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Terms of Service

Last updated: October 13, 2026

1. Who we are and how these Terms apply

1.1 Cardinal is a live-video streaming service operated by 1st Flock, LLC (“Cardinal,” “we,” “us,” or “our”). These Terms of Service (the “Terms”) are a binding agreement between you and us. They govern your access to and use of the Cardinal websites at cardinalstreaming.com and cardinal.stream, the customer console at app.cardinalstreaming.com, the Cardinal application programming interface, the embeddable player and hosted watch pages, and every related feature, tool, and service we provide (together, the “Service”).

1.2 Acceptance. You accept these Terms when you do any of the following: click a button or check a box indicating acceptance; create an Account; use an API Key; send a stream to the Service; embed the player; or otherwise access or use any part of the Service. If you do not agree to these Terms, do not use the Service.

1.3 Authority to bind an organization. If you accept these Terms or use the Service on behalf of a company, nonprofit, church, ministry, school, government body, or any other organization, you represent that you are authorized to bind that organization, and “you” and “your” refer to that organization. If you lack that authority, you may not use the Service on the organization’s behalf and you are personally responsible for any use.

1.4 Policies incorporated by reference. The following policies are part of these Terms (together, the “Policies”): the Cardinal Acceptable Use Policy (the “AUP”); the Cardinal Privacy Policy; the Cardinal Copyright Policy; and, for Business Customers and Partners, the Cardinal Data Processing Addendum (the “DPA”). The Policies are published at cardinalstreaming.com/legal. Where the Policies and these Terms conflict, Section 30.8 (Order of precedence) controls.

1.5 Documentation. Our technical documentation, published at cardinalstreaming.com (the “Documentation”), describes how the Service works, including current service limits and rate limits. The Documentation is informational and may change. It does not create warranties.

1.6 Arbitration and class action waiver notice. Section 27 contains an agreement to resolve disputes through binding individual arbitration, with a waiver of jury trials and class actions, and a 30-day right to opt out. Please read it carefully.

2. Definitions

In these Terms, capitalized words have the meanings below or the meanings given where they first appear in bold.

2.1 “Account” means the account you register with us, including every user, API Key, Ingest Key, stream, booking, and End Customer record under it.

2.2 “Access Code” means the code chosen or generated for a private Broadcast that a Viewer must enter to watch it.

2.3 “API” means the Cardinal REST application programming interface, including its endpoints, webhooks, software development kits, sample code, and the Documentation for them.

2.4 “API Key” means a bearer credential we issue for authenticating requests to the API.

2.5 “Broadcast” means one live stream you send to the Service from an encoder, from the time it starts until it ends, including any scheduled booking for it.

2.6 “Business Customer” means a Customer that is not a Consumer, including every organization and every individual using the Service for business, professional, charitable, religious, educational, or other non-personal purposes. Every Partner is a Business Customer.

2.7 “Consumer” means an individual who uses the Service only for personal, family, or household purposes and not on behalf of any organization.

2.8 “Customer” or “you” means the person or organization that holds an Account, whether a Direct Customer or a Partner.

2.9 “Customer Content” means everything you or your End Customers send to, upload to, or create through the Service, including Broadcast video and audio, Recordings, titles and descriptions, caption vocabulary, chat content your systems post, gift notices, images, logos, and the content of any Giving Page.

2.10 “Direct Customer” means a Customer that uses the Service to stream for itself and not to provide streaming to its own customers.

2.11 “End Customer” means a customer of a Partner on whose behalf the Partner uses the Service.

2.12 “Fees” means the amounts payable for the Service under Section 13.

2.13 “Giving Page” means any donation, giving, tipping, or payment page that you supply and that the Service links to or opens from the player or watch page.

2.14 “Ingest Key” means the credential your encoder presents to the Service when sending a Broadcast.

2.15 “Order Form” means a written order, quote, or agreement for the Service that we and you both sign or that we accept in writing.

2.16 “Partner” means a Customer that we have designated as a partner in its Account or in a Partner Agreement, and that uses the Service through the API and the console to provide streaming to its own End Customers.

2.17 “Partner Agreement” means a written agreement between a Partner and us that we both sign and that governs the Partner’s resale or distribution of the Service.

2.18 “Pricing Page” means the Service pricing published at cardinalstreaming.com/pricing.

2.19 “Recording” means the recorded file or files of a Broadcast that the Service creates, including the live segments and the single-file recording of each Broadcast.

2.20 “Restream Destination” means a third-party service to which you direct the Service to forward a Broadcast.

2.21 “Viewer” means any person who watches a Broadcast or Recording or participates in chat or reactions through the player or a watch page.

3. Eligibility

3.1 Age. You must be at least 18 years old and able to form a binding contract to hold an Account or use the API. We do not knowingly permit anyone under 18 to hold an Account.

3.2 Business and consumer use. The Service is designed primarily for organizations and other Business Customers. Consumers may use it for personal, non-commercial streaming. Some provisions of these Terms apply only to Business Customers (for example, Section 18, Confidentiality, and the DPA). Where a provision would be unenforceable against a Consumer under the law of the Consumer’s place of residence, that provision applies to the Consumer only to the extent the law permits.

3.3 Restricted persons. You may not use the Service if you are barred from receiving it under the laws of the United States or any other applicable jurisdiction, including under Section 26 (Export controls and sanctions), or if we have previously suspended or terminated an Account of yours for breach.

4. Accounts, keys, and security

4.1 Creating an Account. An Account is created when you sign up through the console using our hosted sign-in (which offers sign-in options including “Sign in with Google”) or when our staff create it for you at your request. You must provide accurate, current, and complete information, including a working contact email and billing email, and keep it updated. We may rely on the information in your Account.

4.2 Account credentials. You are responsible for keeping your sign-in credentials confidential and for every action taken through your Account, whether or not you authorized it. Notify us immediately at the contact address in Section 31 if you suspect unauthorized access.

4.3 API Keys. Each API Key is shown to you once, when it is created. We store only a cryptographic hash of the key and cannot retrieve it for you. You are solely responsible for storing API Keys securely, for restricting their use to systems you control, and for every request made with them, whether or not you authorized the request. If a key is lost or exposed, revoke it and create a new one.

4.4 Ingest Keys and Access Codes. You are responsible for keeping Ingest Keys confidential. Anyone who holds an Ingest Key can send video into your Broadcast; anyone who holds an Access Code can watch a private Broadcast. We store Ingest Keys as hashes and Access Codes as digests and cannot recover them for you.

4.5 Users and roles. You may permit individuals to use your Account to the extent the console allows. You are responsible for their compliance with these Terms and for removing access when it is no longer appropriate.

4.6 Our security measures. We apply the security measures described in the Privacy Policy and, for Business Customers, Annex II of the DPA. We do not promise that the Service is secure against every threat. The ingest addresses we provide accept only encrypted connections (RTMPS, which is RTMP over TLS), so video and stream keys are encrypted between your encoder and our ingest servers; encryption in transit ends at those servers, where the video is decrypted to be processed. You are responsible for the security of your own encoder, network, and devices and for keeping your stream keys confidential.

4.7 Suspected compromise. If we believe an Account, key, or code has been compromised, we may suspend it, rotate it, or end affected Broadcasts without notice. We will try to notify you promptly afterward.

5. Customer types: Direct Customers and Partners

5.1 Direct Customers

5.1.1 A Direct Customer uses the Service for its own Broadcasts. A Direct Customer may not resell, sublicense, or otherwise provide the Service to third parties as a service, and may not operate the Service for others’ Broadcasts, except that a Direct Customer may stream events it hosts or produces.

5.2 Partners

5.2.1 Designation. You are a Partner only if we have designated your Account as a partner account in writing (including by email or in the console) or we have signed a Partner Agreement with you. Partner status is granted at our sole discretion. Partner status may be withdrawn if you breach these Terms or the Partner Agreement.

5.2.2 How partnering works. A Partner holds one Account and uses the API and the console to run Broadcasts for many End Customers. The Partner tags each Broadcast with its own identifier for the End Customer, manages its End Customers in the console, and can see all of its End Customers’ Broadcasts, usage, and Recordings so that it can support them. The Partner bills its own End Customers itself.

5.2.3 Partner is responsible for End Customers. Every act and omission of an End Customer in connection with the Service is treated under these Terms as the act or omission of the Partner. The Partner is responsible for all Customer Content that its End Customers create or stream, for all Fees that their use generates, and for their compliance with these Terms and the AUP.

5.2.4 Flow-down of terms. Before allowing an End Customer to use the Service, the Partner must enter into a written agreement with that End Customer that, at a minimum: (a) binds the End Customer to use restrictions and content obligations at least as protective of Cardinal as these Terms and the AUP, including the warranties in Section 7.3 and the prohibitions in the AUP; (b) grants the Partner, and allows the Partner to grant Cardinal, rights in End Customer content sufficient to permit the license in Section 7.2; (c) discloses that Recordings are permanently deleted 30 days after they are created and cannot be recovered, and that the End Customer must copy any Recording it wishes to keep before then; (d) discloses the service limits in Section 6; (e) states that Cardinal is not a party to the End Customer’s agreement with the Partner, makes no warranty to the End Customer, and has no liability to the End Customer, to the fullest extent permitted by law; (f) discloses that the Partner and Cardinal may access and process End Customer content and data as described in these Terms and the Privacy Policy, and obtains every consent and authorization needed for that access and processing; (g) requires the End Customer to provide a privacy notice to, and obtain any necessary consents from, its own Viewers and the people who appear in its Broadcasts; and (h) permits the Partner to suspend or terminate the End Customer’s use of the Service for breach, and to do so immediately at Cardinal’s request. The Partner must provide copies of its End Customer terms to us on request.

5.2.5 No promises on our behalf. The Partner may not make any representation, warranty, service-level commitment, retention commitment, security commitment, or other promise about the Service to End Customers or anyone else beyond what these Terms and the Documentation state, and may not state or imply that Cardinal endorses the Partner or its services.

5.2.6 Partner owns the relationship and support. The Partner is the party with the contractual, billing, and support relationship with its End Customers. The Partner must provide all first-line support to its End Customers. We provide support only to the Partner, through the Partner’s designated contacts, and not to End Customers. If an End Customer contacts us, we may refer it to the Partner and may share with the Partner the fact and content of that contact.

5.2.7 No privity with End Customers. End Customers are not parties to these Terms, have no rights under them, and are not third-party beneficiaries of them. Cardinal has no direct relationship with any End Customer and owes End Customers no duty under these Terms. Nothing in this Section prevents us from enforcing the AUP against any Broadcast or from exercising our rights under Section 14.

5.2.8 Partner access to End Customer data and Recordings. The Partner acknowledges that the Service gives it access to all of its End Customers’ Broadcasts, Recordings, usage records, chat, and related data, and that this access is a feature the Partner has requested. The Partner represents and warrants that it has the authority, and has obtained and will maintain every notice, consent, and authorization required by law and by its End Customer agreements, for: (a) the Partner to access, view, download, and use that data; (b) Cardinal to collect, store, process, and delete that data on the Partner’s instructions as described in these Terms, the Privacy Policy, and the DPA; and (c) Cardinal to disclose that data to the Partner. The Partner is responsible for determining whether it acts as a controller, a processor, or a service provider (or the equivalent under applicable law) toward each End Customer, and for complying with those obligations.

5.2.9 End Customer identifiers and records. The Partner must tag every Broadcast with an accurate End Customer identifier, maintain accurate records of which End Customer is responsible for each Broadcast, and provide those records to us on request in connection with any abuse report, legal request, or dispute.

5.2.10 Cooperation and enforcement. The Partner must promptly investigate and act on any report of abuse by an End Customer, must suspend or terminate an End Customer’s access at our request where we reasonably believe the End Customer has violated the AUP or the law, and must cooperate with us in responding to legal process, copyright notices, and abuse complaints concerning End Customer Broadcasts.

5.2.11 Partner indemnity. In addition to Section 24, the Partner will defend, indemnify, and hold harmless Cardinal and its affiliates, officers, members, managers, employees, contractors, and agents from and against every claim, demand, suit, proceeding, loss, liability, damage, cost, and expense (including reasonable attorneys’ fees) arising out of or relating to: (a) any End Customer’s use of the Service or Customer Content; (b) any claim by an End Customer against Cardinal; (c) the Partner’s agreements with, representations to, or billing of End Customers; (d) the Partner’s or an End Customer’s failure to obtain the notices, consents, or authorizations described in Section 5.2.8; or (e) the Partner’s breach of this Section 5.2.

5.2.12 Negotiated pricing and invoicing. Partners may have negotiated rates, minimum commitments, or invoicing arrangements set out in a Partner Agreement or Order Form. Where a Partner Agreement or Order Form addresses pricing, invoicing, payment terms, or payment methods, it takes precedence over Section 13 for the matters it addresses. Where it is silent, Section 13 applies.

5.2.13 Branding. A Partner may present streaming to its End Customers under the Partner’s own brand. A Partner may not use the Cardinal name, logo, or other marks without our prior written permission, and may not remove or alter any notice that the Service displays.

5.2.14 Partner is not our agent. The Partner has no authority to bind Cardinal, is not our agent, franchisee, or joint venturer, and must not hold itself out as such.

6. The Service and its limits

6.1 What the Service does. You send one live stream for each Broadcast to the Service from an encoder using RTMPS (RTMP over TLS) or SRT encrypted with the Broadcast’s passphrase. The Service encodes it, delivers it to Viewers in 1080p or 4K through the embeddable player or a hosted watch page, records it, and, at your direction, forwards it to Restream Destinations. The Service also provides chat and reactions for Viewers, a giving/tips button that opens your Giving Page, private Broadcasts protected by an Access Code, and scheduled Broadcasts. Features vary over time and by Account; the Documentation describes what is currently available.

6.2 Redundancy is not a guarantee. We design the Service with redundancy, including encoding each Broadcast in more than one location. Redundancy reduces the risk of interruption; it does not eliminate it and is not a promise of availability.

6.3 Service limits. The following limits currently apply, and we may change them under Section 28: (a) a Broadcast may run for no more than 12 hours; the Service ends it automatically at that point; (b) a Broadcast ends automatically after 15 minutes without video being received; (c) a Broadcast may be forwarded to no more than 5 Restream Destinations at a time; (d) rate limits and abuse protections apply to the API, to the chat service, and to Access Code attempts, as described in the Documentation; (e) the Service may limit the number of simultaneous connections from a single network address. Fees stop accruing when a Broadcast ends under (a) or (b). We are not responsible for any consequence of a Broadcast ending under these limits.

6.4 Latency. Video reaches Viewers roughly one minute after it leaves your encoder. This delay is by design. The Service is not suitable for uses that require real-time or near-real-time interaction between a Broadcast and its Viewers.

6.5 Encoder and network. You are responsible for your encoder, cameras, audio equipment, software, and internet connection, for configuring them to the specifications in the Documentation, and for the quality and continuity of the stream you send us. The Service cannot deliver what it does not receive.

6.6 Scheduled Broadcasts. You may schedule a Broadcast for a future start time. A scheduled Broadcast is treated as started at its scheduled start time whether or not your encoder has connected, and Fees accrue from that time as described in Section 13. You may cancel a scheduled Broadcast before its start time at no charge.

6.7 Changes to the Service. We may add, change, suspend, or remove features at any time. We will try to give reasonable notice of changes that materially reduce the core functionality of the Service for paying Customers, but we are not required to maintain any feature.

6.8 Beta and preview features. We may offer features identified as beta, preview, test, early access, or similar (“Beta Features”). Beta Features may be incomplete, may not work as intended, may change or be withdrawn at any time without notice, may be subject to additional terms, and may have data that is deleted when the feature changes or ends. Beta Features are provided “as is,” without any warranty, and are excluded from any commitment we make elsewhere in these Terms or any Order Form. You use Beta Features at your own risk.

7. Customer Content

7.1 You own your content. As between you and us, you (or your End Customers or licensors) own all right, title, and interest in Customer Content. We claim no ownership of it.

7.2 License to us. You grant us a worldwide, non-exclusive, royalty-free, sublicensable (to our service providers) license to receive, host, store, cache, copy, transcode, encode, segment, record, caption, transcribe, index, display, perform, transmit, deliver, and distribute Customer Content, and to create the technical derivatives (such as encoded renditions, thumbnails, segments, and caption files) needed, in each case solely as necessary to provide, maintain, secure, and improve the Service for you, to forward Customer Content to Restream Destinations at your direction, to comply with law, and to enforce these Terms. This license ends when the Customer Content is deleted from the Service, except that we may retain copies in backups for the period stated in the Privacy Policy and copies that we are required to keep by law or legal process. We do not use Customer Content to train artificial-intelligence or machine-learning models.

7.3 Your warranties about Customer Content. You represent and warrant, for every Broadcast and every item of Customer Content, that: (a) you own it or hold every right, license, consent, permission, and clearance needed to stream, record, distribute, and restream it worldwide through the Service and to grant the license in Section 7.2; (b) you have obtained all performance, synchronization, mechanical, public-performance, and broadcasting licenses required for any music, sound recording, or audiovisual work it contains, including from performing-rights organizations and, where your use is religious, any church or worship-streaming license (for example, a streaming license from a church copyright licensing body) covering the works you perform and stream; (c) you have obtained every consent and release required from each person who appears, speaks, or performs in it, including consent to be recorded and streamed, and parental or guardian consent for any minor; (d) it does not infringe or misappropriate any copyright, trademark, patent, trade secret, right of publicity, right of privacy, moral right, or other right of any person; (e) it is not defamatory, obscene, or otherwise unlawful, and does not violate the AUP; (f) you hold any broadcasting, retransmission, or distribution right needed for any sporting event, film, television program, concert, or other third-party production it contains; and (g) its streaming does not violate any contract or any applicable law, including laws on charitable solicitation, lotteries and raffles, political advertising, health information, or children’s privacy.

7.4 Our rights over content. We do not pre-screen Customer Content and have no obligation to monitor it. We may, but need not, review, remove, disable access to, refuse to transmit, or end any Broadcast or Customer Content that we reasonably believe violates these Terms, the AUP, or the law, or that exposes us or others to harm or liability, in each case without notice and without liability to you.

7.5 Legal requests. We may disclose Customer Content and Account information when we reasonably believe disclosure is required by law, subpoena, court order, or other legal process, or is necessary to protect the rights, property, or safety of Cardinal, our Customers, Viewers, or the public. Where lawful and practical, we will notify you of a legal request for your Customer Content.

7.6 No backup obligation. Except for the Recordings described in Section 8, we do not store Customer Content, and we are not a backup or archival service. You are solely responsible for keeping copies of your content.

8. Recordings

8.1 Every Broadcast is recorded. The Service records every Broadcast, creating live segments and one recording file per Broadcast. Recording is part of the Service and cannot be turned off.

8.2 Thirty-day deletion. Recordings, segments, and any caption or transcript files are permanently deleted 30 days after they are written, whether or not you have downloaded them. Deletion is automatic and irreversible. We keep no archive and cannot recover a deleted Recording. The 30-day period runs from when the content is written, not from when your Account or Broadcast ends, and it continues to run after suspension or termination.

8.3 Your duty to copy. If you want to keep a Recording, you must download it or copy it elsewhere within the 30-day period. We have no liability for any Recording that is deleted on schedule, including where you were unable to download it because of a problem with your systems, your network, a Restream Destination, or a suspension of your Account under these Terms.

8.4 Early deletion. You may delete a Recording before its scheduled deletion. Early deletion is immediate and irreversible.

8.5 Download and playback links are bearer links. Download and playback links for Recordings are signed and time-limited. Download links expire no earlier than 1 hour and no later than 7 days after they are created; playback links expire no more than 6 hours after creation. Anyone who holds a link can use it until it expires, without further authentication. You must treat links as secrets, share them only with people you intend to have access, and, where the Service lets you choose an expiry, use the shortest that meets your needs. We are not responsible for any access to a Recording by anyone who obtained a link from you, your End Customers, your Viewers, or your systems.

8.6 Recording integrity. A Recording reflects what the Service received. If your encoder disconnects, your network fails, or your stream has gaps or errors, the Recording will too. We do not guarantee that any Recording is complete, playable, or suitable for any purpose.

9. Restreaming

9.1 At your direction. When you add a Restream Destination, you direct the Service to forward your Broadcast, unchanged, to that destination using the destination address and stream key you supply. The Service does this as your agent for transmission only. We do not choose, review, endorse, or control any Restream Destination.

9.2 Your relationship with destinations. You are solely responsible for your account with each Restream Destination, for complying with its terms, policies, and content rules, for any fees it charges, for the accuracy of the destination address and stream key you supply, and for any consequence of forwarding your Broadcast there, including removal, strikes, demonetization, or termination by the destination.

9.3 Stream keys. We store the stream keys you supply in encrypted form and delete them one hour after the Broadcast ends. You must not supply a stream key you are not authorized to use.

9.4 No guarantee of delivery. A Restream Destination may reject, drop, throttle, delay, or alter a forwarded Broadcast for reasons outside our control. We do not guarantee that a Restream Destination will receive or publish your Broadcast, and we are not responsible for its availability or conduct.

10. Captions

10.1 Machine-generated. If we offer live captions, they are generated automatically by speech-recognition software running on infrastructure we operate. No person reviews them. Captions may be inaccurate, incomplete, delayed, mistimed, or missing, and may misrecognize names, technical terms, scripture references, non-English speech, overlapping speakers, music, and poor audio.

10.2 No reliance. Captions are provided as a convenience only. You must not rely on captions to meet any legal accessibility obligation (including under the Americans with Disabilities Act, Section 508 of the Rehabilitation Act, the Web Content Accessibility Guidelines, the Twenty-First Century Communications and Video Accessibility Act, or any state or foreign equivalent), to create a legal record, for medical, safety, legal, financial, or emergency communication, or for any purpose where an error could cause harm. If you have accessibility obligations, you are responsible for determining how to meet them, including by reviewing and correcting captions or by using human captioning.

10.3 Caption vocabulary. You may supply names and terms to improve recognition. Supplying a term does not guarantee that it will be recognized.

10.4 Processing. Speech recognition for captions runs on servers we operate; audio is not sent to a third-party speech-recognition vendor for this purpose. Broadcasts, Recordings, and captions are never used to train speech-recognition or other machine-learning models. Caption and transcript files are deleted with the Recording under Section 8.2.

10.5 Availability. Captions may be offered as a Beta Feature, may be unavailable for some Broadcasts or languages, and may be withdrawn at any time. Captions, where offered, are currently included at no additional charge; any future charge will be stated on the Pricing Page and introduced under Section 13.4.

10.6 Translated captions. If you turn on translated captions, the caption text of the Broadcast (not its audio or video) is translated by machine, using artificial-intelligence language providers we engage. No person reviews translations. Translations may be inaccurate, incomplete, delayed, or culturally inappropriate, may mistranslate names, scripture, technical terms, or idioms, and may differ in meaning from what was said. Sections 10.1 and 10.2 apply to translations as they do to captions, and you are solely responsible for any reliance on a translation by you, your End Customers, or your Viewers. Our providers may use the caption text only to return the translation; they may not use it to train or improve any model, and they may not retain it except as described in the Privacy Policy and the DPA. Translated captions are charged at the rate for translated captions on the Pricing Page, for each language turned on, from the time the translation is produced.

11. Giving and tips

11.1 We process no viewer payments. The giving/tips button in the player and on watch pages opens a Giving Page that you supply. Cardinal does not collect, process, hold, transmit, or receive any payment, donation, gift, tip, or pledge from any Viewer, and is not a party to, a payment processor for, a facilitator of, or an intermediary in any transaction between you and a Viewer or donor.

11.2 Your sole responsibility. You are solely responsible for your Giving Page and everything connected with it, including: the payment processor and merchant account you use; the security and privacy of donor data; the accuracy of all statements made to donors; refunds and chargebacks; the issuance of tax receipts and acknowledgments; compliance with every law that applies to soliciting or receiving donations, gifts, or tips, including federal and state tax law, state charitable-solicitation registration and disclosure laws, laws governing raffles, lotteries, and games of chance, and consumer-protection law; and any dispute with a donor.

11.3 Gift notices. Gift notices shown in chat are posted by your own systems through the API or the console. We do not verify them. You are responsible for their accuracy and for obtaining any consent needed to display a donor’s name or gift.

11.4 No tax or legal advice. Nothing in the Service constitutes advice about the tax treatment of any donation or your status as a charitable organization.

12. Viewers, chat, and moderation

12.1 Viewers. Viewers watch through the player or a watch page without creating an account with us. Viewers who use the player, a watch page, chat, or reactions agree to the AUP and to Sections 7.4, 12, 20, 22, 23, 27, and 30 of these Terms as they apply to Viewers. A Viewer’s relationship is with the Customer whose Broadcast the Viewer is watching, not with us. We owe no duty to Viewers beyond what the law requires, and we make no warranty to Viewers.

12.2 Chat and reactions. Viewers may choose a display name and post messages (currently up to 300 characters) and reactions that other Viewers of the same Broadcast can see. You may pass a verified name for a signed-in Viewer through the API. A basic automatic profanity mask applies; it is limited, is not a substitute for moderation, and will not catch every objectionable message.

12.3 You are the moderator. You are responsible for moderating chat and reactions on your Broadcasts, including removing messages and muting Viewers using the tools the Service provides, for setting and enforcing rules for your audience, and for complying with laws that apply to your audience, including when your audience may include children. We may, but need not, remove chat content or block Viewers that we believe violate the AUP.

12.4 Chat retention. Chat messages, reactions, and gift notices are kept for 30 days after they are posted and then deleted. A verified name passed through the API is kept for about 2 hours.

12.5 Private Broadcasts. A private Broadcast is protected only by its Access Code. Anyone who has the code can watch. You are responsible for choosing a sufficiently strong code where the Service allows you to choose it, for distributing it only to the intended audience, and for changing it if it is exposed. We rate-limit repeated wrong attempts, but we do not guarantee that an Access Code will prevent unauthorized viewing.

12.6 Children in chat. Chat is not intended for children under 13. You must not encourage or permit children under 13 to participate in chat on your Broadcasts, and you are responsible for complying with children’s privacy laws for any audience you invite. You can turn chat off for any Broadcast, and you should do so where your audience may include children under 13. We do not verify the age of Viewers.

13. Fees and payment

13.1 Rates. Fees are charged at the rates on the Pricing Page in effect when a Broadcast starts, unless an Order Form or Partner Agreement states different rates. The Pricing Page currently states rates per stream-hour by output resolution (1080p or 4K) and per destination-hour for restreaming while a destination is live. There is no charge for Viewers and no limit on their number. Captions, where offered, are included at no additional charge unless the Pricing Page states otherwise. Standard Accounts have no monthly or platform fee; a platform fee or minimum commitment applies only if stated in an Order Form or Partner Agreement.

13.2 Metering. Streaming time is metered per minute, with partial minutes rounded up to the next whole minute. Each Broadcast that starts is billed for a minimum of 15 minutes, even if it runs for less. A scheduled Broadcast that reaches its scheduled start time is treated as started and is billed from that time, whether or not your encoder has connected. A scheduled Broadcast that the Service cannot start is not billed. A scheduled Broadcast you cancel before its start time is not billed. Restreaming is metered per minute per destination while the destination is live, with no minimum. Metering stops when the Broadcast ends, including when it ends automatically under Section 6.3.

13.3 Our records control. Our metering and usage records are the basis for Fees. If you believe a record is wrong, raise it under Section 13.12.

13.4 Price changes. We may change the rates on the Pricing Page. A rate change takes effect only at 00:00 UTC on the first day of a calendar month, never during a month, and applies only to Broadcasts that start on or after that time. We will post the new rates on the Pricing Page and notify the billing email on your Account at least 30 days before the change takes effect. Rates fixed in a signed Order Form or Partner Agreement change only as that document provides.

13.5 Monthly billing in arrears. We bill monthly in arrears. On or shortly after the first day of each month we calculate the Fees for the month just ended, apply any Account credit first, and charge the remaining amount to the payment card on file. If the amount owing for a month, after credits, is less than $0.50, we carry it forward to the next month instead of charging it. We send billing notices, such as a declined charge or a suspension, to the billing email on your Account from billing@cardinalstreaming.com; your invoices are available in the Console.

13.6 Authorization for recurring charges. By adding a payment card and using the Service, you authorize us and our payment processor to charge that card, and any backup card on file, for all Fees as they come due each month, for any past-due amounts, and for any applicable taxes, without further notice or authorization, until you remove the card or close your Account and all amounts are paid. You represent that you are authorized to use the card. You must keep a valid card on file while your Account is open and must update it before it expires.

13.7 Card data. Card numbers are tokenized in your browser by our payment processor and never reach our systems. We store only the processor’s token, the card brand, the last four digits, and the expiration date.

13.8 Declines and retries. If a charge is declined, we notify your billing email at the first decline and retry the charge automatically one, three, five, and seven days after the first attempt, for a total of five attempts over seven days. If a backup card is on file, we try it when the main card is declined. We do not retry a card that is reported as expired or invalid; you must add a valid card and pay the invoice in the Console. You remain liable for the full amount regardless of the outcome of any retry.

13.9 Streaming pause for non-payment. If an invoice is still unpaid after the final retry, we pause streaming on your Account until the invoice is paid. While streaming is paused, no new Broadcast can be scheduled or started (including a scheduled Broadcast reaching its start time); a Broadcast already on air is not cut off, and you can still use the Console, your Recordings, and your billing. Paying the overdue invoice lifts the pause at once. A pause does not stop the 30-day deletion clock on Recordings, and we are not responsible for Recordings deleted while streaming is paused. A pause does not limit any other remedy available to us, including suspension or termination under Section 14 and collection under Section 13.14.

13.10 Invoiced accounts. Where an Order Form or Partner Agreement provides for invoicing instead of card payment, invoices are due within the period stated there or, if none is stated, within 30 days after the invoice date. Overdue invoiced amounts may bear interest at the lesser of 1.5% per month or the maximum rate permitted by law, and we may pause streaming under Section 13.9 while any invoice is overdue.

13.11 Taxes. Fees exclude taxes. You are responsible for all sales, use, value-added, goods and services, excise, withholding, digital-services, and similar taxes, duties, and levies arising from your purchase or use of the Service, except taxes on our net income. If we are required to collect any such tax, we will add it to your invoice unless you provide a valid exemption certificate. If you must withhold tax from a payment to us, you will gross up the payment so that we receive the full invoiced amount.

13.12 Disputing a charge. If you believe a charge is incorrect, contact us at the support address in Section 31 within 30 days after the invoice date with the invoice number and the reason. We will review and respond in good faith. Charges not disputed within that period are deemed accepted, to the extent permitted by law. You must pay undisputed amounts on time.

13.13 Chargebacks. Before initiating a chargeback or payment reversal with your card issuer, you agree to contact us under Section 13.12 and give us a reasonable opportunity to resolve the issue. If you initiate a chargeback without doing so, or a chargeback is resolved in our favor, we may treat the chargeback as a material breach, suspend or terminate your Account, charge you the disputed amount plus any fee our processor imposes on us, and decline to provide future service to you.

13.14 Collection. You will reimburse our reasonable costs of collecting overdue amounts, including collection agency fees, court costs, and attorneys’ fees, to the extent permitted by law.

13.15 Credits. Account credits are issued only by our staff, in our discretion, with a stated reason and, where stated, an expiry date. Credits have no cash value, cannot be transferred or redeemed for money, are applied to Fees before any card charge, and are forfeited when your Account closes or when they expire.

13.16 No refunds. All Fees are non-refundable except where we decide, in our sole discretion, to issue a refund or void a charge, or where a refund is required by applicable law. There is no self-service refund, and there is no refund or credit for unused streaming minutes, for the 15-minute minimum, for Broadcasts that ended under the limits in Section 6.3, for interrupted or poor-quality Broadcasts, for Recordings deleted on schedule, or for a streaming pause, suspension, or termination under these Terms. Where we issue a refund, we may do so as an Account credit or to the original payment method, at our choice.

13.17 Partner Fees. A Partner is responsible for all Fees generated under its Account by all of its End Customers, whether or not the Partner has collected payment from them. A Partner’s inability to collect from an End Customer does not excuse payment to us.

13.18 Free or promotional use. If we offer free usage, trial credit, or a promotion, we may set conditions, limit availability, and withdraw or change it at any time. Promotional terms do not change these Terms except as they expressly state.

14. Suspension and termination

14.1 Term. These Terms begin when you first accept them or use the Service and continue until terminated under this Section.

14.2 Termination by you. You may stop using the Service and close your Account at any time by contacting us at the support address in Section 31. Closing your Account does not excuse Fees already incurred, which we will bill in the normal cycle.

14.3 Termination or suspension by us for cause. We may suspend or terminate your Account, any user, any API Key, any Broadcast, or any part of the Service, with or without notice, if we reasonably believe that: (a) you have breached these Terms, the AUP, or any Policy; (b) you have failed to pay Fees when due (see Section 13.9); (c) your use creates legal, security, or reputational risk for us, our service providers, our Customers, or Viewers, or exposes us to liability; (d) your use is abusive, excessive, or threatens the integrity or performance of the Service; (e) we are required to do so by law, legal process, or a government authority; (f) you have provided false information or are an End Customer-facing Partner that has failed to meet its obligations under Section 5.2; (g) you or your End Customers are the subject of repeated or credible copyright, abuse, or law-enforcement complaints; or (h) you have become insolvent, made an assignment for the benefit of creditors, or become the subject of bankruptcy or similar proceedings.

14.4 Termination by us for convenience. We may terminate these Terms and your Account for any reason or no reason on at least 30 days’ notice to the email on your Account. Signed Order Forms or Partner Agreements may provide different notice periods, which control for the term they cover.

14.5 Effect of suspension. During a suspension you cannot start new Broadcasts and may lose access to some or all of the console and the API. Fees already incurred remain payable. We may, but need not, continue to make Recordings available for download during a suspension.

14.6 Effect of termination. On termination: (a) your right to use the Service ends and we may disable your Account, API Keys, Ingest Keys, and embeds; (b) all Fees incurred through the termination date become due and we may charge them to the card on file at once rather than at the next monthly cycle; (c) Recordings continue to be deleted on their existing 30-day schedule, and termination does not extend or shorten that schedule; (d) your API Keys and console access stop working when your Account is closed, so you should download any Recordings you want to keep before closing it; where you terminated, or we terminated other than for cause, and you ask us in writing within 15 days after termination, we will provide download links for Recordings that have not yet reached their deletion date, after which access ends; (e) where we terminated for cause, we may end access to Recordings immediately; (f) we will close (not delete) your organization record and retain Account, usage, and billing records as described in the Privacy Policy; and (g) Sections that by their nature should survive will survive under Section 30.10.

14.7 No liability for suspension or termination. We are not liable to you or any third party for any suspension or termination made in accordance with these Terms, including for any Recording deleted on schedule, any Broadcast that could not start, or any loss suffered by an End Customer or Viewer as a result.

15. API terms

15.1 License. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the API, and to use any software development kit or sample code we provide, solely to build and operate your own integration with the Service for your Account (and, if you are a Partner, for your End Customers).

15.2 Keys and authentication. You must authenticate every API request with a valid API Key issued to your Account and must not share keys between Accounts or with third parties other than your own contractors acting on your behalf and bound by these Terms.

15.3 Rate limits and fair use. You must comply with the rate limits and usage limits in the Documentation and must not attempt to evade them, including by using multiple Accounts or keys, retrying aggressively, or distributing requests to avoid detection. We may throttle or block requests that exceed limits or that degrade the Service for others.

15.4 Restrictions. You must not: (a) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, protocols, or internal workings of the Service, except to the extent the law expressly permits despite this restriction; (b) circumvent, disable, or interfere with any security, authentication, rate-limiting, metering, billing, or access-control feature; (c) use the API to build a product that substantially replicates the Service or to benchmark the Service for publication without our written permission; (d) scrape or harvest data about other Customers or Viewers; (e) use the API in a way that violates the AUP; (f) remove or obscure any proprietary notice; or (g) use the API on behalf of a third party unless you are a Partner.

15.5 Attribution. You are not required to attribute Cardinal in your player, watch pages, or applications unless a Partner Agreement or Order Form says otherwise. You may not state or imply that we endorse your product.

15.6 Changes and deprecation. We may change the API. For changes that are not backward compatible and that affect endpoints or fields you have used in the preceding 90 days, we will try to give at least 90 days’ notice by email to the Account contact or through the Documentation before we remove or break them, except where an immediate change is needed for security, legal compliance, or to protect the Service. Additive changes (new fields, endpoints, or optional parameters) may be made without notice. You are responsible for keeping your integration current.

15.7 Webhooks and callbacks. If you configure webhooks or callbacks, you are responsible for the security and availability of the receiving endpoint and for validating the payloads you receive. We may retry or drop deliveries that fail.

15.8 Monitoring. We may monitor API use to enforce these Terms, to secure and improve the Service, and to meter Fees.

16. Acceptable use

16.1 You must comply with the AUP, which is incorporated into these Terms. The AUP applies to Broadcasts, Recordings, chat, Giving Pages linked from the Service, use of the API, and all other use of the Service by you, your users, your End Customers, and your Viewers. We may update the AUP under Section 28.

16.2 You must not use the Service in any way that violates applicable law, including laws relating to intellectual property, defamation, privacy, data protection, children, obscenity, gambling, consumer protection, export controls, and sanctions.

17. Intellectual property

17.1 Our property. The Service, including its software, player, watch pages, console, API, Documentation, designs, text, graphics, logos, and all improvements and derivatives, and all intellectual-property rights in them, are owned by us or our licensors. Except for the limited rights expressly granted in these Terms, we grant you no right, title, or interest in the Service, and we reserve all rights not expressly granted.

17.2 License to use the Service. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable (except that a Partner may allow End Customers to use the Service through the Partner’s integration), revocable right to access and use the Service during the term for your internal purposes (and, for a Partner, to provide streaming to End Customers).

17.3 Marks. “Cardinal,” the Cardinal logos, and our other product names and logos are our trademarks, whether or not registered. You may not use them without our prior written permission, except to identify the Service accurately in plain text.

17.4 Feedback. If you give us suggestions, ideas, bug reports, or other feedback about the Service (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable, and transferable license to use, copy, modify, create derivative works from, and otherwise exploit the Feedback for any purpose, without obligation or compensation to you. We may treat Feedback as non-confidential.

17.5 Usage data. We own all data about the operation and use of the Service that does not identify you, your End Customers, or your Viewers, including metering, performance, and aggregate statistics, and we may use it for any lawful purpose.

17.6 Customer reference. We may identify you by name and logo as a Customer in our marketing materials unless you ask us in writing not to. We will not identify a Partner’s End Customers.

18. Confidentiality

18.1 Scope. This Section applies between us and Business Customers. “Confidential Information” means non-public information that one party (the “Discloser”) makes available to the other (the “Recipient”) in connection with the Service that is marked confidential or that a reasonable person would understand to be confidential, including, for us, non-public information about the Service, its architecture, security, roadmap, pricing offered in Order Forms or Partner Agreements, and the identity of our service providers; and, for you, your non-public business information and the contents of private Broadcasts.

18.2 Exclusions. Confidential Information does not include information that: (a) is or becomes public through no fault of the Recipient; (b) the Recipient already knew without restriction; (c) the Recipient independently develops without using the Discloser’s Confidential Information; or (d) the Recipient receives from a third party without a duty of confidentiality.

18.3 Obligations. The Recipient will use Confidential Information only to perform under or exercise rights under these Terms, will protect it with at least reasonable care, and will disclose it only to its employees, contractors, affiliates, and professional advisers who need to know it and are bound by obligations at least as protective as this Section. The Recipient is responsible for those persons’ compliance.

18.4 Compelled disclosure. The Recipient may disclose Confidential Information to the extent required by law or legal process, provided it gives the Discloser prompt notice where lawful and cooperates with reasonable efforts to limit the disclosure.

18.5 Duration. These obligations last during the term and for three years after termination, except that obligations for trade secrets last as long as the information remains a trade secret under applicable law.

18.6 Return. On written request after termination, the Recipient will delete or return the Discloser’s Confidential Information, except for copies retained in routine backups or as required by law, which remain subject to this Section.

19. Privacy and data protection

19.1 Privacy Policy. Our Privacy Policy describes how we collect, use, and disclose personal information, and is incorporated into these Terms.

19.2 Roles. For Account, billing, and website information, we act as the controller (or business) and process it as described in the Privacy Policy. For Customer Content and for personal information about your End Customers, Viewers, and the people who appear in your Broadcasts, we act as your processor (or service provider) and process it only on your instructions as described in these Terms and the DPA. You are the controller (or business) of that information and are responsible for having a lawful basis to collect it, for providing notices to and obtaining consents from the people concerned, and for responding to their requests.

19.3 DPA. The DPA applies automatically to every Business Customer and Partner on whose behalf we process personal information, and is incorporated into these Terms for them. Where the DPA and these Terms conflict regarding the processing of personal information, the DPA controls.

19.4 Your notices to Viewers and participants. You must give Viewers, chat participants, End Customers, and the people who appear in your Broadcasts any privacy notice required by law, including notice that the Broadcast is being recorded, streamed, captioned, and, where applicable, restreamed, and that chat is visible to other Viewers.

19.5 Sensitive data. The Service is not designed to process protected health information, payment card data, government identifiers, or other specially regulated data, and you must not send such data to us except as unavoidably contained in Broadcast content. We are not a business associate under HIPAA and will not sign a business associate agreement.

20. Third-party services

20.1 Restream Destinations. Restream Destinations are third-party services chosen by you. We are not responsible for them, their terms, their availability, their handling of your content, or any action they take.

20.2 Sign-in providers. Our hosted sign-in offers third-party identity options (such as “Sign in with Google”). Your use of a third-party identity provider is governed by that provider’s terms and privacy policy. We are not responsible for the provider’s availability or conduct.

20.3 Your Giving Page and payment providers. Your Giving Page and any payment provider it uses are yours. We are not responsible for them.

20.4 Encoders, software, and embedding sites. Your encoder, your website or app in which you embed the player, and any other software or service you use with the Service are your responsibility.

20.5 No endorsement. The Service’s ability to connect to or link to a third-party service is not an endorsement or warranty of that service. Any dispute you have with a third-party service is between you and it.

21. Support

21.1 We provide support to Customers by email at the support address in Section 31. We provide support only to Customers, not to End Customers or Viewers. Support is provided on a reasonable-efforts basis and does not include any guaranteed response or resolution time unless an Order Form says otherwise.

22. Disclaimers of warranties

22.1 As is. THE SERVICE, THE API, THE DOCUMENTATION, RECORDINGS, CAPTIONS, AND EVERYTHING ELSE WE PROVIDE ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR LICENSORS AND SERVICE PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING, USAGE, OR TRADE.

22.2 No uptime guarantee; no SLA. WE DO NOT WARRANT THAT THE SERVICE WILL BE AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; THAT ANY BROADCAST WILL START, CONTINUE, OR REACH ANY VIEWER OR RESTREAM DESTINATION; THAT ANY RECORDING WILL BE COMPLETE OR PLAYABLE; THAT CAPTIONS WILL BE ACCURATE; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR HARMFUL COMPONENTS. WE OFFER NO SERVICE-LEVEL AGREEMENT AND NO UPTIME COMMITMENT UNLESS WE EXPRESSLY AGREE TO ONE IN A SIGNED ORDER FORM OR PARTNER AGREEMENT. STATEMENTS ABOUT REDUNDANCY, CAPACITY, OR PERFORMANCE IN THE DOCUMENTATION OR ON THE SITE DESCRIBE DESIGN GOALS AND ARE NOT WARRANTIES.

22.3 Internet and third parties. WE ARE NOT RESPONSIBLE FOR FAILURES OF THE INTERNET, YOUR NETWORK OR EQUIPMENT, VIEWERS’ DEVICES OR CONNECTIONS, RESTREAM DESTINATIONS, SIGN-IN PROVIDERS, PAYMENT PROVIDERS, OR ANY OTHER THIRD PARTY.

22.4 Live events. YOU ACKNOWLEDGE THAT LIVE STREAMING IS INHERENTLY SUBJECT TO INTERRUPTION AND FAILURE, THAT A BROADCAST CANNOT BE REPEATED, AND THAT YOU ARE RESPONSIBLE FOR ANY BACKUP ARRANGEMENTS YOU CONSIDER NECESSARY FOR IMPORTANT EVENTS.

22.5 Consumer rights. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES FOR CONSUMERS. TO THAT EXTENT, THE EXCLUSIONS ABOVE MAY NOT APPLY TO YOU, AND ANY WARRANTY THAT CANNOT BE EXCLUDED IS LIMITED IN DURATION TO 30 DAYS FROM FIRST USE, OR THE SHORTEST PERIOD THE LAW PERMITS.

23. Limitation of liability

23.1 Exclusion of certain damages. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL CARDINAL, ITS AFFILIATES, OR ITS OR THEIR OFFICERS, MEMBERS, MANAGERS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS OR THE SERVICE, UNDER ANY THEORY OF LIABILITY (CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, STATUTE, OR OTHERWISE), FOR ANY: (A) INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES; (B) LOST PROFITS, LOST REVENUE, LOST BUSINESS, OR LOST GOODWILL; (C) LOST, REDUCED, OR UNCOLLECTED DONATIONS, GIFTS, TIPS, PLEDGES, OFFERINGS, TITHES, TICKET SALES, OR SPONSORSHIPS; (D) MISSED, INTERRUPTED, DELAYED, DEGRADED, UNRECORDED, OR UNDELIVERED BROADCASTS, OR LOST AUDIENCE; (E) LOSS OF, CORRUPTION OF, OR INABILITY TO ACCESS DATA, RECORDINGS, OR CONTENT, INCLUDING RECORDINGS DELETED ON SCHEDULE; (F) COST OF SUBSTITUTE SERVICES; (G) CLAIMS BY VIEWERS, END CUSTOMERS, DONORS, OR OTHER THIRD PARTIES AGAINST YOU; OR (H) DAMAGES ARISING FROM ANY RESTREAM DESTINATION, SIGN-IN PROVIDER, GIVING PAGE, OR OTHER THIRD-PARTY SERVICE; IN EACH CASE EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

23.2 Cap. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF CARDINAL AND THE PERSONS LISTED IN SECTION 23.1 FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES YOU ACTUALLY PAID TO US FOR THE SERVICE IN THE 12 MONTHS IMMEDIATELY BEFORE THE EVENT FIRST GIVING RISE TO LIABILITY; OR (B) ONE HUNDRED U.S. DOLLARS (US $100). THE EXISTENCE OF MORE THAN ONE CLAIM DOES NOT ENLARGE THIS CAP. FEES PAID BY A PARTNER COUNT ONLY TOWARD THE PARTNER’S CAP AND NEVER CREATE A SEPARATE CAP FOR ANY END CUSTOMER.

23.3 Basis of the bargain. THE LIMITATIONS IN THIS SECTION REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL BASIS OF THE BARGAIN. THE FEES WOULD BE HIGHER WITHOUT THEM.

23.4 Exceptions required by law. NOTHING IN THIS SECTION EXCLUDES OR LIMITS LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, INCLUDING, WHERE THE LAW SO PROVIDES, LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, FOR FRAUD OR FRAUDULENT MISREPRESENTATION, OR FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. IN JURISDICTIONS THAT DO NOT ALLOW SOME OF THESE LIMITATIONS FOR CONSUMERS, THEY APPLY TO CONSUMERS ONLY TO THE EXTENT PERMITTED.

23.5 Your obligations unaffected. THIS SECTION DOES NOT LIMIT YOUR OBLIGATION TO PAY FEES OR YOUR INDEMNIFICATION OBLIGATIONS.

23.6 Time limit for claims. TO THE EXTENT PERMITTED BY LAW, ANY CLAIM AGAINST US ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CLAIM ACCRUES, OR IT IS PERMANENTLY BARRED.

24. Indemnification

24.1 By you. You will defend, indemnify, and hold harmless Cardinal, its affiliates, and its and their officers, members, managers, employees, contractors, agents, licensors, and service providers (the “Cardinal Parties”) from and against all claims, demands, suits, proceedings, investigations, losses, liabilities, damages, fines, penalties, settlements, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or relating to: (a) Customer Content, including any claim that Customer Content infringes, misappropriates, or violates any intellectual-property, publicity, privacy, or other right of any person, is defamatory or unlawful, or was streamed without the licenses, consents, or releases described in Section 7.3; (b) your or your users’ use or misuse of the Service, or breach of these Terms, the AUP, or any Policy; (c) if you are a Partner, your End Customers, as described in Section 5.2.11; (d) your Giving Page and any donation, gift, tip, or payment; (e) any Restream Destination you use; (f) any claim by a Viewer, End Customer, donor, performer, or other third party relating to your Broadcasts; (g) your violation of any law, including charitable-solicitation, children’s-privacy, data-protection, accessibility, export, or sanctions law; or (h) any dispute between you and a third party.

24.2 Procedure. We will notify you of a claim for which we seek indemnity (delay in notice does not relieve you except to the extent it materially prejudices you), will allow you to control the defense and settlement with counsel reasonably acceptable to us, and will reasonably cooperate at your expense. You may not settle a claim in a way that admits fault on our behalf, imposes any obligation on us, or fails to release us fully without our prior written consent. We may participate with our own counsel at our expense, and we may take over the defense if you fail to defend diligently.

24.3 Consumers. If you are a Consumer, this Section applies only to the extent permitted by the law of your place of residence, and in any event applies to claims arising from your breach of these Terms or your violation of law.

25.1 We respond to notices of alleged copyright infringement under the Digital Millennium Copyright Act and similar laws as described in our Copyright Policy, which is incorporated into these Terms. We may end a live Broadcast, disable a Recording, and terminate the Accounts of repeat infringers as described there.

26. Export controls and sanctions

26.1 The Service is subject to United States export-control and economic-sanctions laws, including regulations administered by the U.S. Department of Commerce and the U.S. Department of the Treasury’s Office of Foreign Assets Control. You represent and warrant that: (a) you are not located in, organized under the laws of, or ordinarily resident in any country or territory that is the subject of comprehensive U.S. sanctions; (b) you are not, and are not owned or controlled by or acting on behalf of, any person on a U.S. government restricted-party list, including the Specially Designated Nationals and Blocked Persons List; and (c) you will not use the Service, or permit it to be used, for any purpose prohibited by those laws, including to stream to or on behalf of any such person or territory, or in connection with weapons of mass destruction or military end uses prohibited by law.

26.2 You will not export, re-export, or transfer the Service or any software we provide in violation of those laws. If you become a restricted person or your use becomes prohibited, you must stop using the Service immediately and notify us.

27. Governing law and dispute resolution

27.1 Governing law. These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the Commonwealth of Virginia and the Federal Arbitration Act, without regard to conflict-of-laws rules. If you are a Consumer, you also keep any protection of the mandatory consumer law of your state or country of residence that cannot be waived by contract.

27.2 Informal resolution first. Before starting any arbitration or lawsuit, you and we agree to try to resolve the dispute informally. The party raising the dispute must send a written notice (a “Dispute Notice”) to the other: to us at the notice address in Section 29; to you at the email on your Account. The Dispute Notice must describe the dispute, the relief sought, and, if you are an individual, your name and Account email, and must be personally signed by the party sending it (or, for an organization, by an authorized representative). If the dispute is not resolved within 60 days after the Dispute Notice is received, either party may proceed under Section 27.3. Each party agrees to meet and confer, by telephone or video, during that period if the other requests. Any statute of limitations is tolled while this process is pending.

27.3 Binding arbitration. Except as provided in Sections 27.5 and 27.6, every dispute, claim, or controversy between you and us (or any Cardinal Party) arising out of or relating to these Terms, the Service, your Account, Customer Content, Recordings, Fees, or any Broadcast, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether arising before or after these Terms (a “Dispute”), will be resolved by final and binding arbitration before a single neutral arbitrator administered by the American Arbitration Association (the “AAA”) under its rules in effect when the arbitration is filed: for a Consumer, the AAA Consumer Arbitration Rules and its consumer fee schedule; for everyone else, the AAA Commercial Arbitration Rules. The arbitrator, and not any court, has exclusive authority to resolve all Disputes, including disputes about the interpretation, scope, enforceability, or formation of this agreement to arbitrate, except that a court decides the matters in Section 27.4 (class action waiver) and whether a Dispute falls within Section 27.5 or 27.6.

27.4 Class action and jury waiver. YOU AND WE AGREE THAT EACH PARTY MAY BRING DISPUTES AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, REPRESENTATIVE, OR PRIVATE-ATTORNEY-GENERAL PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS (EXCEPT AS PROVIDED IN SECTION 27.8) AND MAY NOT PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY’S INDIVIDUAL CLAIM. YOU AND WE EACH WAIVE ANY RIGHT TO A JURY TRIAL. If a court decides that applicable law precludes enforcement of any part of this Section 27.4 as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and brought in court under Section 27.10, and all other claims remain in arbitration.

27.5 Small claims. Either party may bring an individual claim in small claims court in the county of your residence (if you are an individual) or in Fairfax County, Virginia, if the claim is within that court’s jurisdiction and remains there as an individual action.

27.6 Injunctive relief for intellectual property and unauthorized access. Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual-property rights or Confidential Information, or to stop unauthorized access to or abuse of the Service, without first engaging in Sections 27.2 or 27.3.

27.7 Arbitration procedure. The arbitration will be conducted in English. For claims of US $25,000 or less, the arbitration will be conducted on the documents only unless the arbitrator decides a hearing is necessary; otherwise, hearings may be by video or, at the request of either party, in person in the county of your residence (for individuals) or in Fairfax County, Virginia (for everyone else). The arbitrator must follow these Terms and applicable law, may award any relief a court could award to the individual party, and must issue a reasoned written decision. Judgment on the award may be entered in any court with jurisdiction. Arbitration fees are allocated under the provider’s rules; for a Consumer claim, we will pay the provider’s filing, administrative, and arbitrator fees that exceed what the Consumer would have paid to file in court, unless the arbitrator finds the claim frivolous or brought for an improper purpose. Each party bears its own attorneys’ fees unless the arbitrator awards them under applicable law or these Terms.

27.8 Coordinated or mass filings. If 25 or more Dispute Notices or arbitration demands raising similar claims are brought by or with the help of the same or coordinated counsel within 90 days, you and we agree that: (a) the demands will be grouped into batches of no more than 25, each batch to be administered as a single arbitration with one set of fees before one arbitrator; (b) the parties will select bellwether batches to proceed first, with the others stayed; and (c) after the bellwether awards, the parties will meet and confer for 60 days to resolve the remaining claims before any proceed. The AAA Mass Arbitration Supplementary Rules apply to the extent consistent with this Section. A court may enforce this Section.

27.9 Thirty-day opt-out. You may opt out of Sections 27.3, 27.4, 27.7, and 27.8 by sending us written notice within 30 days after you first accept these Terms, to the notice address or legal email in Section 29, stating your name, Account email, and that you opt out of arbitration. If you opt out, Disputes will be resolved in court under Section 27.10, and the remainder of these Terms continues to apply. Opting out does not affect any other agreement to arbitrate between you and us.

27.10 Court proceedings. For any Dispute not subject to arbitration, you and we agree to the exclusive jurisdiction of the state courts located in Fairfax County, Virginia, and the federal courts serving Fairfax County, Virginia, and waive any objection to venue or personal jurisdiction there, except that if you are a Consumer you may also bring a claim in the courts of your place of residence where mandatory law gives you that right.

27.11 Changes to this Section. If we change this Section 27 after you accepted these Terms, you may reject the change by sending written notice within 30 days after the change takes effect, in which case the version of this Section you last accepted continues to apply to Disputes arising before the change. A change to this Section does not apply to a Dispute of which we had notice before the change took effect.

27.12 Severability of this Section. Except as stated in Section 27.4, if any part of this Section 27 is found unenforceable, the remainder stays in effect.

28. Changes to these Terms

28.1 We may modify these Terms and the Policies. When we do, we will post the updated version with a new “Last updated” date. For material changes, we will also notify you at least 30 days before they take effect by email to the Account contact or by a notice in the console, except that changes required by law, changes to Beta Features, and changes that do not reduce your rights may take effect immediately.

28.2 Your continued use of the Service after a change takes effect constitutes acceptance of the changed Terms. If you do not agree to a change, you must stop using the Service and close your Account before the change takes effect; this is your sole remedy for disagreeing with a change. Fee changes are governed by Section 13.4; changes to Section 27 are governed by Section 27.11.

28.3 Where a signed Order Form or Partner Agreement fixes a term for a stated period, changes to these Terms that reduce your rights under that document do not apply to that document until it renews, unless required by law.

29. Notices

29.1 To you. We may give you notices by email to the contact or billing email on your Account, by a message in the console, or by posting on the Site. Email notice is effective when sent; console or Site notice is effective when posted. You consent to receive notices, invoices, and disclosures electronically, and you are responsible for keeping your email addresses current and for monitoring them.

29.2 To us. Legal notices to us must be in writing and sent by email to legal@cardinalstreaming.com and by nationally recognized courier or certified mail to: 1st Flock, LLC, Attn: Legal, 4000 Legato Road, Suite 1100, Fairfax, Virginia 22033. Notice to us is effective when received. Support requests, billing questions, and abuse reports should go to the addresses in Section 31 and are not legal notices.

30. General

30.1 Assignment. You may not assign or transfer these Terms or any right or obligation under them, by operation of law, merger, change of control, or otherwise, without our prior written consent; any attempt without consent is void. We may assign these Terms, in whole or in part, without your consent to an affiliate or to a successor in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets or of the business to which these Terms relate, and we may subcontract our obligations while remaining responsible for them.

30.2 Force majeure. We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God; natural disasters; fire; flood; epidemic; war; terrorism; civil unrest; labor disputes; government action; failure or degradation of the internet, telecommunications, power, cloud, content-delivery, or hosting infrastructure operated by third parties; denial-of-service or other attacks; or failure of a Restream Destination or other third-party service.

30.3 Severability. If any provision of these Terms is held invalid or unenforceable, it will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force, except as stated in Section 27.4.

30.4 No waiver. Our failure or delay in enforcing any provision is not a waiver of that provision or of our right to enforce it later. Any waiver must be in writing and signed by us.

30.5 Entire agreement. These Terms, the Policies, and any Order Form or Partner Agreement are the entire agreement between you and us about the Service and supersede all prior and contemporaneous agreements, proposals, representations, and understandings, written or oral, about the Service. No terms in any purchase order, vendor registration form, or other document you issue apply, even if we sign or acknowledge it, unless we expressly agree in a signed Order Form that those terms control.

30.6 No reliance. You acknowledge that you have not relied on any statement, promise, or representation not expressly set out in these Terms, the Policies, or a signed Order Form or Partner Agreement.

30.7 Interpretation. Headings are for convenience only. “Including” means “including without limitation.” “Or” is inclusive. References to “law” include statutes, regulations, and binding orders. The singular includes the plural. No rule of construction against the drafter applies.

30.8 Order of precedence. If documents conflict, the following order controls, highest first: (a) a signed Order Form; (b) a signed Partner Agreement; (c) these Terms; (d) the DPA, but only as to the processing of personal information, where it controls over these Terms as stated in Section 19.3; (e) the other Policies; (f) the Documentation. A lower-ranked document can supplement a higher one but cannot override it unless the higher document expressly says so.

30.9 Relationship. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, fiduciary, or employment relationship.

30.10 Survival. Sections 2, 4.3, 5.2.3, 5.2.7, 5.2.8, 5.2.11, 7.2 (to the extent stated there), 7.3, 7.5, 8, 11, 13 (as to amounts owed), 14.6, 14.7, 15.4, 17, 18, 19.2, 22, 23, 24, 26, 27, 29, 30, and 31, and any other provision that by its nature should survive, survive termination or expiration of these Terms.

30.11 No third-party beneficiaries. Except for the Cardinal Parties under Sections 23 and 24, there are no third-party beneficiaries of these Terms. End Customers and Viewers are not third-party beneficiaries.

30.12 Electronic contracting. You agree that these Terms, and any notice or record relating to them, may be formed and delivered electronically, and that electronic acceptance has the same effect as a handwritten signature.

30.13 Language. These Terms are written in English. Any translation is for convenience only; the English version controls.

30.14 Notice to California residents. Under California Civil Code Section 1789.3, California users are entitled to the following notice: the Service is provided by 1st Flock, LLC, 4000 Legato Road, Suite 1100, Fairfax, Virginia 22033. To file a complaint regarding the Service or to receive further information, contact us at the address in Section 31. The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs (whose consumer line the Department now publishes as its Consumer Information Center) may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834, or by telephone at (800) 952-5210.

30.15 U.S. government users. If you are a U.S. government entity, the Service is a “commercial item” and “commercial computer software” as those terms are defined in the Federal Acquisition Regulation, provided with only the rights set out in these Terms.

31. Contact

Cardinal is operated by 1st Flock, LLC.