VIVERSE GENERAL TERMS OF USELast updated: July 29, 2024

IF YOU ARE AN ENTERPRISE USER, YOUR USE OF THE SERVICES (AND ASSOCIATEDSERVICES) IS GOVERNED BY THE SERVICE AGREEMENT BETWEEN YOUR COMPANY AND
VIVERSE.
PLEASE READ THIS AGREEMENT CAREFULLY TO UNDERSTAND YOUR RIGHTS ANDOBLIGATIONS. THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISIONAND CLASS ACTION WAIVER. PLEASE REVIEW SECTION 16. BY USING THE SERVICES,YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE (A) DO NOTUSE THE SERVICES; AND (B) DELETE OR DISABLE ANY DOWNLOADED COPY OF THE
SOFTWARE IN YOUR POSSESSION OR CONTROL.

These General Terms of Use (“General Agreement”), along with any applicable
AddiZonal Terms (see SecZon 3 below) (collecZvely, “Agreement”) is a legal agreement
between VIVERSE Limited. and/or one or more of its aﬃliates (collecZvely, “VIVERSE”)
and You (an individual or enZty) that governs Your access and use of VIVERSE’s website,pla`orm, customer support, or other interacZve areas or services, and services suchas VIVERSE Market, VIVERSE World, VIVERSE Avatar, VIVERSE for Business, and Polygon
Streaming (collecZvely, “Services”), as well as any sobware and applicaZons
standalone or part of the Services, including sobware clients, mobile applicaZons andcontent ﬁles (collecZvely, “Sobware”). This Agreement is eﬀecZve on the date You click
to accept or when You begin use of the Services, whichever event occurs ﬁrst. You
represent that You are lawfully able and have full legal authority to enter into thisAgreement (e.g. are competent and of legal age and have full legal authority to bindthe enZty or company You represent). VIVERSE reserves the right to update and modify
the Agreement at any Zme without noZce to You. Your conZnued access to or use of
the Services following the posZng of revised terms means that You accept and agree
to any revised terms.
1. RESERVATION OF RIGHTS AND OWNERSHIP. VIVERSE, its aﬃliates and its licensors
and suppliers own the Ztle, copyright, and other intellectual property rights in theServices (and all rights embodied therein) and reserve all rights not expresslygranted to You in this Agreement. The Services is protected by copyright and otherintellectual property laws and treaZes. The Services may contain third-party
sobware that is subject to open source or third-party license terms (“Third-Party
Terms”). Your use of the Services is subject to any Third-Party Terms included with
the Services. In the event of a conﬂict between this Agreement and any Third-Party
Terms, this Agreement will govern. VIVERSE, the VIVERSE logo and other VIVERSE
product and service names referenced in the Services are the trademarks of
VIVERSE, HTC CorporaZon and their aﬃliates. Any other company names, productnames, service names and logos referenced in connecZon with the Services may
be the trademarks of their respecZve owners. Any open source sobware isprovided to You on an “AS IS” basis to the maximum extent permiied by applicablelaw.
2. CONDITION OF USE. You may not perform any act or may fall under any of thefollowings in relaZon to the Services.
a)

Any act that is illegal or otherwise violate applicable law, or any other act that
violates rules that are generally observed on the internet.

b)

Any act that causes disadvantage, inconvenience, discomfort, or damage to
VIVERSE or a third party.

c)

Any act that re-provides the Services to a third party without the permissionof VIVERSE, regardless of whether it is done for a fee or free of charge.

d)Any act that slanders or defames VIVERSE or a third party or that damages thehonor, trust, privacy, and other moral interests of VIVERSE or a third party, oran act that infringes upon human rights or endorses, invites, cooperates with,encourages, or incites infringement on human rights.

e)

Any act that infringes upon the Intellectual Property Rights, etc., of VIVERSE
or a third party.

f)

Any act that deceives, misleads, defrauds, phishes, or commits or aiempts tocommit idenZty theb.

g)

Any act that violates any person’s rights of privacy or publicity.

h)Any act of harming VIVERSE or a third party such as by using viruses, spyware

or malware, worms, trojan horses, Zme bombs or any other such malicious
codes or instrucZons.
i)

Any act of wrongfully using or stealing an ID or password, or an act of using
the Services by impersonaZng another.

j)

Any act of gathering, duplicaZng, altering, or deleZng the informaZon of athird party that can be accessed from the Services in excess of the manner of
use anZcipated by the Services.

k)

Any act of sending, posZng, etc., message content by e-mail, etc., that willcause unpleasant feelings by the receiver (this includes, but is not limited to,speciﬁed email and unsolicited email).

l)

Any act of wrongfully surveying, gathering, using, disclosing, or providing
personal informaZon or privacy informaZon without the clear consent of theinformaZon’s owner.

m) Any act that imposes an excessive burden on or interferes with the Services’operaZon.
n)

Any act of disintegraZng, disassembling, decompiling, or reverse engineeringa program or applicaZon included in the Services, or an act of deciphering asource code by any other method.

o)Any act of degrading, inZmidaZng, incite violence against, or encourage
prejudicial acZon against someone or a group based on age, gender, race,
ethnicity, naZonal origin, religion, sexual orientaZon, disability, geographic
locaZon or other protected category.

p)

Any act of exploit or harm children.

q)

Any upload, download, transmit, display, or grant access to content that
includes graphic depicZons of sexuality or violence.

r)

Any act of collecZng or harvesZng personally idenZﬁable informaZon without
permission. This includes, but is not limited to, account names and email
addresses.

s)

Any act of using the Services for a purpose that diﬀers from the Services’
purpose of use, or an act of using the Content in excess of the manner of use

anZcipated by the Services (including such acts as duplicaZng, sending,posZng, and alteraZon).
t)

Any other act that VIVERSE deems reasonably inappropriate.

3. ADDITIONAL TERMS. The Services and Sobware are licensed, not sold, to You, andmay also be subject to one or more of the addiZonal terms below (“AddiZonal
Terms”). If there is any conﬂict between the terms in the General Terms and the
AddiZonal Terms, then the AddiZonal Terms govern in relaZon to that Service or
Sobware. The AddiZonal Terms are subject to change as described in SecZon 6(Changes to the Services) below.

VIVE Market a.k.a VIVE Market or VIVE
Bytes

VIVERSE World a.k.a VIVE
World or VIVE Connect

hips://www.viverse.com/staZcassets/market hips://connect.vive.com/terms-terms-of-use.pdf-ofuse4. CONTENTS. “Content” means any text, informaZon, or material, such as audio ﬁles,video ﬁles, electronic documents, or images, that You upload and import into, or
create with the Services or Sobware in connecZon with or through Your use of theServices. You are responsible for any of Your Content and to ensure that You havethe ownership rights (copyright) or appropriate license rights to post Content or
any informaZon in a Pod or on any webpages controlled by VIVERSE. You agree that
Content posted by You shall be accurate, lawful, and not in violaZon of the rights,
including intellectual property rights, of third parZes. To promote these objecZves,
VIVERSE provides a process for submission of complaints/takedown noZﬁcaZons
regarding Content posted by our Users. Whether or not We disable access to or
remove Content, We may make a good faith aiempt to forward the wriien
noZﬁcaZon, including the complainant’s contact informaZon, to the User who
posted the Content, and/or take other reasonable steps to noZfy the User that
VIVERSE has received noZce of an alleged violaZon of intellectual property rights
or other content violaZon. It is also Our policy, in appropriate circumstances and inour discreZon, to disable and/or terminate the accounts of Users, or groups as thecase may be, who infringe or repeatedly infringe the rights of others or otherwise
post unlawful Content.

You will not upload, post, transmit, transfer, distribute or facilitate distribuZon of
any Content or otherwise use the service in a way that:• depicts nudity of any sort including full or parZal human nudity or nudity in

non-human forms such as cartoons, fantasy art or manga;• incites, advocates, or expresses pornography, obscenity, vulgarity, profanity,

hatred, bigotry, racism or gratuitous violence;• misrepresents the source of anything you post or upload, including

impersonaZon of another individual or enZty or sends any altered, decepZveor false source-idenZfying informaZon;• provides or creates links to external sites that violate this Code of Conduct;• includes content that is protected by intellectual property laws, rights ofprivacy or publicity, or any other applicable law unless you own or control suchrights or have obtained necessary consents and releases;• is intended to harm or exploit minors in any way;
• is designed to solicit, or collect personally idenZﬁable informaZon of any minor(anyone under 18 years old), including, but not limited to: name, email address,
home address, phone number or the name of their school;• deletes, tampers with or revises any informaZon, material or content posted

by any other person or enZty;• invades anyone's privacy by aiempZng to harvest, collect, store or publish

private or personally idenZﬁable informaZon, such as passwords, accountinformaZon, credit card numbers, addresses or other contact informaZon
without their knowledge and willing consent;• is illegal or violates applicable local and naZonal laws, including but not limited

to child pornography, besZality, incest, illegal drugs, sobware piracy andharassment;• threatens, stalks, defames, defrauds, degrades, vicZmizes or inZmidates anindividual or group of individuals for any reason; including without limitaZon,on the basis of age, gender, disability, ethnicity, sexual orientaZon, race orreligion, or incites or encourages anyone else to do so;• harms or disrupts, or intends to harm or disrupt, another user's computer orwould allow you or others to illegally access sobware or bypass security on
Web sites or servers, including but not limited to, spamming or aiempts toprobe, scan or test the vulnerability of a system or network or to breachsecurity or authenZcaZon measures;• takes any acZon which could impose a signiﬁcant burden (as determined by

VIVERSE) on the infrastructure of any VIVERSE services, such as excessively highvolume data transfers or bandwidth consumpZon, excessively high storage,
hosZng of a web server, internet relay chat server, or any other server, and nontradiZonal end user acZviZes;• sends or aiempts to send unsolicited messages, including promoZons oradverZsements for products or services, "spam," "chain mail" or "junk mail";• accesses, tampers with or uses non-public areas of any service, computer

system or any VIVERSE website, or causes damage to VIVERSE’s business,
reputaZon, employees, faciliZes, or to any person;• aiempts to access, search, or extract data from any service or any VIVERSE

website with any engine, sobware, tool, agent, robot, spider, scraper, device ormechanism other than the sobware or search agents provided by VIVERSE orother generally available third party web browsers;• “frames” any VIVERSE service or any VIVERSE website or otherwise makes it

look as if you have a relaZonship with VIVERSE or that VIVERSE has endorsed
you for any purpose; or• aiempts to impersonate a VIVERSE employee, agent, manager, host,administrator, moderator, another user or any other person through any means.
You will not use any form of automated device or computer program that enables
the submission of posZngs without the express wriien consent of VIVERSE.
5. ACCOUNT.
a)

To access and use certain features of the Services, You will be required tocreate an account (“Account”). To create an account, VIVERSE will require
You to provide certain informaZon about Yourself and VIVERSE may, in its
sole discreZon, require You to provide further informaZon and/or
documents at any stage during Your use of the Services. VIVERSE may, in its

sole discreZon, refuse, decline, suspend or disable Your access or use of theServices.
b)

You must provide accurate and complete registraZon informaZon when You
create an account for the Services. By creaZng an account, You agree toprovide accurate, current and complete account informaZon about Yourself,
and to maintain and promptly update as necessary Your account informaZon.

c)

You are solely responsible for the security of Your Account. You agree toundertake to maintain at all Zmes adequate security and control of all of Your
Account details, passwords, personal idenZﬁcaZon numbers or any othercodes that You use to access the Services. You must ensure that Accountregistered under Your name will not be used by any other person. You agree
that we may airibute all use of Your Account to You and that You areresponsible for all acZviZes that occur under Your Account, including any
purchases made using Your Account. In case of any breach of security, loss,
theb or unauthorized use of Your username, password or security
informaZon, You may contact VIVERSE for Account support at
hips://service.VIVERSE.com/.

d)

VIVERSE reserves the right to terminate, suspend or restrict Your access to
any Account(s) if there is reasonable suspicion by VIVERSE that the person
logged into Your account(s) is not You or if we suspect that the account(s)have been or will be used for any illegal, fraudulent, or unauthorizedpurposes. Under no circumstances shall VIVERSE or indemniﬁed persons inaccordance with these Terms be responsible or liable for any direct orindirect losses (including loss of proﬁts, business or opportuniZes), damages
or costs suﬀered by You or any other person or enZty due to any suchterminaZon, suspension or restricZon of access to any Account(s).

6. PURCHASE.
a) VIVERSE may use a third-party payment processor to process sales throughthe Store and/or allow an authorized reseller to manage and control thesales and purchase experience in the Services (collecZvely “Third-Party
Payment Provider”).
b) If You purchase through the Services, You authorize VIVERSE or its ThirdParty Payment Provider to facilitate the purchase, to use the payment
method, and, where applicable, to store the payment related informaZon

You provide. You may be billed for any purchases: (i) in advance, (ii) at theZme of purchase or sign-up; (iii) shortly aber purchase or sign-up; or (iv) on
a recurring basis for subscripZons, as indicated at the Zme You purchase thesubscripZon (see SecZon 6(e) below for cancellaZon terms). In the event thepayment method You designate cannot be veriﬁed, is invalid, or is nototherwise acceptable, VIVERSE or its Third-Party Payment Provider may
suspend or cancel Your order.
c) Any purchase from the Services will be subject to and in accordance with theterms of sale presented to You at the Zme of the purchase. Please read thoseterms of sale carefully before making any purchase. If those terms of sale are
between You and VIVERSE’s Third-Party Payment Provider, then You agree
that VIVERSE will be a third-party beneﬁciary to those terms of sale and is
enZtled to the rights and beneﬁts thereunder and may enforce theprovisions thereof as if VIVERSE is a party thereto. You are solely responsible
for all amounts payable associated with purchases made using Your Account.
d) Prices in the Store are subject to change without noZce. VIVERSE reserves
the right to refuse or cancel orders at any Zme and in its sole discreZon.
e) If You purchase a subscripZon-based Service, that subscripZon will be
provided to You (and You agree to pay for that subscripZon) unZl You
terminate it through the Service’s designated cancel subscripZon process or
unZl the Service is no longer oﬀered by VIVERSE. If the price of Your
subscripZon controlled by VIVERSE increases, VIVERSE will provide You withat least ﬁbeen (15) days prior noZce of the increase. If You do not agree to
pay the increased price, You must immediately cancel Your subscripZon
through the Service’s designated cancel subscripZon process. In some cases,
VIVERSE or the applicable licensor may cancel Your subscripZon unless You
agree to re-subscribe at the new price.
f) If Your use of Services are subject to any type of use or sales tax, duty orother governmental tax or fee (“Taxes”), then VIVERSE or its Third-Party
Payment Provider may charge You for those Taxes. Applicable Taxes may bepresented at checkout. You are responsible for any Taxes due with respect
to Your purchase or use of Services.
g) VIVERSE or its Third-Party Payment Provider may use a third party to collectpast due amounts. You must pay for all reasonable costs incurred to collectany past due amounts, including reasonable 'aiorneys' fees and other legalfees and costs. VIVERSE may also suspend or cancel Your subscripZon ororder and Your access to the Services if You fail to pay in full on Zme. If You
cancel Your Account, VIVERSE or its Third-Party Payment Provider, reserves
the right to collect any fees, surcharges, or costs incurred before cancellaZon.
7. CHANGES TO THE SERIVCES. VIVERSE may in its absolute and sole discreZonchange, update, amend, remove, or disconZnue any part of the Services and thecontent at any Zme without prior noZce to You. VIVERSE may make changes to theGeneral Terms from Zme to Zme. You should look at the General Terms regularly.
Unless otherwise noted, the amended General Terms will be eﬀecZve immediately,
and Your conZnued use of Services and Sobware will conﬁrm Your acceptance ofthe changes. If you do not agree to the amended General Terms, you must stopusing Services and Sobware.
8. COMMUNICATION AND CONTENTS. When You submit Content and informaZon
for the use of the Services and Sobware, you conZnue to own the rights to Your
Content. You grant VIVERSE a worldwide, royalty-free, perpetual, irrevocable,
nonexclusive, transferable, and sublicensable license and right to use, copy, modify,
adapt, prepare derivaZve works from, distribute, perform, and display that Content
and informaZon, audio, video, images, or 3D models for the purpose of providing
the Services. You also agree that VIVERSE may remove metadata associated with
the informaZon or data You submit.
9. THIRD-PARTY RELATIONSHIPS. The Services may contain links to, or
adverZsements for, third-party websites, resources, content, products or services(“Third-Party Services”). You acknowledge and agree that such third-party
websites, resources, content, products or services are not under VIVERSE’s control
and that VIVERSE is not responsible or liable for: (i) the availability or accuracy ofsuch websites or resources; or (ii) the content, products, or services on or available
from such websites or resources. Links to or adverZsements for any Third Party
Services do not imply any endorsement by VIVERSE of such Third-Party Services,
nor any associaZon of VIVERSE with any such third parZes. You acknowledge sole
responsibility for and assume all risk arising from Your use of any such websites,
resources, content, products or services. Your relaZonship with respect toThirdParty Services is with the third party, and not with VIVERSE. It is Your
responsibility to review the privacy policies, terms of use and other terms andcondiZons that apply to any Third-Party Services. Any claims You might have withrespect to ThirdParty Services are against such third party and not against VIVERSE.

10. SUPPORT AND UPDATES. VIVERSE has no obligaZon to and may not provide
support for the Services. You agree that VIVERSE may automaZcally check Your
version of the Sobware and may automaZcally send Your computer updates to the
Sobware.
11. TERMINATION. This Agreement will automaZcally terminate upon Your breach of
any of the terms and condiZons of this Agreement. If terminated, You must
immediately destroy or disable all copies of the Sobware, and the following
SecZons of this Agreement will survive: SecZons 4, 6 and 7 through 19.
12. DISCLAIMER OF WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BYAPPLICABLE LAW, THE SERVICES ARE PROVIDED “AS IS,” “WITH ALL FAULTS” AND“AS AVAILABLE” AND THE ENTIRE RISK OF USE AND PERFORMANCE, REMAINS
WITH YOU. VIVERSE AND ITS SUPPLIERS AND LICENSORS DO NOT MAKE ANY
REPRESENTATIONS, WARRANTIES, OR CONDITIONS, EXPRESS, IMPLIED, OR
STATUTORY AND HEREBY DISCLAIM ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULARPURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT. IN PARTICULAR,
VIVERSE, ITS SUPPLIERS AND LICENSORS MAKE NO WARRANTY THAT THE SERVICES:(A) WILL MEET YOUR REQUIREMENTS OR WILL WORK WITH ANY THIRDPARTY
PLATFORM OR THIRD-PARTY SERVICES; (B) WILL BE AVAILABLE OR PROVIDED ON
AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; (C) OR ANY
INFORMATION OR CONTENT OBTAINED THROUGH IT WILL BE ACCURATE,COMPLETE, OR RELIABLE; OR (D) OR THAT ANY DEFECTS OR ERRORS THEREIN WILL
BE CORRECTED. ALL CONTENT AND OTHER MATERIAL YOU DOWNLOAD OR OBTAIN
THROUGH THE SERIVCES IS ACCESSED AT YOUR OWN RISK, AND YOU WILL BE
SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS THEREFROM. USE
OF SERVICES MAY AFFECT THIRD-PARTY PLATFORM, DEVICES OR SERVICES. YOU
MAY HAVE ADDITIONAL RIGHTS UNDER YOUR LOCAL LAWS THAT THESE TERMSCANNOT CHANGE. IN PARTICULAR, TO THE EXTENT LOCAL LEGISLATION IMPLIESSTATUTORY TERMS WHICH CANNOT BE EXCLUDED, THOSE TERMS ARE DEEMEDINCORPORATED INTO THIS AGREEMENT BUT VIVERSE’S LIABILITY FOR A BREACH
OF THOSE STATUTORY IMPLIED TERMS IS LIMITED IN ACCORDANCE WITH AND TO
THE EXTENT 4 PERMISSIBLE UNDER THAT LEGISLATION.
13. DISCLAIMER OF CERTAIN DAMAGES. IN NO EVENT WILL VIVERSE OR ANY SUPPLIEROR LICENSOR BE LIABLE FOR ANY CONSEQUENTIAL; SPECIAL; INCIDENTAL;
INDIRECT; PUNITIVE DAMAGES; FOR LOSS OF PROFITS, BUSINESS, GOODWILL,ANTICIPATED SAVINGS, OR USE; LOSS OR CORRUPTION OF DATA, CONFIDENTIALINFORMATION, OR OTHER INFORMATION; BUSINESS INTERRUPTION; PERSONALINJURY; PROPERTY DAMAGE; LOSS OF PRIVACY; FAILURE TO MEET ANY DUTY OF
GOOD FAITH OR REASONABLE CARE; NEGLIGENCE; AND ANY OTHER PECUNIARYOR OTHER LOSS WHATSOEVER, ARISING OUT OF, BASED ON, RESULTING FROM OR
IN ANY WAY RELATED TO THIS AGREEMENT OR THE SERVICES, EVEN IF VIVERSE OR
ANY SUPPLIER OR LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCHDAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATIONOF INCIDENTAL OR CONSEQUENTIAL DAMAGE, LOSS, OR LIABILITY FROMINTENTIONAL ACTS (INCLUDING FRAUD, FRAUDULENT MISREPRESENTATION, AND
FAILURE TO DISCLOSE DEFECTS), PRODUCT LIABILITY, OR FOR DEATH OR PERSONALINJURY. NOTHING IN THIS SECTION 12 WILL BE INTERPRETED AS EXCLUDING
LIABILITY WHICH CANNOT UNDER APPLICABLE LAW BE EXCLUDED IN THOSEJURISDICTIONS. IF YOU LIVE, OR ARE OTHERWISE SUBJECT TO THE LAWS IN ONE
OF THOSE JURISDICTIONS, ANY STATUTORY ENTITLEMENT AVAILABLE TO YOU WILL
BE DEEMED LIMITED TO THE EXTENT (IF AT ALL) PERMISSIBLE UNDER THAT LAW
AND, IF LIMITATION IS NOT PERMITTED, THE LIMITATIONS AND EXCLUSIONS IN
THIS SECTION 12 MAY NOT APPLY TO YOU.
14. LIMITATION OF LIABILITY AND EXCLUSIVE REMEDIES. TO THE MAXIMUM EXTENTPERMITTED BY APPLICABLE LAW AND TO THE EXTENT THEY ARE NOT EXCLUDEDOR DISCLAIMED UNDER SECTION 12, VIVERSE’S AND ITS SUPPLIERS’ AND
LICENSORS’ MAXIMUM, AGGREGATE LIABILITY TO YOU, AND YOUR EXCLUSIVEREMEDY UNDER THIS AGREEMENT FOR ANY AND ALL DAMAGES, INJURIES, AND
LOSSES ARISING FROM ANY AND ALL CLAIMS AND CAUSES OF ACTION ARISINGOUT OF, BASED ON, RESULTING FROM OR IN ANY WAY RELATED TO THISAGREEMENT OR THE SERVICES WILL BE TO RECOVER THE ACTUAL DAMAGES YOU
INCUR BASED UPON REASONABLE RELIANCE ON THE SERVICES UP TO FIVEDOLLARS (U.S. $5.00).
THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THISAGREEMENT, THE SERVICES, CONTENT, OR THE PROVISION OR FAILURE TOPROVIDE SUPPORT WILL NOT ENLARGE OR EXTEND THE LIMITATION OF MONEYDAMAGES. EXCEPT FOR THE EXCLUSIVE REMEDY IN THE FOLLOWING SENTENCE,THESE ACTUAL MONEY DAMAGES WILL BE YOUR SOLE AND EXCLUSIVE REMEDY.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
INCIDENTAL OR CONSEQUENTIAL DAMAGE, LOSS, OR LIABILITYFROMINTENTIONAL ACTS (INCLUDING FRAUD, FRAUDULENT MISREPRESENTATION, AND
FAILURE TO DISCLOSE DEFECTS), PRODUCT LIABILITY, OR FOR DEATH OR PERSONALINJURY. NOTHING IN THIS SECTION 13 WILL BE INTERPRETED AS EXCLUDING

LIABILITY WHICH CANNOT UNDER APPLICABLE LAW BE EXCLUDED IN THOSEJURISDICTIONS. IF YOU LIVE, OR ARE OTHERWISE SUBJECT TO THE LAWS IN ONE
OF THOSE JURISDICTIONS, ANY STATUTORY ENTITLEMENT AVAILABLE TO YOU WILL
BE DEEMED LIMITED TO THE EXTENT (IF AT ALL) PERMISSIBLE UNDER THAT LAW
AND, IF LIMITATION IS NOT PERMITTED, THE LIMITATIONS AND EXCLUSIONS IN
THIS SECTION 13 MAY NOT APPLY TO YOU.
14. INDEMNIFICATION. You will defend, indemnify, and hold VIVERSE, its directors,
oﬃcers, employees, agents, partners, suppliers, and licensors harmless and willkeep them indemniﬁed from any third party claim or demand, including reasonableaiorneys’ fees, relaZng to or arising from (a) Your unauthorized use of the Services;(b) any violaZon by You of this Agreement; or (c) Your violaZon of any anotherparty’s rights or applicable law.
15. RESTRICTED USE. The Services was designed for systems that do not require
failsafe performance. You may not use the Services in any device or system in which
a malfuncZon of the Services would result in foreseeable risk of injury or death toany person. This includes operaZon of nuclear faciliZes, aircrab navigaZon orcommunicaZon systems and air traﬃc control.
16. GOVERNING LAW AND JURISDICTION FOR RESOLVING DISPUTES. The United
NaZons ConvenZon on Contracts for the InternaZonal Sale of Goods will not apply
to this Agreement.
a) North and South America. If You are using Services in North or South America,
You are contracZng with VIVERSE Limited. and the following terms in this
SecZon 16(a) shall apply:
AGREEMENT TO ARBITRATE DISPUTESIF YOU ARE USING THE SERVICES IN NORTH OR SOUTH AMERICA PLEASEREAD THIS SECTION 16(A) CAREFULLY BECAUSE IT REQUIRES YOU TO
ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH VIVERSE AND LIMITS THE
MANNER IN WHICH YOU CAN SEEK RELIEF FROM VIVERSE.
Binding ArbitraWon. If You are using the Services in North or South America,then, except for disputes in which either party seeks to bring an individual
acZon in small claims court, You and VIVERSE agree (a) to waive Your and
VIVERSE’s respecZve rights to have any and all disputes or claims arising fromor related to this Agreement or the use or performance of the Services

(collecZvely, “Disputes”) resolved in a court, and (b) to waive Your and
VIVERSE’s respecZve rights to a jury trial. Instead, You and VIVERSE agree toarbitrate Disputes through binding arbitraZon (which is the referral of a
Dispute to one or more persons charged with reviewing the Dispute andmaking a ﬁnal and binding determinaZon to resolve it instead of having the
Dispute decided by a judge or jury in court).
No Class ArbitraWons, Class AcWons or RepresentaWve AcWons. You and
VIVERSE agree that any Dispute arising out of or related to this Agreement,
is personal to You and VIVERSE and that such Dispute will be resolved solely
through individual arbitraZon and will not be brought as a class arbitraZon,
class acZon, or any other type of representaZve proceeding. You and
VIVERSE agree that there will be no class arbitraZon or arbitraZon in which
an individual aiempts to resolve a Dispute as a representaZve of anotherindividual or group of individuals. Further, You and VIVERSE agree that a
Dispute cannot be brought as a class or other type of representaZve acZon,
whether within or outside of arbitraZon, or on behalf of any other individual
or group of individuals.
NoWce; Informal Dispute ResoluWon. You and VIVERSE agree that each party
will noZfy the other party in wriZng of any arbitrable or small claims Disputenot less than thirty (30) days of the date it arises, so that the parZes canaiempt in good faith to resolve the Dispute informally. NoZce to VIVERSE
shall be sent to VIVERSE ArbitraZon Program Administrator, 308 Occidental
Avenue, Suite 300, Seaile, WA 98104. Your noZce must include (a) Your
name, postal address, telephone number, the email address You use or used
for Your VIVERSE account or, if diﬀerent or if You have no VIVERSE account,an email address at which You can 6 be contacted, (b) a descripZon inreasonable detail of the nature or basis of the Dispute, and (c) the speciﬁc
relief that You are seeking. Our noZce to You will be sent electronically to theemail address You use or used for Your VIVERSE account, where available,
and will include (a) our name, postal address, telephone number and an
email address at which we can be contacted with respect to the Dispute, (b)a descripZon in reasonable detail of the nature or basis of the Dispute, and(c) the speciﬁc relief that we are seeking. If You and VIVERSE cannot agree
how to resolve the Dispute within thirty (30) days aber the date noZce isreceived by the applicable party, then either You or VIVERSE may, as
appropriate and in accordance with this Agreement, commence anarbitraZon proceeding or, to the extent speciﬁcally provided for above, ﬁle aclaim in small claims court.
Process. Except for Disputes in which either party seeks to bring an individual
acZon in small claims court, You and VIVERSE agree that any Dispute must
be commenced or ﬁled by You or VIVERSE within one (1) year of the date the
Dispute arose, otherwise the underlying claim is permanently barred (whichmeans that You and VIVERSE will no longer have the right to assert such claim
regarding the Dispute). You and VIVERSE agree that the arbitraZon shall beaccording to the American ArbitraZon AssociaZon Commercial ArbitraZon
Rules applicable to consumer disputes (the “AAA Rules”), except insofar as
those rules would be inconsistent with any part of this Agreement, including
without limitaZon the agreement to arbitrate. For claims of $5,000 or less,
You may decide whether You would prefer to have the arbitraZon decided
based only on documents submiied to the arbitrator, or by a hearing inperson or by phone. The arbitraZon shall be held in King County, Washington
and the state and federal courts located in King County, Washington haveexclusive jurisdicZon over any appeals and the enforcement of an arbitraZon
award. You may also liZgate a Dispute in the small claims court located in the
U.S. county of Your residence if the Dispute meets the requirements to beheard in small claims court.
Authority of Arbitrator. As limited by the Federal ArbitraZon Act, thisAgreement and the applicable AAA rules, the arbitrator will have theauthority to grant any remedy that would otherwise be available in court,
provided that the arbitrator’s award may not exceed, in form or amount, therelief that a United States District Court could order under the Agreement;
provided, however, that the arbitrator does not have the authority to
conduct a class arbitraZon or a representaZve acZon, which is prohibited bythis Agreement. Notwithstanding the AAA Rules, any decisions concerning
arbitrability of a parZcular dispute, including but not limited to whether aclass arbitraZon is permiied by this Agreement, shall be resolved by aproper court in King County, Washington, rather than an arbitrator. Any
dispute concerning the enforceability of this agreement to arbitrate, or any
part thereof, shall also be resolved by a proper court in King County,
Washington, rather than an arbitrator.
Rules of AAA. The rules of AAA and addiZonal informaZon about AAA are
available on the AAA website (hips://www.adr.org/Rules). By not opZng out

of this agreement to arbitrate as speciﬁed below, You either (a) acknowledge
and agree that You have read and understand the AAA Rules, or (b) waiveYour opportunity to read the AAA Rules and any claim that the AAA Rules areunfair or should not apply for any reason.
Applicability of Agreement to Arbitrate. IF THE PROHIBITION ON CLASSARBITRATIONS SET FORTH ABOVE IS DEEMED TO BE UNENFORCEABLE, THEN
THE AGREEMENT TO ARBITRATE WILL NOT APPLY.
RIGHT TO OPT OUT: This agreement to arbitrate disputes will apply unless
You noWfy VIVERSE in wriWng postmarked no later than 30 calendar daysof ﬁrst obtaining the Services that You reject the agreement to arbitrate.
You must include in Your noWce of opt-out (a) Your name and address; (b)the date on which You ﬁrst used the Services. You must send Your wricen
noWce to VIVERSE ArbitraWon Program Administrator, 308 Occidental
Avenue, Suite 300, Seacle, WA 98104. No other form of noWce will beeﬀecWve to opt out of this agreement to arbitrate. If You opt out of theagreement to arbitrate, the other terms in the Agreement will sWll apply to
You.
GENERAL PROVISIONS
1) Waiver of Jury Trial: IF A DISPUTE BETWEEN YOU AND VIVERSE
PROCEEDS IN COURT RATHER THAN OR IN ADDITION TO IN ARBITRATION,
YOU AND VIVERSE UNCONDITIONALLY WAIVE ANY RIGHT TO TRIAL BY
JURY IN ANY ACTION, PROCEEDING, OR COUNTER CLAIM ARISING OUT
OF OR RELATING TO THIS AGREEMENT.
2) Governing Law: The Federal ArbitraZon Act (the “FAA”) applies to theagreement to arbitrate. Except as preempted by FAA, the law of the Stateof Washington, without reference to its choice of laws principles, shallgovern this Agreement. Notwithstanding the foregoing, the laws of Your
state of residence in the U.S.A., (or if You live outside of the U.S.A. but
within North or South America, the law of the country where You live),
will apply to any tort claims and/or any claims under any consumer
protecZon statutes.
3) Severability: Except as speciﬁcally provided above, if any provision of thisAgreement is held to be invalid or unenforceable, such invalidity or
unenforceability shall not aﬀect the enforceability of the remainder ofthe Agreement.

b)Europe, Middle East, and Africa. If You are using the Services in Europe, theMiddle East or Africa, You are contracZng with VIVERSE Limited. and the lawsof England and Wales governs the interpretaZon of this Agreement andapplies to claims for breach of it, regardless of conﬂict of laws principles. Allother claims, including claims under consumer protecZon laws, unfair
compeZZon laws, and in tort will be governed by the laws of the country
where You live. You irrevocably agree to the exclusive jurisdicZon and venueof the courts in London, England and Wales for any disputes arising out of orin connecZon with this Agreement. If applicable law prevents jurisdicZonand venue in London England, then to the maximum extent permiied byapplicable law You irrevocably agree that for any disputes arising out of or
relaZng to this Agreement exclusive jurisdicZon and venue will be in the
courts in the largest city in Your country within 200 miles of where You live.

c)Australia, New Zealand, and Asia (except for the Middle East). If You areusing the Services in Australia, New Zealand, or Asia (except for the Middle
East), You are contracZng with VIVERSE Limited and the laws of Taiwan
govern the interpretaZon of this Agreement and applies to claims for breachof it, regardless of conﬂict of laws principles. All other claims, including
claims under consumer protecZon laws, unfair compeZZon laws, and in tort
will be governed by the laws of the country where You live. You irrevocably
designate the Taipei District Court as the court of ﬁrst instance having
jurisdicZon over any disputes arising out of or in connecZon with thisAgreement. If applicable law prevents the designaZon of the Taipei District
Court as the court of ﬁrst instance, then to the maximum extent permiied
by applicable law You irrevocably agree that for any disputes arising out ofor relaZng to this Agreement 8 exclusive jurisdicZon and venue will be in the
courts in the largest city in Your country within 200 miles of where You live.

17. LEGAL EFFECT. This Agreement does not change Your rights under the laws of thecountry in which You reside if the laws of Your country do not permit it to legallychange Your rights. You may have rights under the laws of the country in which You
reside that are in addiZon to, or diﬀerent from, the rights set forth in thisAgreement.
18. COMPLIANCE WITH LAW; EXPORT REGULATIONS. You will comply with all naZonal
and internaZonal laws, rules and regulaZons that apply to the Services and Youruse of the Services, including the U.S. Export AdministraZon RegulaZons (to which
the Services is subject), as well as end-user, end-use, and desZnaZon restricZonsissued by Ireland or other governments. You acknowledge that the Services is of
Ireland origin.
19. GENERAL. The secZon Ztles in this Agreement are used solely for the parZes’
convenience and have no legal or contractual signiﬁcance. VIVERSE’s failure to act
with respect to a breach by You does not waive its rights to act with respect tosubsequent or similar breaches. No waiver of any provision of this Agreement will
be eﬀecZve unless it is in a signed wriZng, and no waiver will consZtute a waiverof any other provision(s) or of the same provision on another occasion. If a courtof competent jurisdicZon holds any term, covenant or restricZon of this Agreement
to be illegal, invalid or unenforceable, the remaining terms, covenants andrestricZons will remain in full force and eﬀect and will in no way be aﬀected,
impaired or invalidated. You may not assign, transfer or sublicense Your rights (ifany) under this Agreement. This Agreement will be binding upon all of VIVERSE’s
successors and assigns.
20. ENTIRE AGREEMENT. This Agreement, and any AddiZonal Terms, comprise theenZre agreement for the Services. Internet-based services and support services (ifany) may be subject to addiZonal terms.
21. CONTACT INFORMATION. If You have any quesZons about this Agreement please
direct all noZces and correspondence to:
If to VIVERSE Limited.
Ain: General Counsel
No. 88, SecZon 3, Zhongxing Road
Xindian Dist., New Taipei City 231 Taiwan