Terms of Service
Thank you for visiting our website! These terms of service (the "Terms") govern your access to and use of the website [confirm website address] (the "Website") brought to you by Ryze Software, Inc. (hereinafter, “Ryze”; “Esportsify” "we" or "our"), so please carefully read them before using the Website. By using the Website you agree to be bound by these Terms. If you are using the Website on behalf of an organization, you are agreeing to these Terms for that organization and representing that you have the capacity and authority to bind that organization to these Terms. In that case, "you" and "your" will refer to that organization.
1. Rights in Our Website. Our Website (including all text, computer programs, other literary works, photographs, pictorial works, motion pictures, audiovisual works and other works of expression) is all protected by copyright law in its individual parts and also as a collective work or compilation. We (subject to the rights of our licensors and licensees under applicable agreements, understandings and arrangements) have all rights in those copyrights, even though we make some of the Website accessible to you free of charge for your own individual person access through your web browser. You must abide by all additional copyright notices or restrictions contained on our Website.
Our Website also embodies ideas, processes, methods and systems and formulae and data that are used to present the Website and its associated services to you. Many of those are our trade secrets from which we derive substantial economic value, or new and non-obvious so that they are subject to our patents or patent applications. By permitting you the limited right to access the Website for your own individual personal use, we are in no way abandoning any of those rights.
You have no right to reproduce, distribute, prepare derivative works, publicly display or perform, or to make, use, sell, offer for sale or in any other manner exploit any works, inventions, data or any material from the Website that are the subject of our copyrights, patent rights or trade secret or other intellectual property rights other than as expressly set forth in these Terms.
2. Limitations on Use. This Website is designed for your own personal purposes, and not for any business or commercial purpose of yours. You will not use the Website or the content or information delivered through them to conduct any business or activity or solicit the performance of any activity for any illegal, fraudulent, unauthorized or improper purpose. You will comply with all applicable law in connection with your use of the Website.
You may not use this Website if you are under the age of 13. By using the Website, you represent to us that you are at least that age. The Website may continue to change over time as we refine and add more features. We may stop, suspend, or modify the Website at any time without prior notice to you.
3. User Generated Content. Some of the content (“User Generated Content”) posted on the Website is generated by users of the Website (“Users”) other than Ryze. That User Generated Content can include User-submitted ratings and reviews and User-submitted text, artwork, photographs, product ideas, video, audio, and images. User Generated Content, and your access to User Generated Content is subject to the following restrictions and notifications:
You understand that like any User Generated Content, your own User Generated Content may be accessed and viewed by others, including by the general public, and, whether or not the User Generated Content is published, Ryze does not guarantee any confidentiality with respect to any User Generated Content. You are solely responsible for your own User Generated Content and the consequences of publishing it on the Website.
For clarity, Ryze obtains the following license but does not claim ownership of your User Generated Content. By submitting User Generated Content, you grant to Ryze an unrestricted, nonexclusive, perpetual, royalty-free, transferable and irrevocable license and right, throughout the universe, to use, edit, alter, change, condense, copy, reproduce, disclose, display, publish, remove, prepare derivative works from, perform, distribute, exhibit, broadcast, or otherwise exploit the User Generated Content, in whole or in part, in any form, media or technology, now known or hereafter developed including, without limitation, broadcast and cable television or transmission by wire or wirelessly, and the internet, for any purpose whatsoever including, without limitation, advertising, promotion, entertainment or commercial purposes, without any payment to you and without any further authorization by you. Under this license, Ryze is free to use any ideas or concepts contained in the User Generated Content without further attribution, compensation or notice to you.
You will not post, transmit, redistribute, upload, promote, or otherwise make available any communications, content or materials that (i) contain corrupted files, viruses, or any other similar software files, the intent of which is to damage the operation of another’s computer; (ii) are unlawful, threatening, harassing, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, sexually explicit, hateful, profane, indecent, racially or ethnically derogatory, or otherwise objectionable; (iii) contain any software viruses, unsolicited advertising, promotional materials, or other forms of solicitation to other Users, individuals or entities; (iv) contain email addresses, first and last names, URLs, phone numbers, physical addresses, or other forms of personal contact information; (v) impersonate any person, business or entity, including our company and our employees and agents; (vi) encourage conduct that would constitute a criminal offense; (vii) give rise to civil liability; (viii) otherwise violate any law (including, but not limited to, those governing consumer protection, unfair competition, anti-discrimination or false advertising); or (ix) amount to any conduct that, in the judgment of Ryze, restricts, impairs, interferes with or inhibits any other User from using or enjoying the Website and/or our related services and products.
You disclaim and waive and agree that you have no moral rights in the User Generated Content. Ryze is entitled to delete or abridge any User Generated Content to comply with these Terms or with law, and by doing so, may not be later construed to be the author, publisher or in any other way responsible for the User Generated Content.
You understand that by using the Website you may be exposed to User Generated Content that is offensive, indecent or objectionable to you. Under no circumstances will Ryze be liable in any way for any User Generated Content, including, without limitation, for any errors or omissions in any User Generated Content, or for any loss or damage of any kind incurred by you or anyone as a result of the use of any User Generated Content transmitted, uploaded, posted, e-mailed or otherwise made available via the Website.
By submitting to us suggestions or other feedback regarding our Website (“Feedback”), you agree that we can use and share (but do not have to) that feedback for any purpose without compensation to you.
You are solely responsible for your conduct, the compliance of your User Generated Content with applicable law, and your communications with others while using the Website. By using the Website, you represent that you have the rights or permission needed to use your User Generated Content and to comply with these Terms.
You, and not we, are responsible for maintaining, protecting and backing up all of your User Generated Content. Ryze makes no promise to protect, save or back up any User Generated Content, including yours. We will not be liable for any loss or corruption of your User Generated Content, or for any costs or expenses associated with backing up or restoring any of your User Generated Content, even if we cause the loss or corruption.
We may choose to review publicly posted or shared content and remove or redact any User Generated Content that we or anyone may find obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable. But you acknowledge that we have no obligation to monitor any information on the Website. And any such action that we take does not make us the publishers or in any way responsible for any of the User Generated Content.
4. Your Responsibilities.
Unless otherwise provided, you are responsible for providing the hardware and software necessary to access the Website and for ensuring such hardware and software is capable of accessing the Website, and you will bear all costs associated with the acquisition and maintenance of that hardware and software. We do not guarantee the functionality of the Website on any hardware or software. We will not be responsible or liable for any errors or failures from any malfunction of your hardware or software.
5. Site Creators. We allow certain Users (“Site Creators”) to create site content on the Website to share with other Users.
a. If you use Ryze as a Site Creator, subject to your compliance with these Terms of Service, Ryze hereby grants to you a personal, limited, non-exclusive, non-transferable, freely revocable license to use Ryze, Esportsify and the Website for the uploading and distributing of authorized digital content, including videos (" Site Creator Content ").
b. Unless expressly permitted in writing by Ryze, you may not sell, rent, lease, share or provide access to your Site Creator account to any third party, including without limitation charging any remuneration (e.g. money) to any third party for access to administrative rights on your Site Creator account. Ryze reserves all available legal rights and remedies to prevent unauthorized use of Ryze or Esportsify, including, but not limited to, technological barriers, IP mapping, and in serious cases directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.
6. Our Right to Suspend or Terminate Your Use of the Website. Subject to the terms of any User Agreement, we may suspend your access or stop providing the services to you at any time for any reason or no reason and without notice. Without limiting the generality of the last sentence, if we have reason to believe that you have engaged in any of the prohibited or unauthorized activities described in these Terms or have otherwise breached your obligations under these Terms, we may: (i) terminate, suspend or limit your access to or use of the Website; (ii) notify law enforcement, regulatory authorities, impacted third parties and others as we deem appropriate; (iii) refuse to provide our Website or services to you in the future; and (iv) take legal action against you.
7. Copyright Take Down Policy. We respect others' intellectual property and ask that you do too. We will respond to notices of alleged copyright infringement if they comply with the law and are properly provided to us. We reserve the right to delete or disable content alleged to be infringing and to terminate repeat infringers.
Our designated Copyright Agent for notice of alleged copyright infringement on the Website is:
· Email: firstname.lastname@example.org
Digital Millennium Copyright Act Notice:
If you are a copyright owner or an agent thereof and believe that any content on our site infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent, at the addresses set forth above, with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
· A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
· Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
· Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
· Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
· A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
· A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to Ryze customer service through email@example.com . You acknowledge that if you fail to comply with all of the requirements of this 17 U.S.C 512(c)(3), your DMCA notice may not be valid.
If you believe that your content that was removed from our site (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your content, you may send a counter-notice containing the following information to the Copyright Agent at the addresses set forth above:
· Your physical or electronic signature;
· Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
· A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
· Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal or state courts for Los Angeles County, California, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
· If a counter-notice is received by the Copyright Agent, Ryze may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Ryze’s sole discretion.
8. Other Content. The Website may contain links to third-party websites or resources. All writings, audiovisual works, pictures, sound recordings, computer programs, statements, communications and information posted by Site Creators are considered third party resources. We do not endorse and are not responsible or liable for their availability, safety or accuracy or for their related content, products, or services. You are solely responsible for your use of any such websites or resources. You should review their privacy policies and conditions of use, which may differ from ours.
9. Ryze Software Products Available "AS-IS." You understand and agree that your use of the Website is at your own sole risk.
WE PROVIDE THE WEBSITE AND SERVICE "AS IS" AND WITHOUT WARRANTY BY US, OUR AGENTS, EMPLOYEES, PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, MARKETERS ADVERTISERS OR SUPPLIERS (THE "OTHER ENTITIES"), AS APPLICABLE, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, WE AND THE OTHER ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY OF NONINFRINGEMENT OF THIRD PARTY RIGHTS.
THERE IS NO WARRANTY, WHETHER BY US OR THE OTHER ENTITIES, THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS, OR THAT YOUR ACCESS TO THE SAME WILL BE UNINTERRUPTED OR ERROR-FREE, OR REGARDING THE USE OR THE RESULTS OF THE USE OF THE WEBSITE OR WITH RESPECT TO PERFORMANCE, ACCURACY, RELIABILITY, SECURITY CAPABILITY, CURRENTNESS OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A WARRANTY IN ANY WAY WHATSOEVER RELATING TO US OR THE OTHER ENTITIES, AS APPLICABLE.
UNDER NO CIRCUMSTANCES WILL WE OR THE OTHER ENTITIES BE LIABLE FOR ANY UNAUTHORIZED USE OF THE WEBSITE.
UNDER NO CIRCUMSTANCES WILL WE OR THE OTHER ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF YOUR INFORMATION, AND THE LIKE), WHETHER BASED ON CONTRACT, NEGLIGENCE, STRICT LIABILITY, OTHER TORT, OR OTHERWISE, ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY MINING CONTRACT, THE MARKETING OR PURCHASE OF THE SERVICE OR ANY USE OR INABILITY TO USE THE SERVICE, EVEN IF WE OR THE OTHER ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE EXTENT THAT IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH IN THESE TERMS IS PROHIBITED BY APPLICABLE LAW, THEN WE AND THE OTHER ENTITIES WILL BE ENTITLED TO THE MAXIMUM DISCLAIMERS OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY AND IN NO EVENT WILL THOSE DAMAGES OR LIABILITY EXCEED THE GREATER OF $100.
10. Modifications. We may revise these Terms from time to time and the most current version will always be posted on our Website but we will [not] provide you with notice of any changes, so please check these Terms periodically to make sure you are familiar with them. [DO WE WANT TO PROVIDE NOTICE BY EMAIL OR ALERT ON WEBSITE?] By continuing to access or use the Website after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new terms, please stop using the Website.
11. Miscellaneous Legal Terms.
THESE TERMS AND THE USE OF THE WEBSITE WILL BE GOVERNED BY CALIFORNIA LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE WEBSITE OR SOFTWARE MUST BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS FOR LOS ANGELES COUNTY, CALIFORNIA, AND BOTH PARTIES CONSENT TO VENUE AND TO THE PERSONAL JURISDICTION OF SUCH COURTS AND AGREE TO THE SERVICE OF PROCESS BY ANY MEANS CONSTITUTING NOTICE UNDER THESE TERMS.