Content Upload Terms of Use

1. USER CONTENT

This portion of the site allows the direct upload of user photos, text, graphics, audio, video, location information and comments (“User Content”). The inclusion of User Content on this site does not imply Living Spaces’ endorsement of or any affiliation with you or the applicable User Content.

By uploading User Content to this site, you grant to Living Spaces Furniture, LLC and its affiliates (collectively, “Living Spaces”) and its third-party service providers who provide content management services including Olapic, Inc. (collectively, with Living Spaces, the “Licensed Parties”) the worldwide, perpetual, irrevocable, royalty-free, fully-paid, non-exclusive, transferable right to use your User Content in any manner to be determined in the Licensed Parties’ sole discretion, including but not limited to on its webpages, social media pages operated by the Licensed Parties, promotional e-mails and advertisements, and in other marketing, promotional and advertising initiatives, in any media now or hereafter known. The Licensed Parties may use, display, reproduce, distribute, transmit, create derivative works from, combine with other materials, alter and/or edit your User Content in any manner in their sole discretion, with no obligation to you whatsoever. You grant the Licensed Parties the right to use your username, real name, image, likeness, caption, location or other identifying information in connection with any use of your User Content.

You hereby represent and warrant that (i) you own all rights in and to your User Content, or, if the User Content is subject to third party proprietary rights, including, for example, material protected by copyright, trademark, patent or trade secret law or other proprietary rights laws, you have all necessary licenses, rights, consents, and permissions to publish the User Content you submit and to grant the rights granted herein, including permission from all person(s) appearing in your User Content; (ii) you are not a minor, (iii) you are legally entitled to post the User Content, and (iv) the User Content is not libelous, defamatory, obscene, pornographic, abusive, indecent, threatening, harassing, hateful, or offensive and the Licensed Parties’ use of your User Content as described herein will not violate any other law. You hereby release, discharge and agree to hold the Licensed Parties, and any person acting on their behalf, harmless from any liability related in any way to the Licensed Parties’ use of your User Content.

The Licensed Parties reserve the right to remove any User Content from the site at any time and for any reason.

2. PRIVACY

By uploading User Content, you are also agreeing to Living Spaces’ Privacy Policy, available at www.livingspaces.com/company/privacy-policy, and Living Spaces’ terms of use of its Platform, available at www.livingspaces.com/company/terms-of-use.

3. INDEMNITY

You agree to defend, indemnify and hold harmless Living Spaces from and against all claims and expenses (including reasonable attorneys’ fees) arising out of or connected to the use of the User Content uploaded by you. Living Spaces reserves the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this Section. In such event, you shall provide Living Spaces with such cooperation as is reasonably requested by Living Spaces.

4. MISCELLANEOUS

These terms of use related to the upload and use of User Content shall be governed by the laws of the State of California. You agree that any controversy or claim arising out of or relating to the User Content uploaded by you and these terms of use shall be settled by binding arbitration in a location determined by the arbitrator as set forth herein (provided that such location is reasonably convenient for you), or at such other location as may be mutually agreed upon by the parties, in accordance with the applicable procedural rules set forth in the then prevailing Comprehensive Arbitration Rules and Procedures of JAMS (“JAMS Rules and Procedures”), and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The JAMS Rules and Procedures are available at www.jamsadr.com or by calling (800) 352-5267. The arbitrator shall be selected pursuant to the JAMS Rules and Procedures. Alternatively, you may assert your claims in small claims court in accordance with the terms of this Agreement if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The arbitrator shall apply California law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized at law. If you initiate arbitration against Living Spaces, you will not be responsible for professional fees for the arbitrator’s services or any other JAMS fees. In the event that the claimant is able to demonstrate that the costs of arbitration will be cost-prohibitive or greater than the costs of litigation, Living Spaces will pay as much of the claimant’s filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive or more expensive than the cost of litigation. If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by JAMS, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class or representative basis, then the entirety of this arbitration provision shall be null and void, and neither claimant nor Living Spaces shall be entitled to arbitrate their dispute. THE ARBITRATION OF DISPUTES PURSUANT TO THIS PARAGRAPH SHALL BE IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED.

BY AGREEING TO THE ARBITRATION OF DISPUTES AS SET FORTH HEREIN, YOU AGREE THAT YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL AND LIMITING YOUR RIGHT TO APPEAL. DO NOT USE THIS PLATFORM AND/OR UPLOAND ANY CONTENT IF YOU DO NOT AGREE TO THE FOREGOING BINDING ARBITRATION PROVISIONS.