BattleBuddy Terms of Use
Last Updated: 29th of July 2023
These Terms of Use constitutea legal contract that establishes the relationship between you, the user, (“you, your, yours, etc.”) and SOMETHING SINGLE MEMBER P.C. (“we, us, our, ours, etc.”), as it relates to your access to and use of www.battlebuddy.gg and any affiliated websites and related mobile versions and all services provided thereon (“BattleBuddy”), a gaming platform that allows video game players (“Buddies”) to offer to play video games with other users (“Gamer(s)”) in exchange for virtual credits (“Bits”), and offers Gamers the opportunity to purchase Bits for such purposes. With the exception of certain fair uses of third-party copyrights and trademarks, we are the owner of all text, images, graphics, photographs, audio, video, buttons, icons, animations, data, messages, software, content, information, or materials on BattleBuddy (“Materials”). While we do not own the content shared on BattleBuddy by you (“Content”) or our other users, such user-generated content is included within the definition of BattleBuddy but is excluded from the definition of Materials.
By accessing or using BattleBuddy, you accept and agree to our website policies, including these Terms of Use, and you certify to us that (a) you are eighteen (18) years of age or older, and are at least the age of majority in your jurisdiction, (b) you have the legal capacity to enter into and agree to these Terms of Use, (c) you are using BattleBuddy freely, voluntarily, willingly, and for your own personal enjoyment, and (d) you will only provide accurate and complete information to us and promptly update this information as necessary to maintain its accuracy and completeness.
We reserve the right to revise these Terms of Use at any time. You agree that we have this unilateral right, and that all modifications or changes are in force and enforceable immediately upon posting. The updated version supersedes any prior versions immediately upon posting, and the prior version is of no continuing legal effect unless the revised version specifically refers to the prior version and keeps the prior version or portions thereof in effect. We agree that if we change anything in these Terms of Use, we will change the “Last Updated” date at the top of these Terms of Use. You agree to re-visit this page on a frequent basis, and to use the “Refresh” or “Clear Cache” function on your browser when doing so. You agree to note the date above. If the “Last Updated” date remains unchanged from the last time you reviewed these Terms of Use, then you may presume that nothing in these Terms of Use has changed since the last time you visited. If the “Last Updated” date has changed, then you must review the updated Terms of Use in their entirety. You must agree to any updated Terms of Use or immediately cease use of BattleBuddy. If you fail to review these Terms of Use as required to determine if any changes have been made, you assume all responsibility for such omission, and you agree that such failure amounts to your affirmative waiver of your right to review the updated terms. We are not responsible for your neglect of your legal rights.
1. Accounts
A. Registration
All users may register for a single account on BattleBuddy, provided you meet the requirements set forth herein and otherwise abide by these Terms of Use. To participate in pay-to-play games with a Buddy or to engage in other features on BattleBuddy as a Gamer, you must provide a valid payment method. To be paid to play games with Gamers or to engage in other features as a Buddy on BattleBuddy, you must submit valid and current banking information and complete any additional application materials required by us. We reserve the right to approve, deny, or limit your ability to offer services as a Buddy in our sole and absolute discretion.
B. Accuracy
If you fail to provide the required information, if we reasonably believe that you have provided false, misleading, inaccurate, incomplete, not current, or otherwise incorrect information to us, if you fail to promptly update such information to maintain its accuracy and completeness, or if we or any of our authorized agents have reasonable grounds to suspect that a violation of this provision has occurred, we may reject, suspend, or terminate your account, as well as subject you to criminal and civil liability. Acceptance of registration is subject to our sole discretion. While we may require you to provide additional information as necessary to verify the accuracy of your identity and the information you provide to us, you understand and agree that we do not sponsor or endorse any user, or any user-generated content.
C. No Account Sharing
You will not use, attempt to access, or ask for the login credentials for any third party’s account at any time. You will not allow any third party to access or use your account at any time, nor provide any third party with your login credentials. We will not be liable for any loss that you may incur as a result of any third party that uses your password or otherwise accesses your account, either with or without your knowledge. You will be liable for losses incurred by us or any third party due to release of account credentials to unauthorized persons.
D. Termination by You
You may delete your account by clicking “Delete Account” in your account settings. You will not assign, transfer, sell, or share your membership to BattleBuddy. If you do, both you and any unauthorized user are jointly and severally liable for any fees that will be due.
E. Termination by Us
We may suspend or terminate your account, membership, and any licenses herein, at any time, for any reason, in our sole discretion, including if you violate these Terms of Use or if your account becomes inactive for more than six months. If we terminate your account, you will be responsible for all charges to your account at the time of termination, and any remaining balance in the account will become non-refundable. We are not responsible for preserving terminated account information which may be permanently deleted in our discretion.
2. Grant of Rights
A. Materials
You understand that all we are offering you is access to and use of BattleBuddy as we provide them from time to time. You need to provide your own access to the Internet, hardware, and software, and you are solely responsible for any fees that you incur to access or use BattleBuddy. All users may access and use certain public areas of BattleBuddy, free of charge. We grant all users a limited, nonexclusive, revocable, and nontransferable personal license to access and use only those Materials provided on free areas of BattleBuddy for private, non-commercial purposes. This free license does not include a license to access or use paid areas of BattleBuddy or the Materials therein. If you are a Gamer or Buddy, we also grant you a limited, nonexclusive, revocable, and nontransferable personal license to access and use BattleBuddy, the Materials, and user-generated content, as limited by your purchase of certain paid features. This paid license is for private, non-commercial purposes. We reserve the right to limit the amount of Materials viewed or features available to you. Your license to access and use BattleBuddy, the Materials, any user-generated content, and certain paid features is not a transfer of title. You will not copy or redistribute any Material or user-generated content, and you will prevent others from unauthorized access, use of, or copying of the Materials and any user-generated content.
B. Content
We may permit you to submit Content to BattleBuddy. Except for personally identifiable information covered under our Privacy Policy, we will consider Content non-confidential and nonproprietary. We will have no obligation regarding Content, and we do not guarantee any confidentiality for any Content. You are solely responsible for the Content and the consequences of posting the Content to BattleBuddy.
You retain all ownership rights in the Content. However, you grant us a worldwide, perpetual, nonexclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content for our business (and the business of our successors), including for promoting and redistributing any part of BattleBuddy (and derivative works of it) in any media formats and through any media channels for the purposes set forth in these Terms of Use. This license shall include the right to copy and transfer the Content to any of our affiliate, related, or partner sites, and to post the Content on different pages of BattleBuddy at our sole discretion. We may freely use the Content for any purpose. Further, you grant each user of BattleBuddy a worldwide, nonexclusive, royalty-free license to access, use, view, display, and perform the Content through BattleBuddy, as permitted through BattleBuddy and under these Terms of Use, and as limited by that user’s purchase of certain paid features.
We may also permit you to submit messages and other information on our Discord channel or via other third-party messaging platforms. You understand and agree that your use of such services, including your submission of any messages or other information on such third-party platforms, is governed by the terms and policies of such third-party platforms. However, we may have moderation privileges on such platforms, and we reserve the right to enforce such third party’s policies, or our own policies, by taking any necessary action on such third-party platforms, including removing the violative material and suspending or terminating your access to such third-party platforms.
3. Billing and Payments
A. Wallets
We permit users to maintain account balances of Bits in up to two types of wallets. Bits Balance wallets are comprised of all Bits that you purchase. Income Bits wallets are comprised of all Bits that you earn by selling your services as a Buddy on BattleBuddy. From time to time, we may permit you to transfer Bits from your Income Bits wallet to your Bits Balance wallet, free of charge.
B. Purchases
If you provide valid and current payment information you may purchase Bits to hire Buddies and to access other upgrades and paid features. We will deposit any purchased Bits to your Bits Balance wallet. Bits have no cash value and are for entertainment purposes only. Unused Bits are not eligible for any full or partial refunds. Bits may be deleted from inactive accounts. We offer you the opportunity to purchase Bits in different amounts for differing prices. The price of Bits is prominently displayed on BattleBuddy. We may charge Gamers an exchange fee on every purchase of Bits, and our payment gateways may impose additional fees and minimum and maximum exchanges on Gamers. These fees, minimums, and maximums are prominently displayed on BattleBuddy at the time of purchase.
Each Buddy may set their own prices in Bits which are prominently displayed on BattleBuddy. We may offer you the opportunity to purchase upgrades and paid features for differing prices in Bits or fiat currency which are prominently displayed on BattleBuddy. You may only purchase such games, upgrades, and features at the currently displayed price and in the required currency. We reserve the right to charge additional fees for access to or use of BattleBuddy or any of our other features, and to change our fee structure at our discretion. All previous offers or discounts are unavailable once removed from BattleBuddy.
You agree to pay all fees or account charges related to any fees, taxes, charges, purchases, or upgraded features associated with your account, immediately when due in accordance with our stated billing policy, or that of our third-party billing agent. You acknowledge that the charge on your banking statement may display our company name, one of our brand names, or our third-party billing agent’s name. You understand and agree that you are responsible for all fees or penalties that are associated with your account. Your account will be deemed past due if it is not paid in full by the payment due date. Your card issuer agreement may contain additional terms with respect to your rights and liabilities as a card holder. You agree to pay all amounts due immediately upon cancellation or termination of your account.
C. Account Balances
You understand and agree that (i) any balance in your Bits Balance wallet cannot be withdrawn and is nonrefundable, (ii) any balance in your Income Bits wallet may not be withdrawn or otherwise paid to you if BattleBuddy becomes insolvent, (iii) BattleBuddy does not pay interest on Bits balances, and (iv) Bits balances and transactions are only reported to you through BattleBuddy, and we are under no obligation to issue any other report regarding your account balance or transactions.
D. Commissions
If you are a Buddy, it is your sole responsibility to designate the price of your services as a Buddy, including setting the purchase price for each game and the limitations of any such purchase. We will deposit ninety percent (90%) of all Bits earned in conjunction with any sale associated with your account to your Income Bits wallet. You understand and agree that we retain the remaining ten percent (10%) of Bits as a processing fee. We reserve the right to change these percentages at any time.From time to time, we may offer certain increased commission percentages as a signing bonus or other incentive. You understand and agree that we are under no obligation to offer such incentives, and the terms and conditions of such incentive programs remain in our sole and absolute discretion and will be prominently displayed on BattleBuddy.
Whenever you request payment from your Income Bits wallet, we will issue payment to you in your selected payment method for any monies earned during the proceeding pay period, minus any processing fees based on your payment selection or otherwise associated with your account, provided you have met the minimum payment threshold; however, we may withhold payment for up to fourteen (14) days for the purpose of fraud prevention. Withheld payments will be listed on your account as “Pending Bits.” We may also automatically issue payment to you if the balance in your Income Bits wallet exceeds our maximum balance threshold. You understand and agree that you are not entitled to withdraw any Bits from your Bits Balance wallet. You are responsible for providing accurate bank account or payment method details identifying where earnings will be sent. You must own or control the account associated with your payment method, and you agree to provide us with such information as we may request to confirm your ownership or control. You cannot receive a payout until you have met the minimum payment threshold. In the event we receive notice of any lien or encumbrance against your account, we may suspend payouts until such lien or encumbrance is satisfied or discharged. We may set off any liability, damages, costs, or expenses that we incur arising from or relating to your breach of these Terms of Use against any money that we owe to you under these Terms of Use. We may also adjust or deduct the monies transferred to your account for any reason, at any time, without advance warning or notice, including retroactively. The most common reasons for transfer adjustments include customer refunds, fraud, conduct violations, third party liens, garnishments, and technical errors.
E. Taxes
You shall be responsible for payment of all taxes, and we will not be responsible for any federal income tax withholding, unemployment contribution, workers compensation, Medicare / Medicaid, or any employment-related benefits. If requested, you will provide us with a Social Security Number or Taxpayer Identification Number, so that an IRS form 1099 may be issued where required by law. Failure to provide such information to us may result in termination of these Terms of Use.
F. Third-Party Payment Processing
G. Changes to Your Billing and Payment Information
H. Chargebacks
If you make a purchase on BattleBuddy that results in a chargeback, we may terminate your account. You agree to contact us to seek a resolution of any issue before initiating a chargeback. We reserve the right to withhold any funds or proceeds generated from interactions with users that results in a chargeback.
I. Changes to Our Billing and Payment Methods
We reserve the right to make changes at any time to our fees and billing and payment methods, including the addition of administrative or supplemental charges for any feature, with or without prior notice to you.
You understand and agree that it is our standard policy that all purchases are final and nonrefundable. We reserve the right to address all refund requests in our sole discretion. In no instance will a refund be provided where the user initiates a chargeback.
K. Billing and Payment Errors
If you believe that you have been erroneously billed for activity associated with your account, or if you believe that we have paid you an insufficient amount for any activity associated with your account, please notify our third-party billing or payment agents immediately of such error. If you do not do so within thirty (30) days after such billing or payment error first appears on any account statement, the fee or payment in question will be deemed acceptable by you for all purposes, including resolution of inquiries made by or on behalf of your banking institution. You release us from all liabilities and claims of loss resulting from any error or discrepancy that is not reported within thirty (30) days of the bill or payment being rendered to you. These terms shall supplement and be in addition to any terms required by third party billing or payment entities we engage to provide billing or payment services. You are responsible for review and compliance with such entity’s terms in addition to those contained in these Terms of Use.
L. Fraudulent Use of Credit Cards
We take credit card fraud very seriously. Discovery that you have used a stolen or fraudulent credit card will result in the notification of the appropriate law enforcement agencies and termination of your account.
M. Anti-Money Laundering
We prohibit and seek to prevent money laundering and the funding of criminal activities. We train our employees to monitor for suspicious transactions on BattleBuddy and to review transactions that meet certain thresholds. We may provide any evidence of such activities by our users (and your personally identifiable information as detailed in our Privacy Policy or as otherwise deemed necessary by us.
We may prevent you from creating an account, suspend or terminate your account, or request additional information from you if (1) you provide fraudulent account or payment information, such as impersonating a third party, (2) one or more of your transactions is flagged, or (3) you are on OFAC’s list of Specially Designated Nationals and Blocked Persons or a similar sanctions or terrorism watch lists. If you refuse or fail to provide requested information in a timely manner, we will terminate your account.
4. Referral Program
A. Participation and Termination
We may allow you to participate in a referral program (“Program”) whereby you will provide marketing services (“Referrals”) in exchange for a percentage of all Bits sold through your personalized referral link (“Link”). By participating in the Program, you accept and agree to comply with this section. We may terminate your participation in the Program for any reason or no reason, in our sole and absolute discretion. If you violate any provision of this section, you will forfeit all right to any unpaid and future referral commissions.
The current commission rate is posted on our Referral Program page. We may alter this rate from time to time in our discretion without notice and without penalty to us. Any changes to our Referral commission rate will only be applied to Referrals sent to us after the publication of the change. You agree that you will periodically check the Referral Program page, and your continued participation in the Program manifests your assent to any changes in the rates. We will deposit Bits into your Income Bits wallet for all Referrals through your Link. We may deduct from your commissions an amount equal to any commission resulting in a refund or chargeback related to a purchase through your Link or any commission resulting from fraud, other illegal activity, technical error, or as required by law. No commissions will be paid on transactions that are in violation of this section or any other provision of these Terms of Use. We may temporarily withhold any commissions if we reasonably believe a violation of these Terms of Use has occurred until such time as an investigation can be conducted and a determination can be made. You shall forfeit all earnings on BattleBuddy if, due to inaccurate, incomplete, or outdated account information provided by you, we are unable to issue a disbursement to you within six (6) months of the sale related to those earnings.
B. Channel Information
You may market, advertise, and promote BattleBuddy by sharing the Link on your website, web page, blog, forum, third-party social media accounts, and any other media outlet or online account owned or operated by you that is ordinarily used to advertise online services (“Channels”). You shall be solely responsible for all content, materials, and other information thereupon, including the Link (“Channel Information”). You represent and warrant that you own or operate the Channels, and that the Channel Information does not infringe upon or violate any applicable law, rule, or regulation, including intellectual property and publicity rights. We shall have no obligations with respect to the Channel Information, including but not limited to, any duty to review or monitor any such Channel Information. You agree to indemnify us for any claims, charges, debts, allegations, or lawsuits arising out of any Channel Information or other information appearing on the Channels.
C. Grant of Rights
We grant you a limited, revocable, non-exclusive right to use our trademarks and service marks (“Marks”) and the Link on the Channels for the purposes of your participation in this Program. You agree that the Marks are and shall remain our property, and that nothing in these Terms of Use conveys to you any right of ownership in the Marks. You will not now nor in the future contest the validity of the Marks. You will not take any action that would impair or diminish the value of, or the goodwill associated with, the Marks, including using the Marks in a manner that disparages or portrays us or our products or services in a false, competitively adverse, or poor light. Your use of the Marks shall inure to our benefit. You will not register any domain name or account on any third-party website that contains or is confusingly similar to any Mark belonging to us, and you agree that, if you do, you will immediately disable the offending domain name or account on any third-party website upon our demand and at your expense, or that, if you fail to immediately do so, you will reimburse us for all fees incurred in order to enforce these obligations, including attorneys’ fees and costs associated with filing a domain dispute complaint.
D. Code of Conduct for Program Participants
We reserve the right to terminate your participation in the Program at any time and for any reason or no reason, in our sole and absolute discretion. Reasons for refusal or acceptance or termination of participation may include violation of this Code of Conduct for Program Participants, or the other provisions of this Section.
You must fully comply with state or federal consumer protection statutes, regulations, rules, policies, or advisory opinions. You will notify us of any inquiries or concerns made, accusing you of or investigating you for any activities related to the Referrals that are questionable, illegal, or otherwise violate these Terms of Use.
You will not:
· Use deceptive, unlawful, or unfair promotional tactics or devices, such as manipulating search engine results, or otherwise engaging in activity that is false, misleading, infringing, manipulative, or deceptive in order to drive traffic through the Link.
· Use any meta-tags, key words, pay-per-click advertising campaigns, or other marketing tactics that would imply or suggest that underage or other illegal content may be found on BattleBuddy or the Channel, or otherwise market BattleBuddy or the Channel to pedophiles or those seeking illegal content.
· Transmit or distribute the Link to any minors or any unwilling adults.
· Solicit or permit a minor to become a user of BattleBuddy.
· Use any form of unlawful email promotion to promote the Link.
· Violate the policies of any third-party website while sharing the Link.
· Engage in any activities that, in our sole discretion, are harmful to our image, goodwill, or reputation.
· Attempt to do any of the acts described in this section or assist or permit any person in engaging in any of the acts described in this section.
E. FTC Guidelines
At all times, you will comply with all FTC guidelines related to affiliate and/or “influencer” marketing, including:
· The Channel Information must be truthful and shall not be misleading.
· You must actually use BattleBuddy before participating in the Program.
· You must post a clear and conspicuous disclosure on all Channel Information which include the Link or otherwise promote or advertise BattleBuddy. This disclosure must be:
o close to the claims to which it relates,
o if text, in an easy-to-read font and color that stands out from the background,
o if video, on screen long enough to be noticed, read, and understood,
o if audio, read at an easily understandable cadence,
o if commissions are earned, a statement that “I get commissions for purchases made through links in this post” or something similar,
o if above average results were obtained from use of BattleBuddy, a statement that “I made $X a month, even though the average Buddy only earns $X per month” or something similar, and
o if you have a connection to BattleBuddy that your followers would not expect, such as an employment or familial relationship, a statement that “I work for BattleBuddy” or something similar.
F. Access to the Channels
During your participation in the Program, you agree to provide us with the means necessary to monitor the source of traffic you send to BattleBuddy, although we undertake no obligation to do so. To that end, and solely for that purpose, if the Channels have any method of access restrictions in place, you agree to send us valid access credentials to any password-protected area of the Channels within twenty-four (24) hours of receiving a request for such access by us. You agree that we shall not be charged or incur any expense from you for such access.
5. Acceptable Use Policy
A. Prohibited Uses for All Users
o intellectual property right laws protecting patents, copyrights, trademarks, trade secrets, and any other intellectual property right, including making, obtaining, distributing, or otherwise accessing illegal copies of copyrighted, trademarked, or patented content, deleting intellectual property right indications and notices, or otherwise manipulating identifiers in order to disguise the origin of your Content;
o laws against obscene, lewd, defamatory, or libelous speech; and
o laws protecting confidentiality, privacy rights, publicity rights, or data protection.
· fail to comply with orders, judgments, or mandates from courts of competent jurisdiction.
· link to BattleBuddy on any third-party website in any way that is illegal, unfair, or damages or takes advantage of our reputation, including any link which establishes or suggests a form of association, approval, or endorsement by us where none exists.
· post, upload, or share Content that depicts, advertises, promotes, encourages, facilitates, or solicits (real, simulated, or implied) (i) nudity or sexual content; (ii) illegal or illicit drugs; (iii) suicide, self-harm, or extreme pain, whether inflicted by yourself or a third party; or (iv) any other illegal behavior or behavior that may be considered obscene under applicable law.
· post, upload, or share any employment ads or Content which violates anti-discrimination laws.
· post, upload, share, or collect the telephone numbers, street addresses, last names, email addresses, URLs, geographic location, or any other personal information about users or third parties without their consent, or, except as expressly authorized in these Terms of Use.
· use slang, acronyms, abbreviations, emojis, GIFs, or other media to communicate any activity that violates these Terms of Use.
· engage in antisocial, disruptive, or destructive behavior, including “doxing,” “bombing,” “flaming,” “spamming,” “flooding,” “trolling,” and “griefing” as those terms are commonly understood and used on the Internet, or engage in any other behavior that serves no purpose other than to harass, annoy, or offend users.
· access the accounts of other users.
· engage in any fraudulent activity, including impersonating any real or fictitious third party, falsely claiming affiliation with any third party, misrepresenting the source, identity, or contents of the Content.
· engage in platform manipulation, including utilizing bots or other fraudulent means to artificially drive traffic to or inauthentically generate engagements with your account, the Content, or links to third party websites.
· circumvent, disable, damage, or otherwise interfere with the operations of BattleBuddy, any user’s enjoyment of BattleBuddy, or our security-related features or features that prevent, limit, restrict, or otherwise enforce limitations on the access to, use of, or copying of BattleBuddy, by any means, including posting, linking to, uploading, or otherwise disseminating viruses, adware, spyware, malware, logic bombs, Trojan horses, worms, harmful components, corrupted data, or other malicious code, file, or program designed to interrupt, destroy, limit, or monitor the functionality of any computer software or hardware or any telecommunications equipment.
· reverse engineer, decompile, disassemble, or otherwise discover the source code of BattleBuddy or any part of it, except and only if that activity is expressly permitted by applicable law despite this limitation.
· access or use any automated process (such as a robot, spider, scraper, or similar) to access or use BattleBuddy in violation of our robot exclusion headers or to scrap all or a substantial part of the BattleBuddy (other than in connection with bona fide search engine indexing or as we may otherwise expressly permit).
· modify, adapt, translate, or create derivative works based on BattleBuddy, except and only if applicable law expressly permits that activity despite this limitation.
· commercially exploit or make available, mirror, or frame BattleBuddy.
· take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technology infrastructure or otherwise make excessive demands on it.
· attempt to do any of the acts described in this section or assist or permit any person in engaging in any of the acts described in this section.
Engaging in any Prohibited Use will be considered a breach of these Terms of Use and may result in immediate suspension or termination of the user’s account and access to BattleBuddy or the platform without notice, in our sole discretion. We may pursue any legal remedies or other appropriate actions against you if you engage in any of the above Prohibited Uses or otherwise violate these Terms of Use or any international, foreign, or domestic laws, including civil, criminal, or injunctive relief, forfeiture of revenue, and termination of your account.
B. Additional Prohibited Uses for Buddies
If you are a Buddy, you will not, without our express prior written authorization:
· defraud us or our users (e.g., working together with a member or “hacker” to accept payment with stolen credit cards).
· fail to honor any lawful representation made to other users in furtherance of selling your services as a Buddy.
· upload any Content where Buddy is not readily identifiable within the Content, such as where Buddy’s face is hidden or obstructed for the entirety of the performance.
· allow a third party to control your account.
· release the personal information of any other user or third party without that person’s consent.
· harass, disparage, defame, or otherwise interfere with the business or personal lives of other users, whether on BattleBuddy, on third-party websites, or offline.
· solicit or accept payments for travel or in-person meetings.
· attempt to do any of the acts described in this section or assist or permit any person in engaging in any of the acts described in this section.
If you are a Buddy and violate these additional Prohibited Uses for Buddies or any other provision of these Terms of Use, we may delete your account without payment or permanently ban you from BattleBuddy.
C. Reporting User-Generated Content and User Activities
If you are aware of any user-generated content on BattleBuddy or any user engaging in activities that violate these Terms of Use, please access contact us at [email protected] and provide as much detail as possible, including a description of the objectionable user-generated content or the location where they may be found, the username of the individual engaging in suspicious activities, the date and time of identification, the reason we should remove the objectionable user-generated content or investigate the activities, and a statement certifying the accuracy of the information you provided to us. If you are a Buddy, you must report all violative user-generated content and suspicious activity to us. We may consider you complicit in any fraud to which you were knowledgeable of suspicious activity but failed to report it.
D. Law Enforcement
We will fully cooperate with law enforcement authorities or orders from courts of competent jurisdiction, requesting or directing us to disclose the identity or location of any user in breach of these Terms of Use, in accordance with our privacy policies, law enforcement policies, and applicable law or regulation. If we receive a subpoena, discovery request, production order, search warrant, or court order in response to your activities which causes us to incur legal expenses, costs, or fees for compliance, you agree to reimburse us for any such legal expenses, costs, and fees upon our request.
6. Dispute Resolution and Damages
A. Governing Law and Venue
These Terms of Use and all matters arising out of, or otherwise relating to, these Terms of Use shall be governed by the laws of the state of Florida, and United States federal law, excluding any conflict of law provisions. The sum of this paragraph is that all disputes must be, without exception, resolved in Orange County, Florida. All Parties to these Terms of Use agree that all legal actions or proceedings arising in connection with these Terms of Use or any services or business interactions between the Parties that may be subject to these Terms of Use shall be brought exclusively in Orange County, Florida. The Parties agree to exclusive jurisdiction and venue in, and only in, Orange County, Florida. The Parties additionally agree that this choice of venue and forum is mandatory and not permissive in nature, thereby precluding any possibility of litigation between the Parties with respect to, or arising out of, these Terms of Use in a jurisdiction other than that specified in this paragraph. All Parties hereby waive any right to assert the doctrine of forum non-conveniens or similar doctrines challenging venue or jurisdiction, or to object to venue with respect to any proceeding brought in accordance with this paragraph or with respect to any dispute under these Terms of Use whatsoever. All Parties stipulate that the courts located in Orange County, Florida shall have personal jurisdiction over them for resolution of any litigation permitted by these Terms of Use. You agree to accept service of process by registered or certified mail, Federal Express, or Priority Mail, with proof of delivery or return receipt requested, sent to your last known address for any legal action arising from these Terms of Use. Any final judgment rendered against you or us in any action or proceeding shall be conclusive as to the subject matter and may be enforced in the courts located in Orange County, Florida or other jurisdictions in any manner provided by law if such enforcement becomes necessary.
B. Arbitration
If you are a Buddy and have a dispute with us arising out of or otherwise relating to this Agreement, you shall confer with us and negotiate in good faith to attempt to resolve the dispute. If you are unable to resolve the dispute with us through direct negotiations, then, except as otherwise provided herein, either party must submit the issue to binding arbitration in accordance with the then-existing Commercial Arbitration Rules of the American Arbitration Association. Arbitral Claims shall include, but are not limited to, contract and tort claims of all kinds, and all claims based on any federal, state or local law, statute, or regulation, excepting only claims by us for intellectual property infringement, actions for injunctions, attachment, garnishment, and other equitable relief. The arbitration shall be confidential. The arbitration shall be conducted in Orange County, Florida and conducted by a single arbitrator, knowledgeable in Internet and e-Commerce disputes. The arbitrator shall be willing to execute an oath of neutrality. The Arbitrator shall have no authority to award any punitive or exemplary damages; certify a class action; add any parties; vary or ignore the provisions of this Agreement; and shall be bound by governing and applicable law. The arbitrator shall render a written opinion setting forth all material facts and the basis of his or her decision within thirty (30) days of the conclusion of the arbitration proceeding. The arbitration award may be enforced in any jurisdiction, under applicable law. There shall be no waiver of the right to arbitration unless such waiver is provided affirmatively and in writing by the waiving party to the other party. There shall be no implied waiver of this right to arbitration. No acts, including the filing of litigation, shall be construed as a waiver or a repudiation of the right to arbitrate.
C. Waivers
You hereby waive any right or ability to initiate any class action or collective proceeding along with any right to trial by jury.
D. Rights to Injunctive Relief
You acknowledge that remedies at law may be inadequate to provide us with full compensation in the event you breach these Terms of Use, and that we shall therefore be entitled to seek injunctive relief in the event of any such breach, in addition to seeking all other remedies available at law or in equity.
E. Additional Fees
If we are required to enlist the assistance of an attorney, investigator, collections agent, or other person to collect any damages or any other amount of money from you, or if we are required to seek the assistance of an attorney to pursue injunctive relief against you, then you additionally agree that you will reimburse us for all fees incurred in order to collect these damages or in order to seek injunctive relief from you. You understand that even a nominal amount of damages may require the expenditure of extensive legal fees, travel expenses, costs, and other amounts that may dwarf the damages themselves. You agree that you will pay these fees and costs.
7. Disclaimers
A. We Disclaim All Warranties
We provide access to and use of BattleBuddy “as is” and “with all faults.” We make no warranty that BattleBuddy will meet your needs or requirements. We disclaim all warranties — express, statutory, or implied — including warranties of merchantability, fitness for a particular purpose, workmanlike effort, quality, suitability, truthfulness, usefulness, performance, accuracy, completeness, reliability, security, title, exclusivity, quiet enjoyment, non-infringement, and warranties that your access to or use of BattleBuddy will be uninterrupted, timely, secure, error-free, or that loss of Content will not occur, to the greatest extent provided by applicable law. We may change any of the information found on BattleBuddy at any time or remove any or all Materials or other user-generated content thereon. We make no commitment to update the Materials. We make no warranty regarding any goods or services purchased or obtained through BattleBuddy or any transaction entered into through BattleBuddy.There are no warranties of any kind that extend beyond the face of these Terms of Use or that arise because of course of performance, course of dealing, or usage of trade.
B. Use at Your Own Risk
You expressly agree that access to and use of BattleBuddy is at your own and sole risk. You understand that we cannot and do not guarantee or warrant that BattleBuddy will be free of viruses, malware, worms, Trojan horses, or other code that may manifest contaminating or destructive properties. We do not assume any responsibility or risk for your access to or use of the Internet, generally, or BattleBuddy, specifically. You understand and agree that any Materials or user-generated content downloaded or otherwise obtained through BattleBuddy is done at your own discretion and risk, and that you will be solely responsible for any damage to your computer system or loss of data that results from your activity.
You acknowledge your responsibility to prevent minors under your care from accessing harmful or inappropriate content. You agree not to allow minors to view BattleBuddy, and you agree to take responsible measures to prevent them from doing so. Numerous commercial online safety filters are available which may help users limit minors’ access to harmful or inappropriate content. You are hereby informed that you can research such services by typing the words “parental controls” or similar terms, into an Internet search engine. We recommend that you conduct appropriate due diligence before purchasing or installing any online filter. You agree to take steps to prevent minors from viewing BattleBuddy if your computer or mobile device can be accessed by a minor. Finally, you agree that if you are a parent or guardian of a minor child, it is your responsibility, not ours, to keep BattleBuddy from being displayed or accessed by your children or wards.
D. Fraud and Scam Warning
While we take efforts to prevent our services from being used for any fraudulent purposes, we specifically and emphatically warn members never to send money to anyone that they interact with on BattleBuddy other than through authorized means. We have no way of determining the validity of any communication that you may receive from other users, and we cannot discern the validity of the person or intentions behind such communication. It is a violation of our policy to solicit money from or to send money to any other user other than through authorized means. You expressly understand and agree that if any other user that you are in communication with on BattleBuddy requests money from you for travel, medical assistance, subsistence or for any other reason, it is likely a scam or a fraudulent scheme, and you are at a very high risk of being defrauded. You agree to report such request along with the username of the requesting user to us immediately. While we are not obligated to investigate any such report, we may do so in our sole discretion.
E. No Responsibility for User-Generated Content
We expressly disclaim all liability for any user-generated content. You understand that much of BattleBuddy is populated with user-generated content, and that we do not endorse (expressly or implicitly) the opinions expressed in any user-generated content. Thus, you understand that you may be exposed to user-generated content from a variety of sources, and that we are not responsible for the accuracy, usefulness, safety, or intellectual property rights of user-generated content. You further understand that you may be exposed to user-generated content that is inaccurate, offensive, illegal, indecent, obscene, or objectionable, and you waive any rights or remedies you have or may have against us for this exposure. We are under no obligation to prescreen, review, or preemptively monitor user-generated content. However, we reserve the right to demote or terminate any user and to demote, remove, or refuse to publish your Content, at any time, for any reason, with or without prior notice.If we choose to monitor BattleBuddy at any time, we assume (1) no responsibility for user-generated content, (2) no obligation to modify or remove any inappropriate user-generated content, and (3) no responsibility for the conduct of the user submitting that content.
F. Third-Party Links
BattleBuddy may contain links to websites or resources owned and operated by our users or third parties. You understand and agree that we have no control over, are not responsible for, and do not screen nor warrant, endorse, guarantee, or assume responsibility for the goods or services provided by our users or on third-party links. We will not be a party to or be in any way responsible for monitoring any transaction between you and other providers of products or services. As with the purchase of a product or service through any medium or in any environment, you should use your best judgment and exercise caution where appropriate. You agree to hold us harmless from all damages and liability that may result from use of third-party links that appear on BattleBuddy and any advertising, services, goods, products, or other materials available on third-party links. We are not responsible for any use of confidential or private information by sellers or third parties. You agree that your use of any third-party link or the goods or services provided thereon is governed by the policies of those third parties, not by these Terms of Use or our other policies. We reserve the right to demote or remove any link at any time.
G. Violations of Law
Access to and use of BattleBuddy in violation of any law is strictly prohibited. If we determine that you have provided or intend to purchase or provide any services in violation of any law, your ability to access and use BattleBuddy will be terminated immediately. We do hereby disclaim any liability for damages that may arise from you or any user providing any services that violates any law. You do hereby agree to defend, indemnify, and hold us harmless from any liability that may arise for us should you violate any law. You also agree to defend and indemnify us should any third party be harmed by your illegal actions or should we be obligated to defend any such claims by any party.
8. Indemnification
9. Limitation of Liability
You acknowledge that we will not be liable to you for user-generated content or the offensive or illegal conduct of any person. You understand that the risk of harm or damage from this rests entirely with you, and you expressly release us from any liability arising out of user-generated content or the conduct of any person. You discharge, acquit, and otherwise release us, our parent company, agents, employees, officers, directors, shareholders, attorneys, and affiliates, from all allegations, counts, charges, debts, causes of action, and claims relating in any way to the use of, or activities relating to the use of BattleBuddy including claims relating to the following:
Negligence, gross negligence, reckless conduct, alienation of affections (to the extent recognized in any jurisdiction), intentional infliction of emotional distress, intentional interference with contract or advantageous business relationship, defamation, privacy, publicity, intellectual property infringement, misrepresentation, infectious disease, any financial loss not due to our fault, missed meetings, unmet expectations, false identities, fraudulent acts by others, invasion of privacy, release of personal information, failed transactions, purchases or functionality of BattleBuddy, unavailability of BattleBuddy, its functions and any other technical failure that may result in inaccessibility of BattleBuddy, or any claim based on vicarious liability for torts committed by individuals met on or through BattleBuddy, including fraud, theft or misuse of personal information, assault, battery, stalking, harassment, cyber-bullying, rape, theft, cheating, perjury, manslaughter, or murder.
The above list is intended to be illustrative only, and not exhaustive of the types or categories of claims released by you. This release is intended by the parties to be interpreted broadly in our favor, and thus any ambiguity shall be interpreted in a manner providing release of the broadest claims. This release is intended to be a full release of claims, and the parties acknowledge the legally binding nature of this provision, and the nature of the rights given up in connection therewith.
We expressly disclaim any liability or responsibility to you for any of the following:
· Any loss or damage of any kind incurred because of the Materials or user-generated content, including errors, mistakes, or inaccuracies thereof or any Materials or user-generated content that are infringing, obscene, indecent, threatening, offensive, defamatory, invasive of privacy, or illegal.
· Personal injury or property damage of any nature resulting from your access to and use of BattleBuddy.
· Any third party’s unauthorized access to or alterations of your account, transmissions, data, or Content.
· Any interruption or cessation of transmission to or from BattleBuddy and any delays or failures you may experience in initiating, conducting, or completing any transmissions to or transactions through BattleBuddy.
· Any bugs, viruses, malware, Trojan horses, or the like that may be transmitted to or through BattleBuddy by any third party.
· Any incompatibility between BattleBuddy and your other services, hardware, or software.
· Any claims arising from identification of you based on your Content, regardless of whether you utilize any of our tools to mark certain Content private or block, restrict, or otherwise limit access to your Content in certain geographic locations.
10. Intellectual Property
A. Trademarks
BattleBuddy is our brand name and trademark. We aggressively defend our intellectual property rights. Other manufacturers’ product and service names referenced herein may be trademarks and service marks of their respective companies and are the exclusive property of such respective owners, and may not be used publicly without the express written consent of the owners or holders of such trademarks and service marks. All of the marks, logos, domains, and trademarks that you find on BattleBuddy may not be used publicly except with express written permission from us, and may not be used in any manner that is likely to cause confusion among consumers, or in any manner that disparages or discredits us.
B. Copyrights
The Materials are our proprietary information and valuable intellectual property. We retain all right, title, and interest in the Materials. You retail all right, title, and interest in the Content, subject to the licenses herein. BattleBuddy, the Materials, the Content, and any other user-generated content are protected by copyright law. The Materials and any user-generated content may not be copied, downloaded, distributed, republished, modified, uploaded, posted, or transmitted in any way without our prior written consent. You may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Materials or user-generated content. Modification or use of the Materials or user-generated content except as expressly provided in these Terms of Use violates our intellectual property rights.
C. Notification of Copyright Infringement
We respect the intellectual property rights of all parties and comply with the Digital Millennium Copyright Act (“DMCA”). We do not permit copyright infringing activities or infringement of other intellectual property rights on BattleBuddy, and we will remove all user-generated content if properly notified that the user-generated content infringes on a third party’s copyrights. We have adopted a policy regarding termination of repeat copyright infringers in compliance with the DMCA, and we reserve the right to terminate a user’s access to BattleBuddy, in accordance with our DMCA Policy or Repeat Infringer Policy. Copies of our Repeat Infringer Policy are available to users upon request. Information regarding submission of a notice of infringement under our DMCA Policy.
11. General
A. Entire Agreement
These Terms of Use and any other legal notice or agreement published by us on BattleBuddy, forms the entire agreement between you and us concerning your use of BattleBuddy. It supersedes all prior terms, understandings, or agreements between you and us regarding use of BattleBuddy. A printed version of these Terms of Use and of any notice given in electronic form will be admissible in any proceedings based on or relating to these terms. Such version of these Terms of Use shall be utilized to the same evidentiary extent, and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
B. Policies of Our Service Providers
You understand and agree that we may use certain third-party service providers to provide you with access to and use of BattleBuddy. You understand and agree that you must agree to and abide by any user terms, privacy policy, or other policy that such third party requires you to agree to in order to use their services. In the event of a conflict between those policies and our policies, the terms of our policies shall govern.
C. Assignment and Delegation
We may assign any rights or delegate any performance under these Terms of Use without notice to you. You will not assign, delegate, or sublicense any of your rights or duties without our advanced written consent. Any attempted assignment or delegation in violation of this provision will be void.
D. Severability
If any provision of these Terms of Use is determined to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force, if the essential terms for each party remain valid, binding, and enforceable.
E. Cumulative Remedies
All rights and remedies provided in these Terms of Use are cumulative and not exclusive, and the assertion by a party of any right or remedy will not preclude the assertion by the party of any other rights or the seeking of any other remedies available at law, in equity, by statute, in any other agreement between the parties, or otherwise.
F. Successors and Assigns
These Terms of Use inure to the benefit of, and are binding on, the parties and their respective successors and assigns. This section does not address, directly or indirectly, whether a party may assign its rights or delegate its performance under these Terms of Use.
G. Force Majeure
We are not responsible for any failure to perform because of unforeseen circumstances or causes beyond our reasonable control, including: Acts of God, such as fire, flood, earthquakes, hurricanes, tropical storms, or other natural disasters; epidemics; pandemics; war, riot, arson, embargoes, acts of civil or military authority, or terrorism; fiber cuts; strikes, or shortages in transportation, facilities, fuel, energy, labor, or materials; failure of the telecommunications or information services infrastructure; hacking, spam, data breach, malware, or any failure of a computer, server, network, or software for so long as the event continues to delay our performance; and unlawful acts of our employees, agents, or contractors.
H. Notices
Any notice required to be given by us under these Terms of Use may be provided by email to a functioning email address of the party to be noticed, by a general posting on BattleBuddy, or by personal delivery via commercial carrier. Notices by customers to us shall be given by contacting us at [email protected] unless otherwise specified in these Terms of Use. Either party may change the address to which notice is to be sent by written notice to the other party pursuant to this provision of these Terms of Use. Notices shall be deemed effective upon delivery. Notices delivered by overnight carrier shall be deemed delivered on the business day following mailing. Notices delivered by any other method shall be deemed given upon receipt. Either party may, by giving the other party appropriate written notice, change the designated address, email address, or recipient for any notice hereunder. Any correctly addressed notice that is refused, unclaimed, or undeliverable, because of an act or omission of the party to be notified shall be deemed effective as of the first date that said notice was refused or deemed undeliverable by the postal authorities, messenger, email server, or overnight delivery service.
I. Communications are Not Private
We do not provide any facility for sending or receiving private or confidential electronic communications. All messages transmitted to us shall be deemed to be readily accessible to the general public. Notice is hereby given that all messages entered into BattleBuddy may be read by us and our moderators and other agents, regardless of whether we are intended recipients of such messages.
J. Authorization and Permission to Send Emails to You
You authorize us to email you notices, advertisements, and other communications. This authorization will continue until you request us to remove you from our email list. You understand and agree that even unsolicited email correspondence from us, or our affiliates, is not spam as that term is defined under the law.
K. Consideration
We allow you to access and use BattleBuddy, as limited by purchase of certain paid features, in consideration for your acquiescence to all the provisions in these Terms of Use. You agree that such consideration is both adequate and received upon your viewing or downloading any portion of BattleBuddy.
L. Electronic Signatures
You agree to be bound by any affirmation, assent, or agreement you transmit through BattleBuddy. You agree that when in the future you click on an “I agree,” “I consent,” or other similarly worded button, check box, or entry field with your mouse, keystroke, or other computer device, your agreement or consent will be legally binding and enforceable and the legal equivalent of your handwritten signature.
M. English Language
We have written these Terms of Use and our associated website policies in the English language. You are representing your understanding and assent to the English language version of these Terms of Use as they are published. We are not liable to you or any third party for any costs or expenses incurred in translating these Terms of Use. In the event that you choose to translate these Terms of Use, you do so at your own risk, as only the English language version is binding.
N. Export Control
You understand and acknowledge that the software elements of BattleBuddy may be subject to regulation by governmental agencies which prohibit export or diversion of software and other goods to certain countries and third parties. Diversion of such elements contrary to U.S. or international law is prohibited. You will not assist or participate in any such diversion or other violation of applicable laws and regulations. You warrant that you will not license or otherwise permit anyone not approved to receive controlled commodities under applicable laws and regulations and that you will abide by such laws and regulations. You agree that none of the elements are being or will be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals or be used for proscribed activities.
O. No Agency Relationship
Nothing in these Terms of Use shall be deemed to constitute, create, imply, give effect to, or otherwise recognize a partnership, employment, joint venture, or formal business entity of any kind; and the rights and obligations of the parties shall be limited to those expressly set forth herein.
P. Usages
In these Terms of Use, unless otherwise stated or the context otherwise requires, the following usages will apply:
· References to a statute will refer to the statute and any successor statute, and to all regulations promulgated under or implementing the statute or successor, as in effect at the relevant time.
· In computing periods from a specified date to a later specified date, the words “from” and “commencing on” (and the like) mean “from and including,” and the words “to,” “until,” and “ending on” (and the like) mean “to but excluding.”
· References to a governmental or quasi-governmental agency, authority, or instrumentality will also refer to a regulatory body that succeeds to the functions of the agency, authority, or instrumentality.
· “A or B” means “A or B or both.” “A, B, or C” means “one or more of A, B, and C.” The same construction applies to longer strings.
· “Including” means “including, but not limited to.”
Q. No Waiver
No waiver or action made by us shall be deemed a waiver of any subsequent default of the same provision of these Terms of Use. If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from these Terms of Use.
R. Headings
All headings are solely for the convenience of reference and shall not affect the meaning, construction or effect of these Terms of Use.
S. Other Jurisdictions/Foreign Law
We make no representation that BattleBuddy is appropriate or available for use in all locations. You may not access or use BattleBuddy from territories where their contents may be illegal or is otherwise prohibited. Those who choose to access and use BattleBuddy from such locations do so on their own initiative and are solely responsible for determining compliance with all applicable local laws. Nothing contained in these Terms of Use shall be interpreted as an admission that that we are subject to the laws of any nation besides the United States.
T. Service Not Available in Some Areas
[nothing more follows]
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