PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A BINDING CONTRACT.

Notice: Section 15 of this Agreement contains a mandatory ARBITRATION AGREEMENT for certain privacy claims that you or BoomRoom could assert. By using our Services and accepting this Agreement, you (1) agree to binding arbitration of these claims before a neutral arbitrator; and (2) waive your rights to go to court, have a jury hear your case, or participate as part of a class of plaintiffs with respect to such claims.

1. Introduction

Welcome to the services operated by BoomRoom, LLC. (collectively with its affiliates, “BoomRoom,” “we,” “us,” or “our”) consisting of the website available at https://www.BoomRoom.io, and its network of websites, software applications, or any other products or services offered by BoomRoom (the “BoomRoom Services”). This BoomRoom Terms of Service Agreement (the “Agreement” or “Terms of Service”) is made between BoomRoom and you, our customer (“you,” “your” or “User”).

BoomRoom is an easy-to-use platform to stream live musical experiences. BoomRoom allows a category of Users(referred to as “Creators”) to live stream their performances to other Users in exchange for tips, paid interactive features, purchased tickets, or paid subscriptions. Users are able to browse through Creators, view livestreams, provide tips, make purchases, and interact during the performances. The platform enables Users to view profiles and feeds published by Creators. When using the BoomRoom Services, you as a User will also be subject to BoomRoom’s Community Guidelines. If you are a Creator, you are also subject to the BoomRoom Creator Addendum as well as any additional terms or conditions that are disclosed to you in connection with such services.

The Terms of Service apply whether you are a User who registers an account with the BoomRoom Services or an unregistered User. You agree that by clicking “Sign Up” or otherwise registering, downloading, accessing, or using the BoomRoom Services, you are entering into a legally binding agreement between you and BoomRoom regarding your use of the BoomRoom Services. You acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not agree to these Terms of Service, do not access or otherwise use any of the BoomRoom Services.

When using BoomRoom or opening an account with BoomRoom on behalf of a company, entity, or organization (collectively, “Subscribing Organization”), you represent and warrant that you: (i) are an authorized representative of that Subscribing Organization with the authority to bind that organization to these Terms of Service and grant the licenses set forth herein; and (ii) agree to these Terms of Service on behalf of such Subscribing Organization.

2. Use of BoomRoom by Minors and Blocked Persons

You must be at least 16 years old or the applicable age of majority in your jurisdiction, whichever is greater, to create an account or otherwise use our Services. If you wish to use the Services for a commercial purpose, you must be at least 18 years old. Individuals under the applicable age may use our Services only through a parent or legal guardian’s account and with their involvement. Please have that person read this Agreement with you and consent to it before proceeding.

Parents and Guardians: By granting your child permission to use the Services through your account, you agree and understand that you are responsible for monitoring and supervising your child's usage. If you believe your child is using your account and does not have your permission, please contact us immediately so that we can disable access.

The BoomRoom Services are also not available to any Users previously removed from the BoomRoom Services by BoomRoom or to any persons barred from receiving them under the laws of the United States (such as its export and re-export restrictions and regulations) or applicable laws in any other jurisdiction.

BY DOWNLOADING, INSTALLING, OR OTHERWISE USING THE BOOMROOM SERVICES, YOU REPRESENT THAT YOU ARE AT LEAST 16 YEARS OF AGE, THAT YOUR PARENT OR LEGAL GUARDIAN AGREES TO BE BOUND BY THESE TERMS OF SERVICE IF YOU ARE BETWEEN 16 AND THE AGE OF LEGAL MAJORITY IN YOUR JURISDICTION OF RESIDENCE, AND THAT YOU HAVE NOT BEEN PREVIOUSLY REMOVED FROM AND ARE NOT PROHIBITED FROM RECEIVING THE BOOMROOM SERVICES.

3. Privacy Notice

Your privacy is important to BoomRoom. Please see our Privacy Notice for information relating to how we collect, use, and disclose your personal information, and our Privacy Choices on how you can manage your online privacy when you use the BoomRoom Services.

4. Account

a. Account and Password

In order to open an account, you will be asked to provide us with certain information such as an account name and password.

You are solely responsible for maintaining the confidentiality of your account, your password and for restricting access to your computer. If you permit others to use your account credentials, you agree to these Terms of Service on behalf of all other persons who use the Services under your account or password, and you are responsible for all activities that occur under your account or password. Please make sure the information you provide to BoomRoom upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.

Unless expressly permitted in writing by BoomRoom, you may not sell, rent, lease, share, or provide access to your account to anyone else, including without limitation, charging anyone for access to administrative rights on your account. BoomRoom reserves all available legal rights and remedies to prevent unauthorized use of the BoomRoom Services, including, but not limited to, technological barriers, IP mapping, and, in serious cases, directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.

b. Third-Party Accounts

BoomRoom may permit you to register for and log on to the BoomRoom Services via certain third-party services. The third party’s collection, use, and disclosure of your information will be subject to that third-party service’s privacy notice. Further information about how BoomRoom collects, uses, and discloses your personal information when you link your BoomRoom account with your account on any third-party service can be found in our Privacy Notice.

5. Use of Devices and Services

Access to the BoomRoom Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing the BoomRoom Services.

6. Modification of these Terms of Service

BoomRoom may amend any of the terms of these Terms of Service by posting the amended terms. Your continued use of the BoomRoom Services after the effective date of the revised Terms of Service constitutes your acceptance of the terms.

7. License

The BoomRoom Services are owned and operated by BoomRoom. Unless otherwise indicated, all content, information, and other materials on the BoomRoom Services (excluding User Content, set out in Section 8 below), including, without limitation, BoomRoom’s trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, information, data, sound files, other files, and the selection and arrangement thereof (collectively, the “Materials”) are protected by relevant intellectual property and proprietary rights and laws. All Materials are the property of BoomRoom or its subsidiaries or affiliated companies and/or third-party licensors. Unless otherwise expressly stated in writing by BoomRoom, by agreeing to these Terms of Service you are granted a limited, non-sublicensable license (i.e., a personal and limited right) to access and use the BoomRoom Services for your personal use or internal business use only.

BoomRoom reserves all rights not expressly granted in these Terms of Service. This license is subject to these Terms of Service and does not permit you to engage in any of the following: (a) resale or commercial use of the BoomRoom Services or the Materials; (b) distribution, public performance or public display of any Materials; (c) modifying or otherwise making any derivative uses of the BoomRoom Services or the Materials, or any portion of them; (d) use of any data mining, robots, or similar data gathering or extraction methods; (e) downloading (except page caching) of any portion of the BoomRoom Services, the Materials, or any information contained in them, except as expressly permitted on the BoomRoom Services; or (f) any use of the BoomRoom Services or the Materials except for their intended purposes. Any use of the BoomRoom Services or the Materials except as specifically authorized in these Terms of Service, without the prior written permission of BoomRoom, is strictly prohibited and may violate intellectual property rights or other laws. Unless explicitly stated in these Terms of Service, nothing in them shall be interpreted as conferring any license to intellectual property rights, whether by estoppel, implication, or other legal principles. BoomRoom can terminate this license as set out in Section 14.

8. User Content

BoomRoom allows you to distribute streaming live audio-visual works; to use services, such as chat, blog feeds, promotional videos, uploaded photos and videos, and voice and visual interactive services; and to participate in other activities in which you may create, post, transmit, perform, or store content, messages, text, sound, images, applications, code, or other data or materials on the BoomRoom Services (“User Content”).

a. License to BoomRoom

(i) Unless otherwise agreed to in a written agreement between you and BoomRoom that was signed by an authorized representative of BoomRoom, if you submit, transmit, display, perform, post, or store User Content using the BoomRoom Services, you grant BoomRoom and its sub-licensees, to the furthest extent and for the maximum duration permitted by applicable law (including in perpetuity if permitted under applicable law), an unrestricted, worldwide, irrevocable, fully sub-licensable, nonexclusive, and royalty-free right to: (a) use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content (including without limitation for promoting and redistributing part or all of the BoomRoom Services (and derivative works thereof) in any form, format, media, or media channels now known or later developed or discovered; and (b) use the name, identity, likeness, and voice (or other biographical information) that you submit in connection with such User Content. Should such User Content contain the name, identity, likeness, and voice (or other biographical information) of third parties, you represent and warrant that you have obtained the appropriate consents and/or licenses for your use of such features and that BoomRoom and its sub-licensees are allowed to use them to the extent indicated in these Terms of Service.

(ii) With respect to streaming live and pre-recorded audio-visual works, the rights granted by you hereunder terminate once you delete such User Content from the BoomRoom Services, or generally by closing your account, except:(a) to the extent you shared it with others as part of the BoomRoom Services and others copied or stored portions of the User Content (e.g., made a Clip); (b) BoomRoom used it for promotional purposes; and (c) for the reasonable time it takes to remove from backup and other systems.

b. User Content Representations and Warranties

You are solely responsible for your User Content and the consequences of posting or publishing it. You represent and warrant that: (1) you are the creator or own or control all right in and to the User Content or otherwise have sufficient rights and authority to grant the rights granted herein; (2) your User Content does not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, or (b) defame any other person; (3) your User Content does not contain any viruses, adware, spyware, worms, or other harmful or malicious code; and (4) unless you have received prior written authorization, your User Content specifically does not contain any pre-release or non-public beta software or any confidential information of BoomRoom or third parties. BoomRoom reserves all rights and remedies against any users who breach these representations and warranties.

c. Content is Uploaded at Your Own Risk

BoomRoom uses reasonable security measures to protect User Content against unauthorized copying and distribution. However, BoomRoom does not guarantee that any unauthorized copying, use, or distribution of User Content by third parties will not take place. To the fullest extent permitted by applicable law, you hereby agree that BoomRoom shall not be liable for any unauthorized copying, use, or distribution of User Content by third parties and release and forever waive any claims you may have against BoomRoom for any such unauthorized copying or usage of the User Content, under any theory. THE SECURITY MEASURES TO PROTECT USER CONTENT USED BY BOOMROOM HEREIN ARE PROVIDED AND USED “AS-IS” AND WITH NO WARRANTIES, GUARANTEES, CONDITIONS, ASSURANCES, OR OTHER TERMS THAT SUCH SECURITY MEASURES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS OR THAT THERE WILL BE NO CRACKS, DISABLEMENTS, OR OTHER CIRCUMVENTION OF SUCH SECURITY MEASURES.

d. Promotions

Users may promote, administer, or conduct a promotion (e.g., a contest or sweepstakes) on, through, or utilizing the BoomRoom Services (a “Promotion”). If you choose to promote, administer, or conduct a Promotion, you must adhere to the following rules: (1) You may carry out Promotions to the extent permitted by applicable law and you are solely responsible for ensuring that any Promotions comply with any and all applicable laws, obligations, and restrictions; (2) You will be classified as the promoter of your Promotion in the applicable jurisdiction(s) and you will be solely responsible for all aspects of and expenses related to your Promotion, including without limitation the execution, administration, and operation of the Promotion; drafting and posting any official rules; selecting winners; issuing prizes; and obtaining all necessary third-party permissions and approvals, including without limitation filing any and all necessary registrations and bonds. BoomRoom has the right to remove your Promotion from the BoomRoom Services if BoomRoom reasonably believes that your Promotion does not comply with the Terms of Service or applicable law; (3) BoomRoom is not responsible for and does not endorse or support any such Promotions. You may not indicate that BoomRoom is a sponsor or co-sponsor of the Promotion; and (4) You will display or read out the following disclaimer when promoting, administering, or conducting a Promotion: “This is a promotion by [Your Name]. BoomRoom does not sponsor or endorse this promotion and is not responsible for it.”.

e. Endorsements/Testimonials

You agree that your User Content will comply with the FTC’s Guidelines Concerning the Use of Testimonials and Endorsements in Advertising, the FTC’s Disclosures Guide, the FTC’s Native Advertising Guidelines, and any other guidelines issued by the FTC from time to time (the “FTC Guidelines”), as well as any other advertising guidelines required under applicable law. For example, if you have been paid or provided with free products in exchange for discussing or promoting a product or service through the BoomRoom Services, or if you are an employee of a company and you decide to discuss or promote that company’s products or services through the BoomRoom Services, you agree to comply with the FTC Guidelines’ requirements for disclosing such relationships. You, and not BoomRoom, are solely responsible for any endorsements or testimonials you make regarding any product or service through the BoomRoom Services.

You agree not to solicit the use of or use any BoomRoom monetization tool (e.g., tips or subscriptions) for the purpose of making or delivering a contribution to a candidate, candidate’s committee, political action committee, ballot committee, or any other campaign committee, or otherwise for the purpose of influencing any election. Candidates for political office are not eligible to use any BoomRoom monetization tool on their channels.

9. Prohibited Conduct

YOU AGREE NOT TO violate any law, contract, intellectual property, or other third-party right; not to commit a tort, and that you are solely responsible for your conduct while on the BoomRoom Services.

You agree that you will comply with these Terms of Service and BoomRoom’s Community Guidelines and will not:

i. create, upload, transmit, distribute, or store any content that is inaccurate, unlawful, infringing, defamatory, obscene, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, or otherwise objectionable;

ii. impersonate any person or entity; falsely claim an affiliation with any person or entity; access the BoomRoom Services accounts of others without permission; forge another person’s digital signature; misrepresent the source, identity, or content of information transmitted via the BoomRoom Services; or perform any other similar fraudulent activity;

iii. send junk mail or spam to users of the BoomRoom Services, including without limitation unsolicited advertising, promotional materials, or other solicitation material; bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, petitions for signatures, or any of the preceding things related to promotional giveaways (such as raffles and contests); and other similar activities;

iv. harvest or collect email addresses or other contact information of other users from the BoomRoom Services;

v. solicit the use of or use any BoomRoom monetization tool (e.g., tips or subscriptions) for the purpose of making or delivering a contribution to a candidate, candidate’s committee, political action committee, ballot committee, or any other campaign committee, or otherwise for the purpose of influencing any election. Candidates for political office are not eligible to use any BoomRoom monetization tool on their channels.

vi. defame, harass, abuse, threaten, or defraud users of the BoomRoom Services, or collect or attempt to collect, personal information about users or third parties without their consent;

vii. delete, remove, circumvent, disable, damage, or otherwise interfere with (a) security-related features of the BoomRoom Services or User Content, (b) features that prevent or restrict use or copying of any content accessible through the BoomRoom Services, (c) features that enforce limitations on the use of the BoomRoom Services or User Content, or (d) the copyright or other proprietary rights notices on the BoomRoom Services or User Content;

viii. reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the BoomRoom Services or any part thereof, except and only to the extent that this activity is expressly permitted by the law of your jurisdiction of residence;

ix. modify, adapt, translate, or create derivative works based upon the BoomRoom Services or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;

x. interfere with or damage the operation of the BoomRoom Services or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code;

xi. relay email from a third party’s mail servers without the permission of that third party;

xii. access any website, server, software application, or other computer resource owned, used, and/or licensed by BoomRoom, including but not limited to the BoomRoom Services, by means of any robot, spider, scraper, crawler, or other automated means for any purpose, or bypass any measures BoomRoom may use to prevent or restrict access to any website, server, software application, or other computer resource owned, used, and/or licensed by BoomRoom, including but not limited to the BoomRoom Services;

xiii. manipulate identifiers in order to disguise the origin of any User Content transmitted through the BoomRoom Services;

xiv. interfere with or disrupt the BoomRoom Services or servers or networks connected to the BoomRoom Services, or disobey any requirements, procedures, policies, or regulations of networks connected to the BoomRoom Services; use the BoomRoom Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the BoomRoom Services, or that could damage, disable, overburden, or impair the functioning of the BoomRoom Services in any manner;

xv. use or attempt to use another user’s account without authorization from that user and BoomRoom;

xvi. attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of the BoomRoom Services that you are not authorized to access;

xvii. attempt to indicate in any manner, without our prior written permission, that you have a relationship with us or that we have endorsed you or any products or services for any purpose; and

xviii. use the BoomRoom Services for any illegal purpose, or in violation of any local, state, national, or international law or regulation, including without limitation laws governing intellectual property and other proprietary rights, data protection, and privacy.

To the extent permitted by applicable law, BoomRoom takes no responsibility and assumes no liability for any User Content or for any loss or damage resulting therefrom, nor is BoomRoom liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography, or profanity you may encounter when using the BoomRoom Services. Your use of the BoomRoom Services is at your own risk. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the BoomRoom Services will not contain any content that is prohibited by such rules.

BoomRoom is not liable for any statements or representations included in User Content. BoomRoom does not endorse any User Content, opinion, recommendation, or advice expressed therein, and BoomRoom expressly disclaims any and all liability in connection with User Content. To the fullest extent permitted by applicable law, BoomRoom reserves the right to remove, screen, or edit any User Content posted or stored on the BoomRoom Services at any time and without notice, including where such User Content violates these Terms of Service or applicable law, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the BoomRoom Services at your sole cost and expense. Any use of the BoomRoom Services in violation of the foregoing violates these Terms of Service and may result in, among other things, termination or suspension of your rights to use the BoomRoom Services.

10. Respecting Copyright

We respect the intellectual property rights of others. It is Our policy to respond to any claim that Content posted on the Service infringes a copyright or other intellectual property infringement of any person.

If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Service, you must submit your notice in writing to the attention of our copyright agent via email at dmca@boomroom.io and include in your notice a detailed description of the alleged infringement.

You may be held accountable for damages (including costs and attorneys' fees) for misrepresenting that any content is infringing your copyright.

DMCA Notice and DMCA Procedure for Copyright Infringement Claims

You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright's interest.

A description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work.

Identification of the URL or other specific location on the Service where the material that you claim is infringing is located.

Your address, telephone number, and email address.

A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.

A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.

You can contact our copyright agent via email at dmca@boomroom.io. Upon receipt of a notification, the Company will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Service.

11. Trademarks

BOOMROOM, the BoomRoom logos, and any other product or service name, logo, or slogan used by BoomRoom, and the look and feel of the BoomRoom Services, including all page headers, custom graphics, button icons, and scripts, are trademarks or trade dress of BoomRoom, and may not be used in whole or in part in connection with any product or service that is not BoomRoom’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits BoomRoom, without our prior written permission.

All other trademarks referenced in the BoomRoom Services are the property of their respective owners. Reference on the BoomRoom Services to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by us or any other affiliation.

12. Third-Party Content

In addition to the User Content, BoomRoom may provide other third-party content on the BoomRoom Services (collectively, the “Third-Party Content”). BoomRoom does not control or endorse any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness. Please be aware that we do not create Third-Party Content, update, or monitor it. Therefore, we are not responsible for any Third-Party Content on the BoomRoom Services.

You are responsible for deciding if you want to access or use third-party websites or applications that link from the BoomRoom Services (the “Reference Sites”). BoomRoom does not control or endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites, and makes no representations or warranties of any kind regarding the Reference Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the BoomRoom Services are solely between you and such advertiser. Access and use of Reference Sites, including the information, materials, products, and services on or available through Reference Sites is solely at your own risk.

13. Idea Submission

By submitting ideas, suggestions, documents, and/or proposals (the “Submissions”) to BoomRoom or its employees, you acknowledge and agree that BoomRoom shall be entitled to use or disclose such Submissions for any purpose in any way without providing compensation or credit to you.

14. Termination

To the fullest extent permitted by applicable law, BoomRoom reserves the right, without notice and in our sole discretion, to terminate your license to use the BoomRoom Services (including to post User Content) and to block or prevent your future access to and use of the BoomRoom Services, including where we reasonably consider that: (a) your use of the BoomRoom Services violates these Terms of Service or applicable law; (b) you fraudulently use or misuse the BoomRoom Services; or (c) we are unable to continue providing the BoomRoom Services to you due to technical or legitimate business reasons. Our right to terminate your license includes the ability to terminate or to suspend your access to any purchased products or services, including any subscriptions, Prime Gaming, or Turbo accounts. To the fullest extent permitted by applicable law, your only remedy with respect to any dissatisfaction with: (i) the BoomRoom Services, (ii) any term of these Terms of Service, (iii) any policy or practice of BoomRoom in operating the BoomRoom Services, or (iv) any content or information transmitted through the BoomRoom Services, is to terminate your account and to discontinue use of any and all parts of the BoomRoom Services.

15. Disputes

a. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless BoomRoom, its affiliated companies, and each of our respective contractors, employees, officers, directors, agents, third-party suppliers, licensors, and partners (individually and collectively, the “BoomRoom Parties”) from any claims, losses, damages, demands, expenses, costs, and liabilities, including legal fees and expenses, arising out of or related to your access, use, or misuse of the BoomRoom Services, any User Content you post, store, or otherwise transmit in or through the BoomRoom Services, your violation of the rights of any third party, any violation by you of these Terms of Service, or any breach of the representations, warranties, and covenants made by you herein. You agree to promptly notify the BoomRoom Parties of any third-party claim, and BoomRoom reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify BoomRoom, and you agree to cooperate with BoomRoom’s defense of these claims. BoomRoom will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

b. Disclaimers; No Warranties

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) THE BOOMROOM SERVICES AND THE CONTENT AND MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY BOOMROOM; (B) THE BOOMROOM PARTIES DISCLAIM ALL OTHER WARRANTIES, STATUTORY, EXPRESS, OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE BOOMROOM SERVICES, INCLUDING ANY INFORMATION, CONTENT, OR MATERIALS CONTAINED THEREIN; (C) BOOMROOM DOES NOT REPRESENT OR WARRANT THAT THE CONTENT OR MATERIALS ON THE BOOMROOM SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE; (D) BOOMROOM IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO TEXT OR PHOTOGRAPHY; AND (E) WHILE BOOMROOM ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE BOOMROOM SERVICES SAFE, BOOMROOM CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE BOOMROOM SERVICES OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BOOMROOM OR THROUGH THE BOOMROOM SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

c. Limitation of Liability and Damages

i. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL BOOMROOM OR THE BOOMROOM PARTIES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE BOOMROOM SERVICES, THE CONTENT OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM BOOMROOM, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO BOOMROOM’S RECORDS, PROGRAMS, OR SERVICES; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF BOOMROOM, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE BOOMROOM SERVICES EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE BOOMROOM SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER. TO THE EXTENT THAT APPLICABLE LAW PROHIBITS LIMITATION OF SUCH LIABILITY, BOOMROOM SHALL LIMIT ITS LIABILITY TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW.

ii. Reference Sites

THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN BOOMROOM AND RECEIVED THROUGH OR ADVERTISED ON THE BOOMROOM SERVICES OR RECEIVED THROUGH ANY REFERENCE SITES.

iii. Basis of the Bargain

YOU ACKNOWLEDGE AND AGREE THAT BOOMROOM HAS OFFERED THE BOOMROOM SERVICES, USER CONTENT, MATERIALS, AND OTHER CONTENT AND INFORMATION, SET ITS PRICES, AND ENTERED INTO THESE TERMS OF SERVICE IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND BOOMROOM, AND THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND BOOMROOM. BOOMROOM WOULD NOT BE ABLE TO PROVIDE THE BOOMROOM SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.

d. Applicable Law and Venue

To the fullest extent permitted by applicable law, you and BoomRoom agree that the following governing law and arbitration provision applies:

PLEASE READ THE FOLLOWING CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH BOOMROOM AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM BOOMROOM.

You and BoomRoom agree to arbitrate any dispute arising from these Terms of Service or your use of the BoomRoom Services, except that you and BoomRoom are not required to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and BoomRoom agree that you will notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to BoomRoom shall be sent to: BoomRoom, LLC, Attn: Legal, 4120 Main St., Dallas, Texas 75226. You and BoomRoom further agree: to attempt informal resolution prior to any demand for arbitration; that any arbitration will occur in Dallas County, Texas; that arbitration will be conducted confidentially by a single arbitrator in accordance with the rules of JAMS; and that the state or federal courts in Dallas County, Texas have exclusive jurisdiction over any appeals of an arbitration award and over any suit between the parties not subject to arbitration. Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by this Agreement and the laws of the State of Texas and applicable United States law, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. Whether the dispute is heard in arbitration or in court, you and BoomRoom will not commence against the other a class action, class arbitration, or other representative action or proceeding.

e. Claims

YOU AND BOOMROOM AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE BOOMROOM SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

16. Miscellaneous

a. Waiver

If we fail to exercise or enforce any right or provision of these Terms of Service, it will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Service will be effective only if in writing and signed by the relevant party.

b. Severability

If any provision of these Terms of Service is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms of Service to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

c. Assignment

These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by BoomRoom without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.

d. Survival

Upon termination of these Terms of Service, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 7, 8, 11, 12, and 15-17.

e. Entire Agreement

The Terms of Service, which incorporate the Terms of Sale and the Community Guidelines, is the entire agreement between you and BoomRoom relating to the subject matter herein and will not be modified except by a writing signed by authorized representatives of both parties, or by a change to these Terms of Service made by BoomRoom as set forth in Section 6 above.