Mega Wars III The Rebirth Terms of Use Agreement
Last Modified January 7, 2011
Mega Wars III The Rebirth
Mega Wars III The Rebirth is a game developed and operated by
Crimson Leaf LLC. (“Crimson Leaf Games”), a US company. All portions
of this Terms of Use are valid regardless of which entity of Crimson Leaf Games
the user (“You”) are using.
PLEASE READ THIS TERMS OF USE AGREEMENT (THIS
"AGREEMENT") CAREFULLY. BY CLICKING THE "ACCEPT" BUTTON
BELOW OR BY PARTICIPATING IN MEGA WARS III THE REBIRTH (THE "GAME")
OR USING THE WWW.MEGAWARS3.COM WEBSITE (THE “SITE”), THE USER AGREES
THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN CONTRACT SIGNED BY YOU. IF
YOU DO NOT AGREE TO ALL OF THE TERMS OF THE AGREEMENT, CLICK ON THE BUTTON THAT
INDICATES THAT YOU DO NOT AGREE TO ACCEPT THE TERMS OF THIS AGREEMENT AND DO
NOT PARTICIPATE IN THE GAME OR USE THE SITE.
By clicking "I ACCEPT" or using the Site or the
Game, you represent that you have read and consent to our Privacy Policy (http://www.crimsonleafgames.com/PrivacyPolicy.aspx).
Crimson Leaf Games may revise the Privacy Policy at any time, and the new
versions will be available at the above links. If at any point you do not agree
to any portion of the Privacy Policy, you must immediately stop using the Site
and/or Game.
I. Requirements; Agreement Updates.
Before you can use the Game, you must: (a) agree to this
Agreement, the Game End User License Agreement (the “EULA”)
(http://www.megawarsiii.com/MW3TR_TOUA.aspx), and the Privacy Policy; (b)
install a valid copy of the Game software, (c) register for an account on the
Game (an “Account”); and (d) meet the hardware and connection requirements
published on the Site. These requirements may change as the Game evolves. You
are responsible for any internet connection fees that you incur when accessing
the Game.
Crimson Leaf Games will revise this Agreement as the Site
and/or Game evolves. The next time you use the Game after such an update, you
may be prompted to agree to or decline the revised Agreement. You must agree to
all revisions if you choose to continue using the Site and/or Game. By using
the Site and/or Game, you agree to the then-current version of this Agreement
as posted on the Site at http://www.megawarsiii.com/MW3TR_TOUA.aspx.
If at any point you do not agree to any portion of the then-current version of
this Agreement, you must immediately stop using the Site and/or Game.
II. Accounts.
Crimson Leaf Games has designed and developed and is the
publisher of the Game and the Site. In order to set up an Account, You will be
requested to provide certain personal information and financial information to
Crimson Leaf Games. You agree that You will supply accurate personal and
financial information to Crimson Leaf Games when requested, and that You will
update this information if it changes. You will also be requested to establish
a user name and password (collectively, "Login Credentials").
By agreeing to this Agreement, you represent that you are an
adult and have the legal capacity to enter a contract in the jurisdiction where
you reside. You may allow your minor children for whom you are the parent or
legal guardian to play the Game using your Account, provided, however, that you
accept full responsibility for the conduct of the children using your Account.
Maintaining Account security is very important. You are
entirely responsible for maintaining the confidentiality of the Account and
Login Credentials. You agree to notify Crimson Leaf Games immediately if you
believe that Your Account and/or Login Credentials have been compromised.
You may not transfer any Account or Login Credentials to
anyone. You may not share or disclose Your Login Credentials to anyone other
than a minor child as set forth herein.
III. No Ownership of Property Rights in Account.
You agree that You shall have no ownership interest or
intellectual property rights in the Account. All intellectual property rights
in and to the Game and everything in the Game, including, but not limited to
objects, artifacts, characters, character names, locations, location names,
stories, story lines, dialog, catch phrases, artwork, structural or landscape
designs, animations, sounds, musical compositions and recordings, Crimson Leaf
Credits (defined below) audio-visual effects, character likenesses, and methods
of operation (the “Game Assets”) are owned or licensed by Crimson Leaf Games.
You acknowledge have no interest, monetary or otherwise, in any feature of or
content in the Game, including, without limitation, Game Assets. Crimson Leaf
Games and its licensors reserve the exclusive right to create derivative works
based on the Site, the Game, and/or Game Assets. You agree that you will not
create any work of authorship or create any derivative works based on the Site,
the Game or the Game except as expressly permitted by Crimson Leaf Games. Any
reproduction or redistribution of the Site or the Game, or use of the Game not
in accordance with the EULA and this Agreement is expressly prohibited by law,
and may result in severe civil and criminal penalties.
IV. Fees.
Some aspects of the Game require You to pay a fee. You agree
to pay all fees and applicable taxes incurred by You or anyone using an Account
You registered. Crimson Leaf Games may revise the pricing for the Game at any
time. Unless otherwise noted, all currency references are in U.S. dollars.
All fees and charges are payable in accordance with payment
terms in effect at the time the fee or the charge becomes payable. If there is
a dispute regarding payment of fees to, or Game rendered by, Crimson Leaf
Games, Your Account may be closed without warning or notice at the sole
discretion of Crimson Leaf Games.
YOU ACKNOWLEDGE AND AGREE THAT ANY APPLICABLE FEES AND OTHER
CHARGES FOR FEE-BASED SERVICES (INCLUDING, WITHOUT LIMITATION, CRIMSON LEAF
CREDITS (AS DEFINED BELOW)) ARE PAYABLE IN ADVANCE AND NOT REFUNDABLE IN WHOLE
OR IN PART. YOU ARE FULLY LIABLE FOR ALL CHARGES TO YOUR ACCOUNT, INCLUDING ANY
UNAUTHORIZED CHARGES.
Crimson Leaf Games may, from time to time, modify, amend, or
supplement its fees and fee-billing methods, and such changes shall be
effective immediately upon posting in this Agreement or elsewhere on the Game
website.
V. Changes to Game.
In an effort to improve the Game, Crimson Leaf Games may
require that you download and install updates to the Game software . You agree
that Crimson Leaf Games may change, modify, update, suspend, "nerf,"
or restrict Your access to any features or parts of the Game or the Site at any
time without notice or liability to You.
VI. Game Interruptions.
You acknowledge that the Site and/or the Game is subject to
scheduled and unscheduled service interruptions. Crimson Leaf Games reserves
the right to interrupt the Site and/or Game with or without prior notice to You
for any reason or no reason. You agree that Crimson Leaf Games will not be
liable for any interruption of the Site and/or Game, delay or failure to
perform, and You understand that You will not be entitled to any refunds of
money paid to Crimson Leaf Games as compensation for any interruptions of
service.
VII. Account and Game Asset Deletion.
When using the Game, You may accumulate Game Assets
associated with Your Account, including, but not limited to objects, artifacts,
currency, items, equipment, and/or other value or status indicators that reside
on servers operated by Crimson Leaf Games as data.
The GAME is a closely-controlled virtual environment owned
and maintained by CRIMSON LEAF GAMES, and CRIMSON LEAF GAMES reserves the right
to deny service to any player at CRIMSON LEAF GAMES’ sole and absolute
discretion. ADDITIONALLY, CRIMSON LEAF GAMES MAY STOP OFFERING AND/OR
SUPPORTING THE GAME AT ANY TIME.
YOU ACKNOWLEDGE THAT ANY AND ALL GAME ASSETS AND/OR ACCOUNTS
MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON OR NO
REASON AT ALL, INCLUDING, WITHOUT LIMITATION FOR ANY VIOLATION OF THE EULA OR
THIS AGREEMENT, AT THE SOLE AND EXCLUSIVE DISCRETION OF CRIMSON LEAF GAMES.
CRIMSON LEAF GAMES DOES NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIMS ANY
VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON SERVERS OPERATED
BY CRIMSON LEAF GAMES, INCLUDING, WITHOUT LIMITATION, GAME ASSETS. YOU
UNDERSTAND AND AGREE THAT CRIMSON LEAF GAMES HAS THE RIGHT, BUT NOT THE
OBLIGATION, TO REMOVE ANY GAME ASSETS (INCLUDING YOUR GAME ASSETS) IN WHOLE OR
IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR WITHOUT NOTICE AND
WITH NO LIABILITY OF ANY KIND TO YOU.
VIII. End User License Agreement.
You agree that Your use of the Game software (the
"Software") to play the Game is governed by, and You will abide by
the terms of the EULA.
IX. Code of Conduct.
Certain rules govern Your use of the Site and/or the Game
(the "Code of Conduct"). The Code of Conduct is not meant to be
exhaustive, and Crimson Leaf Games reserves the right to take appropriate
disciplinary measures including account termination and deletion to protect the
integrity and spirit of the Site and/or the Game, regardless of whether a
specific behavior is listed here as prohibited. The following are examples of
behavior that warrant disciplinary measures:
A. Impersonating an employee of Crimson Leaf Games or
communicating in any way that makes it appear that the communication originates
from Crimson Leaf Games.
B. Posting identifying information about any other user in
the Game.
C. Harassing, stalking, or threatening any other users in
the Game.
D. Transmitting or communicating any content which, in the
sole and exclusive discretion of Crimson Leaf Games, is deemed offensive,
including, but not limited to, language that is unlawful, harmful, threatening,
abusive, harassing, defamatory, vulgar, obscene, sexually explicit, or
racially, ethnically, or otherwise objectionable.
E. Spamming chat, whether for personal or commercial
purposes, by disrupting the flow of conversation with repeated postings of a
similar nature.
F. Participating in any action which, in the sole and
exclusive judgment of Crimson Leaf Games, "exploits" an undocumented
aspect of the Game in order to secure an unfair advantage over other users.
G. Participating in any action which, in the sole and
exclusive judgment of Crimson Leaf Games, defrauds any other user of the Game,
including, but not limited to, by "scamming" or "social
engineering."
H. Intentional and/or habitual disregard to the rule set for
an instance.
I. Accessing or attempting to access areas of the Game or
Game servers that have not been made available to the public.
X. Character Names.
You may not select a character name that is offensive,
defamatory, vulgar, obscene, sexually explicit, racially, ethnically, or
otherwise objectionable, or falsely indicative of an association with Crimson
Leaf Games. Crimson Leaf Games may modify any name which, in the sole and
exclusive judgment of Crimson Leaf Games, violates this provision without
further notification to You, and may take further disciplinary measures,
including account termination, for repeated violations.
XI. User Content.
“Content” means any communications, images, sounds, and all
the material and information that you upload or transmit through the Site, or
the Game, or that other users upload or transmit, including without limitation
any forum postings and/or chat text. You hereby grant to us and our licensors,
including without limitation our respective successors and assigns, a non-exclusive,
perpetual, irrevocable, sub licensable, transferable, worldwide, paid-up right
to reproduce, fix, adapt, modify, translate, reformat, create derivative works
from, manufacture, introduce into circulation, publish, distribute, sell,
license, sublicense, transfer, rent, lease, transmit, or provide access to
electronically, broadcast, communicate to the public by telecommunication,
display, perform, enter into computer memory, and use and practice such Content
as well as all modified and derivative works thereof., without compensation to
you. None of the Content will be subject to any obligation, whether of
confidentiality, attribution or otherwise, on our part and we will not be
liable for any use or disclosure of any Content. You agree that you may not
upload or otherwise transmit on or through the Site or the Game any Content
that is subject to any third-party rights.
We do not, and cannot, pre-screen or monitor all Content.
However, our representatives may monitor and/or record your communications (including
without limitation forum postings and/or chat text) when you are playing the
Game, and you hereby provide your irrevocable consent to such monitoring and
recording. You acknowledge and agree that you have no expectation of privacy
concerning the submission of any Content. We do not assume any responsibility
or liability for Content that is generated by users of the Site and/or Game. We
have the right, but not the obligation, in our sole discretion to edit, refuse
to post, or remove any Content. We also reserve the right, at all times and in
our sole discretion, to disclose any Content (including without limitation chat
text) for any reason, including without limitation (a) to satisfy any
applicable law, regulation, legal process or governmental request; (b) to
enforce the terms of this Agreement or any other agreement; (c) to protect our
legal rights and remedies; (d) where we feel someone’s health or safety may be
threatened; or (e) to report a crime or other offensive behavior.
XII. Virtual Items and Currency.
You may participate in our Crimson Leaf Credits service
offering if You have a valid, active Account. The Crimson Leaf Credits service
offering is a redeemable point system (“Crimson Leaf Credits”) which can be
used to license in-game virtual items through the Game. Crimson Leaf Credits
are sold through the Game, either by purchasing Crimson Leaf Credits online or
submitting a pre-paid code through the Game. Please note that any Crimson Leaf
Credits You obtain through a Crimson Leaf Games Game Card or other prepaid
method of payment will not be usable until such time as You register it online
with Your Account. Crimson Leaf Games has the right to, and may, limit the
amount of Crimson Leaf Credits You can purchase or that You can maintain in Your
Account at any given time. Crimson Leaf Games may also provide You with Crimson
Leaf Credits as a part of a promotion, or through other means, such as for
completing certain quests or achievements through Your participation in the
Game or Crimson Leaf Games-sponsored contests or sweepstakes. You agree that
You will be solely responsible for paying any applicable taxes related to the
acquisition use, or access of Crimson Leaf Credits. You are solely responsible
for verifying that the correct amount of Crimson Leaf Credits has been added to
or deducted from Your Account for each Crimson Leaf Credits transaction. You
acknowledge and agree that the Crimson Leaf Credits system has no monetary
value and Crimson Leaf Credits cannot be redeemed for cash.
You hereby acknowledge and agree that:
•YOU HAVE no claim, right, title, PROPRIETARY OR OWNERSHIP
interest IN ANY OF THE GAME ASSETS REGARDLESS OF ANY CONSIDERATION OFFERED OR
PAID IN EXCHANGE FOR THOSE GAME ASSETS; AND
•CRIMSON LEAF GAMES shall not be liable in any manner for
the destruction, deletion, modification, impairment, hacking of or any other
damage OR LOSS of any kind CAUSED to ANY OF THE game assets, INCLUDING, BUT NOT
LIMITED TO, DELETION OF game assets UPON THE TERMINATION OR EXPIRATION OF YOUR
ACCOUNT.
You may obtain certain Game Assets through participating in
the Game or through using Crimson Leaf Credits. Some Game Assets You obtain may
have expiration dates, and they will no longer appear in Your Account upon the
expiration date.
The sale of Accounts and virtual items and transfer of these
Accounts and virtual items between users may only be conducted via services
provided by Crimson Leaf Games. Crimson Leaf Games may terminate any account
that has been sold from one user to another or that has been involved in the
sale of virtual items, unless such transactions are conducted via services
provided by Crimson Leaf Games. Any other purported sale or transfer shall be a
violation of this Agreement.
XIII. Trademarks; Copyrights.
Crimson Leaf Games does not authorize You to make any use of
any Crimson Leaf Games trademarks, service marks, trade names, logos, domain
names, taglines, and/or trade dress (collectively, the "Crimson Leaf Games
Marks") under any circumstances without a written license agreement,
except that Crimson Leaf Games may make a "fan kit" available to You
at http://www.crimsonleafgames.com/fankit that includes a limited license
to use certain Crimson Leaf Games Marks. Except for the license expressly
granted with the "fan kit," Crimson Leaf Games reserves all right,
title, and interest in Crimson Leaf Games Marks, and does not authorize You to
display or use any Crimson Leaf Games Marks in any manner, including but not
limited to on websites, on blogs, in forums, in signatures, on products, or in
printed or electronic publications.
The Site and the Game are protected by U.S. and
international copyright laws. Except for your use as authorized above, you may
not modify, reproduce or distribute the content, design or layout of the Site,
or the Game, or individual sections of the content, design or layout of the
Site without Crimson Leaf Games’ express prior written permission.
XIV. Links.
The Site may contain links to websites operated by other
parties. Crimson Leaf Games provides these links to other websites as a
convenience, and use of these sites is at your own risk. The linked sites are
not under the control of Crimson Leaf Games, and Crimson Leaf Games is not
responsible for the content available on the other sites. Such links do not
imply Crimson Leaf Games’ endorsement of information or material on any other
site and Crimson Leaf Games disclaims all liability with regard to your access
to and use of such linked websites.
Unless otherwise set forth in a written agreement between
you and Crimson Leaf Games, you must adhere to Crimson Leaf Games’ linking
policy as follows: (i) the appearance, position and other aspects of the link
may not be such as to damage or dilute the goodwill associated with Crimson
Leaf Games’ and/or its licensors’ names and trademarks, (ii) the appearance,
position and other attributes of the link may not create the false appearance
that your organization or entity is sponsored by, affiliated with, or
associated with Crimson Leaf Games, (iii) when selected by a user, the link
must display the Site on full-screen and not within a “frame” on the linking
Site, and (iv) Crimson Leaf Games reserves the right to revoke its consent to
the link at any time and in its sole discretion.
XV. Notice for Claims of Copyright Infringement.
If you are a copyright owner or agent thereof and believe
that content posted on the Site by a Crimson Leaf Games user infringes upon
your copyright, please submit notice, pursuant to the Digital Millennium
Copyright Act (17 U.S.C. § 512(c)) to our Copyright Agent with the following
information:
(a) an electronic or physical signature of the person
authorized to act on behalf of the owner of the copyright;
(b) a description of the copyrighted work that you claim has
been infringed;
(c) the URL of the location on our website containing the
material that you claim is infringing;
(d) your address, telephone number, and email address;
(e) 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
(f) 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.
Our Copyright Agent can be reached by mail at: Crimson LLC,
510 Old Mount Olivet Rd, Zirconia, NC 28790 ATTN: Crimson Leaf Games Copyright
Agent. Please note that attachments cannot be accepted at the support email address for
security reasons. Accordingly, any notification of infringement submitted
electronically with an attachment will not be received or processed.
XVI. Unsolicited Idea Submissions.
Neither Crimson Leaf Games nor any of its employees and/or
contractors accept or consider unsolicited ideas, original creative artwork or
other works, including, without limitation, ideas or suggestions for new or
improved games or technologies, game or product enhancements, marketing plans
or names for new games (collectively “Unsolicited Ideas”). Please do not send
your Unsolicited Ideas to Crimson Leaf Games or its employees and/or
contractors. Our policy is aimed at avoiding potential misunderstandings or
disputes when Crimson Leaf Games’ products or strategies might seem similar to
Unsolicited Ideas that are submitted. If, despite our request that you not send
us your Unsolicited Ideas, you still submit your Unsolicited Ideas to us or to
any of our employees and/or contractors, then, you hereby grant us and our
designees a worldwide, non-exclusive, sublicenseable, assignable, royalty-free,
perpetual, irrevocable right to use, reproduce, distribute, create derivative
works of, publicly perform, publicly display and license, digitally perform,
make, have made, sell, offer for sale and import your Unsolicited Ideas,
including, without limitation, all copyrights, trademarks, trade secrets,
patents, industrial rights and all other intellectual and proprietary rights
related thereto, in any media now known or hereafter developed, for any purpose
whatsoever, commercial or otherwise, including, without limitation, giving the
Unsolicited Ideas to others.
XVII. Personally Identifiable Information.
You may be required to provide Crimson Leaf Games certain
personally identifiable information ("Personal Information").
Retention and use of Personal Information is subject to the Crimson Leaf Games
privacy policy (http://www.crimsonleafgames.com/PrivacyPolicy.aspx).
XVIII. Account and Subscription Termination.
You agree that Crimson Leaf Games may stop providing support
for and/or access to the Game at any time for any reason or no reason, and may
terminate Your account at any time for any reason or no reason.
You may terminate Your Account at any time by contacting
Crimson Leaf Games at support@crimsonleafgames.com. Crimson Leaf Games makes no
guaranty that You will be able to reactivate Your Account at any time in the
future, so please use caution when terminating Your Account. Accounts terminated
by Crimson Leaf Games shall not be reinstated under any conditions whatsoever.
XIX. Changes to the Agreement.
You agree that Crimson Leaf Games has right to change,
modify, add to, supplement or delete any of the terms and conditions of this
Agreement, effective upon notice as follows: Crimson Leaf Games will post the
revised version of this Agreement on the Mega Wars III The Rebirth website and
will also provide You the opportunity to accept or reject the modified
agreement when launching the Game. If the changes to the Agreement are
unacceptable to You or cause You to no longer be in compliance with the
Agreement, You may terminate the Agreement in accordance with Section XIII.
XX. Warranty Disclaimer.
THE GAME THE SITE AND THE SOFTWARE IS PROVIDED TO YOU
"AS IS" AND CRIMSON LEAF GAMES MAKES NO WARRANTY, CONDITION OR
REPRESENTATION (EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM,
USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING, WITHOUT LIMITATION,
NONINFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, INTEGRATION, OR FITNESS
FOR A PARTICULAR PURPOSE. YOU ASSUME ALL RESPONSIBILITY FOR SELECTING THE GAME,
THE SITE AND THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE
INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE GAME, THE SITE AND/OR
SOFTWARE. WITHOUT LIMITING THE FOREGOING, CRIMSON LEAF GAMES MAKES NO WARRANTY
THAT THE GAME, THE SITE OR THE SOFTWARE WILL BE ERROR-FREE, THAT THE GAME THE
SITE OR THE SOFTWARE WILL BE FREE FROM INTERRUPTIONS OR OTHER FAILURES, OR THAT
THE GAME THE SITE OR THE SOFTWARE WILL MEET YOUR REQUIREMENTS.
Because some states or jurisdictions do not allow the
disclaimer of implied warranties, the foregoing disclaimer may not apply to
you.
XXI. Limitation of Liability.
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN
TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHERWISE, SHALL CRIMSON LEAF GAMES
BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR LOSS OF PROFITS, LOSS OF GOODWILL,
OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR
GROSS NEGLIGENCE OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR
WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR FOR ANY OTHER DAMAGE OR
LOSS. IN NO EVENT SHALL CRIMSON LEAF GAMES BE LIABLE FOR ANY DAMAGES IN EXCESS
OF ANY AMOUNT YOU HAVE PAID CRIMSON LEAF GAMES FOR THE GAME AND GAME-RELATED
TRANSACTIONS DURING THE SIX (6) MONTHS PRIOR TO THE TIME YOUR CAUSE OF ACTION
AROSE, IF ANY, EVEN IF CRIMSON LEAF GAMES HAS BEEN ADVISED 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, the liability of Crimson Leaf Games
and its affiliates shall be limited to the fullest extent permitted by law.
XXII. Indemnity.
You agree to indemnify, hold harmless, and defend Crimson
Leaf Games from and against all claims or lawsuits, including attorney's fees,
that arise or result from Your use or misuse of the Game, or violation of any
of the provisions of the Terms of Game Agreement.
XXIII. Location.
The Site and the Game are operated by Crimson Leaf Games in
the United States. Those who choose to access the Site, and/or the Game from
locations outside the United States do so on their own initiative and are responsible
for compliance with applicable local laws.
XXIV. Children.
The Site and the Game are not directed toward children under
13 years of age nor does Crimson Leaf Games knowingly collect information from
children under 13. If you are under 13, please do not submit any personally
identifiable information to Crimson Leaf Games.
XXV. Entire Agreement.
This Agreement (including any amendments You subsequently
agree to and the End User License Agreement, which is incorporated herein by
reference) represents the complete agreement between You and Crimson Leaf Games
concerning the subject matter of the Agreement, and supersedes any prior
agreements and representations between You and Crimson Leaf Games.
XXVI. Reform and Severability.
If any provision of this Agreement is held to be
unenforceable for any reason, such provision shall be reformed to the extent
necessary to make it enforceable to the maximum extent permissible so as to
affect the intent of the parties, and the remainder of this Agreement shall
continue in full force and effect.
XXVII. Dispute Resolution.
A. Negotiations. Disputes can be expensive and time
consuming for both parties. In an effort to accelerate resolution and reduce
the cost of any dispute, controversy or claim related to these Terms of Game
("Claim"), you and Crimson Leaf Games agree to first attempt to
negotiate any Claim (except those Claims expressly provided below) informally
for at least thirty (30) days before initiating any arbitration or court
proceeding. Negotiations will begin upon written notice. Crimson Leaf Games
will send its notice to your billing address and email you a copy to the email
address you have provided to us. You will send your notice to Crimson Leaf LLC,
510 Old Mount Olivet Rd, Zirconia NC 28790, ATTN: CEO.
B. Binding Arbitration. If the parties are unable to resolve
a Claim through negotiations, either you or Crimson Leaf Games may elect to
have the Claim (with the exception of those Claims expressly excluded in
Section XXVII.E) finally and exclusively resolved by binding arbitration. Any
election to arbitrate by one party shall be final and binding on the other. The
arbitration will be conducted under the Commercial Arbitration Rules of the
American Arbitration Association ("AAA") and, where appropriate, the
AAA’s Supplementary Procedures for Consumer Related Claims ("AAA Consumer
Rules").
The arbitration may be conducted in person, through the submission
of documents, by phone or online. The arbitrator will make a decision in
writing, but need not provide a statement of reasons unless requested by a
party. The arbitrator must follow applicable law, and any award may be
challenged if the arbitrator fails to do so. The determination of whether a
Claim is subject to arbitration shall be governed by the Federal Arbitration
Act and determined by a court rather than an arbitrator.
Your arbitration fees and your share of arbitrator
compensation shall be governed by the AAA Rules and, where appropriate, limited
by the AAA Consumer Rules. Crimson Leaf Games will pay all arbitration fees and
expenses in the event the arbitrator determines those costs to be excessive.
Except as otherwise provided in this Agreement, you and Crimson Leaf Games may
litigate in court to compel arbitration, stay proceeding pending arbitration,
or to confirm, modify, vacate or enter judgment on the award entered by the
arbitrator.
BY AGREEING TO THIS ARBITRATION PROVISION, YOU UNDERSTAND
THAT YOU AND CRIMSON LEAF GAMES ARE WAIVING THE RIGHT TO SUE IN COURT AND HAVE
A JURY TRIAL.
C. Location. Any arbitration will take place in Hendersonville,
State of North Carolina, United States of America with the understanding that
any party may attend the arbitration by video, phone and/or internet
connection. Any Claim not subject to arbitration (other than claims proceeding
in any small claims court), or where no election to arbitrate has been made,
shall be decided by a court of competent jurisdiction in Hendersonville, State
of North Carolina, United States of America, and you and Crimson Leaf Games
agree to submit to the personal jurisdiction of that court.
D. Restrictions. You and Crimson Leaf Games agree that any
arbitration shall be limited to the Claim between Crimson Leaf Games and you
individually. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND CRIMSON LEAF
GAMES AGREE THAT (1) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE
ARBITRATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (2)
THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED
REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS;
AND (3) NO ARBITRATION SHALL BE JOINED WITH ANY OTHER.
E. Liability limit. You and Crimson Leaf Games agree that any
arbitration shall be limited to be no more than one United States dollar.
E. Governing Law. Except as otherwise provided in this
Agreement, this Agreement shall be is governed by, and will be construed under,
the laws of the United States of America and the law of the State of
North Carolina, without regard to choice of law principles. The application of the United
Nations Convention on Contracts for the International Sale of Goods is
expressly excluded. For players who access the Game from outside of the United
States, other laws may apply if you choose not to agree to arbitrate as set
forth above, and in such an event, shall affect this Agreement only to the
extent required by such jurisdiction. In such a case, this Agreement shall be
interpreted to give maximum effect to the terms and conditions in this
Agreement. If you access the Game from New Zealand, and are a resident of New
Zealand, The New Zealand Consumer Guarantees Act of 1993 ("Act") may
apply to the Game as supplied by Crimson Leaf Games to you. If the Act applies,
then notwithstanding any other provision in this Agreement, you may have rights
or remedies as set out in the Act which may apply in addition to, or, to the
extent that they are inconsistent, instead of, the rights or remedies set out
in this Agreement. You are responsible for compliance with local laws if and to
the extent local laws are applicable.
F. Severability. You and Crimson Leaf Games agree that if
any portion this Section XXVII is found illegal or unenforceable (except any
portion of Section XXVII.E), that portion shall be severed and the remainder of
the Section shall be given full force and effect. If Section XXVII.E is found
to be illegal or unenforceable then neither you nor Crimson Leaf Games will
elect to arbitrate any Claim falling within that portion of Section XXVII.E
found to be illegal or unenforceable and such Claim shall be decided by a court
of competent jurisdiction within Raleigh, State of North Carolina, United
States of America, and you and Crimson Leaf Games agree to submit to the
personal jurisdiction of that court.
XXVIII. General.
A. No Partnership. You agree that no joint venture,
partnership, employment, or agency relationship exists between you and Crimson
Leaf Games as a result of this Agreement or your use of the Site or the Game.
B. Assignment. Crimson Leaf Games may assign this Agreement,
in whole or in part, to any person or entity at any time with or without your
consent. You may not assign the Agreement without Crimson Leaf Games’ prior
written consent, and any unauthorized assignment by you shall be null and void.
C. Severability. If any part of this Agreement is determined
to be invalid or unenforceable, then that portion shall be severed, and the
remainder of the Agreement shall be given full force and effect.
D. Attorneys’ Fees. In the event any litigation is brought
by either party in connection with this Agreement, the prevailing party in such
litigation shall be entitled to recover from the other party all the reasonable
costs, attorneys' fees and other expenses incurred by such prevailing party in
the litigation.
E. No Waiver. Crimson Leaf Games’ failure to enforce any
provision of this Agreement shall in no way be construed to be a present or
future waiver of such provision, nor in any way affect the right of any party
to enforce each and every such provision thereafter. The express waiver by us
of any provision, condition or requirement of this Agreement shall not
constitute a waiver of any future obligation to comply with such provision,
condition or requirement.
F. Notices. All notices given by you or required under this
Agreement shall be in writing and addressed to: Crimson Leaf LLC, 510 Old Mount
Olivet Rd, Zirconia, NC 28790, ATTN: CEO.
G. Export Administration. You will comply fully with all
relevant export laws and regulations of the United States, including, without
limitation, the U.S. Export Administration Regulations (collectively “Export
Controls”). Without limiting the generality of the foregoing, you will not, and
you will require your representatives not to, export, direct or transfer the
Software, or any direct product thereof, to any destination, person or entity
restricted or prohibited by the Export Controls.
H. Equitable Remedies. You hereby agree that Crimson Leaf
Games would be irreparably damaged if the terms of this Agreement were not
specifically enforced, and therefore you agree that we shall be entitled,
without bond, other security, or proof of damages, to appropriate equitable
remedies with respect to breaches of this Agreement, in addition to such other
remedies as we may otherwise have available to us under applicable laws.
XIX. Crimson Leaf Games Customer Contact.
If You have any questions concerning these terms and
conditions, or if You would like to contact Crimson Leaf Games for any other
reason, please contact Crimson Leaf Games support at support@crimsonleafgames.com