Live Compliance Terms and Conditions (“Terms”)

The following terms and conditions (the "Terms and Conditions" or “Agreement”) govern your use of this Live Compliance Website or application provided to you (“you” or “client”)by Live Compliance, LLC or one of its subsidiaries, and any content, features or functionality made available from or through this Website, including any subdomains thereof, or application (the "Website"). The Website is made available by Live Compliance, LLC or its subsidiaries ("we" or "us" or "our"), each of which have adopted these Terms and Conditions with regard to its Website. BY USING THE Website and or Service(s), YOU ACCEPT AND AGREE TO THESE TERMS AND CONDITIONS.

Proprietary rights

As between you and us, we own, solely and exclusively, all rights, title and interest in and to the Website, all the content (including, for example, audio, photographs, illustrations, graphics, other visuals, video, copy, text, software, titles, etc.), code, data and materials thereon, the look and feel, design and organization of the Website, and the compilation of the content, code, data and materials on the Website, including but not limited to any copyrights, trademark rights, patent rights, database rights, moral rights, and other intellectual property and proprietary rights therein. Your use of the Website does not grant to you ownership of any content, code, data or materials you may access on or through the Website. You may not modify the information or materials displayed on or that can be downloaded from this Website in any way or reproduce or publicly display, perform, or distribute or otherwise use any such information or materials for any public or commercial purpose. Any unauthorized use of any such information or materials may violate copyright laws, patent laws, trademark laws, laws of privacy and publicity, and other laws and regulations.

Linking To This Website

Creating or maintaining any link from another Website to any page on this Website without our prior written permission is prohibited. Running or displaying this Website or any information or material displayed on this Website in frames or through similar means on another Website without our prior written permission is prohibited. Any permitted links to this Website must comply with all applicable laws, rules and regulations.

Third Party Links

From time to time, this Website may contain links to Websites that are not owned, operated or controlled by Live Compliance, LLC or its respective affiliates (including, but not limited to, cms.org). All such links are provided solely as a convenience to you. If you use these links, you will leave this Website. Neither we nor any of our respective affiliates are responsible for any content, materials or other information located on or accessible from any other Website. Neither we nor any of our respective affiliates endorse, guarantee, or make any representations or warranties regarding any other Websites, or any content, materials or other information located or accessible from any other Websites, or the results that you may obtain from using any other Websites. If you decide to access any other Websites linked to or from this Website, you do so entirely at your own risk.

Inappropriate Material

You are prohibited from posting or transmitting any unlawful, threatening, defamatory, libelous, obscene, pornographic or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense or give rise to civil liability, or otherwise violate any law. In addition to any remedies that we may have at law or in equity, if we determine, in our sole discretion, that you have violated or are likely to violate the foregoing prohibitions, we may take any action we deem necessary to cure or prevent the violation, including without limitation, the immediate removal of the related materials from this Website. We will fully cooperate with any law enforcement authorities or court order or subpoena requesting or directing us to disclose the identity of anyone posting such materials.

User Information

Other than personally identifiable information, which is subject to the Live Compliance Privacy Policy Statement, any material, information, suggestions, ideas, concepts, know¬how, techniques, questions, comments or other communication you transmit or post to this Website in any manner ("User Communications") is and will be considered non confidential and nonproprietary. Personally identifiable information that you voluntarily post on any part of this Website that is viewable by the public (e.g., in the Customer Reviews section) is not subject to this Website's Privacy Statement and is considered User Communications. We and our respective affiliates and our or their designees may use any or all User Communications for any purpose whatsoever, including, without limitation, reproduction, transmission, disclosure, publication, broadcast, development, manufacturing and/or marketing in any manner whatsoever for any or all commercial or noncommercial purposes. We may, but are not obligated to, monitor or review any User Communications. We will have no obligation to use, return, review, or respond to any User Communications. We will have no liability related to the content of any such User Communications, whether or not arising under the laws of copyright, libel, privacy, obscenity, or otherwise. We retain the right to remove any or all User Communications that includes any material we deem inappropriate or unacceptable.

Accuracy Of Information

We attempt to ensure that information within or generated by livecompliance.com is complete, accurate and current. Despite our efforts, the information on this Website may occasionally be inaccurate, incomplete or out of date. We make no representation as to the completeness, accuracy or updates of any information on this Website.

Trademarks

Certain trademarks, trade names, service marks and logos used or displayed on this Website are registered and unregistered trademarks, trade names and service marks of Live Compliance, LLC and its affiliates. Other trademarks, trade names and service marks used or displayed on this Website are the registered and unregistered trademarks, trade names and service marks of their respective owners, including Live Compliance, LLC and its affiliates. Nothing contained on this Website grants or should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademarks, trade names, service marks or logos displayed on this Website without the written permission of Live Compliance, LLC or such other owner.

Warranty Disclaimer

THIS WEBSITE AND ITS CONTENT AND SITE¬ RELATED SERVICES ARE PROVIDED "AS IS," WITH ALL FAULTS, WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS Website, SITE-RELATED SERVICES, AND HYPERLINKED WEBSITES. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LIVE COMPLIANCE NOR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY NOR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY.

Limitation Of Liability

LIVE COMPLIANCE AND CLIENT AND THEIR AFFILIATES ARE NEITHER RESPONSIBLE NOR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATING IN ANY WAY TO THIS WEBSITE, SITE¬ RELATED SERVICES AND PRODUCTS, CONTENT OR INFORMATION CONTAINED WITHIN THE Website AND/OR ANY HYPERLINKED WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CLIENT’S SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SITE¬ RELATED SERVICES, AND/OR HYPERLINKED WEBSITES IS TO STOP USING THE SITE AND/OR THOSE SERVICES. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO CLIENT.

Indemnification

You agree to indemnify and hold Live Compliance, LLC and our affiliates, and subsidiaries, officers, directors, employees, successors and assigns, harmless from any claim, loss or demand, including reasonable attorneys' fees (“Claim”), made by any third party due to or arising out of your use of our Website, your connection to our Website, or your violation of any rights of another party. In the event of a potential indemnity obligation under this section, the indemnified party shall: (i) promptly notify the indemnifying party in writing of such Claim; (ii) allow the indemnifying party to have sole control of its defense and settlement; and (iii) upon request of the indemnifying party, cooperate in all reasonable respects, at the indemnifying party’s cost and expense, with the indemnifying party in the investigation, trial, and defense of such Claim and any appeal arising therefrom.  The indemnification obligations are expressly conditioned upon the indemnified party’s compliance with this section except that failure to notify the indemnifying party of such Claim shall not relieve that party of its obligations, but such obligations shall be reduced to the extent of any damages attributable to such failure. The indemnification obligations contained in this section shall survive termination of this Agreement for one year.

Changes To Terms And Conditions

We reserve the right, at our sole discretion, to change, modify, add or remove any portion of the Terms and Conditions, in whole or in part, at any time. Your continued use of the Website and/or the services after any changes to the Terms and Conditions have been provided to you will be considered acceptance of those changes.

Termination

We may terminate, change, suspend or discontinue any aspect of the Website or the Website's services at any time. We may restrict, suspend or terminate your access to the Website and/or its services if we believe you are in breach of our terms and conditions or applicable law, or for any other reason without notice or liability. We maintain a policy that provides for the termination in appropriate circumstances of the Website use privileges of users who are repeat infringers of intellectual property rights.

Applicable Laws; Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to applicable principles of conflicts of law to the extent that the application of the laws of another jurisdiction would be required thereby. In case of any dispute related to this Agreement, the parties agree to submit to personal jurisdiction in the State of Delaware.  Furthermore, the parties hereby irrevocably and unconditionally submit to the exclusive jurisdiction of any court of the State of Delaware or any federal court sitting in the State of Delaware for purposes of any suit, action or other proceeding arising out of this Agreement.  THE PARTIES HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHTS TO A TRIAL BY JURY IN ANY ACTION, SUIT OR OTHER PROCEEDING ARISING OUT OF OR RELATING TO THE TERMS, OBLIGATIONS AND/OR PERFORMANCE OF THIS AGREEMENT. 

Waiver

Our failure to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision by us. If any provision of these Terms and Conditions is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of our Terms and Conditions remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website or our Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Fees And Payments

At the time of Contract and Agreement renewal, the Contract Agreement fee will be charged to the Credit Card last used by you or other payment information provided to us by you. We provide you the option of changing the details if you would like the payment for the renewal to be made through a different Credit Card or ACH account. If you do not wish to renew the subscription, you must inform us AT LEAST THIRTY (30) DAYS PRIOR to the renewal date of the Contract or Agreement. Credit Card payments will have a processing fee. If you wish to change your payment method, please call the accounting department at (980) 999-1585 or accounting@livecompliance.com

Additional Assistance

If you do not understand any of the foregoing Terms and Conditions or if you have any questions or comments, we invite you to contact us at:

Live Compliance, LLC

101 North Tryon St., Suite 112

Charlotte NC 28246