User Agreement

Last Updated:  May 5, 2025

Introductory Matters

Victory Live, Inc. (“Company”) provides a variety of technology-based products and services serving the needs of a diverse range of clients in the live event ticketing industry. 

This User Agreement governs your general access to and use of (i) the Victory Live website (the “Site”), (ii) the Victory Live One platform (the “VL1 Platform”) and any other websites, platforms, portals and/or mobile applications provided by us and on which a link to this User Agreement is displayed (all such websites, platforms, portals and mobile applications, together with any and all related services provided by Company, collectively, the “Technology Services”). To use the Technology Services, you must register for an account (“Account”) and agree to be bound by and comply with the terms of this User Agreement.

Without limiting the foregoing, you may be a visitor or browser of the Site and/or a client of Company who is accessing the Technology Services in connection with your use of one or more of our products and/or services we offer to our ticketing industry clients (such products and services, “Supplemental Services”).  By way of example, Supplemental Services may include (i) our online B2B ticket marketplace (the “Marketplace”), our consignment-based online ticket distribution platform (the “Consignment Platform”), (iii) our ticket automation services (“Automation Services”), (iv) our data products (including, without limitation raw data, data dashboards or customized data services) (collectively, “Data Services”) or (v) our Off-Platform Upload Program (“OPU”).

For clarity, this User Agreement does not apply to, or confer upon you any rights to access and use, any Supplemental Services. If you use any such Supplemental Services, such use shall be subject to supplemental terms and conditions, as established by Company and agreed by you (“Supplemental Terms”). If the terms of this User Agreement are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Supplemental Service.

You are sometimes hereinafter referred to in this User Agreement as “User.” All references to “you” or “User” means the person who accesses or uses the Technology Services in any manner, and each of your heirs, assigns, and successors. If you use the Technology Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that entity to this User Agreement, your acceptance of this User Agreement will be deemed an acceptance by that entity, and “you” and “your” herein shall refer to that entity.

If you entered into a prior agreement with Company or its predecessors-in-interest relating to your use of the Technology Services, then this User Agreement supersedes and replaces that prior agreement in its entirety.

Company reserves the right to modify this User Agreement at any time, in its discretion. In such event, Company will post an updated version of this User Agreement here, which will automatically replace any previous versions and become effective immediately for all users of the Technology Services. Your continued use of the Technology Services following the posting of any such updated User Agreement will constitute your acceptance of the revised User Agreement, to the extent permitted by applicable law.

PLEASE READ THIS USER AGREEMENT CAREFULLY.

THIS USER AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER THAT AFFECTS YOUR LEGAL RIGHTS, AS DETAILED IN SECTION 16 BELOW.

BY USING ANY OF THE TECHNOLOGY SERVICES OR OTHERWISE INDICATING YOUR ASSENT TO THIS USER AGREEMENT, YOU AGREE TO BE BOUND BY AND COMPLY WITH THIS USER AGREEMENT.  IF YOU DO NOT AGREE TO THIS USER AGREEMENT, THEN DO NOT USE THE TECHNOLOGY SERVICES.

Standard Terms and Conditions

1. Supplemental Terms for Buyers and Sellers on the Marketplace. If you access and use the Marketplace to buy tickets, then your activities on the Marketplace are governed by and subject to our Supplemental Terms for Marketplace Buyers.  If you access and use the Marketplace to sell tickets, then your activities on the Marketplace are governed by and subject to our Supplemental Terms for Marketplace Sellers.

2. Supplemental Terms for Consignment Sellers. If you access and use the Consignment Platform, then your activities on the Consignment Platform are governed by and subject to our Supplemental Terms for Consignment Sellers.

3. Supplemental Terms for Automation Services. If you use our Automation Services, then your use of the Automation Services is governed by and subject to our Supplemental Terms for Automation Services.

4. Supplemental Terms for Data Services. If you use our Data Services, then your use of the Data Services is governed by and subject to our Supplemental Terms for Data Services.

5. Supplemental Terms for OPU Sellers. If you access and use OPU, then your activities on OPU are governed by and subject to our Supplemental Terms for OPU Sellers.

6. Ownership. The Technology Services, including any content that forms part of any of the Technology Services, contains proprietary content, information and material that is protected by applicable intellectual property and other laws, including copyright. All content and related intellectual property rights are the sole and exclusive property of Company or its licensor. Except as otherwise provided herein, no content may be used, copied, reproduced, distributed, republished, downloaded, modified, displayed, posted or transmitted in any form or by any means without our express prior written permission. All rights not expressly granted by Company in this User Agreement are expressly reserved.

7. User Conduct / Rules and Prohibitions. To the extent that you provide personal information to Company, you agree that it will be true, accurate, current, and complete and that you will update all personal information as necessary. Please review Company’s Privacy Policy (available here) for more information regarding the information Company collects, and how we use and share that information.

While using the Technology Services you agree to comply with all applicable laws, rules, and regulations. You further agree that you will not:

• Impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with any person or entity in connection with the Technology Services;
• Use any automated system including but not limited to robots, spiders, offline readers, or scrapers to access the Technology Services for any purpose without Company’s prior written approval;
• In any manual or automated manner copy copyrighted text, or otherwise misuse or misappropriate information of content on the Technology Services including, but not limited to, for use on a mirrored, competitive, or third-party site;
• Take any action that (a) may unreasonably encumber the infrastructure of any of the Technology Services; (b) interferes or attempts to interfere with the proper working of the Technology Services; (c) bypasses measures that are used to prevent or restrict access to the Technology Services; (d) circumvents, disables, or otherwise interferes with security features of the Technology Services; (e) distributes viruses or any other technologies that may harm Company or others; or (f) uses the Technology Services in a way that violates any copyrights, trade secrets, or other rights of any third party, including privacy or publicity rights;
• Copy, reproduce, distribute, publish, display, perform, transmit, stream, broadcast, use, display, mirror, frame or utilize framing techniques to enclose the VL1 Platform or any of the other Technology Services, or any portion thereof, unless and solely to the extent Company makes available the means for embedding any part of the VL1 Platform or other Technology Services ;
• Alter, modify, create derivative works of, sell, license, or in any way exploit any part of the Technology Services unless expressly permitted by Company;
• Violate any applicable law in your use of the Technology Services; or
• Attempt to indirectly undertake any of the foregoing.

Your license to use the Technology Services as provided in this User Agreement shall automatically terminate if you violate any of these restrictions and may be terminated by Company at any time. We further reserve all rights and remedies available to us.

8. Communications.  Company may send you emails concerning the Technology Services, as well as the products and/or services offered by Company and its affiliates. You may opt-out of promotional emails by following the unsubscribe instructions in a promotional email.

9. Disclaimers. 

YOUR USE OF THE TECHNOLOGY SERVICES IS AT YOUR SOLE RISK. WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE TECHNOLOGY SERVICES OR THE CONTENT THEREIN, OR ANY PRODUCT OR SERVICE AVAILABLE ON OR PROMOTED THROUGH THE TECHNOLOGY SERVICES. THE TECHNOLOGY SERVICES AND ALL OF ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, ARISING BY STATUTE, CUSTOM, COURSE OF DEALING, COURSE OF PERFORMANCE OR IN ANY OTHER WAY, WITH RESPECT TO THE TECHNOLOGY SERVICES, THE CONTENT THE TECHNOLOGY SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS DISCLAIM ALL REPRESENTATIONS AND WARRANTIES (A) OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE; (B) RELATING TO THE SECURITY OF THE TECHNOLOGY SERVICES; (C) THAT THE CONTENT OF THE TECHNOLOGY SERVICES IS ACCURATE, COMPLETE OR CURRENT; OR (D) THAT THE TECHNOLOGY SERVICES WILL OPERATE SECURELY OR WITHOUT INTERRUPTION OR ERROR.

WE DO NOT REPRESENT OR WARRANT THAT THE TECHNOLOGY SERVICES, ITS SERVERS, OR ANY TRANSMISSIONS SENT FROM US OR THROUGH THE TECHNOLOGY SERVICES WILL BE FREE OF ANY HARMFUL COMPONENTS (INCLUDING VIRUSES).

WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AGAINST THE POSSIBILITY OF DELETION, MIS-DELIVERY OR FAILURE TO STORE COMMUNICATIONS, PERSONALIZED SETTINGS, OR OTHER DATA. YOU ACCEPT THAT OUR OWNERS, OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES SHALL HAVE THE BENEFIT OF THIS CLAUSE.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF CERTAIN WARRANTIES, SO ALL OR PART OF THIS DISCLAIMER OF WARRANTIES MAY NOT APPLY TO YOU.

10. Limitation of Liability

YOUR USE OF THE TECHNOLOGY SERVICES IS AT YOUR OWN RISK. COMPANY IS NOT RESPONSIBLE FOR ANY ERRORS OR OMISSIONS IN THE CONTENT AVAILABLE ON THE TECHNOLOGY SERVICES OR FOR DAMAGES ARISING FROM THE USE OR PERFORMANCE OF THE TECHNOLOGY SERVICES. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL COMPANY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, REPUTATION, USE OR OTHER ECONOMIC ADVANTAGE) EVEN IF COMPANY AND/OR ITS LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER BASIS.

THIS LIMITATION OF LIABILITY SECTION APPLIES FULLY IN ALL STATES, INCLUDING RESIDENTS OF NEW JERSEY.

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

11. Third-Party Links and Services.  The Technology Services may provide information and content provided by third parties and links to third-party websites or resources. We are not responsible for the availability of such external sites or resources, and do not control, endorse, or sponsor and are not responsible or liable for (i) any content, advertising, products, or other materials on or available from such sites or resources, (ii) any errors or omissions in these websites or resources, or (iii) any information handling practices or other business practices of the operators of such sites or resources. You further acknowledge and agree that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any linked sites or resources. Your interactions with such third parties will be governed by the third parties’ own terms of service and privacy policies, and any other similar terms.

12. Modification and Discontinuation of the Technology Services.  We reserve the right at any time to modify, edit, delete, suspend or discontinue, temporarily or permanently, the Technology Services (or any portion thereof) and/or the information, materials, products and/or services available through the Technology Services (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party in such event.

13. Indemnity.

You are responsible for your use of the Technology Services, and you agree to indemnify, and hold harmless Company and its officers, directors, employees, contractors, consultants, affiliates, investors, service providers, business partners, subsidiaries and agents from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with your violation of any of terms of this User Agreement, any representation, warranty, or agreement referenced in this User Agreement, or any applicable law or regulation.

Company reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations) and you agree to cooperate with our defense of that claim. If the defense or settlement is assumed by you, Company may at any time thereafter elect to take over control of the defense and settlement of the claim. You must not settle any claim without Company’s prior written consent.

14. Feedback. If you send us any feedback or suggestions regarding the Technology Services or our services, you grant to Company and our affiliates an unlimited, irrevocable, perpetual, sublicensable, royalty-free license to use or share any such feedback or suggestions for any purpose without any obligation or compensation to you or any other party.

15. Modification of User Agreement

We reserve the right to update or modify This User Agreement at any time without prior notice, and such changes will be effective immediately upon being posted through the Technology Services, except as set forth below. Your use of the Technology Services following any such change constitutes your agreement to be bound by the modified Terms.

Disputes arising under this User Agreement will be resolved in accordance with the version of this User Agreement in place at the time the dispute arose. We encourage you to review this User Agreement frequently to stay informed of the latest modifications.

16. Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING THE PROCEDURES BY WHICH DISPUTES BETWEEN YOU AND COMPANY ARE TO BE RESOLVED.

You and Company agree that this User Agreement and the Supplemental Terms (if and to the extent applicable) affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.

This Section is intended to be interpreted broadly and governs any and all disputes between you and Company, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before this Agreement or any prior agreement; and claims that may arise after the termination of this Agreement. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.

By agreeing to this User Agreement and any Supplemental Terms (if and to the extent applicable), you agree to resolve any and all disputes with Company as follows:

Initial Dispute Resolution: Most disputes can be resolved without resort to litigation. You can reach Company’s support department at VL1support@victorylive.com. Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with the Company support department, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.

Binding Arbitration: If the parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below. Specifically, all claims arising out of or relating to this User Agreement and/or applicable Supplemental Terms (including previous versions thereof), the parties’ relationship with each other, and/or your use of the Technology Services and/or Supplemental Services shall be finally settled by binding arbitration, as described below.

The parties shall resolve disputes subject to arbitration in accordance with the JAMS Streamlined Arbitration Procedure Rules for claims that do not exceed $250,000 and the JAMS Comprehensive Arbitration Rules and Procedures for claims exceeding $250,000 in effect at the time the arbitration is initiated, excluding any rules or procedures governing or permitting class actions. To start an arbitration with JAMS, you must do the following: (a) write a Demand for Arbitration that includes a description of the claim and the amount of damages you seek to recover (you may find a copy of a Demand for Arbitration at www.jamsadr.com); (b) send three copies of the Demand for Arbitration, plus the appropriate filing fee, to JAMS, 1201 W Peachtree St NW, #2650, Atlanta, GA 30309; and (c) send one copy of the Demand for Arbitration to Company at 3060 Peachtree Rd NW, Suite 1625, Atlanta, GA 30305, Attn: Legal. You will be required to pay $250 to initiate an arbitration against us. If the arbitrator finds the arbitration to be non-frivolous, Company will pay all other fees invoiced by JAMS, including filing fees and arbitrator and hearing expenses. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of this User Agreement and/or applicable Supplemental Terms, including but not limited to any claim that all or any part thereof is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

If you are a resident of the United States, arbitration may take place in the county where you reside at the time of filing. For individuals residing outside the United States, arbitration shall be initiated in Atlanta, GA, United States of America. You and Company further agree to submit to the personal jurisdiction of any federal or state court in Atlanta, GA in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

Class Action Waiver: The parties further agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

Exception: Litigation of Intellectual Property and Small Claims Court Claims: Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

30-Day Right to Opt Out: You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending (from the email address associated with your Account) written notice of your decision to opt out to legal@victorylive.com  with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within thirty (30) days of the later of the Effective Date of this User Agreement or your first use of the Technology Services and/or Supplemental Services; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt out of these arbitration provisions, Company also will not be bound by them.

Changes to This Section: Company will provide thirty (30) days’ notice of any changes affecting the substance of this Arbitration and Class Action Waiver section by posting on the Company website, sending you a message, or otherwise notifying you when you are logged into your Account. Amendments will become effective thirty (30) days after they are posted on the website or sent to you.

Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the court or arbitrator shall apply the first Arbitration and Class Action Waiver section in existence after you began using the Technology Services and/or Supplemental Services.

Survival: This Arbitration and Class Action Waiver section shall survive any termination of your Account or the Technology Services and/or Supplemental Services.

17. Governing Law and Related Legal Matters.

This User Agreement and any applicable Supplemental Terms will be governed by and construed in accordance with the laws of the State of Georgia in the United States, without reference to its conflict of laws principles. For any disputes not subject to arbitration, you hereby consent to the personal jurisdiction of the State of Georgia, acknowledge that venue is proper in the state court in Fulton County, Georgia or federal court in the Northern District of Georgia, agree that any action arising out of or related to this User Agreement must be brought exclusively in a state or federal court in Fulton County in the State of Georgia, and waive any objection it has or may have in the future with respect to any of the foregoing.

For any disputes not subject to arbitration:  (a) if legal action is instituted in order to enforce or defend the terms of these Consignment Seller Terms, Company shall be entitled to reimbursement of reasonable attorneys’ fees and costs incurred in prosecuting or defending such action (and the reasonableness of attorneys’ fees may be proven by an attorney fee affidavit of the attorney performing the services, without need of expert testimony); and (b) each of User and Company waive any right to a jury trial in matters arising out of or in any way connected to this User Agreement or any applicable Supplemental Terms, or the construction, interpretation, validity, or performance thereof, and/or the matters raised herein.

18. Miscellaneous

1. Entire Agreement. This User Agreement contains the entire agreement between User and Company with respect to the Technology Services, and supersedes any and all other agreements or correspondence, either oral or in writing, between User and Company with respect to such subject matter.
2. Contractual Limitations Period on Claims: You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Technology Services must be asserted within one (1) year after the claim arises. Otherwise, such claim will be permanently barred. Notwithstanding the foregoing, this contractual limitation period shall not apply to residents of New Jersey.
3. Assignment. User may not assign or transfer this User Agreement, or any of User’s rights or obligations, without Company’s prior written consent, which may be withheld in Company’s sole discretion. Company may assign or transfer this User Agreement and/or any of its rights and obligations in its sole discretion. This User Agreement shall be binding upon and inure to the benefit of User and Company and their respective successors and permitted assigns.
4. No Agency, Partnership or Joint Venture. Nothing contained herein shall be construed to create an agency, partnership or joint venture relationship between Company and User.
5. No Third Party Beneficiaries.   Except as otherwise expressly provided in this User Agreement, there shall be no third-party beneficiaries to this User Agreement.
6. Force Majeure. Company shall not have any liability under this User Agreement for Company’s failure or delay in performing any of its obligations under this User Agreement to the extent the failure or delay is the result of any Force Majeure Event; and Company’s performance of those obligations will be suspended for the duration of such Force Majeure Event. As used herein, a “Force Majeure Event” means any event or contingency beyond Company’s control, including without limitation, any natural disaster, act of declared or undeclared war or of a public enemy, act of terrorism, fire, explosion, unusually severe weather, epidemic, pandemic, or other public health or safety emergency, failure, interruption or damage of or to communications networks or facilities, electric  power or other utilities or vital infrastructure (including the Internet, computer networks or related facilities), any strike or labor disputes, or any actions in response to any of the foregoing.
7. Notices.  All notices pursuant to this User Agreement shall be in writing, and shall be deemed to have been given (i) on the date delivered (as evidenced by customary proof of delivery), if delivered personally, by overnight courier (such as Fedex or UPS) or by certified or registered mail, or (ii) on the date transmitted, if delivered by email, provided the notice is sent to a valid email address of the receiving party for notices and provided further that no “error” message or other notification of non-delivery is received by the party giving the notice. Each notice shall be addressed to the receiving party at the registered address for such party (or any updated address that a party may provide to the other party by subsequent notice). Without limiting the foregoing, all notices to Company hereunder shall be sent to the following Company email addresses:  vl1support@victorylive.com and legal@victorylive.com.
8. Severability.  If any provision of this User Agreement or the application thereof to any person or circumstance shall be invalid or unenforceable to any extent, the remainder of this User Agreement and the application of such provision to other persons or circumstances shall not be affected thereby and shall be enforced to the greatest extent permitted by law; provided, however, that the economic and legal substance of the transactions contemplated by this User Agreement is not affected in any manner that is materially adverse to any party affected by such invalidity or unenforceability.
9. No Waiver. No waiver of any provision of this User Agreement shall be deemed a further or continuing waiver of such term or any other term, and Company’s failure to assert any right or provision under this User Agreement shall not constitute a waiver of such right or provision.
10. Admissibility. A printed version of (i) this User Agreement and/or (ii) any notice given in electronic or other written form shall be admissible in judicial or administrative proceedings based upon or relating to this User Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

19.  Contact Us.  If you have questions about this User Agreement or the Technology Services, please contact us by email at VL1support@victorylive.com.