those portions of the Services, you must either elect (an “Subscription Election”) to receive a Monthly Paid Subscription, Quarterly Paid Subscription, or an Annual Paid Subscription (as each is defined herein)(collectively, the “Paid Subscriptions”). Except as prohibited under applicable law, all Fees will be non-refundable once paid to Best Sports Live (including upon any termination or suspension of this Agreement). When you elect to receive a Paid Subscription, under certain conditions you may automatically receive a free trial subscription to the Services (“Trial Subscription”). Trial Subscription length may vary and if a Trial Subscription is available to You, the length of that Trial Subscription will be shown to You before the completion of Your signup journey. During the Trial Subscription, you may access the Services, without any obligation to pay Fees (as defined herein). The Trial Subscription period will begin when you elect to receive a Paid Subscription which will automatically renew on a month-to-month, quarterly, or annual basis to the paid subscription rates for monthly, quarterly, or annual subscription at the expiration of the stipulated period after your Subscription Election (“Trial Period”) ends, unless it is canceled or changed by you prior to the expiration of the Trial Period (“Trial Termination Notice”) in accordance with these Terms of Service. You can choose to cancel prior to the expiration of the Trial Subscription period by visiting your account. and choosing to cancel online at any time or by contacting Best Sports Live through phone support (when available) and requesting cancellation of the account. Cancellation requests are not accepted via mail, social media, email, Contact Us form, app reviews, etc. If you provide Best Sports Live your Trial Termination Notice prior to the expiration of the Trial Period, your access to the Services may be terminated at that time or at any point between the date of your Trial Termination Notice and expiration of the Trial Period. If you notify Best Sports Live that you wish to receive a different Paid Subscription to the Services prior to the expiration of the Trial Period, your access to Best Sports Live will automatically convert to such a Paid Subscription at that time or at the expiration of the Trial Period. You may only receive one Trial Subscription. Without limitation, any attempt by You to receive more than one Trial Subscription, such as by creating alternate accounts, will be considered a material breach of this Agreement and may result in Best Sports Live banning You from accessing Best Sports Live’s Platform, Services, Applications and Platform Content.
• b. Monthly Subscription. You may elect to receive a monthly, prepaid subscription to the Services (“Monthly Paid Subscription”). Monthly Paid Subscriptions are prepaid and will automatically renew for subsequent additional one-month period unless you choose to cancel prior to the expiration of the then-current monthly subscription term by visiting your account. and choosing to cancel online at any time or by contacting Best Sports Live through chat/phone support (when available) and requesting cancellation of the account. Cancellation requests are not accepted via mail, social media, email, Contact Us form, app reviews, etc.
• c. Quarterly Subscription. You may also elect to receive a quarterly (when available), prepaid subscription to the Services (“Quarterly Paid Subscription”). Quarterly Paid Subscriptions are prepaid and will automatically renew for a subsequent additional three-month quarterly period, unless you choose to cancel prior to the expiration of the then-current quarterly subscription term by visiting your account and choosing to cancel online at any time or by contacting Best Sports Live through chat/phone support (when available) and requesting cancellation of the account. Cancellation requests are not accepted via mail, social media, email, Contact Us form, app reviews, etc.
• d. Annual Subscription. You may also elect to receive an annual (when available), prepaid subscription to the Services (“Annual Paid Subscription”). Annual Paid Subscriptions are prepaid and will automatically renew for subsequent additional one-year period, unless you choose to cancel prior to the expiration of the then-current annual subscription term by visiting your account. and choosing to cancel online at any time or by contacting Best Sports Live through chat/phone support (when available) and requesting cancellation of the account. Cancellation requests are not accepted via mail, social media, email, Contact Us form, app reviews, etc.
• e. Packages of Subscription. Best Sports Live may offer a number of different packages of subscription, including special promotional packages, each governed by any supplemental Promotional Terms provided at the time of your first access or use of such Subscriptions. Some promotional packages may be offered by third parties in conjunction with the provision of their own products and services. Best Sports Live is not responsible for the products and services provided by such third parties. Best Sports Live reserves the right to modify, terminate, or otherwise amend the subscriptions offered, and the contents of the packages and levels thereof. Best Sports Live may adjust subscription package content for individual Users based on usage or other factors. Best Sports Live also reserves the right to transition you to a different subscription plan.
• f. Minimum Requirements. Best Sports Live reserves the right to require and/or change minimum programming package requirements, from time to time and at any time, in its sole and absolute discretion. For example, Best Sports Live may require a minimum commitment term, or Best Sports Live may require you to subscribe to a minimum level or package of a subscription in order to view certain content or obtain access to purchase additional levels or packages of a subscription. In order to purchase certain packages, you may be required to first subscribe to a subscription for a set term (e.g., a year-long subscription).
• g. Promotional Offers. You may initially accept a promotional offer for a certain subscription package that later becomes unavailable. Promotional offers do not automatically renew and may not be available at the end of, or during, the applicable promotional period, and following the completion of any such promotion, the subscription will automatically renew on a month-to-month, quarterly, or annual basis at the then-current standard rates for monthly, quarterly, or annual access to the same subscription, unless and until they are canceled or changed by you or Best Sports Live, in accordance with this Agreement.
• h. Only One Promotion per Account Owner. Promotional offers may not be combined with other promotional offers associated with any account that you own, unless otherwise expressly permitted in the applicable Promotional Terms. Best Sports Live reserves the right, in its sole and absolute discretion, to determine your eligibility for any promotional offer pursuant to the applicable Promotional Terms. Best Sports Live reserves the right to change, amend and alter then-current promotional offers or Promotional Terms as well as institute new promotional offers, from time to time and at any time, in its sole and absolute discretion. Best Sports Live does not guarantee that any promotional offers are or will be available to you at all, or in connection with any subscriptions desired by you.
• i. No Refunds. Because charges are prepaid each billing period, when you cancel your subscription, your subscription will continue through the end of your then-current billing period, in accordance with these Terms of Service. Unless required by applicable law, we do not offer any refunds.

3. Third Party Billing.

If you used a third party (e.g., Apple, Roku, etc.) to register or signup for a Trial Subscription or Paid Subscription of Best Sports Live Services, you may need to contact that third party to manage or cancel that subscription; YOU MAY NOT BE ABLE TO CANCEL THAT THIRD-PARTY SUBSCRIPTION THROUGH BEST SPORTS LIVE.

4.Modifications.

Best Sports Live reserves the right, at any time, to modify the functionality of the Platform and any portion of the Content or Services. Best Sports Live also reserves the right, at any time, to modify the terms of this Agreement. Best Sports Live will inform You of the presence of any material changes to this Agreement or the functionality of the Platform, Content or Services, as required by applicable law, including without limitation by posting those changes on the Platform, by providing You with notice through the Platform, or via email. Unless otherwise stated in the notification, any modifications will be effective immediately upon such notification, , except as otherwise required by applicable law. You may terminate this Agreement as set forth below if you object to any such modifications. However, You will be deemed to have agreed to any and all modifications through Your continued use of the Platform, Content or Services following such notice period.

5. Eligibility.

To use the Platform or any Content or Services, You must be 18 years of age or older or have the permission of a parent or guardian who is over the age of 18 and use the account of that parent or guardian. You may not register for an account if You are under the age of 18. Some Content may not be suitable for individuals under the age of 18.

Best Sports Live does not collect information from individuals under the age of 13.

6. Accounts.

• a. Content Access Through Accounts. Subject to the terms of this Agreement, You may be permitted to access certain Content and other Services through the Platform without establishing an account on the Platform (an “Account”). However, access to the Platform generally requires that You register as a User of the Platform and establish an Account. Approval of Your request to establish and maintain any Account will be at the sole discretion of Best Sports Live.
• b. Administrator Accounts. Your Account and the User identification and password for Your Account (Your “Account ID”) is personal in nature. Your Account is for Your personal use and Your User Account ID may be used only by You alone. You may not distribute or transfer Your Account or Account ID or provide a third party with the right to access Your Account or Account ID. You are solely responsible for all use of the Platform and all Content and Services through Your Account. You will ensure the security and confidentiality of Your Account ID and will notify Best Sports Live immediately if Your Account ID is lost, stolen or otherwise compromised. You are fully responsible for all liabilities and damages incurred through the use of Your Account or under Your Account ID (whether lawful or unlawful) and any transactions completed through Your Account or under User Account ID will be deemed to have been lawfully completed by You.
• c. Account Information. In connection with establishing Your Account, You will be asked to submit certain information about Yourself (“Account Information”). You agree that: (a) all Account Information You provide will be accurate, complete and current; and (b) You will maintain and promptly update Your Account Information to keep it accurate, complete and current. You may not: (i) select or use an Account ID of another person with the intent to impersonate that person; and (ii) use an Account ID that Best Sports Live, in its sole discretion, deems offensive. You are solely responsible for confirming the set-up and configuration of Your Account in all respects and for making all changes and updates thereto through this Agreement.

7. Access.

• a. To the Platform. You may access the Platform through the Best Sports Live website and the other websites Best Sports Live may provide or operate for accessing the Platform (each a “Site”) or using web services, mobile, online and other applications and video players provided and operated by Best Sports Live for accessing the Platform (each, an “Application,” and each Site and Application included in the Platform for purposes of this Agreement). Subject to Your compliance with this Agreement, Best Sports Live will permit You to access and use the Platform solely for your own lawful, personal, non-commercial uses and solely in accordance with the terms of this Agreement.
• b. To Applications. Subject to Your compliance with this Agreement, including, without limitation, the restrictions in this Section 7, and any other terms and conditions accompanying each Application, Best Sports Live will permit You to download and install Applications and operate those Applications solely for the purpose of using and accessing the Platform for your own lawful, personal, non-commercial use. You may install each Application only on devices or equipment owned or controlled by You and used only for Your own personal and non-commercial purposes in accordance with this Agreement and any applicable terms and conditions accompanying that Application or otherwise provided to You by Best Sports Live. Except as expressly set forth in this Section, You are granted no licenses or other rights in or to any Application.
• c. To Content. The Platform will provide You with the ability to access to a variety of Content, including, video, audio, text, photographs, illustrations, graphics, and other data, information and content. Unless otherwise noted on the Platform, all Content available through the Platform (“Platform Content”) is owned by Best Sports Live and Best Sports Live’s third party licensors and providers. All Platform Content is provided for entertainment purposes only and You are solely responsible for verifying the accuracy, completeness and applicability of all Platform Content and for Your use of any Platform Content. Subject to Your compliance with this Agreement, You may access the Platform Content solely for Your own lawful, personal, non-commercial purposes in connection with Your use of the Platform. You will not, and will not permit any third party to: (a) alter, modify, reproduce, or create derivative works of any Platform Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any Platform Content; or (c) alter, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any Platform Content. Best Sports Live has not verified the accuracy of, and will not be responsible for any errors or omissions in, any Platform Content. Without limiting the foregoing, Best Sports Live will not be held liable to You or any other third party for any Content, including Your Content (as defined below), under a Federal Law called the Communications Decency Act or CDA, 47 U.S.C. § 230. Except as set forth in this Agreement, You are granted no licenses or other rights in or to any Platform Content, or any IPR (as defined below) therein or related thereto.
• d. To Other Users. The Platform may allow you to connect and otherwise communicate with other Users of the Platform, both individually through messages to Users and generally through communications to multiple Users on boards, chats, comments, and other forums. By connecting or communicating with other Users, You are agreeing to allow those Users to communicate directly with You through the Platform. You agree that You are solely responsible for all communications between You and any other User through the Platform, including communications You make available to multiple Users through the Platform. Your decision to communicate with any other User through the Platform will serve as Your permission for Best Sports Live to provide that other User with any of Your User Information or Your Content that You include in that communication. You agree that Your communications through the Platform will not: (a) violate this Agreement, including, without limitation, the Privacy Policy; (b) violate any applicable international, federal, state, and local treaties, laws, rules, regulations, and ordinances (“Laws”), including, without limitation, any rules of professional conduct or of licensing bodies; (c) be libelous, defamatory, obscene, abusive, pornographic, threatening, or an invasion of privacy; (d) constitute an infringement, misappropriation or violation of the IPR (as defined below) or other rights of any third party; (e) be illegal in any way or advocate illegal activity; (f) be false, misleading or inaccurate; (g) be considered junk mail, spam, a part of a pyramid scheme, a disruptive commercial message or disruptive advertisement; (h) cause the publication or release of any material non-public data or information or (i) constitute the unauthorized practice of medicine, therapy, law or other professional service.
• e. Equipment and Connectivity. You are solely responsible for obtaining and maintaining all equipment, mobile devices, facilities, and internet connectivity required to access or use the Platform, Services, Applications and Platform Content provided through them. In order to access and use Best Sports Live’s Platform, Services, Applications and Platform Content, you must have a broadband, wireless or similar internet connection, and you will need to obtain such internet connection (including sufficient levels and required equipment related thereto) from a third-party internet or similar wireless service provider at your sole cost and expense (“Internet Connectivity”). Best Sports Live makes no representations or warranties about the speed or quality of your watching experience on your or any device, as that will depend on factors outside of Best Sports Live’s control, such as your location, your Internet Connectivity, the available bandwidth at the time of your request, the format of our Content you are attempting to access, the device(s) you use to access the Platform and Services. Best Sports Live also reserves the right change the format of the Platform Content based on the specifications of your Internet Connectivity (e.g., if your Internet Connection or device do not meet our required standards for accessing and viewing high-definition (“HD”) content, then any HD content accessed by you may be automatically re-formatted by us in an attempt to improve your experience).
• f. Devices. You must only use devices permitted (“Permitted Devices”) for use with the Platform, Applications, Services and Platform Content. You can access the Platform and Platform Content through different Permitted Devices, provided that you will only be to access the Platform and Platform Content through your account on one Permitted Device at a given time. We are not responsible for any issues relating to your device, its operating system or connectivity.
• g. Bitrate Streaming. The Platform may use adaptive bitrate streaming (“ABS”), which creates multiple versions of each program, recorded at different bitrates, to optimize playback of the applicable audiovisual content at any given time based upon the capabilities of the applicable playback device and available internet bandwidth. If you choose to use the Cloud DVR, you are directing that playback be provided using ABS.
• h. Other Restrictions. You may not use the Services to, or assist or encourage any other party to, engage in any of the following activities: (a) copying, framing or mirroring any part of the Services; (b) Accessing the Service for purposes of monitoring its availability, performance or functionality; (c) permitting any third party to access the Services; (d) using, copying, modifying, creating a derivative work of, reverse engineering, decompiling or otherwise attempting to extract the source code of the software underlying the Services or any part thereof, unless expressly permitted or required by law, and in any case, without providing prior written notice to Best Sports Live; (e) publishing, transmitting, distributing or storing content, material, information or data that: (i) is illegal, obscene, defamatory, threatening, harassing, abusive, or hateful or that advocates violence; (ii) is harmful to or interferes with the Services or any third party’s networks, equipment, applications, services or websites (e.g., viruses, worms, Trojan horses, etc.); (iii) infringes, dilutes, misappropriates or otherwise violates any privacy, intellectual property, publicity or other personal rights including, without limitation, copyrights, patents, trademarks, trade secrets or other proprietary information (including unauthorized use of domain names); or (iv) is fraudulent or contains false, deceptive or misleading statements, claims or representations (such as “phishing”); (f) attempting to disrupt, degrade, impair or violate the integrity or security of the Services or the computers, services, Accounts or networks of any other party (including, without limitation, “hacking,” “denial of service” attacks, etc.), including any activity that typically precedes attempts to breach security such as scanning, probing or other testing or vulnerability assessment activity, or engaging in or permitting any network or hosting activity that results in the blacklisting or other blockage of Best Sports Live internet protocol space; (g) avoiding payment of incurring charges or fees payable by you with respect to the Services; (h) distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (i) using any automated system, including, without limitation, “robots,” “spiders,” “offline readers,” etc., to access the Services in a manner that sends more request messages to Best Sports Live than a human can reasonably produce in the same period of time by using a conventional web browser ; (j) taking any action that imposes, or may impose, at our sole discretion, an unreasonable or disproportionately large load on our infrastructure; (k) collecting or harvesting any personally identifiable information, including Account names and information about users of the Services, from the Services; (l) using the Services for any commercial solicitation purposes; (m) accessing any Content on the Services through any technology or means other than those provided or authorized by the Services; (n) bypassing the measures we may use to prevent or restrict access to the Services, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein; (o) violating any applicable law, statute, ordinance or regulation, or encouraging any conduct that could constitute a criminal offense or give rise to civil liability; (p) removing any copyright, trademark or other proprietary rights notices contained in or on the Services; (q) executing any form of network monitoring or running a network analyzer or packet sniffer or other technology to intercept, decode, mine or display any packets used to communicate between the Service’s servers or any data not intended for you; or (r) rebroadcast, retransmit or otherwise publicly perform, transmit or distribute any portion of the Services (including the trademarks of any content providers) or any account of any Content provided to You in accordance therewith.

8. Your Content.

You are solely responsible for all Content that You may provide or upload to the Platform or otherwise generate through Your use of or access to the Platform (“ Your Content”). Any feedback, suggestions or recommendations about the Services that you provide to Best Sports Live will be considered “Your Content”. As between You and Best Sports Live, You retain ownership of Your Content. However, You grant Best Sports Live a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable (including, without limitation, to Users and other third parties) right to use, copy, store, reproduce, modify, display, adapt, publish, translate, create derivative works from, distribute, and display (“Use”) Your Content throughout the world in any form, media, software or technology of any kind. You represent and warrant that none of Your Content or the use of Your Content by Best Sports Live: (1) violates this Agreement or any requirements under applicable Laws; (2) is libelous, defamatory, obscene, abusive, pornographic, threatening, or an invasion of privacy; (3) constitutes an infringement, misappropriation or violation of the IPR or other rights of any third party; (4) is illegal in any way or advocates illegal activity; (5) is an advertisement or solicitation of funds, goods, or services (unless You have entered into a separate Advertiser Agreement with Best Sports Live); (6) is false, misleading or inaccurate; (7) is or could be considered junk mail, spam, a part of a pyramid scheme, a disruptive commercial message or disruptive advertisement; or (8) violates the Privacy Policy or any other applicable policy of Best Sports Live. Best Sports Live is not responsible or liable for any deletion, correction, destruction, damage, loss or failure to store, restore or back-up any of Your Content. You agree that You have all right, title, interest and consent in Your Content necessary to allow Best Sports Live to Use Your Content as set forth in the rights and licenses You grant to Best Sports Live under this Agreement.

9. Third-Party Content and Services.

In addition to the terms of this Agreement, Your access to of certain Content and Services developed, provided or maintained by Best Sports Live’s third party providers (“Third Party Content and Services”) may require You to agree to the terms of an additional agreement with that third party provider before being given access to the Third Party Content and Services (each, a “Third Party Content and Services Agreement”). The terms of any Third Party Content and Services Agreement (which may include payment of additional fees) will apply to the applicable Third Party Content and Services provided under that Third Party Content and Services Agreement in addition to the terms of this Agreement but will not apply to any other Content or Services You may access through the Platform. Except as set forth in this Agreement, the terms of any Third Party Content and Services Agreement will control in the event of a conflict between the terms of this Agreement and that Third Party Content and Services Agreement. Best Sports Live TAKES NO RESPONSIBILITY FOR ANY THIRD PARTY CONTENT OR SERVICE AND YOUR ACCESS TO AND USE OF ANY THIRD PARTY CONTENT OR SERVICE IS SOLELY GOVERNED BY THE TERMS SPECIFIED IN EACH APPLICABLE THIRD PARTY CONTENT AND SERVICES AGREEMENT.

10. Data Privacy.

• a. Your Information. You expressly consent to the use and disclosure of your personal information and any other information or data resulting from Your access to and use of the Platform or any Services or Content as described in the Privacy Policy for the Platform available at https://bestsportslive.com/privacy.php (“Privacy Policy”) at the time You provide such information or data to Best Sports Live. Notwithstanding anything in the Privacy Policy, Best Sports Live will have the right to collect and use non-personal identifiable information or data (information or data that does not identify an entity or natural person as the source thereof) resulting from or relating to Your access to and use of the Platform or any Services or Content. To the extent any such data or information is collected or generated by Best Sports Live, that data and information will be owned by Best Sports Live and may be used by Best Sports Live for any lawful business purpose without any further duty or obligation to You.
• b. Other User’s Information. The Platform may provide You with access to data and other information provided by other Users of the Platform and other third parties (“ User Information”). The User Information may contain sensitive personal information regarding those Users and other third parties. You agree that You will only collect, use and disclose User Information in strict accordance with this Agreement and the current Privacy Policy for the Platform. Except as expressly provided in this Agreement and the Privacy Policy, You are granted no licenses or rights in or to any User Information.

11.Fees.

You agree to pay Best Sports Live all fees applicable to Your Paid Subscription to the Platform and the Content and Services (“Fees”) due or payable under the terms of any Third Party Content and Services Agreement, and applicable taxes and/or service charges. You authorize Best Sports Live to charge your first subscription Fees on or after the date you purchase your subscription or after your Trial Period ends. Except as otherwise stated in these Terms of Service or as required by applicable law. Your subscription will automatically continue at the selected interval, and you will continue to be charged at the stated price (including any applicable taxes), unless prior to the end of the current subscription period: (a) You terminate Your account; (b) You cancel Your subscription in accordance with Section 2 above; (c)Best Sports Live declines to renew Your subscription; or (d) these Terms of Service are otherwise properly terminated as expressly permitted herein. All other Fees will be due and payable as indicated through the Platform. If You have specified credit card, debit card, online payment account, mobile services account, or other payment method as an applicable payment mechanism under this Agreement, You grant Best Sports Live the right to charge the applicable payment account You provided to Best Sports Live for all Fees incurred under this Agreement. When You register a credit or debit card for a new account, You authorize Best Sports Live to place a pending charge to Your credit or debit card to verify Your billing address and the validity of Your credit or debit card; such pending charges are temporary and will not be converted into an actual charge to You. Pending charges, while pending, will, however, reduce the available amount of credit on Your credit card or funds available to Your debit card. You are solely responsible for any and all fees charged to Your credit or debit card by the issuer, bank, or financial institution, including fees for any overdraft or other insufficient funds, or for exceeding any applicable credit limit. Once Your account is authenticated, the credit or debit card that You registered with Your account will be charged for each transaction without having to reenter Your credit or debit card information. If your credit card expires or your payment method is otherwise invalid, we do not automatically terminate Your Account and you will remain responsible for all charges and uncollected amounts incurred until you cancel pursuant to Section 2 or we, in our sole discretion, decide to terminate Your Account. FOR THE AVOIDANCE OF DOUBT, except as otherwise stated in these Terms of Service or as required by applicable law, all Fees will be non-refundable once paid to Best Sports Live (including upon any termination or suspension of this Agreement). Until paid in full, all past due amounts will bear an additional charge of the lesser of 5% per month or the maximum amount permitted under applicable law. If Best Sports Live requires use of collection agencies, attorneys, or courts of law for collection of Your account, You will be responsible for those expenses. You will be responsible for any and all use, sales, and other taxes imposed on the Services provided under this Agreement.

12.Pricing Changes.

Best Sports Live reserves the right to adjust pricing for our Services in any manner and at any time as we may determine in our sole and absolute discretion. We will send an email to the email address in your Account regarding the price change. Except as otherwise expressly provided for in this Agreement, any price changes to Your subscription will take effect at the beginning of the next subscription period following notice to You. If you do not agree to the price change, your sole recourse is to cancel Your subscription prior to the end of the current subscription period.

13. Termination and Effect.

• a. Termination. This Agreement may be terminated by Best Sports Live, at any time, in Best Sports Live’s sole discretion: (a) immediately upon any breach by You of this Agreement, including a failure to pay any required Fees, with or without notice to You of such breach; or (b) at any time during any Trial Subscription, for any reason or no reason, upon notice to You. You may terminate this Agreement at any time upon notice to Best Sports Live or by deleting Your Account as may be permitted through the Platform.
• b. Effect. Termination of this Agreement will terminate all of Your Accounts on the Platform (whether a Trial Subscription, Monthly Paid Subscription or Annual Paid Subscription). Upon termination or expiration of this Agreement for any reason: (a) Best Sports Live may terminate all access to or use of Your Accounts; (b) all rights and subscriptions granted to You under this Agreement will terminate; (c) You will immediately cease all use of and access to the Platform and all Content and Services; (d) You will immediately delete any Applications You have downloaded or installed prior to termination; (e) all Fees then owed by You (including, for Annual Paid Subscriptions, any Fees applicable to the remaining subscription term) will become immediately due and payable; and (f) You will immediately either return to Best Sports Live or, at Best Sports Live’s discretion, destroy any Content of Best Sports Live and any other information related to this Agreement in Your possession or control.

14. Suspension.

Without limiting Best Sports Live’s right to terminate this Agreement, Best Sports Live may also suspend, disconnect, limit or terminate Your access to Your Account and the Platform and any Content or Services (including Your Content), with or without notice to You, upon any actual, threatened or suspected breach of this Agreement (including, for the avoidance of doubt, non-payment of Fees or a violation of Section 7(h)) or applicable Law or upon any other conduct deemed by Best Sports Live, in its sole discretion, to be inappropriate or detrimental to the Platform, Best Sports Live, or any other User or third party.

15.Restarting Services.

If Your Account is disconnected for non-payment, or for any other reason whatsoever, then Best Sports Live may require that You pay, and You agree to pay, any amount due (regardless of how long outstanding, and including all past due charges and all outstanding balances accrued through the date of such disconnection) before Best Sports Live reconnects Your access to the Platform and Services. Best Sports Live is not obligated to reconnect Your access to any of the Services. If Your Services are disconnected for non-payment, or for any other reason whatsoever, then You may no longer be eligible, even if You pay to restart Your subscription, to receive any remaining credits or promotional pricing that You would have been eligible to receive had Your subscription, or any of our other Services, not been disconnected, suspended, limited, or terminated.

16.Platform Technology.

The Platform, and the databases, software, hardware and other technology used by or on behalf of Best Sports Live to operate the Platform, and the structure, organization, and underlying data, information and software code thereof (collectively, the “Technology”), are the property of and constitute valuable trade secrets of Best Sports Live. Best Sports Live retains all right, title and interest, including, without limitation, all IPR (as defined below), in and to the Technology and any additions, improvements, updates and modifications thereto. You receive no ownership interest in or to the Technology and You are not granted any right or license to use the Technology itself, apart from Your ability to access the Platform, under this Agreement. The Best Sports Live name, logo and all names and logos associated with any Content or Services appearing on the Platform are trademarks of Best Sports Live and its providers and You are granted no right or license to use them. For purposes of this Agreement, “IPR” means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights.

17.Representations and Warranties.

You represent and warrant to Best Sports Live that: (a) You have the legal right and authority to enter into this Agreement; (b) this Agreement forms a binding legal obligation on Your behalf; and (c) You have the legal right and authority to perform Your obligations under this Agreement and to grant the rights and licenses described in this Agreement.

18.Disclaimers.

• No Endorsement. All Content made available to You through the Platform is for entertainment purposes only. Neither Best Sports Live nor any licensor or provider of Best Sports Live recommends or endorses any Content or any specific products, services, procedures, opinions or recommendations that may be included on the Platform or in any Content. Your reliance on any Content appearing on the Platform is solely at your own risk.
• No Additional Warranties. THE PLATFORM AND ALL CONTENT AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” BEST SPORTS LIVE AND ITS LICENSORS AND PROVIDERS DO NOT WARRANT OR GUARANTEE THE AVAILABILITY, ACCURACY, COMPLETENESS, ADEQUACY OR CURRENCY OF THE PLATFORM OR ANY CONTENT OR SERVICES AND DO NOT ENDORSE THE VIEWS OR OPINIONS THAT MAY BE EXPRESSED IN THE PLATFORM CONTENT OR OTHER DATA INFORMATION OR CONTENT THAT MAY BE PROVIDED THROUGH THE PLATFORM. BEST SPORTS LIVE AND ITS PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE PLATFORM, CONTENT, SERVICES AND OTHER SUBJECT MATTER OF THIS AGREEMENT, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE OR NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY BEST SPORTS LIVE, ITS EMPLOYEES, PROVIDERS OR AGENTS WILL INCREASE THE SCOPE OF, OR CREATE ANY NEW WARRANTIES IN ADDITION TO, THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION.

19.Indemnity.

You hereby agree to indemnify, defend, and hold harmless Best Sports Live and its officers, directors, shareholders, affiliates, employees, agents, contractors, assigns, Users, customers, providers, licensors, and successors in interest (“Indemnified Parties”) from any and against all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys’ fees, court costs, damage awards, and settlement amounts) that result from any claim or allegation against any Indemnified Party arising in any manner from: (1) Your access to or use of the Platform or any Content or Services; (2) Your Content or any access to or use thereof; (4) any access to or use of Your Content by any other Users; (5) Your collection, use, or disclosure of any User Information, and (6) Your breach of any provision of this Agreement, including any representation or warranty. Best Sports Live will provide You with notice of any such claim or allegation, and Best Sports Live will have the right to participate in the defense of any such claim at its expense.

20. Limitation on Liability.

BEST SPORTS LIVE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH THIS AGREEMENT OR OUT OF THE USE OF THE PLATFORM OR ANY CONTENT OR SERVICES, EVEN IF BEST SPORTS LIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF CONTENT, OPPORTUNITY, REVENUES, PROFITS OR REPUTATION, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE CONTENT, GOODS, OR SERVICES. BEST SPORTS LIVE’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT, THE PLATFORM, AND all CONTENT AND SERVICES PROVIDED UNDER THIS AGREEMENT OR THROUGH THE PLATFORM, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED ANY AMOUNTS PAID BY YOU TO Best Sports Live IN THE 12 MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO ANY LIABILITY. YOU AGREE THAT Best Sports Live WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. IN JURISDICTIONS WHERE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES IS NOT PERMITTED, BEST SPORTS LIVE’s LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

21.Claims of Infringement.

Best Sports Live respects Your copyrights and other intellectual property rights and those of other third parties. If You believe in good faith that Your copyrighted work has been reproduced on the Platform without Your authorization in a way that constitutes copyright infringement, please notify us.

Please provide the following information to Best Sports Live’s Copyright Infringement Agent: (1) the identity of the infringed work, and of the allegedly infringing work; (2) Your name, address, daytime phone number, and email address, if available; (3) a statement that You have a good-faith belief that the use of the copyrighted work is not authorized by the owner, his or her agent, or the law; (4) a statement under penalty of perjury that the information in the notification is accurate and that You are authorized to act on behalf of the owner; and (5) Your electronic or physical signature. Please be advised that Best Sports Live will not respond to complaints that do not meet these requirements. If Best Sports Live determines that the materials alleged to infringe your copyright or trademark rights do not require removal, Best Sports Live will remove those materials only pursuant to a court order declaring the content or use of the materials unlawful.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, you may send us a counter-notice. Counter-notices must include the following information: (a) your name, address, and telephone number; (b) the source of the content that was removed; (c) a statement under penalty of perjury that you have a good-faith belief that the content was removed in error; (d) a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located; or, if your address is outside of the United States, for any judicial district in which Best Sports Live may be found, and that you will accept service of process from the person who provided the original complaint; and (e) a physical or electronic signature (for example, typing your full name).
Notices and counter-notices with respect to the Services must meet the then-current statutory requirements imposed by the Digital Millennium Copyright Act (“DMCA”) (see http://copyright.gov/title17/92appb.html) and should be sent to the agent identified above. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

22. Disputes.

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS—INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT (BY REQUIRING YOUR DISPUTE TO BE SUBMITTED TO ARBITRATION) AND LIMITING YOUR RIGHTS TO RESOLVE YOUR DISPUTE AS PART OF A CLASS.

As detailed herein, the Terms of Service mandate that all disputes between you and Best Sports Live be resolved first through an informal dispute resolution process. In the event informal resolution fails, the Terms of Service further mandate that all disputes (except those identified in Section 22.3) be formally resolved through binding arbitration. Binding arbitration means that an arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve such disputes. Consequently, you should read the entirety of Section 22 carefully as it may significantly affect your legal rights.

22.1 Informal Dispute Resolution.

For any and all disputes between you and Best Sports Live, the parties shall use their best efforts to settle informally the dispute, claim, question, or disagreement and to engage in good faith negotiations. Failure to engage in this process could result in the award of fees against you in arbitration.

If the parties’ dispute is not resolved within sixty (60) days after receipt of the written description of the dispute by a party, you and Best Sports Live agree to resolve any remaining dispute through the additional dispute resolution provisions set forth below.

A good faith engagement in informal dispute resolution shall be and is a prerequisite and condition precedent to either party initiating a lawsuit or arbitration. The parties agree that any applicable statute of limitations period and filing fees or other deadlines will be tolled while the parties engage in this informal dispute resolution process.

22.2 Binding Arbitration

After the parties have engaged in a good-faith effort to resolve their dispute(s) in accordance with the Informal Dispute Resolution process (Section 22.1), and only if those efforts fail, then either party may initiate arbitration as set forth in this Section.

If you determine to initiate arbitration, a copy of the arbitration demand must be emailed to us. If Best Sports Live is initiating arbitration, it will serve a copy of the demand to the email address associated with your use of the Best Sports Live Services.

(a) Mutual Arbitration Agreement
Except as set forth in Section 22.3 below, you and Best Sports Live agree that all claims, disputes, or disagreements that may arise out of or relating to the interpretation, applicability, enforceability, formation, or performance of these Terms of Service— including but not limited to any claim that all or any part of these terms are void or voidable, whether a claim is subject to arbitration, and any dispute regarding the payment, non-payment, or timing of any administrative or arbitrator fees—shall be resolved exclusively through binding arbitration in accordance with this Section 22.2 (collectively, the “Arbitration Agreement”). The arbitrator shall be empowered under this Arbitration Agreement to grant whatever relief would be available in a court under law or in equity. The arbitrator has the right to impose sanctions in accordance with the arbitration provider’s rules and procedures for any frivolous claims or submissions the arbitrator determines have not been filed in good faith, as well as for a party’s failure to comply with this Section 22.2.

This Arbitration Agreement is intended to be interpreted broadly, and it applies to claims that arose, were asserted, or involve facts occurring before the existence of this Arbitration Agreement or any prior agreement as well as claims that may arise after the termination of this Arbitration Agreement, in accordance with the notice opt-out provisions set forth in Sections 22.4 and 22.5.

This Arbitration Agreement is governed by the Federal Arbitration Act (“FAA”) in all respects and evidences a transaction involving interstate commerce. You and Best Sports Live expressly agree that the FAA shall exclusively govern the interpretation and enforcement of this Arbitration Agreement. If for whatever reason the rules and procedures of the FAA cannot apply, the state law governing arbitration agreements in the state in which you reside shall apply.

Except as set forth in Section 22.2(c) below, if any provision of this Arbitration Agreement is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions thereof remain in full force and effect.

(b) WAIVER OF RIGHTS INCLUDING JURY TRIAL
THE PARTIES UNDERSTAND THAT ARBITRATION MEANS THAT AN ARBITRATOR AND NOT A JUDGE OR JURY WILL DECIDE THE CLAIM, AND THAT RIGHTS TO DISCOVERY AND APPEALS MAY BE LIMITED IN ARBITRATION. THE PARTIES FURTHER UNDERSTAND THAT THE COSTS OF ARBITRATION COULD EXCEED THE COST OF LITIGATION IN SOME INSTANCES.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT BY AGREEING TO THESE TERMS AND ARBITRATION AGREEMENT, YOU AND BEST SPORTS LIVE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

(c) CLASS ARBITRATION AND COLLECTIVE RELIEF WAIVER.
YOU AND BEST SPORTS LIVE ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT ALLOWED BY LAW, AND EXCEPT AS OTHERWISE SET OUT IN THIS SECTION 22.2(c) AND SECTION 22.2(e)(vi) BELOW, ANY ARBITRATION SHALL BE CONDUCTED IN AN INDIVIDUAL CAPACITY ONLY AND NOT AS A CLASS OR OTHER CONSOLIDATED ACTION, AND THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO RESOLVE AN INDIVIDUAL PARTY’S CLAIM; NOTWITHSTANDING THIS ACKNOWLEDGEMENT AND AGREEMENT, ANY ARBITRATION INVOLVING YOU MAY PROCEED ON A CONSOLIDATED BASIS IF AND ONLY IF BEST SPORTS LIVE PROVIDES ITS CONSENT TO CONSOLIDATE IN WRITING.

If there is a final judicial determination that applicable law precludes enforcement of this Paragraph’s limitations as to a particular remedy, then that remedy (and only that remedy) must be severed from the arbitration and may be sought in court. The parties agree, however, that any adjudication of remedies not subject to arbitration shall be stayed pending the outcome of any arbitrable claims and remedies.

If there is a final judicial determination that either the Class Arbitration and Collective Relief Waiver in this Section, or that the provisions in this Section 22.2 are not enforceable as to a particular claim or request for relief, then the parties agree that that particular claim or request for relief may proceed in court as provided herein, but shall be severed and stayed pending arbitration of the remaining claims. This provision does not prevent you or Best Sports Live from participating in a class-wide settlement of claims.

(d) Arbitration Location.
If you are a resident of the United States, arbitration will take place in the county where you reside. For residents in Canada (and anywhere else outside the United States), arbitration shall be initiated in the County of New York, State of New York, United States of America, unless you and Best Sports Live otherwise agree or unless the designated arbitrator determines that such venue would be unreasonably burdensome to any party, in which case the arbitrator shall have the discretion to select another venue.

For any arbitration conducted in the County of New York, State of New York, United States of America, You and Best Sports Live agree to submit to the personal jurisdiction of any federal or state court in New York County, New York, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and in connection with any such proceeding, further agree to accept service of process by U.S. or certified mail and hereby waive any and all jurisdictional and venue defenses otherwise available

(e) The Arbitration Rules.

(i) The Provider.
The arbitration will be administered by National Arbitration and Mediation (“NAM”) and resolved before a single arbitrator. If NAM is not available to arbitrate, the parties will select an alternative arbitration provider.

Except as modified by this “Dispute Resolution” provision, NAM will administer the arbitration in accordance with the NAM Comprehensive Dispute Resolution Rules and Procedures, Fees For Disputes When One of the Parties is a Consumer and the Mass Filing Dispute Resolution Rules and Procedures in effect at the time any demand for arbitration is filed with NAM, excluding any rules or procedures governing or permitting class or representative actions. The applicable NAM rules and procedures are available at http://www.namadr.com.

You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

The parties agree that NAM has discretion to reduce the amount or modify the timing of any administrative or arbitration fees due under NAM’s Rules where it deems appropriate, provided that such modification does not increase the costs to you, and you further agree that you waive any objection to such fee modification. The parties also agree that a good-faith challenge by either party to the fees imposed by NAM does not constitute a default, waiver, or breach of this Section 22 while such challenge remains pending before NAM the arbitrator, and/or a court of competent jurisdiction, and that any and all due dates for those fees shall be tolled during the pendency of such challenge.

(ii) Arbitration Demand Must Contain Sufficient Information.

Any arbitration demand or counterclaim asserted by either party must contain sufficient information to provide fair notice to the other party of the asserting party’s identity, the claims being asserted, and the factual allegations on which they are based, and must include proof that the claimant is party to this Arbitration Agreement and to these Terms of Service. The arbitrator and/or NAM may require amendment of any demand or counterclaim that does not satisfy these requirements. The arbitrator has the right to impose sanctions for any claims the arbitrator determines to be frivolous or improper (under the standard set forth in Federal Rule of Civil Procedure 11), including for any claim filed on behalf of a claimant who is not a party to this Arbitration Agreement or to these Terms of Service.

(iii) Arbitration Conducted on Papers in Some Circumstances.

If the amount in controversy does not exceed $10,000 and you do not seek injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents that you and Best Sports Live submit to the arbitrator, unless the arbitrator determines that a hearing is necessary. If the amount in controversy exceeds $10,000 or seeks declaratory or injunctive relief, either party may request (or the arbitrator may determine) to hold a hearing, which shall be via videoconference or telephone conference unless the parties agree otherwise.

(iv) Dispositive Motions.

Subject to the applicable NAM rules and procedures, the parties agree that the arbitrator will have the discretion to allow the filing of dispositive motions if they are likely to efficiently resolve or narrow issues in dispute.

(v) Batching.

To increase the efficiency of administration and resolution of arbitrations, in the event 100 or more similar arbitration demands (those asserting the same or substantially similar facts or claims, and seeking the same or substantially similar relief) presented by or with the assistance or coordination of the same law firm(s) or organization(s) are submitted to NAM (or another arbitration provider selected in accordance with Section 22.2(e)(i) if NAM is unavailable) against Best Sports Live within reasonably close temporal proximity (“Mass Filing”), the parties agree (A) to administer the Mass Filing in batches of 100 demands per batch (to the extent there are fewer than 100 arbitration demands left over after the batching described above, a final batch will consist of the remaining demands) with only one batch filed, processed, and adjudicated at a time; (B) to designate one arbitrator for each batch; (C) to accept applicable fees, including any related fee reduction determined by NAM (or another arbitration provider selected in accordance with 22.2(e)(i) if NAM is unavailable) in its discretion; (D) that no other demands for arbitration that are part of the Mass Filing may be filed, processed, or adjudicated until the prior batch of 100 is filed, processed, and adjudicated; (E) that fees associated with a demand for arbitration included in a Mass Filing, including fees owed by Best Sports Live and the claimants, shall only be due after your demand for arbitration is included in a set of batch proceedings and that batch is properly designated for filing, processing, and adjudication; and (F) that the staged process of batched proceedings, with each set including 100 demands, shall continue until each demand (including your demand) is adjudicated or otherwise resolved. If your demand for arbitration is included in the Mass Filing, any statute of limitation applicable to your claims will remain tolled until your demand for arbitration is decided, withdrawn, or settled.

Arbitrator selection for each batch shall be conducted to the greatest extent possible in accordance with the applicable NAM rules and procedures for such selection, and the arbitrator will determine the location where the proceedings will be conducted.

You agree to cooperate in good faith with Best Sports Live and the arbitration provider to implement such a “batch approach” or other similar approach to provide for an efficient resolution of claims, including the payment of combined reduced fees, set by NAM in its discretion, for each batch of claims. The parties further agree to cooperate with each other and the arbitration provider or arbitrator to establish any other processes or procedures that the arbitration provider or arbitrator believe will provide for an efficient resolution of claims. Any disagreement between the parties as to whether this provision applies or as to the process or procedure for batching shall be resolved by a procedural arbitrator appointed by NAM.

This “Batch Arbitration” provision shall in no way be interpreted as increasing the number of claims necessary to trigger the applicability of NAM’s Mass Filing Supplemental Dispute Resolution Rules and Procedures or authorizing class arbitration of any kind.

(vi) No Class or Consolidated Arbitration Absent Written Consent.

Unless Best Sports Live otherwise consents in writing, Best Sports Live does not agree or consent to class arbitration, private attorney general arbitration, or arbitration involving joint or consolidated claims under any circumstances, except as set forth in Section 22.2(c) and this Section 22.2(e)(vi).

(vii) Arbitration Award.

The arbitrator will render an award within the time frame specified in the applicable NAM rules and procedures. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator will have the authority to award monetary damages on an individual basis and to grant, on an individual basis, any non-monetary remedy or relief available to an individual to the extent available under applicable law, the arbitral forum’s rules, and this Arbitration Agreement. The parties agree that the damages and/or other relief must be consistent with Section 22.2(c) above, and also must be consistent with the terms of the “Limitation of Liability” section of these Terms of Service as to the types and the amounts of damages or other relief for which a party may be held liable. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. Attorneys’ fees will be available to the prevailing party in the arbitration only if authorized under applicable substantive law governing the claims in the arbitration.

22.3 Exceptions to Arbitration.

Notwithstanding the parties’ agreement to resolve all disputes through binding arbitration as set forth in Section 22.2:

1. IP Disputes.

Either party’s claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret, shall be exclusively brought in the state and federal courts located in the City and County of New York, New York.

(b) Small Claims Court and Statutes of Limitation.

Either party may elect to have disputes or claims resolved in a small claims court regardless of what forum the filing party initially chose, provided the disputes or claims are within the scope of that court’s jurisdiction.

Either party may also seek a declaratory judgment or other equitable relief in a court of competent jurisdiction regarding whether a party’s claims are time-barred or may be in fact be brought in small claims court. Seeking such relief shall not waive a party’s right to arbitration under this agreement, and any filed arbitrations related to any action filed pursuant to this paragraph shall automatically be stayed (and any applicable statute of limitations tolled) pending the outcome of such action.

(c) Jurisdiction/Service of Process.

For any dispute not subject to arbitration under this Section 22, you and Best Sports Live agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts located in New York, New York. You further agree to accept service of process by U.S. or certified mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.

22.4 30-Day Right to Opt Out.

You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice, signed by you, of your decision to opt-out by email. The notice must be sent within 30 days of August 28, 2023, or your first use of the Services, whichever is later; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of Section 22.2. If you opt-out of the arbitration provisions, Best Sports Live also will not be bound by them.

Best Sports Live will continue to honor any valid opt outs if you opted out of arbitration in a prior version of the Terms pursuant to the requirements set forth in that version. If you do not timely opt out of this Arbitration Agreement, such action shall constitute mutual acceptance of the terms of these “Dispute Resolution” provisions by you and Best Sports Live.

22.5 Changes to this Section.

Best Sports Live will provide 30 days’ notice of the date of any material changes to this Section 22. Changes will become effective on the 30th day and apply to all claims not yet filed. If you continue to use the Services after the 30th day, you agree that any unfiled claims of which Best Sports Live does not have actual notice are subject to the revised clause.

If you reject any such changes by opting out of the Arbitration Agreement, you may exercise your right to a trial by jury or judge, as permitted by applicable law, but any prior existing agreement to arbitrate disputes under a prior version of the Arbitration Agreement will not apply to claims not yet filed. If Best Sports Live changes this “Dispute Resolution” section after the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement), you agree that your continued use of the Services 30 days after such change will be deemed acceptance of those changes. If you do not agree to such change, you may opt out by providing notice as described in Section 22.4.

23.Governing Law and Venue.

Subject to Section 21, the interpretation of the rights and obligations of the parties under this Agreement, including, to the extent applicable, any negotiations, arbitrations or other proceedings hereunder, will be governed in all respects exclusively by the laws of the State of New York U.S.A. without regard to the conflict of laws provisions thereof. Subject to Section 21 (Disputes), each party will bring any action or proceeding arising from or relating to this Agreement exclusively in a federal or state court located in New York, NY U.S.A. and You irrevocably submit to the personal jurisdiction and venue of any such courts in any such action or proceeding brought in such courts by Best Sports Live.

24.Notices.

Unless otherwise specified in this Agreement, any notices required or allowed under this Agreement will be provided to Best Sports Live by postal mail to the address for Best Sports Live listed in Section 27 below. Best Sports Live may provide You with any notices required or allowed under this Agreement by sending You an email to any email address You provide to Best Sports Live in connection with Your Account, provided that in the case of any notice applicable both to You and other Users of the Platform, Best Sports Live may instead provide such notice by posting on the Platform. Notices provided to Best Sports Live will be deemed given when actually received by Best Sports Live. Notice provided to You will be deemed given 24 hours after posting to the Platform or sending via email, unless (as to email) the sending party is notified that the email address is invalid.

25.Linked Sites.

The Platform may contain links to third-party sites or Content that are not under the control of Best Sports Live. If You access a third-party site or Content from the Platform, then You do so at Your own risk and Best Sports Live is not responsible for any content on any linked site or content. You may establish a link to the Site, provided that the link does not state or imply any sponsorship or endorsement of Your site by Best Sports Live or any group or individual affiliated with Best Sports Live. You may not use on Your site any Platform Content or marks appearing on the Platform in establishing the link. You may not frame or otherwise incorporate into another site any Content or other materials on the Platform without prior written consent.

26.SMS Terms.

Depending on the consent that you have provided, we may send text messages that (1) provide you with the information you request from us; (2) provide updates regarding your transactions with us (including for multifactor authentication purposes); and/or (3) provide you with marketing or promotional content (individually and collectively, the “Best Sports Live Texts”). Where you agree to receive marketing Best Sports Live Texts, you may receive automated or non-automated marketing text messages from Best Sports Live to the number associated with you or your Account. Consent to receive automated marketing text messages is not a condition of any purchase. By consenting to receive Best Sports Live Texts, you represent that you are 18 years of age or older, and you further represent that you are the subscriber to the phone number that you provide to us.

By providing your consent to receive Best Sports Live Texts, you also consent to the use of an electronic record to document your agreement. To view and retain a copy of this disclosure or any information regarding your enrollment in this program, you will need (i) a device (such as a computer or mobile phone) with a web browser and Internet access and (ii) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, email us with contact information and the address for delivery.

Best Sports Live does not charge you for Best Sports Live Texts, but message and data rates may apply. We may send you an initial message confirming your enrollment in our text message program. After that, message frequency will vary, and the specific amount may vary depending on how you use our services. Best Sports Live reserves the right to alter the frequency of messages sent at any time. Best Sports Live also reserves the right to change the short code or phone number from which messages are sent. Reply to our texts with the keyword STOP, END, CANCEL, UNSUBSCRIBE or QUIT to cancel. After texting STOP, END, CANCEL, UNSUBSCRIBE or QUIT to us, you may receive one additional message confirming that your request has been processed. If you unsubscribe from one of our text message programs, you may continue to receive text messages from Best Sports Live through any other programs you have joined until you separately unsubscribe from those programs. Reply to our texts with the keyword HELP if you need assistance from customer service.

Best Sports Live Texts are supported on all U.S. carriers. The supporting mobile carriers may change without notice, and the particular text message program you join, including those operated through a different number, may be limited to specific carriers. Best Sports Live and the mobile carriers (for example, T-Mobile) are not liable for delayed or undelivered messages. Best Sports Live Texts may not be compatible with all cell phone models.

27.Additional Terms.

Unless otherwise amended as provided herein, this Agreement will exclusively govern Your access to and use of the Platform, including all Content and Services, and is the complete and exclusive understanding and agreement between the parties, and supersedes any oral or written proposal, agreement or other communication between the parties, regarding Your access to and use of the Platform and all Content and Services. Except as expressly set forth in this Agreement, this Agreement may be amended or modified only by a writing signed by both parties. All waivers by Best Sports Live under this Agreement must be in writing or later acknowledged by Best Sports Live in writing. Any waiver or failure by Best Sports Live to enforce any provision of this Agreement on one occasion will not be deemed a waiver by Best Sports Live of any other provision or of such provision on any other occasion. If any provision of this Agreement is held to be unenforceable, that provision will be ineffective to the extent necessary to comply with applicable Law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the applicable Law, and the remaining provisions will remain in full force. The prevailing party in any lawsuit or proceeding arising from or related to this Agreement will be entitled to receive its costs, expert witness fees and reasonable attorneys’ fees, including costs and fees on appeal. Neither this Agreement nor any rights or obligations of You hereunder may be assigned or transferred by You (in whole or in part and including by sale, merger, consolidation, or other operation of law) without the prior written approval of Best Sports Live. Any assignment in violation of the foregoing will be null and void. Best Sports Live may assign this Agreement to any party that assumes Best Sports Live’s obligations hereunder. The parties hereto are independent parties, not agents, employees or employers of the other or joint venturers, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other. Any reference herein to “including” will mean “including, without limitation.” Upon request from Best Sports Live, You agree to provide Best Sports Live with such documentation or records with respect to Your activities under this Agreement as may be reasonably requested for Best Sports Live to verify Your compliance with the terms of this Agreement and all applicable Laws. The following Sections survive any expiration or termination of this Agreement: 1-6, 7(d), 7(e), 8-12, 123(b), 14-19 and 21-25.