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This Software Licence (the "Agreement") is a legal agreement between you and
Livestation Limited, a company incorporated in England and Wales (Company
No: 6872775) having its registered office at 32 St James's Street, London
SW1A 1HD (referred to in this Agreement as Livestation, We or Us as the
context permits) granting you limited rights to download and use our
software, subject to the terms of this Agreement.
1. Software Licence
We grant you a personal, non-exclusive, royalty-free, non-transferable,
revocable licence during the Term to download and use the Livestation Player
(the "Software") without the right to sub-licence such rights, solely on the
terms and subject to the conditions of this Agreement. The "Term" means the
period from the date that you download the Software until the date you stop
using the Software.
2. Registered and Licensed Users
2.1 In order for you use the Software, you must register with us and provide
us with an email address and obtain a unique password for accessing
and using the Software (the "Password"). It is your responsibility to
ensure that you keep your Password and other account details secure and
confidential. They must not be disclosed to or used by any other person. You
are responsible and wholly liable for all acts or omissions committed by any
other person who accesses and / or uses the Software through or by means of
your account or Password.
2.2 Livestation delivers live television and radio broadcast programme
services. Reception of these services may require a television or radio
licence in some countries. You should ensure that your use of Livestation is
covered by such a licence where required.
2.3 Livestation also delivers desktop alerts and messages from time to time
to your desktop by receipt of messages through your internet connection. You
will need to keep your computer connected to the Internet to receive these
3. The User's Obligations
3.1 You shall:
(a) only use the Software in the manner, and for the purposes, expressly
specified in this Agreement;
(b) except as expressly provided in this Agreement, not use, reproduce,
dispose of, deal with, rent, lease, loan, modify, adapt, reverse engineer,
decompile or disassemble the whole or any part of the Software;
(c) except as expressly provided in this Agreement, not copy, reproduce,
republish, upload, post, transmit, or distribute the Software, or any
portion thereof, or facilitate or permit any third party to do so;
(d) not incorporate or allow the Software to be incorporated in any other
(e) not attempt to access any systems, programs or data of ours that are not
licensed under this Agreement;
(f) not use any device or software to interfere or attempt to interfere with
the proper operation of the Software;
(g) keep confidential and not disclose (or make available any information on
or relating to) the existence, features, functionality, capabilities or
contents of the Software or your conclusions, opinions, findings or other
information regarding the Software or your evaluation of the Software, or
the contents of this Agreement (such confidentiality and non-disclosure
obligations to survive the termination of this Agreement), provided that
this Clause shall not extend to information which was rightfully in your
possession prior to the negotiations leading to this Agreement, which was
already public knowledge at the Acceptance Date or becomes so at a future
date (otherwise than as a result of a breach of this Clause) or which you
are legally required by applicable law, rule, regulation or lawful order or
ruling of any court, government agency or regulatory commission to disclose,
in which case you agree that you will provide us with prompt notice of such
requirement to enable us to seek an appropriate protective order or to take
steps to protect the confidentiality of our confidential information, and in
the event such protection is not obtained or we waive compliance with the
provisions of this Clause, you agree that you will disclose only that
portion of the confidential information which you are legally required to
disclose. For the avoidance of doubt, this Clause shall not apply to any
information that we have expressly directed you to disclose or make
available to us or any third party;
(h) safeguard the Software from access by anyone other than yourself; and
(i) not delete or in any manner alter any notices, disclaimers, insignia,
lettering or other legends contained in the Software or appearing on any
screens, documents, reports, numeric results or other materials obtained by
you through use of the Software.
3.2 Notwithstanding Clause 3.1(b) and provided that the EU Software
Directive or other applicable law confers or may confer on you any right to
decompile or disassemble any portion of the Software or its components you
shall not attempt or commence any such disassembly or decompilation unless:
(1) prior to such actual or attempted disassembly or decompilation, you have
notified us in writing that you require such information as is necessary to
permit you to create an independent program which can be operated with any
portion of the Software or its components and we have not provided such
information within one (1) month of your written request, and (2) the
information so obtained is not used for any other purpose.
3.3 You shall not copy or reproduce the Software other than as expressly
permitted elsewhere in this Agreement, except that you may make one copy for
backup and security purposes. You hereby acknowledge that all copies
(whether complete copies or partial copies) made of the Software are our
4. User Representations and Warranties
4.1 You represent and warrant to us that you have authority to enter into
this Agreement.
4.2 Livestation allows users to create links to third-party streams. The
streams' content, business practices and privacy policies are not under our
control, and we are not responsible for the content of any linked stream,
website or any link contained in a linked stream or website. The inclusion
of a link by Livestation you add does not imply any endorsement by or any
affiliation with Livestation. In accessing the streams or links or following
links to third-party websites or streams you may be exposed to content that
you consider offensive or inappropriate. You agree that your only recourse
is to stop using Livestation or the streams or links. You may remove your
link to a stream at any time.
4.3 Livestation reserves the right to remove or modify any information,
streams, links or user's account at any time without notice. In the event
of complaint from any third party Livestation may contact you before
removing or blocking access to any information but shall not be obliged to
do so. Before viewing streams or adding links or other information you
agree to confirm that doing so will not be in breach of any law or third
party rights.
4.4 You agree that we may copy, share, store, amend or delete any
information we deem appropriate in the provision and operation of
the Livestation service. This ability shall not reduce or amend your
responsibility for ensuring that use of any information (including links and
streams) you provide is legal. You recognise and agree that Livestation does
not check the content of each link and you represent and warrant to
Livestation that you have the right to grant, to Livestation a perpetual,
non-exclusive, transferable, fully paid, worldwide license (with the right
to sublicense) to use, copy, publicly perform, publicly display, reformat,
translate, excerpt (in whole or in part) and distribute the material which
you are linking to for any purpose connected with Livestation including
commercial, advertising, or otherwise. You can remove a link at any time, if
you choose to remove your link, the license granted above will automatically
expire. You agree to hold harmless and indemnify Livestation in respect of
any claim by any third party arising from your use of or creation of a link
to a stream in Livestation.
4.5 Livestation makes no warranties whatsoever regarding the license
agreements required for accessing, and the information provided through, any
stream or link, and disclaims all liability for damages, including without
limitation, any general, special, incidental or consequential damages,
resulting from their use. Livestation also reserves the right to collect
information about creation and viewing of user added streams, including but
not limited to anonymous usage information for statistical purposes.
5. Liability
5.1 Except as otherwise expressly provided in this Agreement:
(a) the Software is provided "as-is" and, to the maximum extent permitted by
applicable law, we disclaim all conditions and warranties of any kind,
express (unless set out in this Agreement) or implied, regarding the
Software or otherwise relating to this Agreement, including conditions and /
or warranties of fitness for a particular purpose, satisfactory quality,
merchantability, non-infringement and accuracy;
(b) we do not warrant or represent that the Software is or will be accurate,
free from defects, complete, without error, or free of viruses, worms, other
harmful components, or other program limitations, or that it will function
correctly or at all;
(c) you assume the entire cost of all necessary servicing, repair, or
correction of problems caused by viruses or other harmful components, or the
failure of the Software to operate or operate correctly;
(d) we make no warranties or representations as to the accuracy, quality,
reliability, suitability, completeness, truthfulness, usefulness, or
effectiveness of the Software; and
(e) use of the Software is entirely at your own risk and we shall have no
liability or responsibility to you under or in relation to this Agreement.
5.2 You shall use the Software at your own risk and in no event shall we be
liable to you for any loss or damage of any kind (except personal injury or
death resulting from our negligence) arising from the your use of or
inability to use the Software or from faults or defects in the Software
whether caused by negligence or otherwise.
5.3 The express terms of this Agreement are in lieu of all warranties,
conditions, undertakings, terms and obligations implied by statute, common
law, trade usage, course of dealing or otherwise all of which are hereby
excluded to the fullest extent permitted by law.
5.4 You agree to defend, indemnify and hold us harmless from any losses,
liabilities, damages, actions, claims or expenses (including legal fees and
court costs) arising or resulting from your breach of any term of this
Agreement or caused by your acts or omissions or the acts or omissions of
any other person using your Password or other account details.
5.5 Nothing in this Agreement shall operate to avoid or exclude the
liability of either party for death or personal injury caused by its
negligence or for fraud.
5.6 Subject to Clause 5.5, without prejudice to any provision of this
Agreement, our maximum aggregate liability to you under or in relation to
this Agreement or any matter arising out of it shall be 500 GBP.
6. Term and termination
6.1 This Agreement and your right to use the software shall be effective
from the Acceptance Date and shall continue in force unless and until
terminated in accordance with the provisions set out in this Clause 6.
6.2 We may terminate this Agreement immediately without liability on written
notice to you for any reason whatsoever.
6.3 Without prejudice to Clause 6.2 above, this Agreement may also be
terminated immediately by either party on giving notice in writing to the
other if:
(a) the other shall have a receiver or administrative receiver appointed or
shall pass a resolution for winding-up (otherwise than for the purpose of a
bona fide scheme of solvent amalgamation or reconstruction);
(b) a court of competent jurisdiction shall make an order to that effect;
(c) the other party shall become subject to an administration order;
(d) the other party shall enter into any voluntary arrangement with its
(e) the other party shall cease or threaten to cease to carry on business;
(f) the other party shall commit any breach of this Agreement.
6.4 Any termination of this Agreement shall not affect any accrued rights or
liabilities of either party nor shall it affect the coming into force or the
continuance in force of any provision of this Agreement which is expressly
or by implication intended to come into or continue in force on or after
such termination.
6.5 On termination of this Agreement, you must immediately cease using the
Software and, unless we otherwise agree in writing, you may not directly or
indirectly download, access or use the Software (or any other software made
available by us). You must also destroy and / or delete all copies of the
Software (and any materials provided in connection with it by us). Without
prejudice to the foregoing, we shall also be entitled on termination of this
Agreement to disable the Software if you have not destroyed / deleted it.
6.6 Sections 3(g), 3(h), 5, 6.4, 6.5, 7, 8, 9, 13, and 14 shall survive this
Agreement on termination.
7. Reservation of rights
7.1 We reserve the right to:
(a) suspend access to the Software and replace it with another version at
any time during the term of this Agreement;
(b) disable the Software or require you to cease using it at any time; and
(c) charge you for access to and use of the Software, by giving no less than
7 days' notice in writing. If we have notified you of our decision to charge
for use of the Software and you do not wish to pay for your use of the
Software, you must notify us and cease absolutely to use the Software. On
the sending of any such notice, this Agreement will automatically terminate.
8. Intellectual Property Rights
8.1 We or our licensors own all rights, title and interests in the Software
including trade secrets, patents, copyrights and database rights, and the
Software shall remain the sole and exclusive property of us or our
licensors. Except as provided in Clause 1.1 of this Agreement, you have no,
and are not granted, any right, title, interest or licence in the Software.
8.2 You grant us a non-exclusive, perpetual, irrevocable, worldwide,
royalty-free licence with the right to sublicense, use, copy, transmit,
distribute, create derivative works of, display and perform the same
in respect of any materials or other information (including, without
limitation, ideas, concepts or techniques for new or improved services and
products) submitted by you in connection with the Evaluation Process,
whether as feedback, data, questions, comments, or suggestions.
8.3 Livestation viewers using any of Livestation's interactive features
agree that any statement, comment or other contributions made by Livestation
users may be republished by Livestation and/or Livestation's partner
broadcasters including, but not limited to, being broadcast live on-air.
8.4 You agree and understand that any website logs, site statistics or other
data collected by us (the "Site Statistics") shall be and remain our sole
and exclusive property.
8.5 This Agreement does not grant you a licence to use any of our trade
marks, trade names, or logos, and you recognise that our trade marks, trade
names and logos are valuable assets of ours and that substantial recognition
and goodwill are associated with them. You agree that you shall not use or
permit any third party to use, at any time, our trade marks, trade names, or
9. Hardware and Service Requirements
9.1 You are solely responsible for acquiring, servicing, maintaining, and
updating all equipment, computers, software and communications services not
owned or operated by or on behalf of us, to enable you to download, access
and use the Software, and for all expenses relating thereto (plus any
applicable taxes). You agree to download, access and use the Software in
accordance with any and all operating instructions or procedures that may be
issued by us, as amended by us from time to time. You must promptly
implement all updates, patches and upgrades to the Software and, if
instructed, uninstall and replace the Software with any new versions or
releases that we provide to you.
10. Performance
10.1 You understand and agree that the operation and availability of the
systems used to transmit information or for accessing and interacting with
the Software including, the public telephone, computer networks and the
internet, whether or not supplied or made available by us, you or others,
can be unpredictable and may, from time to time, interfere with or prevent
the access to and/or the use or operation of the Software. We are not in any
way responsible for any such interference with or prevention of your access
and/or use of the Software.
11. Training and Support
11.1 Unless we otherwise agree, we will not provide any training or support
to you relating to the Software.
12. Notices
12.1 Notices
All questions or comments concerning this Agreement shall be submitted to us
by you via email at All Notices to be given under
this Agreement by you shall be sent to the same address, with a copy to
All Notices to be given under this Agreement to you by us shall be submitted
via email to the address notified to us by you as part of the registration
process, or such other email address as you may confirm to us by updating
your registration details. It is your responsibility to ensure that you have
provided us with current and correct email details. All Notices sent by us
to the email address last provided by you shall be deemed valid and
effective and we shall not be liable or responsible if any Notice fails to
reach you because you have not provided us with the correct details or have
failed to keep them up to date.
12.2 Acceptance
(a) By accepting below and providing us with your email address you agree
and consent to: (i) contract electronically with us in accordance with this
Agreement; and (ii) receipt of electronic legal notices regarding this
Agreement to the email address you have provided to us.
12.3 Agreement Please print a copy of this Agreement for your records and
keep it securely.
13. General Provisions
13.1 Severability and Waiver
If any provision of this Agreement is held by a court of competent
jurisdiction or other competent authority to be invalid, unlawful or
unenforceable for any reason then such part will be severed from the
remainder of this Agreement, which will continue to be valid and enforceable
to the fullest extent permitted by law. The parties agree to replace any
invalid provision with a valid provision which most closely approximates the
intent and economic effect of the invalid provision. In the event of a
holding of invalidity so fundamental as to prevent the accomplishment of the
purpose of the Agreement, the parties shall promptly commence good faith
negotiations to remedy such invalidity. No delay on the part of either party
in exercising any right or remedy under this Agreement shall operate as a
waiver thereof nor shall any single or partial exercise of any right or
remedy under this Agreement preclude any other or further exercise of such
right or remedy.
13.2 Definitions and Headings
References to:
(a) The "Software" include references to all modifications, patches,
updates, upgrades, new versions and releases of the Software provided by us
to you, unless provided to you under the terms of any separate licence
agreement entered into between us.
(b) "You" and "your" are to you, the individual who has accepted the terms
and conditions of this Agreement;
(c) "We", "us" and "our" are to Skinkers Limited, as defined above, and its.
permitted successors and assignees Headings used in this Agreement are for.
reference purposes only and do not define or limit the scope or extent of.
the clauses to which they relate or in any way affect this Agreement .
13.3 Assignment and Sub-contracting
This Agreement and your rights, duties and obligations hereunder are
personal to you and you may not assign your rights, delegate your duties or
subcontract your rights without our prior written consent, which we may
provide or withhold at our entire discretion. We may assign, transfer, or
delegate this Agreement and / or all or any of our rights and obligations
under it or grant or sub-contract all or any of such rights and obligations
to any person or entity. The parties' rights and obligations will bind and
inure to the benefit of their respective successors and permitted assigns.
13.4 Independent Contractors
The parties to this Agreement are independent contractors, and no agency,
partnership, joint venture or employee-employer relationship is intended or
created by this Agreement. Neither party shall have the power to obligate or
bind the other party.
13.5 Data Protection
Both parties warrant that they will duly observe all their obligations under
the Data Protection Act 1998 (as amended) which arise in connection with
this Agreement.
13.6 Amendments
We reserve the right, at any time, to change the terms of this Agreement,
including our privacy policy, by providing you with notice of such changes.
Any use of the Software by you after such notification of any such changes
shall constitute your acceptance of the Agreement as modified. This
Agreement may not otherwise be amended except as agreed by both parties in
13.7 Entire Agreement
(a) Each party acknowledges that, in entering into this Agreement, it does
not do so on the basis of, and does not rely on, any representation,
warranty or other provision except as expressly provided in the Agreement
and all conditions, warranties or other terms implied by statute or common
law are hereby excluded to the fullest extent permitted by law.
(b) This document is the entire Agreement between the parties and supersedes
all other agreements or arrangements, whether written or oral, express or
(c) You and we acknowledge and agree that the allocation of risk and
liability contained in this Agreement is reasonable in all the circumstances
having regard to all relevant factors including the functionality and
capabilities of the Software and the testing and evaluation purposes of this
13.8 Injunctive Relief
Each party acknowledges that a violation of Clauses 1, 3, 8, 9 and 10.1 of
this Agreement would cause irreparable harm to the other party for which no
adequate remedy at law exists and each party therefore agrees that, in
addition to any other remedies available, the aggrieved party shall be
entitled to seek injunctive relief to enforce the terms of Sections 1, 3, 8,
9 and 10.1. The prevailing party shall be entitled to recover all costs and
expenses, including reasonable legal fees incurred because of any such legal
13.9 Force Majeure
We will not be responsible for any failure to perform due to causes beyond
our reasonable control, including, acts of God, acts of terrorism, war,
riot, embargoes, acts of civil or military authorities, national disasters,
strikes and the like.
13.10 Contracts (Rights of Third Parties) Act 1999
This Agreement is enforceable only by you and us and nothing in this
Agreement confers or is to be deemed to confer a benefit on a person not a
party to this Agreement. It is hereby agreed between the parties that the
Contracts (Rights of Third Party) Act 1999 shall not apply to this
13.11 Law
This Agreement shall be governed by and construed in accordance with English
law and the parties submit to the exclusive jurisdiction of the English