Last Updated: March 3, 2016
Thanks for choosing Krossover (“Krossover”, “we”, “us”, “our”). By signing up or otherwise using the Krossover service, websites, and software applications (together, the “Krossover Service” or “Service”), or accessing any content or material that is made available by Krossover through the Service (the “Content”) you are entering into a binding contract with the Krossover entity indicated at the bottom of this document.
2 ABOUT THE SITE
As part of the registration process, you will create a username and password. The username and password that you provide are your credentials (“Credentials”) for accessing the Services that are only available to members.
5 YOUR PERSONAL INFORMATION
Use of Services is void where prohibited. By using the Services, you represent to us that (a) any registration information that you submit is truthful, accurate and otherwise owned by (or licensed to) you; and (b) your use of the Services does not violate any applicable law or regulation.
7 YOUR RESPONSIBILITIES
You are responsible for all use of the Site and the Services and for all use of your Credentials, including use by others to whom you have given your Credentials. You are responsible for keeping your password confidential and for notifying us if your password has been hacked or stolen. You may notify us by clicking here. You may use the Site and the Services for lawful, non-commercial purposes only. You may not use the Site or the Services in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other party’s use and enjoyment of the Site or the Services. You may not attempt to gain unauthorized access to any of the Services, user accounts, or computer systems or networks, through hacking, password mining or any other means. Without limiting anything else contained herein, you agree that you shall not (and you agree not to allow any third party to) use the Site or Services to:-copy, modify, adapt, translate, or reverse engineer any portion of the Site, its content or materials and/or the Services;
-remove notices of any copyright, trademark or other proprietary rights contained in or on the Site and/or the Services or in any content or other material obtained via the Site and/or the Services;
-use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Site and/or the Services;
-reformat or frame any portion of the web pages that are part of the Site and/or the Services;
create user accounts by automated means or under false or fraudulent pretenses; or
-collect or store personal data about other users in connection with the prohibited activities described in this Agreement.
8 CHANGES TO THE SERVICES
9 LINKS TO OTHER SITES
10 ADDITIONAL TERMS
11 CONTENT YOU POST OR SUBMIT
We reserve the right to remove any content that you submit, publish or display on the Site or transmit to other users and/or users of the Site (hereinafter, “Posted Content”) in our sole discretion. We are not, however, responsible for any failure or delay in removing Posted Content. Keep in mind that the Posted Content of others is simply opinion and should not be relied on. You are solely responsible for your Posted Content. By using the Site/Service, you expressly agree that:-You may not post, distribute, or reproduce in any way any material subject to copyright, trademark or other third party proprietary rights without obtaining the prior written consent of the owner of such third party proprietary rights.
-You may not submit any content or material that infringes, misappropriates or violates the intellectual property, publicity, privacy or other rights of any party.
You also may not provide any Posted Content that:
-is false or intentionally misleading or that falsely expresses or implies that such content or material is sponsored or endorsed by Krossover;
-is unlawful or that promotes or encourages illegal activity.
-harasses or advocates harassment of another person;
-involves the transmission of unsolicited mass mailing or “spamming”;
-violates the intellectual property or other rights of any person;
-is threatening, obscene, defamatory or libelous;
-is pornographic or sexually explicit in nature;
-includes your password or purposely includes any other user’s password or purposely includes personal data of third parties or is intended to solicit such personal data;
-includes malicious content such as malware, Trojan horses, or viruses, or otherwise interferes with any user’s access to the Service;
-is intended to or does harass or bully other users;
-impersonates or misrepresents your affiliation with another user, person, or entity, or is otherwise fraudulent, false, deceptive, or misleading;
-uses automated means to artificially promote content;
-links to, references, or otherwise promotes commercial products or services, except as expressly authorized by Krossover;
-interferes with or in any way disrupts the Krossover Service, tampers with, breaches, or attempts to probe, scan, or test for vulnerabilities in the Service or Krossover’s computer systems, network, usage rules, or any of Krossover’s security components, authentication measures or any other protection
-measures applicable to the Service, the Content or any part thereof; or
-conflicts with the Agreements, as determined by Krossover
12 GRANT OF LICENSE TO KROSSOVER; KROSSOVER’S USE OF POSTED CONTENT
By posting Posted Content on the Site, you agree to and hereby do grant, and you represent and warrant that you have the right to grant, Krossover, its contractors, and the users of the Site an irrevocable, perpetual, royalty-free, fully sublicensable, transferable, fully paid up, worldwide license to use, host, store, cache, publish, copy, perform (publicly or otherwise), digitally perform, display (publicly or otherwise), modify and distribute such Posted Content and to adapt, edit, translate, prepare derivative works of, or incorporate into other works, such Posted Content. This license is non-exclusive. Note also that this license to your Posted Content survives any termination of this Agreement and continues in perpetuity even if you stop using the Services.
You also agree that this license includes the right for Krossover to use Posted Content to create “highlights” videos (including team, game or player highlights) and to create content for instructional or editorial purposes (“Krossover Content”) without further need for permission from or notice to you. Krossover will make reasonable efforts not to create any implied endorsement of consumer brands in any Krossover Content. Krossover can watermark Krossover Content with the Krossover logo and/or Krossover URL in its sole discretion. Krossover will make reasonable efforts not to feature players in a disparaging way. Krossover will also make reasonable efforts to feature Posted Content from as many teams and players as is practicable in Krossover Content.
You further agree that this license includes the right for Krossover to make all Posted Content available to third parties selected by Krossover such as Krossover partners and Krossover’s social media pages without further need for permission from or notice to you.
You may opt-out of Krossover’s use of your Posted Content in Krossover Content at any time by contacting firstname.lastname@example.org. If you opt-out, Krossover shall make reasonable efforts to cease use of your Posted Content; however, you acknowledge and agree that Posted Content that was previously incorporated into Krossover Content may not be removed.
Notwithstanding any other provisions contained herein, any comments, suggestions, or feedback relating to the Site or the Services (collectively “Feedback”) submitted to Krossover shall become the property of Krossover or its designee. Krossover will not be required to treat any Feedback as confidential, and will not be liable for any ideas (including without limitation, product, Site or advertising ideas) and will not incur any liability as a result of any similarities that may appear in our future Site, Services, or operations. Without limitation, Krossover will have exclusive ownership of all present and future existing rights to the Feedback of every kind and nature everywhere and will be entitled to use the Feedback for any commercial or other purpose whatsoever, without compensation to you or any other person sending the Feedback. Notwithstanding the foregoing, you acknowledge that if you submit Feedback that is viewable by other users or visitors to the Site/Services, you are responsible such Feedback, and you, not Krossover, have full responsibility for such Feedback, including its legality, reliability, appropriateness, originality, and copyright.
14 COPYRIGHT DISPUTE POLICY
Krossover has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (or “DMCA”). You are hereby informed that Krossover has adopted and reasonably implemented a policy that provides for the termination of access, in appropriate circumstances, to users who are repeat copyright infringers. Krossover may, in appropriate circumstances and at its discretion, disable and/or terminate access to users who may be infringing the intellectual property of a third party. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Krossover’s Copyright Agent the following information (to be effective, the notification must be in writing and provided to our Copyright Agent):-an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
-a description of the copyrighted work or other intellectual property that you claim has been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
-identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and a description of where the material that you claim is infringing is located;
-your address, telephone number, and, if available, email address;
-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; and
-a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Krossover’s agent for notice of claims of copyright or other intellectual property infringement can be reached via mail at the following address:
Vasudev Kulkarni, Copyright Agent
Krossover Intelligence Inc.,
148 W 24th Street, Floor 8
New York, NY 10011
Email to: email@example.com
15 YOUR USE OF OUR CONTENT
Except for content posted or submitted by you or any other visitors to the Site, all of the content available on or through the Services and/or the Site, including without limitation, text, photographs, graphics and video and audio content, is owned by us and our licensors and is protected, as applicable, by copyright, trademark, patent, and trade secret laws, other proprietary rights, and international treaties. You acknowledge that the Services and any underlying technology or software used in connection with the Services contain Krossover’s proprietary information. We give you permission to use the aforementioned content for personal, non-commercial purposes only and do not transfer any intellectual property rights to you by virtue of permitting your use of the Services. You may print, download, and store information from the Site for your own convenience, but you may not copy, distribute, republish (except as permitted in this paragraph), sell, or exploit any of the content, or exploit the Site in whole or in part, for any commercial gain or purpose whatsoever except as expressly provided herein. Except as is expressly provided herein, Krossover and its suppliers do not grant you any express or implied rights, and all rights in the Site and the Services not expressly granted by Krossover to you are retained by Krossover.
16 DISCLAIMER OF WARRANTIES
WE PROVIDE THE SITE AND THE SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES AND THE SITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING. WE ARE NOT RESPONSIBLE FOR THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF INFORMATION PROVIDED BY USERS OF THE SITE OR ANY OTHER DATA OR INFORMATION PROVIDED OR RECEIVED THROUGH THE SITE. EXCEPT AS EXPRESSLY SET FORTH HEREIN, KROSSOVER MAKES NO WARRANTIES ABOUT THE INFORMATION SYSTEMS, SOFTWARE AND FUNCTIONS MADE ACCESSIBLE BY OR THROUGH THE SITE OR ANY SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION. KROSSOVER DOES NOT WARRANT THAT THE SITE OR THE SERVICES WILL OPERATE ERROR-FREE, THAT LOSS OF DATA WILL NOT OCCUR, OR THAT THE SERVICES, SOFTWARE OR SITE ARE FREE OF COMPUTER VIRUSES, CONTAMINANTS OR OTHER HARMFUL ITEMS.
17 GENERAL LIMITATION OF LIABILITY
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICES OR THE SITE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT OF FEES, IF ANY, THAT YOU PAID TO UTILIZE THE SITE OR THE SERVICES OR (B) $100. IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, OR INABILITY TO USE, THE SITE AND/OR THE SERVICES. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS “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.”
20 ELECTRONIC CONTRACTING AND NOTICE
21 ENTIRE AGREEMENT
22 CHOICE OF LAW
This agreement shall be deemed to have been entered into and shall be construed and enforced in accordance with the laws of the State of New York as applied to contracts made and to be performed entirely within New York, without giving effect to the state’s conflicts of law statute.
23 DISPUTE RESOLUTION
Agreement to Arbitrate
If a Dispute (as defined below) of any kind arises, we want to understand and address your concerns quickly and to your satisfaction. Please contact us in the event of any Dispute. If we cannot resolve your concerns, we agree to an informal and inexpensive dispute resolution process requiring individual arbitration. For the purpose of this Agreement “Disputes” include any claim, controversy, or dispute (whether involving contract, tort, equitable, statutory, or any other legal theory) between you and Krossover including but not limited to any claims relating in any way to this Agreement (including its breach, termination, or interpretation), any other aspect of our relationship, Krossover advertising, and any use of Krossover software or services. “Disputes” also include any claims that arose before this Agreement and that may arise after termination of this Agreement.
You and Krossover agree to arbitrate all Disputes. Arbitration is more informal than a lawsuit in court and seeks to resolve disputes more quickly. Instead of a judge or a jury, the case will be decided by a neutral arbitrator who has the power to award the same damages and relief that a court can. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced. All Disputes shall be resolved finally and exclusively by binding individual arbitration with a single arbitrator administered by the American Arbitration Association (www.adr.org) or JAMS (www.jamsadr.org) according to this provision and the applicable arbitration rules for that forum. The Federal Arbitration Act, 9 U.S.C. §§ 1-16, fully applies. Unless otherwise required by law, any arbitration hearing will occur in New York, New York, U.S.A. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. If you prevail on any claim for which you are legally entitled to attorney’s fees, you may recover those fees from the arbitrator. For any claim where you are seeking relief, Krossover will not seek to have you pay its attorney’s fees, even if fees might otherwise be awarded, unless the arbitrator determines that your claim was frivolous. For purposes of this arbitration provision, references to you and Krossover also include respective subsidiaries, affiliates, agents, employees, predecessors, successors and assigns as well as authorized users or beneficiaries of Krossover services.
Judicial Forum for Disputes.
In the event that the agreement to arbitrate is found not to apply, you and Krossover agree that any Dispute will be litigated exclusively in the federal or state courts of New York County, New York, and both parties consent to venue and personal jurisdiction there.
No Class Actions.
ALL DISPUTES UNDER THIS AGREEMENT WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS. CLASS ARBITRATIONS, CLASS ACTIONS, PRIVATE ATTORNEY GENERAL ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT PERMITTED. YOU ARE WAIVING YOUR RIGHTS TO HAVE YOUR CASE DECIDED BY A JURY AND TO PARTICIPATE IN A CLASS ACTION, CONSOLIDATED ACTION OR REPRESNTATIVE ACTION AGAINST US.
26 NOTICE FOR CALIFORNIA USERS
Under California Civil Code Section 1789.3, California Website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210.
Copyright © 2016 Krossover Intelligence Inc. All rights reserved.