ANY PERSON OR ENTITY ("User" or "you") USING OR OTHERWISE ACCESSING THE APP KNOWN AS “Lounges: The Creator Showcase” AND/OR THE SITE AT WWW.LOUNGES.TV (together the “Site”) OR ANY OF THE CONTENT AND/OR DATA AVAILABLE VIA THE SITE MUST AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS USER AGREEMENT AND ALL RELEVANT TERMS AND INFORMATION AVAILABLE ON THE SITE FROM TIME TO TIME INCLUDING WITHOUT LIMITATION THE PLATFORM GUIDELINES (together, the "Agreement"). PLEASE ALSO REFER TO THE FAQs FOR SPECIFIC QUESTIONS REGARDING THE SITE AND/OR SERVICE.

PERSONAL DATA: You agree to provide only true, accurate and complete information to us via the Site. Any personal information provided by you will be treated with appropriate care and security in accordance with our Privacy Policy.

1. Contracting parties.

The Site, together with all software, content, data and other materials contained therein (“Content”) are owned or controlled by Lounges.tv Limited, a company incorporated in England under company number 12950479 with its registered office at Athene House, 86 The Broadway, London NW7 3TD, UK. Lounges.tv Limited is referred to in these terms and conditions as "we", "us","our" or "Lounges". You do not need to register to browse the Site but if you wish to upload and/or livestream Creator Content you will need to create a registered user account. When you register with Lounges (or otherwise access the Site), you are contracting with Lounges.tv Limited. By registering, you warrant that you are 16 years of age or older, (and have parent or guardian consent if you are a minor in your home country) and are legally capable of entering into binding contracts and that you have agreed to be bound by this Agreement. Please note that the Service (or certain parts of the Service) may not be available in certain countries or via certain platforms. By installing, copying, or otherwise using the Service or its software, you acknowledge that you have read and understood this Agreement, and agree to be bound by its terms and conditions. If you do not agree to (or cannot comply with) the terms and conditions of this Agreement, do not install, copy, or use the Service, software or any music, images, video, text, or other material or Content available via the Service Athene House, 86 The Broadway, London NW7 3TD, UK. Lounges.tv Limited is referred to in these terms and conditions as "we", "us", "our" or "Lounges". You do not need to register to browse the Site but if you wish to upload and/or livestream Creator Content you will need to create a registered user account. When you register with Lounges (or otherwise access the Site), you are contracting with Lounges.tv Limited. By registering, you warrant that you are 16 years of age or older, (and have parent or guardian consent if you are a minor in your home country) and are legally capable of entering into binding contracts and that you have agreed to be bound by this Agreement. Please note that the Service (or certain parts of the Service) may not be available in certain countries or via certain platforms. By installing, copying, or otherwise using the Service or its software, you acknowledge that you have read and understood this Agreement, and agree to be bound by its terms and conditions. If you do not agree to (or cannot comply with) the terms and conditions of this Agreement, do not install, copy, or use the Service, software or any music, images, video, text, or other material or Content available via the Service.

2. Passwords.

You agree: to keep your password secure and confidential and to not allow anyone else to use your email address or password to access the Site or any Content; to not do anything which would assist anyone else to gain access to any secured area of the Site; and to not create additional registration accounts for the purpose of abusing the functionality of the Site or any Content, or other Users, or to seek to pass yourself off as another user. If you think someone else has obtained your account details, please let us know immediately via info@lounges.tvand we will close your account as quickly as possible. Please note that you will be responsible to Lounges and to others for all activity that occurs under your Lounges account.

3. The Lounges TV Service.

Lounges offers an entertainment platform for any person with talent to stream or post short-form audio-video content, enter competitions, host pay-per-view live streams and/or make available on-demand content (“Creator Content” and, in each case, via a (“Lounge”). Lounges acts as a disclosed agent on behalf of end-user creators (“Creators”) (to sell tickets and/or collect monies) wishing to live stream an event from their own premises (a “Virtual Lounge”) to other end users who wish to view Creator Content (“Viewers”) (together, the “Service”). Each Creator shall be solely responsible for pricing and ticketing details, the date, time and length of their performance(s) and the quality and legal compliance of their Creator Content. Some Lounges may be offered on a limited sale or private viewing basis for a limited number of Viewers and in such cases, sales will be made on a first-come first-served basis. Please note that access to the Service requires use of a suitable electronic device and a stable and suitable internet connection. You are responsible for any such device and connection and for any and all fees and charges that you incur when accessing or using the Service. We are not liable for troubleshooting issues, Internet loading, or capacity issues (whether or not such issues interrupt or change the quality of a Lounge). The Service is provided to you personally hereunder, and you shall be fully liable for all acts and omissions of any third party that uses or administers the Service for you or on your behalf. Other details of the Service are set out on the Site and are regularly updated to reflect changes and improvements to the Service (and we reserve the right to modify the features and content of the Service and/or any terms relating to the payment aspects of the Service at any time for any reason). If you enter any of our competitions, in addition to this Agreement, the terms and conditions for the specific competition shall apply (and is incorporated herein by reference).

4. Viewers' Rights to View Content.

Subject to the terms of this Agreement, Lounges grants to you a personal, non-exclusive, non-transferable, limited and revocable licence to use the Service (and to view Creator Content solely via the Service) for your own purposes. The Service is not for any public or any third party use outside of the Site. The rights granted hereunder do not and will not include: (i) sale or sub-licensing of any Creator Content; (ii) the making of copies of any Creator Content; (iii) distribution or posting or other provision to any third party of Creator Content, via the internet or any mobile network or device or any other method (including without limitation by way of downloading, copying, broadcasting, playing, presenting, sharing, making available or other technical means); and/or (iv) advertising-related use of Creator Content or any other use which may constitute infringement of so-called “Moral Rights” including without limitation any use which could be considered a promotion or encouragement of any brand, product or service. The Service (and related software) enables you to obtain, listen to, view, and/or read (as the case may be) Creator Content that may be obtained by you in digital form, and you understand and acknowledge that your rights with respect to Creator Content is limited by applicable copyright law.

5. Creators' Grant of Licence for Use of Creator Content.

If you are a registered User, you may upload your Creator Content for entertainment purposes and/or to promote your business or artistic enterprise. By uploading or live-streaming any item of Creator Content, you hereby grant to Lounges (and to each of its commercial contractors, partners, licensees, successors and assigns) a worldwide, non-exclusive, transferable license to display, perform, reproduce, distribute, edit (to a reasonable extent), format and to otherwise exploit such Creator Content, in any format and through any media channel, in relation to the publishing and/or promotion of such Creator Content and/or Lounges (including without limitation for the marketing of services offered or to be offered by Lounges or its commercial contractors, partners and/or licensees). Such licence shall continue until the Creator Content is removed in accordance with this Agreement, save where operation of the Service or the law requires otherwise, or where (before such removal) Lounges granted a sub-license that cannot be practicably withdrawn or terminated. Where applicable and to the fullest extent of applicable law, each Creator hereby waives (and agrees not to enforce against Lounges) any so-called "moral rights" (or equivalent) for such licensed use by Lounges.

You must not upload any Creator Content that does not fully comply with this Agreement and applicable law. For example (and subject to Clause 6 below), Creator Content must not include any third-party content (such as copyrighted material) unless you have obtained permission from each such party or are otherwise legally entitled to do so. If you upload Creator Content which includes and/or depicts any other person (other than or in addition to you, even if that person cannot be identified within the Content) ("Co-Authored Content"), you warrant and represent that each such individual is a Creator (properly registered on Lounges) and a consenting adult, and that you have verified the identity and majority age of each such individual and will provide to us supporting documents on request at any time now or in future and that each such individual has given their express, prior and fully informed consent to such appearance within the Co-Authored Content; and has consented to such Co-Authored Content being posted on the Site. Please note that any Co-Authored Content shall be deemed as Creator Content of only the Creator who uploads that Co-Authored Content (and any and all terms, arrangements or disputes between such co-authors shall be a matter between only them). From time to time we may post advertisements on the Site and you agree that we may display such advertisements and promotions anywhere within the Site, including near or within any Creator Content and unless otherwise agreed, no Viewer or Creator shall be entitled to any share thereof. Each Creator understands and agrees not to sell, upload or display any advertisements, promotions, or solicitations of business in or in relation to any Lounge or the Service. Save for Performing Rights in music (to the extent noted below), as a Creator you warrant and represent that you are the original creator and owner of and/or have the necessary written licenses, rights, consents, releases and permissions in respect of your Creator Content (including without limitation for materials utilised in videos, profile images, banners, etc.) and shall indemnify Lounges against any and all claims in connection therewith.

6. Music Rights in Creator Content.

In most circumstances, you may livestream any song (written by you or anyone else) within your Creator Content, pursuant to permissions obtained from applicable licensors. On Lounges, you may livestream and/or offer for on-demand streaming your performances of:

1. (A) Your own self-written original songs if you are not subject to any Publishing Agreement with any music publisher, even if you are a member of PRS or some other Performing Rights Organisation;
2. (B) Your own self-written original songs if you have ever signed an agreement with a music publisher ONLY if such publisher has granted a license to Lounges for such use of your songs (and if in doubt please ask your publisher to confirm that they have licensed Lounges either directly or via PRS); or
3. (C) Any other song as a “cover version” ONLY if the publisher(s) of that song have granted a license to Lounges for such song (and if in doubt please contact us at info@lounges.tv);

Subject only to the rights of any Performing Rights Organisation of which you are a member (including PRS for Music and similar societies) and the rights of any third-party publisher to which you have licensed or assigned any rights, you hereby grant us all rights to perform (i.e. publicly perform, transmit, etc.), to reproduce (i.e. in sync with moving images, mechanicals, etc.) and to otherwise use the composition(s) embodied within your Creator Content, to be stored, made available and/or viewed via the Service and/or via our third party licensees for as long as that item of Creator Content remains on the Site (including without limitation for the marketing of services offered or to be offered by Lounges or its commercial contractors, partners and/or licensees) and such licence shall continue thereafter for the duration of any sub-licence Lounges may have granted to a third party that cannot be terminated or practicably withdrawn.

For each and every one of your Lounge performances that includes music, you must provide to us before (or within 12 hours thereafter) full details of each musical work (aka “song” or “composition”) which will be/was included in such performance. If any such song is written partly or wholly by you then you may be able to claim a royalty payment from PRS (or other Performing Rights Organisation of which you are a member). Please check with such organisation for more information. Lounges accepts no responsibility for any PRO payments, royalties or claims.

Please note that you may not use any commercially-available third-party-owned (or third-party-controlled) music recordings within your Creator Content (but if you are a DJ seeking to use such music then please contact us to discuss possible alternative arrangements).

7. Transactions.

Each transaction between a Viewer and a Creator (“Viewer/Creator Transaction”) is a separate contract between such Viewer and Creator. Whilst we facilitate the Service for the Viewer and Creator by providing the Lounges platform and by storing content, we are not responsible for any Viewer/Creator Transaction. To enter into a Viewer/Creator Transaction with a particular Creator, you must first add a payment card to your account to complete a purchase of ticket or submit a Tip. You agree not to make any unjustified or non-genuine request for a refund in respect of any Viewer/Creator Transaction or Tip or make any unjustified or non-genuine chargeback request to your payment card provider in relation thereto.

8. Fees.

We act as a disclosed agent for each Creator by providing the Lounges live streaming platform and user interface, and for collection of payments from Viewers for distribution to the applicable Creator(s). Each Creator is responsible for choosing the pay-per-view price of his/her Creator Content up to a maximum of £100 per event. A Creator may choose to create a free event and encourage Viewers to send tips (“Tips”). The Tips feature is subject to a maximum of £1000 and is available for live events, on-demand and directly on the applicable Creator's profile. To the price charged by the Creator in each case we add a small administration fee for live-streaming as a transactional fee. All such costs, together, are the “Fees”. Fees must be paid in full in advance of or during the applicable Lounge event (and no reduction is permitted if only part of a Lounge is viewed). Please note that Fees are subject to change by posting new Fees on the Site at any time. Subject to applicable law, by continuing to use the Service after a price change has taken effect, you are deemed to accept the new price. Tax rates are based on rates applicable at the time of your charge but such amounts may change at any time pursuant to local tax requirements and any such change will be automatically applied based on the account information you provide.

9. Payments by Viewers to Lounges.

Payment of Fees may be made by PayPal or credit or debit card or any other payment solution listed on the Site from time to time (including without limitation Apple Pay). All transactions shall be charged immediately. Credit/debit cardholders are subject to validation checks and authorisation by the card issuer. We are not responsible for your card issuer or bank charging you as a result of processing of your credit/debit card payment in accordance with your order nor are we not obliged to inform you of any reason for refusal. By using your credit or debit card, you confirm that the card belongs to you and that there are sufficient funds or credit available to cover the charges. Any costs or extra fees incurred for funds transfers or payment services are payable by you. We do not provide refunds or credits for any reason, except (i) if we cancel a Lounge; (ii) as required by applicable law; or (iii) otherwise in our sole discretion. No refunds shall be given in relation to Tips in any circumstances. All amounts listed on the Site are inclusive of Value Added Tax and other similar sales taxes and duties unless otherwise noted (and all sums must be paid free and clear of any withholding tax and without deduction of any kind).

10. Refunds.

If a Lounge is postponed or rescheduled, your purchase may be still valid for the rescheduled live event or a refund may be requested. If a Creator cancels a Lounge (or in the event that, subject to our reasonable discretion, we consider that a Lounge is not as described), the Creator will issue a refund to the Viewer only to the original method of payment used at time of purchase provided in the latter case that such refund is requested within twelve hours of the live event finishing. We reserve the right at any time to change our billing methods and if a refund is processed in error, or if we receive a chargeback, or if a refund exceeds the original amount paid, we reserve the right to recharge the original method of payment used at time of purchase. Please note that NO REFUNDS WILL BE GIVEN IF SOME OR ALL OF THE PURCHASED/TICKETED CREATOR CONTENT HAS BEEN CONSUMED (save that this does not affect your statutory rights).

11. Payments by Lounges to Creators.

We shall pay each Creator the applicable Net Proceeds resulting from such Creative's revenue-generating Lounge activity. ‘Net Proceeds‘ shall mean gross monies actually received by us on the Creator's behalf which are directly and identifiably attributable to the applicable Lounge (to include pay-per-view payments received by us from Viewers for watching the Lounge), any further sums paid by Viewers as Tips and any directly-attributable advertising income less our commission of twenty per cent (20%), sales or Value Added taxes, our administration fee (at then-current rates) and any other expenses incurred and applicable (e.g. licence fees payable in respect of Creator Content, App store fees, etc.). Such Net Proceeds shall be made available to Creators via their virtual wallet as soon as possible (ideally within 24 hours of the completion of the Lounge) and Creator may withdraw such sums at any time for up to one year thereafter, provided there is at least £10 in such wallet. Due to compliance regulations requirements, first-time withdrawals may take up to seven days while we complete KYC (Know Your Customer) checks to prevent identity theft, fraud, and money laundering. KYC-verified Creators can request a withdrawal and this will be processed by Lounges within one working day. The minimum amount for a withdrawal is £10 for deposit into a UK bank account and £100 for a non-UK bank account. Amounts left in a wallet for longer than one year may be forfeited. If a Creator is registered for VAT, any VAT amount shall be payable subject to timely receipt of a valid VAT invoice (showing VAT number and agreement to a self-billing arrangement). If your position changes in relation to sums payable hereunder, you must inform us immediately. You may need to submit additional information depending on the country where you live. Each Creator hereby grants us the necessary authority to issue refunds as above on such Creator's behalf and each Creator shall be responsible for any and all sales or other taxes payable by them in respect of their live stream or on demand Lounge. Provided we have received the required information, as an accommodation to Creators and where applicable, we are able to issue VAT invoices on their behalf to Viewers, but we do not take any responsibility or accept liability for the application of the appropriate VAT rules in the territory concerned or for the content provided to us by Creators in this regard. All liability and responsibility rests with the Creator. Any currency exchange rates and foreign transaction fees are not our responsibility, and we bear no responsibility for refunding or compensating you for amounts or expenses incurred in connection with those fees. In the event that a viewer requests a refund or initiates a dispute with their bank regarding a ticket payment, Lounges reserves the right to investigate the matter and, if necessary, contest the dispute with the bank. Eligible refunds and any amounts lost in disputes, along with applicable fees imposed by the bank, will be deducted from the Creator's earnings and applied to the Creator's wallet. Lounges also reserves the right to apply chargebacks as needed.

12. Content.

Save for Creator Content, Lounges owns or controls all relevant intellectual property rights in the Site and the Content. Whilst we endeavour to provide accurate and up-to-date information, the Content may not be wholly accurate or up-to-date, complete or free of defects, and is subject to change at short notice. All Content is provided without any representations or warranties of any kind (implied or express) to the fullest extent permitted by applicable law. You may not publish, distribute, extract, re-utilise, transfer, assign, sub-license or reproduce any part of the Site or the Content in any form (including storing it in any medium) other than as expressly allowed herein or as set out in the Site and the Content (or under applicable law). The Site and the Content are intended only for the purposes specified or implied therein, and your use of the Site and/or Content is entirely at your own risk. You acknowledge and agree that you will not acquire or be deemed to acquire under this Agreement any ownership of any Intellectual Property Rights in the Service and/or any Content, and that any and all Intellectual Property Rights in and to the Service and any branding therein (including trademarks, brands and logos) belong to Lounges and/or its licensors. Nothing in this Agreement will transfer ownership, or any aspect of ownership in and to the Service, the Content, trademarks, brands or logos, to you or any third party. You agree and accept that any use of Content and/or Creator Content that is or appears to be inconsistent with the terms of this Agreement or in excess of the scope of the selected terms of the Service licence will be treated as an unauthorised use of that Content (and each copyright work therein) and may result in a claim by Lounges (or a third party rightsholder) against you (or your related parties) for infringement of the copyright and/or other rights in such works.

13. Explicit Content

During use of the Service, despite any use of filtering tools, some explicit content may be served to you and accordingly (to the extent permitted by applicable law) you must not rely on the Service to filter all explicit content.

14. User Conduct.

In relation to the Site and Service, you warrant and represent to us that you will:

• not participate in any form of activity or transmit any content or material which is (or might be likely to be) unlawful, harassing, libellous, defamatory, abusive, threatening, harmful, vulgar, obscene, profane, sexually-oriented, racially-offensive or otherwise includes objectionable material or material that might promote violence or infringe the rights of any other person;

• not depict within Creator Content, and not otherwise exploit, harm or attempt to exploit or harm any individual under the age of 18, including by exposing them to inappropriate material or content;

• not depict within Creator Content any (real or fictional) weapons, goods subject to prohibitions or restrictions in sale, possession, or use, drugs or drug paraphernalia, self-harm, suicide, sexual assault or any material of a sexual nature, nudity, violence, hypnosis, intoxication, torture or any offensive material or bodily substances, sexually-explicit material, escort services or prostitution, any kind of fake or manipulated content related to any individual (including so-called deepfakes), or any material that may give an impression of affiliation, endorsement, licensing, or approval by Lounges or any third party or which causes or is reasonably likely to cause inconvenience, anxiety, upset, embarrassment, or serious offense to any individual;

• not post or depict any material that Is related to or intended for use in extracting money or other benefits from any individual (in exchange for the removal of Creator Content or otherwise) or involves or promotes third-party commercial activities or sales, such as contests, sweepstakes, sales promotions, product placements, advertising, job postings, or employment advertisements;

• not post on the Site or otherwise publish your own (non- Lounges) details or personal data of anyone else;

• not transmit, stream or send pre-recorded audio or video material during a live stream or attempt to present recorded material as a live stream;

• not use alternative media or methods (such as codewords or signals) to convey material that contravenes this Agreement;

• not register more than one account for yourself or anyone else;

• not input or transmit content that contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorised access to any data or other information of any third party;

• not make any use of the Content that would infringe the copyright therein;

• not attempt to modify any software or Content obtained through the Service for any reason whatsoever, including for the purpose of disguising or changing any indications of the ownership or source of the Content or removing (or trying to remove) and “DRM” (digital rights management) information or metadata, save as permitted by applicable law;

• not input or transmit content that contains anything which could be used to determine or alter the architecture of the Site, or to decompile, disassemble, or reverse engineer the Site;

• not use the Service to distribute unsolicited promotional or commercial content or other unwanted or mass solicitations (spam);

• not collect personal data about other Users (for any purpose);

• not use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from the Service;

• not impose an unreasonable or disproportionately large load on our infrastructure;

• not attempt to gain unauthorised access to Lounge’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, the Service or the Site; and

• not, for any reason whatsoever, reverse engineer, decompile, disassemble, or otherwise tamper with any security components, usage rules or other protection measures applicable to the Service or Content.

15. Objectionable Material.

If you encounter or become aware of any objectionable or infringing or unlawful content available anywhere on or via the Site, please immediately report to Lounges such material (and the specific page on which it is found), or if you believe that you are the owner of the copyright or other rights in any material appearing on the Site, or if you have any other complaint about the Site or any Content or other posted materials, please follow our Take-down Policy (making sure to include both the URL for the non-complying content and the reasons you believe it does not comply). Please note that there may be adverse legal consequences if you make a false or bad faith allegation through this process.

16. Right of Cancellation.

You acknowledge and accept that, if you stream any of the paid-for Creator Content or use the Service in any applicable way after a payment, you will no longer have any right to cancel that payment, save that nothing hereunder is intended to affect your statutory rights to cancel under applicable local law.

17. Termination.

You may terminate this Agreement at any time (and in such case you may not continue to access or use the Service). Without prejudice to any other rights or remedies hereunder, Lounges may terminate this Agreement in our sole discretion without prior notice to you and without reimbursement, if we believe that you may have breached (or acted in a manner indicating that you do not intend to or are unable to comply with) any term herein, or if we are legally required to do so by law, or if continuation is likely to be no longer commercially viable, or if you use any Content in a manner inconsistent with the terms hereunder or which otherwise may constitute infringement of any rights of Lounges or its licensors. Immediately upon any termination hereof: (a) any unpaid Fee(s) shall be payable in full and User shall not be entitled to any refund; and (b) User shall cease all use of the Service and Content. In addition and without prejudice to the other rights and remedies available hereunder, Lounges reserves the right to suspend provision of services in the event of an actual or suspected breach of this Agreement or other unauthorised use of the Service. You acknowledge that we will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in investigating suspected criminal violations.

18. Technical Requirements.

You agree to use the Service in accordance with any technical guidelines that we may provide to you from time to time. We shall not be held responsible for any provision of service or electronic delivery that is incompatible with your operating system or other problems specific to your device. Lounges reserves the right to impose limited periods of downtime for maintenance or other interruptions for commercial reasons without prior notice. Specifically, you accept and agree that the Service may be interrupted from time to time due to technical or other issues (including without limitation caused by a telecoms or internet service provider or by network congestion), and that Lounges may temporarily suspend provision or operation of the Service for reasonable carrying out of periodic maintenance where necessary or where preferable to improve the Service. Lounges will use reasonable efforts to provide prior notice where practicable but you expressly agree that Lounges shall not be liable for any loss resulting from any such downtimes or interruptions. If you are in doubt as to whether or not the Service is suitable for your requirements, please carefully evaluate the Service before registering as a User. If you are still unsure, you may contact us via info@lounges.tv for further information. Nothing herein affects your statutory rights.

19. Your Warranties.

You warrant and represent that you have the right and authority to enter into this Agreement and to perform your obligations hereunder. Additionally, you warrant and represent that (throughout the Term):

1. you will comply with applicable law at all times

2. you will not use or attempt to use or access Content or any other part of the Service other than in accordance with the terms of the license granted hereunder

3. you will not (and will not attempt to) make any recording or reproduction of, and will not stream or transmit or make available, any Content except as permitted hereunder

4. you will use the Service solely for your own personal purposes, and not for redistribution or transfer of any kind

5. you will not amplify, transmit or retransmit the Service or any Content so as to be audible or viewed outside of your own personal space

6. all information provided by you to Lounges is complete and accurate at all times

7. you will timely provide to Lounges any updated or corrected information and ensure such information is correct

As a Creator you warrant and represent that you have obtained all third-party permissions, licences and approvals that may be required (e.g., from record companies, music publishers, artists, performers, producers, etc.) to enable you to perform, record, display and upload your Lounge to the Service, for purposes of both livestreaming and on demand usage by Viewers.

You agree to indemnify us for any loss or damage that may be incurred by Lounges, including without limitation legal fees, arising from a breach by you of this Agreement or your misuse of any material or information obtained through the Site or the Content. You undertake to inform Lounges immediately if you become aware of any possible breach of this Agreement by you or any connected party.

20. Our Warranties.

Lounges warrants and represents that it has the right and authority to enter into this Agreement and to perform its obligations hereunder. Without limiting the foregoing, Lounges makes no warranty that: (a) the Service will meet your requirements; (b) the Service will be uninterrupted, timely, secure, or error-free; (c) the results obtained from the use of the Service will be accurate, complete, reliable or effective; and/or (d) the quality of any content or services obtained by you from the Site, from us, or from any third parties' websites or applications to which the Site is linked, will meet your expectations or be free from mistakes, errors or defects. The use of the Service is at your own risk and with your agreement that you will be solely responsible for any loss or damage that results from such activities. Please note that Lounges makes no warranty or representation about the provision or availability of any particular item of Content and Lounges reserves the right to remove or cease provision or availability (with or without notice) of any Content at any time without liability to you.

THE SERVICE (INCLUDING ALL SOFTWARE, CONTENT AND OTHER INFORMATION, MATERIALS AND PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE) IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND FROM LOUNGES. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LOUNGES DOES NOT WARRANT THAT THE SERVICE OR ANY SOFTWARE, CONTENT, INFORMATION, MATERIALS OR PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

21. Liability.

You agree that (subject to applicable law), your sole and exclusive remedy for any dissatisfaction or problem arising from or in connection with the Service is to uninstall and stop using the Site. Notwithstanding the foregoing, the total liability of Lounges to you hereunder shall be limited to the amount you have actually paid to us for its services hereunder or, if greater, UK£100. Except as set out herein, we shall not be liable for any indirect or consequential loss of any kind in contract, tort or otherwise arising out of your use of the Site or the Content or in relation to the goods and/or services that we provide. If either you or Lounges terminates this Agreement, or if we terminate or suspend your subscription to the Service, you agree that, subject to applicable laws, Lounges shall have no liability to you. Nothing in this Agreement shall operate to limit or exclude liability for death or personal injury caused by negligence of Lounges.

you agree that LOUNGES will not be liable for any INCIDENTAL, PUNITIVE, SPECIAL or CONSEQUENTIAL damages of any kind arising from YOUR use of the Service, Content, information, materials, SOFTWARE or products included on or otherwise made available to you through the Service, OR FOR ANY DAMAGES IN EXCESS OF THE AMOUNT PAID FOR THE SPECIFIC ITEM OF CONTENT GIVING RISE TO THE APPLICABLE CLAIM FOR DAMAGES.

SAVE WHERE PROHIBITED UNDER APPLICABLE LAW, YOU AGREE THAT YOU AND/OR LOUNGES MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION AND UNLESS OTHERWISE AGREED IN WRITING BY YOU AND LOUNGES, NO ARBITRATOR OR JUDGE MAY CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

22. Trade Marks.

The brands, products and service names used in the Site, Service and/or the Content (including without limitation, “Lounges” and “Lounges tv”) are trademarks or trade names of Lounges or its trading partners unless otherwise stated.

23. Hacking.

You agree and undertake not to attempt to damage, deny service to, hack, crack, reverse-engineer, or otherwise interfere (collectively, "Interfere") with the Site and/or the Content in any manner. If you in any way Interfere with these, you agree to pay all damages we incur as a result. We will cooperate with the authorities in prosecuting any User who Interferes with the Site or the Content or otherwise attempts to defraud Lounges or any other parties through your use of the Site or the Content or any services provided hereunder. We reserve the right to deny any or all access or service to any User for any reason, at any time, at our sole discretion. You agree that we may block your access, and at our sole discretion to disallow your continued use of the Site and/or the Content. We reserve the right to take any action we may deem appropriate in our sole discretion with respect to violations or enforcement of the terms of this Agreement, and we expressly reserve all rights and remedies available to us at law or in equity.

24. Third Parties.

You agree that this Agreement is between you and Lounges and no third party has any enforceable rights or obligations hereunder.

25. No Partnership.

Your use of the Site, Service and/or the Content creates no partnership, client, fiduciary or other professional relationship.

26. Force Majeure.

We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control.

27. Severance.

If any part, term or provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, unenforceable or in conflict with any relevant law, the remaining portions or provisions shall still remain valid and continue in full force and effect.

28. No Waiver.

No waiver, express or implied, by either party of any term or condition or of any breach by the other of any of the provisions of this Agreement, shall operate as a waiver of any breach of the same or any other provision of this Agreement.

29. Variation.

This Agreement may be varied from time to time by our posting new terms on the Site, and any such amendment will be applicable to all Users from the date and time such revised terms have been posted on the Site (or other such date as shown in such notice). Your continued use of the Site and/or the Service constitutes agreement with and acceptance of any such amendment or other changes. We constantly experiment and innovate with the Site in order to provide a better experience and you hereby acknowledge and agree that the form and nature of the Service may change from time to time without prior notice to you. Where such variation or changed terms are materially detrimental to you, we will inform you in writing and such varied terms will be deemed accepted if you do not raise any objection in writing within 30 days of such notification.

30. Export Controls and Sanctions.

Please note that the Service (and/or Content or Creator Content) may be subject to export and/or re-export control laws in certain territories. Accordingly, you warrant that you are not located in any country which has embargoed goods or has otherwise applied any economic sanctions in relation to export or re-export of goods and/or services relating to the Service and that you are not a denied party (as specified in any such applicable export or re-export law). You further agree to comply with all such applicable laws (including without limitation by not using, selling, exporting, reexporting, transferring or otherwise disposing of any products, software, or technology (including products derived from or based on such technology) received from Lounges under this Agreement to any destination, entity, or person or for any end-use prohibited by applicable law (save with obtaining required prior authorisation).

31. Law.

This Agreement shall be governed by and construed in accordance with the laws of England and any dispute arising hereunder (subject to the provisions below regarding alternative dispute resolution) shall be subject to the jurisdiction of the Courts in London.

32. Arbitration.

You agree that any claim of any kind hereunder shall be determined by mandatory binding individual arbitration, under the Rules of Arbitration of the International Chamber of Commerce ("ICC") then currently in force ("ICC Rules") by three arbitrators appointed in accordance with the ICC Rules, as modified by this Agreement, and shall be administered by the International Court of Arbitration of the ICC. Any arbitration will be conducted in English and (unless otherwise required by local applicable law) shall be subject to English Law without regard to Conflicts of Law principles. Any arbitration must be commenced by filing a demand for arbitration within one (1) year after the claiming party first discovers (or reasonably should have discovered) the event giving rise to the claim, or (where applicable law prohibits such period) the shortest time period pursuant to local applicable law. If you intend to seek arbitration you must send a written notice to us by registered post or courier using the addresses noted below providing full details of the claim. The fact of the claim, the arbitration and all documents and information disclosed in the course of any such arbitration shall be confidential and shall not be used for any purpose other than the arbitration or enforcement.

33. Contacting Us.

If you have any questions, please contact us at the following address: Lounges.tv Limited, Athene House, 86 The Broadway, London NW7 3TD, UK or email us viainfo@lounges.tv