PLEASE BE AWARE THAT SECTION 16 OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE SITE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, CONSISTENT WITH THE FEDERAL ARBITRATION ACT, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT.
The Services consist of the following, without limitation:
Use of the Services and Esports One Properties. The Website, Services, and the information and content available on the Website and Services (collectively, the “Esports One Properties”) are protected by copyright laws throughout the world. Subject to the Terms, Esports One grants you a limited license to reproduce portions of Esports One Properties for the sole purpose of using the Services for your personal or internal business purposes. Unless otherwise specified by Esports One in a separate license, your right to use any Esports One Properties is subject to the Terms.
1.1. Updates. You understand that Esports One Properties are evolving. As a result, Esports One may require you to accept updates to Esports One Properties that you have installed on your computer. You acknowledge and agree that Esports One may update Esports One Properties with or without notifying you. You may need to update third-party software from time to time in order to use Esports One Properties.
1.2. Certain Restrictions. The rights granted to you in the Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit Esports One Properties or any portion of Esports One Properties, including the Website, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Esports One Properties (including images, text, page layout or form) of Esports One; (c) you shall not use any metatags or other “hidden text” using Esports One’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Esports One Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access Esports One Properties in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of Esports One Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in Esports One Properties. Any future release, update or other addition to Esports One Properties shall be subject to the Terms. Esports One, its suppliers and service providers reserve all rights not granted in the Terms. Any unauthorized use of Esports One Properties terminates the licenses granted by Esports One pursuant to the Terms.
1.3. Third-Party Materials. As a part of Esports One Properties, you may have access to materials that are hosted by another party. You agree that it is impossible for Esports One to monitor such materials and that you access these materials at your own risk.
2.1. Registering Your Account. In order to access certain features of Esports One Properties you may be required to become a Registered User. For purposes of the Terms, a “Registered User” is a User who has registered an account on the Website (“Account”). Although you may be required to register separately for different Services, we allow you to access all Services for which you registered using one single Account.
2.3. Registration Data. In registering an account on the Website, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (1) at least thirteen (13) years old; (2) of legal age to form a binding contract; and (3) not a person barred from using Esports One Properties under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of Esports One Properties by minors. You may not share your Account or password with anyone, and you agree to (1) notify Esports One immediately of any unauthorized use of your password or any other breach of security; and (2) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Esports One has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Esports One has the right to suspend or terminate your Account and refuse any and all current or future use of Esports One Properties (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. Esports One reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use Esports One Properties if you have been previously removed by Esports One, or if you have been previously banned from any of Esports One Properties.
2.4. Necessary Equipment and Software. You must provide all equipment and software necessary to connect to Esports One. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing Esports One Properties. Esports One will not assess and charge for any calls or texts, but standard message charges or other charged from your wireless carrier may apply. You may opt out of receiving text messages from us by emailing [email protected]
Responsibility for Content.
3.1. Types of Content. You acknowledge that all files, materials, data, text, audio, video, images or other content, including Esports One Properties (“Content”), is the sole responsibility of the party from whom such Content originated. This means that you, and not Esports One, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“Make Available”) through Esports One Properties (“Your Content”), and that you and other Users of Esports One Properties, and not Esports One, are similarly responsible for all Content they Make Available through Esports One Properties (“User Content”).
3.2. No Obligation to Pre-Screen Content. You acknowledge that Esports One has no obligation to pre-screen Content (including, but not limited to, User Content), although Esports One reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into the Terms, you hereby agree to such screening. Without limitation of any privacy rights that cannot be waived under applicable law, you acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications. In the event that Esports One pre-screens, refuses or removes any Content, you acknowledge that Esports One will do so for Esports One’s benefit, not yours. Without limiting the foregoing, Esports One shall have the right to remove any Content that violates the Terms or is otherwise objectionable.
3.3. Storage. Unless expressly agreed to by Esports One in writing elsewhere, Esports One has no obligation to store any of Your Content that you Make Available on Esports One Properties. Esports One has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of Esports One Properties. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that Esports One retains the right to create reasonable limits on Esports One’s use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Website and as otherwise determined by Esports One in its sole discretion.
4.1. Esports One Properties. Except with respect to Your Content and User Content, you agree that Esports One and its suppliers own all rights, title and interest in Esports One Properties (including but not limited to, any games, titles, computer code, themes, objects, characters, character names, stories, dialogue, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation, in-game chat transcripts, character profile information, recordings of games played using a Esports One game client, and Esports One game clients and server software). You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, the Services, or Esports One Properties.
4.2. Trademarks. and other related graphics, logos, service marks and trade names used on or in connection with Esports One Properties or in connection with the Services are the trademarks of Esports One and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in Esports One Properties are the property of their respective owners.
4.3. Other Content. Except with respect to Your Content, you agree that you have no right or title in or to any Content that appears on or in Esports One Properties.
4.4. Your Content. Esports One does not claim ownership of Your Content. However, when you as a User post or publish Your Content on or in Esports One Properties, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.
4.5. License to Your Content. Subject to any applicable account settings that you select, you grant Esports One a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Your Content (in whole or in part) for the purposes of operating and providing Esports One Properties to you and to our other Users. Please remember that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of Esports One Properties. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Esports One, are responsible for all of Your Content that you Make Available on or in Esports One Properties.
4.6. Username. Notwithstanding anything contained herein to the contrary, by submitting Your Content to any forums, comments or any other area on Esports One Properties, you hereby expressly permit Esports One to identify you by your username (which may be a pseudonym) as the contributor of Your Content in any publication in any form, media or technology now known or later developed in connection with Your Content.
4.7. Your Profile. Any Content posted by you in your profile may not contain nudity, violence, sexually explicit, or offensive subject matter. You may not post or submit for print services a photograph of another person without that person’s permission.
4.8. Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Esports One through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that Esports One has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Esports One a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of Esports One Properties.
User Conduct. As a condition of your use of the Esports One Properties, you agree not to use Esports One Properties for any purpose that is prohibited by the Terms or by applicable law. You shall not (and shall not permit any third party) either (a) take any action or (b) Make Available any Content on or through Esports One Properties that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales without Esports One’s prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; (v) impersonates any person or entity, including any employee or representative of Esports One; (vi) interferes with or attempt to interfere with the proper functioning of Esports One Properties or uses Esports One Properties in any way not expressly permitted by the Terms; or (vii) attempts to engage in or engage in, any potentially harmful acts that are directed against Esports One Properties, including but not limited to violating or attempting to violate any security features of Esports One Properties, using manual or automated software or other means to access, “scrape,” “crawl” or “spider” any pages contained in Esports One Properties, introducing viruses, worms, or similar harmful code into Esports One Properties, or interfering or attempting to interfere with use of Esports One Properties by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” Esports One Properties.
Investigations. Esports One may, but is not obligated to, monitor or review Esports One Properties and Content at any time. Without limiting the foregoing, Esports One shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason), including if such Content violates the Terms or any applicable law. Although Esports One does not generally monitor user activity occurring in connection with Esports One Properties or Content, if Esports One becomes aware of any possible violations by you of any provision of the Terms, Esports One reserves the right to investigate such violations, and Esports One may, at its sole discretion, immediately terminate your license to use Esports One Properties, or change, alter or remove Your Content, in whole or in part, without prior notice to you.
Interactions with Other Users.
7.1. User Responsibility. You are solely responsible for your interactions with other Users and any other parties with whom you interact; provided, however, that Esports One reserves the right, but has no obligation, to intercede in such disputes. You agree that Esports One will not be responsible for any liability incurred as the result of such interactions.
7.2. Content Provided by Other Users. Esports One Properties may contain User Content provided by other Users. Esports One is not responsible for and does not control User Content. Esports One has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to User Content. You use all User Content and interact with other Users at your own risk.
Third-Party Services. Esports One Properties may contain links and/or integrations to third-party websites (“Third-Party Websites”), Third-Party Services, and applications (“Third-Party Applications”) and advertisements for third parties (“Third-Party Ads”). When you click on a link to a Third-Party Website, Third-Party Services, Third-Party Application or Third-Party Ad, we may not warn you that you have left Esports One Properties and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites, Third-Party Applications and Third-Party Ads are not under the control of Esports One. Esports One is not responsible for any Third-Party Services, Third-Party Websites, Third-Party Applications or Third-Party Ads. Esports One provides these Third-Party Services, Third-Party Websites, Third-Party Applications and Third Party Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, Third-Party Applications or Third-Party Ads, or their products or services. You use all links in Third-Party Services, Third-Party Websites, Third-Party Applications and Third-Party Ads at your own risk. When you leave our Website, our Terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites or Third-Party Applications, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
Indemnification. You agree to indemnify and hold Esports One, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Esports One Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of, or inability to use, Esports One Properties; (c) your violation of the Terms; (d) your violation of any rights of another party, including any Users; or (e) your violation of any applicable laws, rules or regulations. Esports One reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Esports One in asserting any available defenses. This provision does not require you to indemnify any of the Esports One Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Terms or your access to Esports One Properties.
Disclaimer of Warranties and Conditions.
10.1. As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF ESPORTS ONE PROPERTIES IS AT YOUR SOLE RISK, AND ESPORTS ONE PROPERTIES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. ESPORTS ONE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE WEBSITE.
(a) ESPORTS ONE PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) ESPORTS ONE PROPERTIES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF ESPORTS ONE PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF ESPORTS ONE PROPERTIES WILL BE ACCURATE OR RELIABLE.
(b) ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH ESPORTS ONE PROPERTIES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS ESPORTS ONE PROPERTIES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
(c) THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. ESPORTS ONE MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ESPORTS ONE OR THROUGH ESPORTS ONE PROPERTIES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
(e) From time to time, Esports One may offer new “beta” features or tools with which its users may experiment. Such features or tools are offered solely for experimental purposes and without any warranty of any kind, and may be modified or discontinued at Esports One’s sole discretion. The provisions of this section apply with full force to such features or tools.
10.2. No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT ESPORTS ONE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD ESPORTS ONE PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES ON THE WEBSITE, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
10.3. No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF ESPORTS ONE PROPERTIES. YOU UNDERSTAND THAT ESPORTS ONE DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF ESPORTS ONE PROPERTIES.
Limitation of Liability.
11.1. Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL ESPORTS ONE PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH ESPORTS ONE PROPERTIES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT ESPORTS ONE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF ESPORTS ONE PROPERTIES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE ESPORTS ONE PROPERTIES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH ESPORTS ONE PROPERTIES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON ESPORTS ONE PROPERTIES; OR (5) ANY OTHER MATTER RELATED TO ESPORTS ONE PROPERTIES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A ESPORTS ONE PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A ESPORTS ONE PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A ESPORTS ONE PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
11.2. Cap on Liability. UNDER NO CIRCUMSTANCES WILL ESPORTS ONE PARTIES BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) FIFTY DOLLARS ($50), AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A ESPORTS ONE PARTY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY A ESPORTS ONE PARTY’S NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY A ESPORTS ONE PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.
11.4. Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ESPORTS ONE AND YOU.
Procedure for Making Claims of Copyright Infringement. It is Esports One’s policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to Esports One by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on Esports One Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on Esports One Properties of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Esports One’s Copyright Agent for notice of claims of copyright infringement is as follows:
Esports One, Inc. 1207 4th Street, Suite 350, Santa Monica, California 90401 [email protected]
13.1. Violations. If Esports One becomes aware of any possible violations by you of the Terms, Esports One reserves the right to investigate such violations. If, as a result of the investigation, Esports One believes that criminal activity has occurred, Esports One reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Esports One is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in Esports One Properties, including Your Content, in Esports One’s possession in connection with your use of Esports One Properties, to (1) comply with applicable laws, legal process or governmental request; (2) enforce the Terms, (3) respond to any claims that Your Content violates the rights of third parties, (4) respond to your requests for customer service, or (5) protect the rights, property or personal safety of Esports One, its Users or the public, and all enforcement or other government officials, as Esports One in its sole discretion believes to be necessary or appropriate.
13.2. Breach. In the event that Esports One determines, in its sole discretion, that you have breached any portion of the Terms, or have otherwise demonstrated conduct inappropriate for Esports One Properties, Esports One reserves the right to:
(a) Warn you via e-mail (to any e-mail address you have provided to Esports One) that you have violated the Terms;
(b) Delete any of Your Content provided by you or your agent(s) to Esports One Properties;
(c) Discontinue your registration(s) with the any of Esports One Properties, including any Services or any Esports One community;
(d) Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or
(e) Pursue any other action which Esports One deems to be appropriate.
Term and Termination.
14.1. Term. The Terms commence on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use Esports One Properties, unless terminated earlier in accordance with the Terms. Prior Use. Notwithstanding the foregoing, if you used Esports One Properties prior to the date you accepted the Terms, you hereby acknowledge and agree that the Terms commenced on the date you first used Esports One Properties (whichever is earlier) and will remain in full force and effect while you use Esports One Properties, unless earlier terminated in accordance with the Terms.
14.3. Termination of Services by You. If you want to terminate the Services provided by Esports One, you may do so by (a) notifying Esports One at any time and (b) closing your Account for all of the Services that you use. Your notice should be sent, in writing, to Esports One's address set forth below.
14.4. Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases. Esports One will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Terms which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
14.5. No Subsequent Registration. If your registration(s) with or ability to access Esports One Properties, or any other Esports One community is discontinued by Esports One due to your violation of any portion of the Terms or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access Esports One Properties or any Esports One community through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Esports One Properties to which your access has been terminated. In the event that you violate the immediately preceding sentence, Esports One reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
International Users. Esports One Properties can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Esports One intends to announce such Services or Content in your country. Esports One Properties are controlled and offered by Esports One from its facilities in the United States of America. Esports One makes no representations that Esports One Properties are appropriate or available for use in other locations. Those who access or use Esports One Properties from other countries do so at their own volition and are responsible for compliance with local law.
Dispute Resolution. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Esports One and limits the manner in which you can seek relief from us.
16.1 Applicability of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access or use of the Website, to any products sold or distributed through the Website, or to any aspect of your relationship with Esports One, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) you or Esports One may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
IF YOU AGREE TO ARBITRATION WITH ESPORTS ONE, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST ESPORTS ONE ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST THE ESPORTS ONE IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS AGREEMENT, INCLUDING THIS ARBITRATION AGREEMENT.
16.2. Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent [include name and address of registered agent here]. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Esports One will pay them for you. In addition, Esports One will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, Esports One will not seek attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
16.3. Authority of Arbitrator. The arbitrator, and not any federal, state or local court or agency shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Esports One. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
16.4. Waiver of Jury Trial. YOU AND ESPORTS ONE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Esports One are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 16.1 above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
16.5. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Notwithstanding anything to the contrary herein, (a) representative action for public injunctive relief may be arbitrated on a class basis and (b) in the event that the foregoing sentence is deemed invalid or unenforceable with respect to a particular class or dispute for recovery of damages, neither you nor we are entitled to arbitration and instead claims and disputes shall be resolved in a court as set forth in Sections 17.6 and 17.7.
16.6. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: Esports One, Inc., 1207 4th Street, Suite 350, Santa Monica, California 90401 or [email protected], within 30 days after first becoming subject to this Arbitration
16.7. Agreement. Your notice must include your name and address, your Esports One username (if any), the email address you used to set up your Esports One account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
16.8. Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Esports One.
16.9. Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Esports One makes any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) that you had already provided notice of to Esports One.
17.1. Electronic Communications. The communications between you and Esports One use electronic means, whether you visit Esports One Properties or send Esports One e-mails, or whether Esports One posts notices on Esports One Properties or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Esports One in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Esports One provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
17.6 Release. You hereby release Esports One Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of Esports One Properties, including but not limited to, any interactions with or conduct of other Users or third-party websites of any kind arising in connection with or as a result of the Terms or your use of Esports One Properties. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor. The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a Esports One Party or for such party’s fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder.
17.3. Assignment. The Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Esports One’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
17.4. Force Majeure. Esports One shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
17.5. Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to Esports One Properties, please contact us at: Esports One, Inc., 1207 4th Street, Suite 350, Santa Monica, California 90401 or [email protected] We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
17.6. Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Esports One agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in Los Angeles County, California.
17.7. Governing Law. The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of CALIFORNIA consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
17.8. Choice of Language. It is the express wish of the parties that the Terms and all related documents have been drawn up in English. C’est la volonté expresse des parties que la presente convention ainsi que les documents qui s’y rattacent soient rediges en anglais. Notice. Where Esports One requires that you provide an e-mail address, you are responsible for providing Esports One with your most current e-mail address. In the event that the last e-mail address you provided to Esports One is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Terms, Esports One’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Esports One at the following address: Esports One, Inc., 1207 4th Street, Suite 350, Santa Monica, California 90401. Such notice shall be deemed given when received by Esports One by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
17.9. Waiver. Any waiver or failure to enforce any provision of the Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
17.10. Severability. If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
17.11. Export Control. You may not use, export, import, or transfer Esports One Properties except as authorized by U.S. law, the laws of the jurisdiction in which you obtained Esports One Properties, and any other applicable laws. In particular, but without limitation, Esports One Properties may not be exported or re-exported (a) into any United States embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using Esports One Properties, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use Esports One Properties for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Esports One are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Esports One products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
17.13. Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
17.14. Entire Agreement. The Terms are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
International Provisions. The following provisions shall apply only if you are located in the countries listed below.
18.1. United Kingdom. A third party who is not a party to the Terms has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any provision of the Terms, but this does not affect any right or remedy of such third party which exists or is available apart from that Act.
18.2. Germany. Notwithstanding anything to the contrary in Section 11, Esports One is also not liable for acts of simple negligence (unless they cause injuries to or death of any person), except when they are caused by a breach of any substantial contractual obligations (vertragswesentliche Pflichten).