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YOUR ACCESS AND USE OF THIS WEB SITE IS SUBJECT TO THE FOLLOWING TERMS OF USE AND ALL APPLICABLE LAWS. BY ACCESSING OR USING ANY PART OF THIS WEB SITE, YOU ACCEPT, WITHOUT LIMITATION OR QUALIFICATION, THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS AND CONDITIONS, YOU MAY NOT USE ANY PORTION OF THIS SITE. This is the web site of Major League Gaming, Inc. (the "Site"). Our main office is located at: 420 Lexington Ave, Suite 2820 1. Definitions: "MLGPRO.COM" is the interactive online service operated by Major League Gaming Inc. ("Major League Gaming" or "MLG") on the World Wide Web of the Internet, consisting of information services and content provided by MLG, affiliated companies and third parties. 2. General: (A) This MLG Terms of Use Agreement (the "Agreement"), sets forth the terms and conditions that apply to your use of MLGPRO.COM. Without limitation, by using MLGPRO.COM, you agree to comply with all of the terms and conditions hereof. The right to use MLGPRO.COM is personal to you and is not transferable to any other person or entity. You shall be responsible for protecting the confidentiality of your password(s), if any, and shall be fully responsible for the use of MLGPRO.COM by any other person you permit to access MLGPRO.COM. (B) MLG shall have the right at any time to change or discontinue any aspect or feature of MLGPRO.COM, including, but not limited to, content, hours of availability, and equipment needed for access or use. 3. Changed Terms: MLG shall have the right at any time to change or modify the terms and conditions applicable to your use of MLGPRO.COM, or any part thereof, or to impose new conditions, including, but not limited to, adding fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on MLGPRO.COM, or by electronic or conventional mail, or by any other means by which you obtain notice thereof. Any use of MLGPRO.COM by you after such notice shall be deemed to constitute your acceptance of such changes, modifications or additions. 4. Equipment: You shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of MLGPRO.COM and all charges related thereto. 5. Your Conduct: (A) You shall use MLGPRO.COM for non-commercial, lawful purposes only and shall not post or transmit through MLGPRO.COM any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, gives rise to civil liability or otherwise violates any law, or which, without MLG's express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by you that, in MLG's discretion, restricts or inhibits any other user from using or enjoying MLGPRO.COM will not be permitted. Without limiting the foregoing, prohibited conduct includes, but is not limited to: (1) distribution of unsolicited chain letters, (2) propagation of computer worms, viruses and other such malicious code, (3) using (directly or indirectly) MLGPRO.COM or its computer network to make unauthorized entry to any other machine accessible via MLGPRO.COM or its computer network, and (4) use of MLGPRO.COM to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users of MLGPRO.COM to become users of other on-line services. Without limiting any other rights or remedies of MLG, violations of the foregoing may result in removal of violative communications and/or early termination of your access to MLGPRO.COM. (B) You understand that access to this Site may result in access to other user's names, screen names, email addresses, or other user information (collectively, "User Information"), and you acknowledge and agree that such User Information and any MLG services and/or any software used in connection with MLG services ("Software") constitute proprietary and confidential information that is protected by applicable intellectual property and other laws and treaties. You further agree not to disclose or otherwise use any proprietary or confidential information appearing on the Site without the prior written consent of MLG, whether such information is labeled "confidential" or "proprietary" or could reasonably be regarded as confidential or proprietary. (C) MLGPRO.COM contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of MLGPRO.COM are copyrighted as a collective work under the United States copyright laws. MLG owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial or non-commercial exploitation of material on the Site will be permitted without the express permission of MLG 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. You acknowledge that you do not acquire any ownership rights by accessing or otherwise using copyrighted material. (D) You shall not upload, post, submit or otherwise make available on MLGPRO.COM any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with you. You shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission. By submitting material to any public area of MLGPRO.COM, or otherwise submitting materials to MLG, you automatically grant, or warrant that the owner of such material has expressly granted MLG the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, edit, creative derivative works from, distribute, and sub-license such material (in whole or in part, through multiple tiers and/or via syndication) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. You also permit any other user to access, view, store or reproduce the material for their personal use. Please note that MLG does not want to receive confidential information from any user and any information received will be deemed NOT to be confidential. It is understood that by appearing and participating in any MLG Event, you grant MLG and anyone authorized by MLG the right to film, photograph and record your name, nickname, pseudonym, persona, picture, biographical material, voice and/or likeness and to use the same in any manner or media whatsoever, by any and all means, media, devices, processes and technology now or hereafter known or devised anywhere in the universe at anytime in perpetuity, for any lawful purpose whatsoever, including advertising, publicity or trade. (E) The foregoing provisions of Section 5 are for the benefit of MLG, MLG affiliated companies and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf. 6. General Terms of Purchase: The purchase terms in the following paragraph relate to items available for purchase on MLGPRO.COM: ( A) The physical goods sold through MLGPRO.COM are shipped from various states and, therefore, tax may be charged and collected on all taxable shipments. For all shipments outside of the United States, the customer is responsible for all taxes, customs, and/or import duties. All items purchased from MLG are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier. Listed prices may be changed by MLG at any time without notice to you. The price listed on MLGPRO.COM does not guarantee that purchase price until payment is made. If an incorrect price is listed due to typographical or other error, MLG has the right to refuse or cancel any orders placed for products listed at the incorrect price, whether or not the order has been confirmed or your credit card charged. If your credit card has already been charged for the purchase and your order is refused or canceled by MLG, MLG will promptly issue a credit to your credit card account in the amount of the charge. (B) You are responsible for making all arrangements necessary for you to have access to our video on demand service (the "VOD Service"). Current system requirement for the VOD Service are as follows: Windows XP (service pack 2 or greater), Windows Media Player 10, Internet Explorer 6, Broadband Internet Connection (512K down at least, 1MB or larger, highly recommended). You understand that MLG may update these requirements from time to time. Subscriptions to the VOD Service are sold on a per computer basis. Thus, if you want to use more than one computer to access the VOD Service, you will be required to pay for a separate subscription for each computer. You are also responsible for ensuring that all persons accessing the VOD Services through your internet connection and/or computer are aware of these terms and that they comply with them. If you wish to subscribe to the VOD Service you must complete the Subscription Form. We reserve the right to amend the VOD Service with or without notice. The fees for VOD Services are not refundable under any circumstances. (C) Subscription to our VOD Service and all other purchases in the MLG store requires payment by credit card and is subject to approval of your credit card and confirmation of other information that you submit or that we otherwise may secure to verify your identity. 7. Disclaimer of Warranty; Limitation of Liability: (A) USE OF MLGPRO.COM IS AT YOUR SOLE RISK. NEITHER MLG, MLG AFFILIATED COMPANIES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS, SPONSORS OR LICENSORS (COLLECTIVELY THE "MLG PARTIES") WARRANT THAT MLGPRO.COM WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF MLGPRO.COM, OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH MLGPRO.COM. (B) MLGPRO.COM IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY 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. (C) THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORDS, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. YOU SPECIFICALLY ACKNOWLEDGE THAT MLG IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD-PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITHYOU. (D) IN NO EVENT WILL MLG, THE MLG PARTIES, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING MLGPRO.COM OR THE MLGPRO.COM SOFTWARE, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE MLGPRO.COM. YOU HEREBY ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON MLGPRO.COM. (E) IN ADDITION TO THE TERMS SET FORTH ABOVE NEITHER, MLG, NOR THE MLG PARTIES SHALL BE LIABLE REGARDLESS OF THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR UNAUTHENTICITY OF, THE INFORMATION CONTAINED WITHIN MLGPRO.COM, OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO YOU, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE MLG PARTIES SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES AND THE AGGREGATE, TOTAL LIABILITY OF THE MLG PARTIES TO YOU FOR ALL DAMAGES, INJURY, LOSSES AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT OR OTHERWISE) ARISING FROM OR RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE MLGPRO.COM SHALL BE LIMITED TO PROVEN DIRECT DAMAGES IN AN AMOUNT NOT TO EXCEED THE GREATER OF: (i) THE AMOUNT, IF ANY, PAID BY YOU IN CONNECTION WITH YOUR USE OF MLGPRO.COM AND RETAINED BY MLG OR (ii) ONE HUNDRED DOLLARS ($100). (F) 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, MLG'S LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW. 8. Arbitration: Any controversy, claim or dispute arising out of or relating to this Agreement, its breach or claimed breach shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Rules including Emergency Interim Relief Procedure in New York, New York, except that, to the extent you have in any manner violated or threatened to violate MLG's intellectual property or confidentiality rights, MLG may seek injunctive, monetary or other appropriate relief in any state or federal court in the state of New York (and MLG may assert both intellectual property causes of action and other appropriate causes of action in any such action), and you consent to exclusive jurisdiction and venue in such courts. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise. The arbitrator is authorized to grant MLG its reasonable fees and costs (including reasonable attorney's fees) incurred by MLG in any action to enforce these Terms of Use. 9. Monitoring: MLG shall have the right, but not the obligation, to monitor the content of MLGPRO.COM, including chat rooms and forums, to determine compliance with this Agreement and any operating rules established by MLG and to satisfy any law, regulation or authorized government request. Without limiting the foregoing, MLG shall have the right to remove any material that MLG, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable. 10. Indemnification: You agree to defend, indemnify and hold harmless MLG, MLG affiliated companies and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys' fees, resulting from (i) any breach of this Agreement or your negligent and wrongful conduct; (ii) your use and access of the Site, including the posting of any content on this Site by you; and (iii) a violation by you of any applicable law. 11. Termination: You may unsubscribe at any time by sending an unsubscribe request to us at remove@mlgpro.com and we will process your request within a reasonable time after receipt. Without limiting the foregoing, MLG shall have the right to immediately terminate any of your passwords or accounts in the event of any conduct by you which MLG, in its sole discretion, considers to be unacceptable, or in the event of any breach by you of this Agreement. The provisions of Sections 5, 6, 7, 8, 10, 12, 14, 15, 16 and this Section 11 shall survive termination of this Agreement. 12. Intellectual Property: MLG, Major League Gaming, the MLG logo and the tagline "It's Time to Get Your Game On" are the exclusive property of Major League Gaming Inc. All rights reserved. All other trademarks appearing on MLGPRO.COM are the property of Major League Gaming Inc., affiliates of MLG, or their respective owners. 13. Third Party Content: MLG is a distributor (and not a publisher) of content supplied by third parties and users of the Site. Accordingly, MLG has no more editorial control over such content than does a public library, bookstore, or newsstand. 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 MLGPRO.COM, are those of the respective author(s) or distributor(s) and not of MLG. Neither MLG nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose. (Refer to Section 7 above for the complete provisions governing limitation of liabilities and disclaimers of warranty.) In many instances, the content available through MLGPRO.COM represents the opinions and judgments of the respective information provider or users not under contract with MLG. MLG neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on MLGPRO.COM. Under no circumstances will MLG be liable for any loss or damage caused by your reliance on information obtained through MLGPRO.COM. It is your responsibility to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through MLGPRO.COM. 14. Miscellaneous: This Agreement (which hereby incorporates by reference any other provisions applicable to use of MLGPRO.COM, including, but not limited to, any supplemental terms governing the use of certain specific material contained in MLGPRO.COM and any operating rules for MLGPRO.COM established by MLG) 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. 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. This Agreement shall be construed in accordance with the laws of the State of New York, without regard to its conflict of laws rules. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import. 15. Privacy Policy: MLG knows that the privacy of your personal information is important to you. Therefore, MLG has established a Privacy Policy governing the use of this information, which is located at http://www.mlgpro.com/?q=PrivacyPolicy/index and is part of this Agreement. 16. DMCA Notice: MLG owns, protects and enforces copyrights in its own creative material and respects the copyright properties of others. Materials may be made available on or via MLGPRO.COM by third parties not within the control of MLG. It is our policy not to permit materials known by us to be infringing to remain on this Site and to terminate relationships regarding content with third parties repeatedly infringing the copyrights of others. You should notify us promptly if you believe any materials on the Site infringe a third party copyright. Upon our receipt of a proper notice of claimed infringement under the Digital Millennium Copyright Act ("DMCA"), MLG will respond expeditiously to follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content in issue, including, where applicable, removing, or disabling access to material claimed to be infringing or by removing or disabling access to links to such material. Pursuant to the DMCA 17 U.S.C. 512 (c), MLG has designated the SVP of Business Development of Major League Gaming Inc. as its agent for notification of claims of copyright infringement with respect to information residing, at the direction of a user, on the MLGPRO.COM Web site. The contact information is: Questions: Should you have any questions regarding these Terms of Use you may contact support@mlgpro.com. |
