Last Revised: January 12th, 2020

TERMS OF USE AND SERVICE AGREEMENT

Welcome and thank you for visiting our websites and applications, which includes without limitation www.shotmakersleague.com and any other website or application on which this Terms of Use and Service Agreement appears (each a “Website”).  Our Websites are interactive online services operated by Shot Makers League, LLC (“Shot Makers League” or “SML”).  We are glad you have decided to join our virtual basketball community, and we look forward to your involvement with our Websites.  This Terms of Use and Service Agreement (“Agreement”) applies to all of our Websites and all other services offered by SML (collectively, the “SML Service”).  Certain services offered by SML may be subject to separate terms of use, in which case, we will let you know what terms will apply to those services.

 

Certain products, services, and digital content may from time to time be made available to you for purchase through the SML Service. Those purchases are governed by the Terms of Sale, which are incorporated by reference into this Agreement and made part of this Agreement.

 

SML knows that the privacy of your personal information is important to you. For more information about SML’s data protection practices, please read our Privacy Policy, which for residents in North America is incorporated by reference into this Agreement and made part of this Agreement.  The Privacy Policy explains how SML processes your personal information, and protects your privacy, when you use the SML Service.  Your access to and use of the SML Service shall be subject to SML’s Privacy Policy, and if you are a resident in North America, your agreement to the policies and practices set forth therein.

 

FOR RESIDENTS IN NORTH AMERICA ONLY: Subject to any applicable restrictions and requirements, the SML Service is made available to individuals aged 13 or older. If you are aged 13 but under 18 years of age, you and your parent or guardian must review this Agreement and our Privacy Policy together. Parents/ guardians are jointly and severally liable for all acts (including for purchases and payments) and omissions of their children aged under 18 years when using the SML Service.  SML recommends that parents and guardians familiarize themselves with parental controls available on devices they provide to their child and accompany their child if aged under 13 years of age when online.  Additionally, some of the content on the SML Service may not be appropriate for individuals under 18 years of age.

FOR RESIDENTS OUTSIDE NORTH AMERICA: If you are under the age of eighteen (18) or the age of majority under applicable local civil law, please ask your parent or legal guardian to read and accept this Agreement on your behalf before you use the SML Service. If you (or, if applicable, your parent or guardian) do not agree to this Agreement, then you must not use or access the SML Service. You represent and warrant that you are a “natural person” who is over the age of eighteen (18) or the age of majority under applicable local civil law, or whose parent or legal guardian has accepted and agreed to this Agreement.

PLEASE READ THIS AGREEMENT CAREFULLY.  THIS AGREEMENT FOR THE SML SERVICE IS A BINDING, LEGAL CONTRACT BETWEEN YOU AND SML.  BY REGISTERING FOR, ACCESSING, BROWSING OR USING THE SML SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE TERMS CONTAINED IN THIS AGREEMENT.  BY ACCESSING, BROWSING OR OTHERWISE USING ANY PART OF THE SML SERVICE, YOU ACCEPT, WITHOUT QUALIFICATION OR LIMITATION, THIS AGREEMENT AND THE TERMS CONTAINED IN THIS AGREEMENT.  IF AT ANY TIME YOU DO NOT AGREE TO THE TERMS CONTAINED IN THIS AGREEMENT, YOU MAY NOT USE THE SML SERVICE, AND ACCORDINGLY, MUST IMMEDIATELY TERMINATE YOUR USE OF THE SML SERVICE.  IF YOU REJECT THIS AGREEMENT OR SML'S PRIVACY POLICY, YOUR RETURN RIGHTS IN RELATION TO THE SML SERVICE ARE GOVERNED BY YOUR STATUTORY RIGHTS IN THE COUNTRY WHERE YOU BOUGHT THE PROGRAM. NOTHING IN THIS PARAGRAPH SHALL AFFECT YOUR STATUTORY RIGHTS.

  1. General:

(a)        SML may at any time change or discontinue any aspect or feature of the SML Service, including, but not limited to, content, hours of availability, and equipment needed for access or use.

(b)        When using the SML Service, you may be subject to additional posted policies, guidelines or rules applicable to specific services and features which may be posted online and notified to you from time to time (the “Policies”).  All Policies are hereby incorporated by reference into this Agreement and made part of this Agreement, except for the Privacy Policy for residents outside North America.

  1. Changed Terms:

SML reserves the right, at any time and at our sole discretion, to change or modify this Agreement and/or the terms and conditions applicable to your use of the SML Service, or any part thereof, or to impose new terms, including, but not limited to, adding fees and charges for use.  Except for Section 8 (Arbitration and Class Action Waiver) below, such changes, modifications, additions or deletions will be effective immediately upon notice thereof, which may be given by any means, including, but not limited to, posting a notice on the Website, updating the date of this Agreement above, by electronic or conventional mail, or by any other means by which you obtain notice thereof.  You should periodically check this webpage for any changes to this Agreement.  Any continued use of the SML Service by you after the posting of any such notice will be deemed to constitute your binding acceptance of any such changes, modifications, additions or deletions.  If any modification, change, addition or deletion to these terms and conditions is not acceptable to you, your only recourse is to terminate this Agreement and refrain from using and accessing the SML Service.

  1. Jurisdiction and Applicable Law:

The SML Service is made available subject to the terms of this Agreement.  If you use the SML Service from:

  1. For residents in the United States, Mexico, or Canada, then any claims arising out of this Agreement (including interpretation, claims for breach, and all other claims (including consumer protection, unfair competition, and tort claims)) will be subject to the laws of the State of Georgia.

To the extent permitted by applicable law, you agree to the exclusive jurisdiction of Tokyo District Court or Tokyo Summary Court.

  1. For residents in the Rest of the World,If you use this SML Service from countries other than those listed in sections A, and B, then you do so on your own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable, and you expressly indemnify and hold harmless SML from any and all claims, loss, injury, damage, or costs arising from your use of the SML Service to the extent permitted by applicable law. No warranty or representation is made by SML that the SML Service or any use of the SML Service outside of the countries listed in sections A, B and C above complies with any applicable local law. Further your use of the SML Service and all claims arising out of or related to the SML Service or this Agreement will, to the extent permitted under applicable law, be subject to the laws of England and Wales, without reference to conflict of laws principles and you consent to the jurisdiction of the courts of England and Wales.

To the fullest extent permitted by applicable law, if any user outside of the United States is entitled to commence and/or participate in legal proceedings within the United States, then that user agrees to be bound by the BINDING ARBITRATION AND CLASS ACTION WAIVER provisions above.

  1. Equipment: You are responsible for obtaining and maintaining all telephone, computer hardware, software and other equipment needed for access to and use of the SML Service and all charges related thereto.
  2. SML Service:

(a)        As a commitment to our users, we currently provide you with access to a rich collection of online resources, including various communication and social networking tools, online forums, ladders, tournaments, leagues, news, reviews, personalized content and branded programming.  Certain services are presently provided free of charge, but it is possible that SML may charge for certain services in the future, subject to applicable laws.

(b)        We do our best to make your experience with the SML Service a pleasant one.  However, we cannot always foresee or anticipate technical or other difficulties.  These difficulties may result in loss of data, personalization settings or other service interruptions.  Therefore, you agree that the SML Service are provided on an “AS IS” and “AS AVAILABLE” basis.  SML does not assume responsibility for the timeliness, deletion, non-delivery or failure to store any user data, communications or personalization settings.

(c)        SML reserves the right to change or discontinue, temporarily or permanently, the SML Service at any time.  You agree that SML will not be liable to you or any third party for any modification or discontinuance of the SML Service.

(d)        Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, or any user of the SML Service, are those of the respective author(s) or distributor(s) and not of SML and SML neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made through the SML Service and expressly disclaims any and all liability in connection therewith.   

(e)        Your use of the SML Service is at your own risk.    

(f)        The SML Service may include hyperlinks to other websites or services solely as a convenience to you (“Third Party Sites”).  SML has no control over, does not endorse and is not responsible for any such Third Party Sites or the information, advertising, products, services or materials contained on or accessible through any such Third Party Sites.  You agree that SML is not liable for any loss or damage which may be incurred by you as a result of the availability of any Third Party Sites or as a result of any reliance placed by you on the completeness, accuracy or existence of any the information, advertising, products, services or materials contained on or accessible through any such Third Party Sites and your use of any such Third Party Sites or the services provided by them shall be governed by such terms between you and such Third Party sites.

(g)        Some of the SML Service provided by SML are supported by advertising revenue and may display advertisements and promotions.  In consideration for SML granting you access to and use of the SML Service, you agree that SML may place advertising and promotions on the SML Service.  You further agree that the manner, mode and extent of advertising and promotions by SML on the SML Service are subject to change without specific notice to you.  You also agree that SML may make disclosures to advertisers as set forth in the Privacy Policy.

  1. Your Use of the SML Service:

(a)        You shall provide true, accurate, current and complete information about yourself as requested in the Website’s registration forms.  Accurate records help us create better websites and provide us with opportunities to identify new services or products that may interest you.  You agree to update your registration data to keep it current and accurate within a reasonable time after any change to that data.

(b)        You shall use the SML Service for lawful purposes in compliance with this Agreement only.  The SML Service may include interactive areas or services, such as chat boxes or web forums, in which you or other users may create, post or store content, messages, materials, data, information, text, music, sound, photos, video, graphics, applications, code or other items or materials on the SML Service.  You are solely responsible for your use of such interactive services and shall use them at your own risk.

            (c)        You shall not (hereinafter, collectively “Rules of Conduct”):

                        (i)         Post, upload, distribute, publish or otherwise transmit through the SML Service any content or other items that:

                                    (A)       may be unlawful, libelous, abusive, defamatory, obscene, profane, offensive, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, inflammatory, fraudulent or otherwise objectionable in any way or that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;

                                    (B)       may constitute, encourage or provide instructions for a criminal offense, violate the rights of any party;

                                    (C)       may infringe or violate any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party (such as music, videos, photos or other materials for which you do not have written authority from the owner of such materials to post on the SML Service).  By posting any such content, you hereby represent and warrant that you have all necessary rights to distribute and reproduce any such content;

                                    (D)       may violate any party’s right of publicity or right of privacy;

                                    (E)       contain personal information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;

                                    (F)        may be considered threatening, harassing or promoting racism, bigotry, hatred or physical harm of any kind against any group or individual;

                                    (G)       contain software viruses, corrupted data or other harmful, disruptive or destructive files or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

                                    (H)       contain or is an unsolicited offer, advertisement, proposal, promotional material, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, including, without limitation, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, petitions for signatures, or any of the preceding things related to promotional giveaways (such as raffles and contests), and other similar activities; or

                                    (I)        in the judgment of SML may be objectionable or which restricts or inhibits any other person from using or enjoying the SML Service or which may expose SML or our users to any harm or liability;

                        (ii)        Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted in this Agreement;

                        (iii)       Impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the accounts of others without permission, forge another persons' digital signature, misrepresent the source, identity, or content of information transmitted via the SML Service, or perform any other similar fraudulent activity;

                        (iv)       Remove, circumvent, disable, damage or otherwise interfere with security-related features of the SML Service, features that prevent or restrict use or copying of any content accessible through the SML Service, or features that enforce limitations on the use of the SML Service;

                        (v)        Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the SML Service or any part thereof;

                        (vi)       Modify, adapt, translate or create derivative works based upon the SML Service or any part thereof;

                        (vii)      Use any robot, spider, scraper, crawler or other automated means to access the SML Service for any purpose or bypass any measures SML may use to prevent or restrict access to the SML Service; or

                        (viii)     Attempt to indicate in any manner that you have a relationship with SML that does not actually exist or that SML has endorsed you or any products or services for any purpose.

The above are examples of prohibited conduct and is not intended to be exhaustive.  Any conduct by you that, in SML’s sole discretion, restricts or inhibits any other user from using or enjoying the SML Service will not be permitted.  SML shall have the right, but not the obligation, to monitor the content of the SML Service, including profiles and forums, to determine compliance with this Agreement and any Policies and other operating rules established by SML and to satisfy any law, regulation or authorized government request.  SML will make the sole determination as to what content is acceptable in its sole discretion.  SML may include, edit or remove any content at any time without notice, in its sole discretion.  Without limiting any other rights or remedies of SML, any violation of the foregoing shall violate this Agreement and may result in, among other things, removal of the prohibited communications and/or suspension or termination of your rights to use and access the SML Service.

            (d)        You understand that, when using the SML Service, you will be exposed to content from a variety of sources, and that SML is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such content. You further understand and acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, or objectionable.  If you do so object, you should not use the SML Service. SML does not pre-screen or endorse any third party content and is not responsible or liable under any circumstances for such content.

            (e)        You understand that access to the SML Service may result in access to other users’ names, screen names, e-mail addresses and other information as set out in the Privacy Policy (“Personal Information”) which is protected by applicable data protection and privacy laws and regulations.  You understand, acknowledge and agree that any Personal Information from other users constitute the confidential information of SML. You agree not to scrape, copy, aggregate, redistribute, alter, reproduce or re-use any user’s (whether specific to any particular user or as an aggregation) information accessible through the SML Service. 

(f)        SML offers its users the opportunity to participate in certain online competitions and tournaments, some of which may have prizes for the winners.  If you participate in such online competitions and tournaments, you may be required to sign an Affidavit of Eligibility/Publicity and Liability Release and report as taxable income the value of any such prizes received by you.  Eligibility requirements will be disclosed in connection with each online competition and tournament.  To collect a prize, you may be required to provide information reasonably requested by SML.  SML and/or any sponsor who provides a particular prize may report the value of the prize to federal and/or state taxing authorities.

(g)        The SML Service may include means by which you and other users may share user generated content (“UGC”).  To the fullest extent permitted by applicable law, by submitting any UGC you automatically grant (or represent and warrant that the owner of such rights has expressly granted) SML a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, sub-license, create derivative works from and distribute such UGC or incorporate such UGC content into any form, medium, or technology now known or later developed throughout the universe, and agree that SML shall be entitled to unrestricted use of the UGC for any purpose whatsoever, commercial or otherwise, without compensation (but subject to applicable laws), notice or attribution.  You waive and agree not to assert against SML or any of its partners, affiliates, subsidiaries or licensees, any moral or similar rights you may have in any of your UGC.  To the extent the SML Service permits other users to access and use your UGC, you also grant such users the right to use, copy, modify, display, perform, create derivative works from, and otherwise communicate and distribute your UGC on or through the SML Service without further notice, attribution or compensation to you. You may only upload your own UGC to the SML Service or any Product not upload anyone else’s UGC.  SML reserves the right (but has no obligation) to remove, block, edit, move, or disable UGC for any reason in SML’s sole discretion.  Users of the SML Service create, upload, download and use UGC at their own risk.  If you upload or make available to other users your UGC via the SML Service, we do not control, monitor, endorse or own your UGC, and you are commissioning us to host and make available such UGC subject to the above license.  Complaints about the content of any UGC must be sent to legal@majorleaguegaming.com and must contain details of the specific UGC giving rise to the complaint.

(h)        You understand and agree that you may not participate in or access GameBattles tournaments in contravention of applicable export control, economic sanctions, and import laws and regulations, including, but not limited to, the U.S. Export Administration Regulations (“EAR”) and regulations promulgated by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”). You represent and warrant that you (1) are not subject to U.S. sanctions or export restrictions and otherwise are eligible to participate in or access GameBattles tournaments under applicable laws and regulations; (2) are not located or ordinarily resident in a country or region subject to comprehensive or near-comprehensive U.S. sanctions/embargo, unless your participation in or access to GameBattles tournaments in such country or region is authorized by U.S. law; and (3) are not an official, employee, agent, or contractor of, or directly or indirectly acting or purporting to act for or on behalf of, a government (including any political subdivision, agency, or instrumentality thereof or any person directly or indirectly owned or controlled by the foregoing) or political party (e.g., Cuban Communist Party, Workers’ Party of Korea) subject to U.S. sanctions/embargo or any other entity in a sanctioned/embargoed country or region or subject to U.S. sanctions/embargo.

  1. Intellectual Property:

            (a)        The SML Service and each Website are owned and operated by SML.  All content, trademarks and other proprietary materials and/or information on the SML Service and each Website, including, without limitation, SML’s logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, photos, video, graphics, music, information, data, sound files, other files and the selection and arrangement thereof  and all other materials (collectively, the “Materials”) are protected by copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws (including in your country of residence).  SML (or its subsidiaries or affiliated companies and/or third-party licensors) own all rights, title and interest, including, without limitation, all copyrights, in and to any and all Materials contained on the SML Service and each Website under copyright laws and SML owns all rights, title and interest, including, without limitation, all copyrights, in and to any and all Materials contained on the SML Service and each Website as a collective work under copyright laws.  SML owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it.  All Materials contained in the SML Service are the proprietary property of SML or its subsidiaries or affiliated companies and/or third-party licensors.

            (b)        SML, Major League Gaming, the SML logos, GameBattles, the GameBattles logo, and the tagline “It’s Time to Get Your Game On” (collectively, the “SML Marks”) are the exclusive property of SML and are protected by trade dress and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws (including in your country of residence).  SML hereby expressly reserves all rights, including, without limitation, all trademark rights, in and to the SML Marks.  All other trademarks appearing on the SML Service are the property of SML, affiliates of SML, or their respective owners.  Unless you have agreed otherwise in writing with SML, you agree that nothing in this Agreement gives you a right to use any of the SML Marks or any of SML’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features. 

            (c)        Unless otherwise expressly stated in writing by SML, you are granted a limited, non-exclusive, terminable, non-sublicensable license (i.e. a personal and limited right) to access and use the SML Service for your own personal use only, provided that, you acknowledge and agree that you do not acquire any ownership rights in or to the SML Service and/or the Materials by accessing or otherwise using the SML Service.  This license is subject to this Agreement and does not include any right to do any of the following: (a) any resale or commercial use of the SML Service or the Materials; (b) the distribution, public performance or public display of any Materials; (c) modifying, publishing, transmitting, participating in the transfer or sale of, creating or otherwise making any derivative uses of the SML Service or the Materials, or any portion of them, or in any way exploiting any of the Materials, in whole or in part; (d) use of any data mining, robots or similar data gathering or extraction methods; (e) downloading (except page caching) of any portion of the SML Service, the Materials or any information contained in them, except as expressly permitted on the SML Service; or (f) any use of the SML Service or the Materials except for their intended purposes.  Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial or non-commercial exploitation of the Materials will be permitted without the express permission of SML and the copyright owner.  In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made.  Any use of the SML Service or the Materials except as specifically authorized in this Agreement, without the prior written permission of SML, is strictly prohibited and your failure to comply with them may have legal consequences which may include violating applicable laws, including copyright and trademark laws and applicable communications regulations and statutes.  Unless explicitly stated in this Agreement, nothing in this Agreement shall be interpreted as conferring any license to intellectual property rights, whether by estoppel, implication or other legal principles.  The license granted to you herein may be terminated by SML at any time, in its sole discretion.  All rights not expressly granted in this Agreement are hereby expressly reserved by SML.

  1. Disclaimer of Warranty; Limitation of Liability:

(A)       USE OF THE SML SERVICE, ANY PRODUCT AND ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN IS AT YOUR SOLE RISK.  NEITHER SML, SML’S AFFILIATED COMPANIES, SML’S NON-AFFILIATED PARTNERS, NOR ANY OF THEIR RESPECTIVE PARENT COMPANIES, AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS, SPONSORS OR LICENSORS (COLLECTIVELY THE “SML PARTIES”) WARRANT THAT THE SML SERVICE, ANY PRODUCT OR ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SML SERVICE, ANY PRODUCT OR INFORMATION, CONTENT OR MATERIALS CONTAINED, OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED OR PURCHASED THROUGH THE SML SERVICE OR ANY PRODUCT.  ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED BY YOU THROUGH THE SML SERVICE OR ANY PRODUCT IS DONE AT YOUR OWN DISCRETION AND RISK.  YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR POTENTIAL DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE ACQUISITION OF ANY SUCH MATERIAL.

            (B)       SML DOES NOT GUARANTEE THAT ANY PARTICULAR SML SERVICE, ANY PRODUCT AND ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN WILL BE AVAILABLE AT ALL TIMES OR AT ANY GIVEN TIME OR THAT SML WILL CONTINUE TO OFFER THE SAME FOR ANY PARTICULAR LENGTH OF TIME.  SML MAKES NO WARRANTY OR REPRESENTATION REGARDING THE AVAIILABILITY OF ONLINE PRODUCT FEATURES AND RESERVES THE RIGHT TO MODIFY OR DISCONTINUE ONLINE PRODUCT FEATURES IN ITS DISCRETION WITHOUT NOTICE, INCLUDING FOR EXAMPLE, CEASING AN ONLINE SERVICE FOR ECONOMIC REASONS DUE TO A LIMITED NUMBER OF USERS CONTINUING TO MAKE USE FO THE ONLINE SERVICE OVER TIME.

(C)       FOR RESIDENTS IN NORTH AMERICA: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SML SERVICE, ANY PRODUCT AND ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.  THE SML PARTIES DISCLAIM ALL WARRANTIES OF ANY KIND, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE SML SERVICE, ANY PRODUCT OR ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN.  SML DOES NOT REPRESENT OR WARRANT THAT THE SML SERVICE, ANY PRODUCT OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SML OR THROUGH THE SML SERVICE OR ANY PRODUCT WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS SECTION 7, THE TERM “SML” INCLUDES THE “SML PARTIES.”

            FOR RESIDENTS OUTSIDE NORTH AMERICA: SUBJECT TO THE NEXT SENTENCE, SML DOES NOT GUARANTEE THAT ANY SML SERVICE WILL BE AVAILABLE OR ERROR-FREE AT ALL TIMES OR AT ANY GIVEN TIME. SML WARRANTS THAT THE SML SERVICE WILL BE PROVIDED WITH REASONABLE CARE AND SKILL. SML MAY CHANGE AND UPDATE SML SERVICES WITHOUT NOTICE TO YOU (PROVIDED ALWAYS THAT ANY SUCH CHANGES DO NOT RESULT IN MATERIAL DEGRADATION IN THE FUNCTIONALITY OF THE SML SERVICE WHICH HAS BEEN PAID-FOR WITH REAL MONEY). SML MAKES NO WARRANTY OR REPRESENTATION REGARDING THE AVAILABILITY OF SML SERVICE WHICH ARE FREE (I.E., NOT PAID-FOR WITH REAL MONEY) AND RESERVES THE RIGHT TO MODIFY OR DISCONTINUE THEM IN ITS SOLE DISCRETION WITHOUT NOTICE TO YOU, INCLUDING FOR EXAMPLE, FOR ECONOMIC REASONS DUE TO A LIMITED NUMBER OF USERS CONTINUING TO MAKE USE OF THEM OVER TIME. SML IS NOT LIABLE OR RESPONSIBLE FOR ANY FAILURE TO PERFORM, OR DELAY IN PERFORMANCE OF, ANY OF IT OBLIGATIONS THAT IS CAUSED BY EVENTS OUTSIDE ITS REASONABLE CONTROL. IF SUCH CIRCUMSTANCES RESULT IN MATERIAL DEGRATION IN THE FUNCTIONALITY OF ANY SML SERVICE THEN YOUR OBLIGATION TO MAKE ANY PAYMENT TO DOWNLOAD, USE OR ACCESS WILL BE SUSPENDED FOR THE DURATION OF SUCH PERIOD. SML IS ENTITLED TO MODIFY OR DISCONTINUE ANY SML SERVICE WHICH IS PAID-FOR WITH REAL MONEY IN ITS SOLE DISCRETION UPON REASONABLE NOTICE TO YOU. THE WARRANTY FOR SUCH SML SERVICE IS PROVIDED IN ACCORDANCE WITH YOUR STATUTORY RIGHTS AS A CONSUMER WHICH WILL ALWAYS PREVAIL.

            (D)       TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SML, THE SML PARTIES, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SML SERVICE, ANY PRODUCT OR ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT [INCLUDING BUT NOT LIMITED TO NEGLIGENCE] OR OTHERWISE), ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SML SERVICE OR ANY PRODUCT OR ANY INFORMATION, CONTENT OR MATERIALS CONTAINED THEREIN.

            (E)       IN NO EVENT SHALL ANY AGGREGATE, TOTAL LIABILITY OF THE SML PARTIES TO  YOU FOR ALL DAMAGES, INJURY, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING FROM OR RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SML SERVICE OR ANY PRODUCT EXCEED AN AMOUNT EQUAL TO THE GREATER OF: (I) THE AMOUNT, IF ANY, PAID BY YOU IN CONNECTION WITH YOUR USE OF THE SML SERVICE AND/OR ANY PRODUCT AND RETAINED BY SML DURING THE TWELVE (12) MONTHS IMMEDIATIATELY PRECEDING THE DATE OF THE CLAIM; OR (II) ONE HUNDRED DOLLARS ($100).

            (F)        FOR RESIDENTS OUTSIDE NORTH AMERICA:  SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN LIABILITY OR WARRANTIES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  IN SUCH JURISDICTIONS, SML’S LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. NOTHING IN THIS AGREEMENT SHALL LIMIT OR EXCLUDE SML'S LIABILITY TO YOU:

  • FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE;
  • FOR FRAUDULENT MISREPRESENTATION; OR
  • FOR ANY OTHER LIABILITY THAT MAY NOT, UNDER THE LAWS OF THE JURISDICTION WHERE YOU RESIDE, BE LIMITED OR EXCLUDED.
  1. Notices:  SML may provide you with notice by any means, including without limitation via email, postings on the Websites and SML Service or changes to this Agreement.  Notices emailed to you will be deemed given and received when the email is sent.  If you don’t consent to receive notices electronically, you must stop using the SML Service.  All notices to SML shall be in writing and shall be sent to Major League Gaming Corp., Attention: Legal, 250 Hudson Street, 6th Floor New York, NY 10013 and shall be effective on actual receipt by SML.   
  2. Indemnification: You agree to defend, indemnify and hold harmless SML and the SML Parties and their respective suppliers, licensors and partners from and against any and all claims,  losses, damages, liabilities and expenses, including legal fees and expenses, resulting from or arising out of: (a) any violation of this Agreement; (b) any negligent or wrongful conduct; (c) your use, misuse and/or access of the SML Service; (d) a violation by you of any applicable law; (e) any content you post, store or otherwise transmit in or through the SML Service; and/or (f) your violation of the rights of any third party, or any breach of the representations, warranties, and covenants made by you herein. SML reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify SML, and you agree to cooperate with SML’s defense of these claims, at your sole cost and expense.
    12. Termination: You may unsubscribe at any time by sending an unsubscribe request to us at remove@majorleaguegaming.comand we will process your request within a reasonable time after receipt.  You may unsubscribe from any premium membership at any time by going to accounts.majorleaguegaming.com/account/membership and canceling the auto-renew on your membership.  SML reserves the right, without limitation, without notice if you are a resident of North America and with reasonable notice elsewhere, and in our sole discretion, to terminate your license to use the SML Service and your accounts and passwords to the SML Service and to block or prevent your future access to and use of the SML Service or your account and passwords, for any reason, including, without limitation, if you are in violation of any provision of the Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Agreement), SML is required by applicable law, or SML is no longer providing the SML Service to users in the country in which you are a resident or from which you use the SML Service.  The foregoing includes SML having the ability to terminate or to suspend your access to any purchased products or services.   Your only remedy with respect to any dissatisfaction with (a) the SML Service, (b) any term of this Agreement, (c) any policy or practice of SML in operating the SML Service, or (d) any content or information transmitted through the SML Service, is to terminate your account and discontinuing use of the SML Service.  The introductory paragraphs and Sections 1, 2, 3, 4, 6, 7, 8, 9, 10, 11, 12, 16, 17, 18 of this Agreement will survive termination of this Agreement.
  3. Expectation of Privacy:  Communications made using the SML Service should not be considered private.  You acknowledge and agree that you have no expectation of privacy concerning the transmission of any UGC or communications, including without limitation chat text or voice communications. Because voice chat and other communications may be viewed and/or heard by other users, users should avoid revealing any personally identifiable information. 
  4. DRM:  If you access content protected with Digital Rights Management (DRM), the software may automatically request media usage rights from a rights server online and download and install DRM updates so that you can view the content.
  5. Force Majeure:  SML shall not be liable for any delay or failure to perform resulting from causes outside SML's reasonable control, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond SML's control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
  6. Risk of Loss:  You bear all risk of loss for accessing or completing the download of any SML Service and for any loss of any SML Service that you have accessed or downloaded, including any loss due to a file corruption or device crash.  Any SML Service may be available for limited periods of time, and/or subject to other access restrictions (including for example, possession of other specific SML Service(s) for access or use).  SML Services may become unavailable due to potential content provider licensing restrictions or other reasons; SML will not be liable to you if any SML Service is or becomes unavailable for download or access, for any reason, to the fullest extent permitted by applicable law.
  7. Miscellaneous: You warrant, represent, acknowledge and agree that you have and understand this Agreement, including, without limitation, the terms and provisions set forth herein.  This Agreement (which hereby incorporates by reference any other provisions applicable to use of the SML Service, including, but not limited to, any supplemental terms governing the use of certain specific material contained on the Website and any operating rules for the SML Service established by SML, but excluding the Privacy Policy for residents outside North America) constitutes the entire agreement of the parties with respect to the subject matter hereof, and supersedes all previous written or oral agreements between the parties with respect to such subject matter.  This Agreement and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be transferred and assigned by SML without restriction.  Any purported transfer or assignment attempted to be made by you in violation of this Agreement shall be void ab initio. The provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not affect the enforceability of any other provisions.  In addition, if any provision of the Agreement, for any reason, is declared to be unenforceable, the parties will substitute an enforceable provision that, to the maximum extent possible under applicable law, preserves the original intentions and economic positions of the parties.  The failure by SML to partially or fully exercise any rights or the waiver of any breach of this Agreement by you, shall not prevent a subsequent exercise of such right by us or be deemed a waiver by SML of any subsequent breach by you of the same or any other term of this Agreement.  SML’s rights and remedies under this Agreement shall be cumulative, and the exercise of any such right or remedy shall not limit SML’s right to exercise any other right or remedy.  The section headings used herein are for convenience only and shall not be given any legal import.
  8. For residents in North America-- DMCA Notice

SML respects the intellectual property rights of others and expects its players and the users of its services to do the same. If you believe that any content appearing in the SML Service has been copied in a way that constitutes copyright infringement, please forward the following information to the Copyright Agent named below.

Please be aware that to be effective, your copyright infringement notification must comply with the Digital Millennium Copyright Act ("DMCA"). You are encouraged to review 17 U.S.C. §512(c)(3) of the DMCA or consult with an attorney prior to sending a notice hereunder.

To file a copyright infringement notice, you will need to send a written communication that includes the following to the address listed below:

  1.  Your name, address, telephone number, and email address;
  2.  A description of the copyrighted work that you claim has been infringed;
  3.  The exact URL or a description of where the alleged infringing material is located;
  4.  A 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;
  5.  An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and
  6.  A statement by you, 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.

Shot Makers League, Inc.

Attn: Legal

contestsubmit@shotmakersleague.com

 Please note that the DMCA provides that you may be liable for damages (including costs and attorney fees) if you knowingly misrepresent that material or activity is infringing. Please also note that the information provided in your copyright infringement notice may be provided to the person responsible for the allegedly infringing material.

Questions:  Should you have any questions regarding this Agreement you may contact us through the Website or e-mail contestsubmit@shotmakersleague.com