The Terms of Service (the “Terms” or “Agreement”) are a legally binding agreement between our company and its Affiliates (collectively, “XII Braves”, “we” or “us” or “our”) and you with respect to your use of or access to XII Braves’ mobile or web applications, games, websites, and/or any other services owned, operated and published by XII Braves (collectively, the “Services”). Affiliates shall mean subsidiaries, parent companies, joint ventures and other organizations or entities under common ownership with our company.
PLEASE REVIEW THESE TERMS CAREFULLY BEFORE USING THIS SERVICE. BY INSTALLING, USING OR OTHERWISE ACCESSING ANY SERVICE, YOU AGREE TO AND ACCEPT THESE TERMS AND ACKNOWLEDGE THAT YOU READ, UNDERSTAND AND AGREE TO BE LEGALLY BOUND BY THE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE EXIT SUCH SERVICE IMMEDIATELY AND DO NOT INSTALL, USE OR OTHERWISE ACCESS THE SERVICES. USE OF THE SERVICES IS VOID WHERE PROHIBITED.
In addition to this Agreement, the XII Braves privacy policy (the “Privacy Policy”) applies to your use of or access to the Services, and you should review it prior to any use of or access to the Services. Your use of or access to the Services is strictly subject to these Terms as may be updated from time to time.
Change To The Terms And Services
XII Braves reserves the right, at its sole discretion, to change, modify, add to or remove portions of the Terms, its Privacy Policy and other relevant XII Braves policies, at any time and from time to time by posting the amended terms, policies or rules on the XII Braves Services, with immediate effect and without notice. You may be required to accept updates to the Services in order to continue use or access. You will be deemed to have accepted such changes and updates in their entirety and without reservation by continuing to use or access the Services. If at any point you do not agree to any portion of the then-current version of our Terms, the Privacy Policy, or any other XII Braves policies, or other codes of conduct relating to your use of or access to the Services, your use of or access to the Services shall immediately terminate.
Right To Use The Services
Subject to your continuous compliance with the Terms, the Privacy Policy, or any other XII Braves policies, or other codes of conduct, XII Braves grants to you a non-exclusive, personal, worldwide, non-transferable, non-sub-licensable and revocable limited license to access and use the Services solely for your own non-commercial entertainment purposes by accessing the Services through a web browser or mobile device. You can’t access to the Services or our products without connecting to the internet and our servers. You explicitly agree that you will not use the Services for any other purpose other than as provided for by these Terms. You agree not to copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract source code of the Services or to allow or assist anyone else to do so.
XII Braves expressly reserves the right to deny anyone access to the Services at any time for any reason with or without notice. You agree that XII Braves may cease providing the Services or change the content of the Services at any time for any reason with or without notice to you without liability.
YOU MUST BE THIRTEEN (13) YEARS OF AGE OR OLDER TO USE THE SERVICES. Additionally, if you are using or accessing the Services from a jurisdiction that requires a person to be older in order to participate legally in the Services, then you represent and undertake that you are of such legal age. XII Braves reserves the right to request proof of age at any stage to verify that persons not of legal age are not using or accessing the Services. If you access the Services from a Social Networking Site (“SNS”), such as Facebook or Google+, then you acknowledge that you have also complied with, and will continue to remain in compliance with, the terms of service/use of such SNS as well as the Terms for the duration of your use of the Services.
As to users of some specific games that may be subject to requirements of applicable laws or regulations, you hereby explicitly consent that we may verify your personal details (including but not limited to your name, your physical address where you reside, your date of birth and identification number, your nationality, and your passport number) and that we may use location-based tracking to detect your geographic location, for the purpose of confirming the legality of your use of or access to the Services. We may request notarized document copies, meaning the documents must be stamped and attested to by a Notary Public. In the event our request for information and/or documents is not completed by you to our satisfaction, then we will be entitled to terminate your account and use of the Services and withhold any funds that are present therein without any liability.
As to users of some specific games that may be subject to requirements of applicable laws or regulations, you hereby explicitly consent to XII Braves performing background checks on you for any reason, including but not limited to, any investigation into your identity, credit checks performed on you, or your personal history. XII Braves shall be under no obligation to advise you of such an investigation taking place. Such activities may include the use of specific third party companies who perform the investigations as required. XII Braves may decide, in its sole discretion, to block your account and withhold all funds on the basis of such an investigation.
You represent that you are of legal age in the jurisdiction where you reside or from where you are accessing or using the Services, that you are of sound mind and capable of taking responsibility for your own actions. You represent that all details provided by you to XII Braves at any time are true, current, correct, complete, and not misleading. You agree to use the XII Braves site and Services in good faith for entertainment purposes and in complete accordance with these Terms, as each may be amended from time to time, and shall abide by all rules and instructions for playing the games and other entertainment that comprise the Services.
You shall not use the Services if you are barred from using or accessing them under any and all applicable laws and regulations, including but not limited to the United States of America, the European Union, Hong Kong, Singapore, and the jurisdiction in which you are resident or from where you use or access the Services. You agree that your use of or access to the Services complies with all applicable laws, regulations and ordinances including, but not limited to, the export laws of Cayman Islands relating to software and data. If the Services or any part thereof are determined to be illegal under the laws of the jurisdiction in which you are resident or from where you use or access the Services, you shall not be granted any license to use the Services and must refrain from using the Services.
Account With XII Braves
You may be required to register and establish an account in order to use the Services. You agree to provide accurate and complete registration information, and you will be responsible for keeping your password confidential.
Your account is unique to you, and you may neither transfer (or otherwise make available) your account to others, nor use anyone else’s account at any time. If you distribute your account or related information, XII Braves reserves all rights to terminate your account immediately and without refund.
You shall not create an account using a false identity or information, or on behalf of someone other than yourself.
You are responsible for maintaining the confidentiality of your account information (including usernames, passwords and billing information). XII Braves is not liable for any loss that you may incur as a result of someone else using your account, whether or not that activity is authorized by you.
You are liable for any losses or damages incurred by XII Braves or any third party as a result of someone else using your account. In the event of theft, unauthorized use, or any other breach of security on your account, you must notify XII Braves in writing immediately.
You are responsible for any and all activities that occur under or in connection with your account created in order for you to use the Services.
Intellectual Property/Ownership
All materials that are part of the Services (including, but not limited to, games, applications, code, themes, maps, character, stories, concept, animation, artwork, effect, methods of operation, transcript, designs, text, graphics, pictures, video, information, applications, software, music, brand, sound and other files, and their selection and arrangement) are protected by law from unauthorized use. The entire contents of the Services are copyrighted under the Hong Kong copyright laws and/or similar laws of other jurisdictions.
You agree that no materials that are part of the Services may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, or otherwise exploited without XII Braves’ express prior written permission, except that the foregoing does not apply to your own User Content (as defined below). All other uses of copyrighted material, including any derivative use, require express prior written permission from XII Braves. Any reproduction or redistribution of materials not in accordance with these Terms is expressly prohibited and may result in severe civil and criminal penalties.
XII Braves and/or its licensors remain the owners of right, title, and interest, including copyrights and other intellectual property rights, in and to all materials posted on the Services by XII Braves. You acknowledge that you do not acquire any ownership rights by using the Services or by accessing any materials posted on the Services by XII Braves, or any derivative works thereof.
All rights, title and interest in and to the Service (including without limitation any games, titles, computer code, themes, objects, characters, character names, stories, dialogue, catch phrases, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, documentation, in-game chat transcripts, character profile information, recordings of games played using a XII Braves game client, and the XII Braves game clients and server software) are owned by XII Braves. XII Braves reserves all rights, including without limitation, all intellectual property rights or other proprietary rights, in connection with its games and the Service.
NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN THE ACCOUNT, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL RIGHTS IN AND TO THE ACCOUNT ARE AND SHALL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF XII Braves OR ITS ASSIGNEES.
User Content
Any communications, comments, chats, sounds and images, and all the material, data, text, graphics, photographs and their selection and arrangement uploaded to the Services (“User Content”) are subject, whether in whole or in part, to unlimited commercial, worldwide, non-commercial and/or promotional use by XII Braves.
You hereby grant XII Braves and its affiliates a perpetual and irrevocable, worldwide, fully paid-up and royalty free, non-exclusive, unrestricted, unconditional, unlimited license, including the right to sublicense, transfer and assign to third parties, and right to copy, print, host, reproduce, fix, adapt, modify, improve, retitle, translate, reformat, archive, store, cache or otherwise exploit in any manner, create derivative works from, manufacture, introduce into circulation, commercialize, publish, distribute, disclose, sell, resell, license, sublicense, transfer, rent, lease, transmit, publicly display, publicly perform, or provide access to electronically, broadcast, communicate to the public by telecommunication, display, perform, enter into computer memory, and use and practice, in any way now known or in the future discovered, in any media, at any time, your User Content as well as all modified and derivative works thereof in connection with our provision of the Service, including advertising, marketing and promotions thereof. No credit, approval or compensation is due to you for any such use or disclosure of the User Content you may submit.
Any text, graphics, and photographs and other User Content uploaded by you shall be your sole responsibility. Thus, users are solely responsible, and XII Braves is not responsible, for any User Content users upload, post, share, or otherwise make available. XII Braves may or may not regulate User Content and does not guarantee the accuracy, quality, or integrity of any User Content on any of the Services. By using the Services, you acknowledge and accept that you may be exposed to material you find offensive or objectionable. You agree that XII Braves will not under any circumstances be liable for any User Content, including, but not limited to, errors in any User Content, or any loss or damage incurred by use of the User Content. XII Braves reserves the right to remove and permanently delete any User Content from the Services with or without notice for any reason.
You agree that you are willingly publishing the User Content on the Services using technology and tools provided by XII Braves. You understand and agree that you may not distribute, sell, transfer or license your User Content and/or application in any manner, in any country, or on any social network or other medium without the explicit written permission of XII Braves. You grant XII Braves the right to act as an agent for User Content on your behalf as operator of the Services.
By transmitting or submitting any User Content while using the Services, you affirm, represent and warrant that such transmission or submission is (a) accurate and not confidential or misleading; (b) not in violation of any laws, contractual restrictions or other third party rights, and that you have permission from any third party whose personal information or intellectual property is contained in the User Content; (c) free of viruses, adware, spyware, worms or other malicious code; and (d) you acknowledge and agree that any of your personal information within such content will at all times be processed by XII Braves in accordance with our Privacy Policy.
XII Braves reserves the right in its sole discretion to review, monitor, prohibit, edit, delete, disable access to or otherwise make unavailable any User Content (including without limitation your User Content) without notice for any reason or for no reason at any time. If at any time XII Braves chooses, in its sole discretion, to monitor the Services, XII Braves nonetheless assumes no responsibility for User Content and assumes no obligation to modify or remove any inappropriate User Content. If XII Braves, in its sole discretion and within its rights under this Agreement, selects User Content to edit or delete, XII Braves nonetheless assumes no responsibility or obligation to remove or modify any other inappropriate User Content. XII Braves has the right, but not the obligation, in our sole discretion to edit, refuse to post, or remove any User Content.
User Interactions
You are solely responsible for your interactions with other users of the Services and any other parties with whom you interact through the Service and/or XII Braves’ games. XII Braves reserves the right, but has no obligation, to become involved in any way with disputes between users. You will fully cooperate with XII Braves to investigate any suspected unlawful, fraudulent or improper activity, including, without limitation, granting XII Braves access to any password-protected portions of your Account.
If you have a dispute with one or more users, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
Virtual Currencies/Goods
The Services may include an opportunity to earn and purchase virtual, in-game currency, including but not limited to virtual coins, points and credits (collectively, “Virtual Currency”) that may require you to pay a fee using lawful currency or “real money” to obtain the Virtual Currency. The Services may also include virtual, in-game digital items (collectively, “Virtual Goods”) that may be purchased from XII Braves with “real money” or with Virtual Currency. Virtual Currency and Virtual Goods can never be redeemed for lawful currency, goods, or any other item of monetary value from XII Braves or any other party. You acknowledge and agree that Virtual Goods or Virtual Currency are licensed to you for your use through the Services and are subject to applicable laws and rules, the Terms, and limitations and terms set out in each game.
Your purchase of Virtual Currency and/or Virtual Goods is final and is not refundable, exchangeable, or transferable. You may not purchase, sell, or exchange Virtual Currency or Virtual Goods outside of the Services. These transfers are strictly prohibited, and we shall not be liable for any claims or damages suffered by the users with respect to Virtual Currency or Virtual Goods purchased or obtained from any third party. Doing so is a violation of the Terms and may result in termination of your account with the Services and/or legal action taken against you.
XII Braves retains the right to modify, manage, control and/or eliminate Virtual Currency and/or Virtual Goods at its sole discretion. Prices and availability of Virtual Goods and services are subject to change without notice.
YOU ACKNOWLEDGE AND AGREE THAT XII Braves IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON, IN THE EVENT OF A REFUND AS REQUIRED BY APPLICABLE LAWS, THE TERMS AND CONDITIONS OF THIRD-PARTY PAYMENT PROCESSOR WILL APPLY AND ANY RELATED FEES SHALL BE BORNE BY YOU; AND THAT YOU WILL NOT RECEIVE LAWFUL CURRENCY OR OTHER COMPENSATION FOR UNUSED VIRTUAL CURRENCY AND VIRTUAL GOODS WHEN AN ACCOUNT IS CLOSED, WHETHER SUCH CLOSURE WAS VOLUNTARY OR INVOLUNTARY.
Updates to the Service
You understand that each Service is an evolving one. XII Braves may require that you accept updates to the Services and to XII Braves’ games that you may have installed on your device or computer. You acknowledge and agree that XII Braves may update the Services and XII Braves’ games, with or without notifying you. You may need to update third party software from time to time in order to receive the Services and play XII Braves’ games.
Rules of Conduct/Usage
The Services may provide communication channels such as forums, communities, or chat areas (“Communication Channels”) designed to enable you to communicate with other users of the Services. XII Braves has no obligation to monitor these Communication Channels, but XII Braves may do so and reserves the right to review materials posted to the Communication Channels and to remove any materials, at any time, with or without notice for any reason, at our sole discretion. XII Braves may also terminate or suspend your access to any Communication Channels at any time, without notice, for any reason. You acknowledge that chats, postings, or materials posted by users on the Communication Channels are neither endorsed nor controlled by XII Braves, and these communications shall not be considered reviewed or approved by XII Braves. XII Braves will not under any circumstance be liable for any activity within Communication Channels.
You agree that all your communications with the Communication Channels are public, and thus you have no expectation of privacy regarding your use of the Communication Channels. XII Braves is not responsible for information that you choose to share on the Communication Channels, or for the actions of other users.
You agree that your use of the Services shall be lawful at all times and that you will fully comply with the usage rules in all respects. In furtherance of the foregoing, and for illustrative purposes only and not as a limitation, you agree not to use the Services in order to:
The following objectionable content and behaviors shall be prohibited while you use our services:
(i) any content that sexualizes minors including but not limited to promoting pedophilia or inappropriate interaction targeted at a minor (e.g. groping or caressing).
(ii) any content that contain or promote sexual content or profanity, including pornography, or any content or services intended to be sexually gratifying.
(iii) any hate speech that promote violence, or incite hatred against individuals or groups based on race or ethnic origin, religion, disability, age, nationality, veteran status, sexual orientation, gender, gender identity, or any other characteristic that is associated with systemic discrimination or marginalization.
(iv) any content related to terrorism, such as content that promotes terrorist acts, incites violence, or celebrates terrorist attacks.
(v) any content that lack reasonable sensitivity towards or capitalize on a natural disaster, atrocity, conflict, death, or other tragic event unless that content has EDSA (Educational, Documentary, Scientific, or Artistic) value or intends to alert users to or raise awareness for the sensitive event.
(vi) any content that contain or facilitate threats, harassment, or bullying.
Users could report the objectionable user generated content (UGC) to us via email and we would take action against that UGC where appropriate. We have right to remove or block abusive users who violate the app’s terms of use and/or user policy.
WITHOUT LIMITING ANY OTHER REMEDIES AVAILABLE TO IT, XII Braves RESERVES THE RIGHT TO IMMEDIATELY LIMIT, SUSPEND, TERMINATE, MODIFY, BLOCK OR DELETE ACCOUNTS OR ACCESS TO THE SERVICE OR PORTIONS THEREOF IF YOU ARE, OR XII Braves SUSPECTS THAT YOU ARE, FAILING TO COMPLY WITH ANY OF THESE TERMS OF SERVICE OR FOR ANY ACTUAL OR SUSPECTED ILLEGAL OR IMPROPER USE OF THE SERVICE, WITH OR WITHOUT NOTICE TO YOU. YOU MAY LOSE YOUR USER NAME AND PERSONA IN THE SERVICE AS A RESULT OF ACCOUNT TERMINATION OR LIMITATION, AS WELL AS ANY BENEFITS, PRIVILEGES, EARNED ITEMS AND PURCHASED ITEMS ASSOCIATED WITH YOUR USE OF THE SERVICES, AND XII Braves IS UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY SUCH LOSSES OR RESULTS. XII Braves SHALL BE ENTITLED TO INFORM RELEVANT AUTHORITIES, OTHER ONLINE SERVICE PROVIDERS AND BANKS, FINANCIAL INSTITUTIONS OR OTHER INTERESTED THIRD PARTIES OF YOUR IDENTITY AND OF ANY SUSPECTED UNLAWFUL, FRAUDULENT OR IMPROPER ACTIVITY.
WITHOUT LIMITING OUR OTHER REMEDIES AVAILABLE, XII Braves RESERVES THE RIGHT TO IMMEDIATELY LIMIT, SUSPEND OR TERMINATE THE SERVICE AND USER ACCOUNTS OR PORTIONS THEREOF, PROHIBIT ACCESS TO OUR GAMES AND SITES, AND THEIR CONTENT, SERVICES AND TOOLS, DELAY OR REMOVE HOSTED CONTENT, AND TAKE TECHNICAL AND LEGAL STEPS TO PREVENT USERS FROM ACCESSING THE SERVICE IF XII Braves BELIEVES THAT THEY ARE CREATING RISK OR POSSIBLE LEGAL LIABILITIES, INFRINGING THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ACTING INCONSISTENTLY WITH THE LETTER OR SPIRIT OF OUR TERMS OR POLICIES. ADDITIONALLY, XII Braves MAY, IN APPROPRIATE CIRCUMSTANCES AND AT OUR SOLE DISCRETION, SUSPEND, BLOCK OR TERMINATE ACCOUNTS OF USERS WHO MAY BE REPEAT INFRINGERS OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.
XII Braves RESERVES THE RIGHT TO TERMINATE ANY ACCOUNT THAT HAS BEEN INACTIVE FOR 180 DAYS.
Privacy and Protection of Personal Information
Information collected from you is subject to the pertinent SNS’s policy. By using the Services, you may be granting your social network permission to share your e-mail address and any other personally identifiable information with XII Braves. You also grant XII Braves the access to your friend lists upon the SNS to establish social connections in the Services. Please see our Privacy Policy for more information on the collection and use of your information. You acknowledge and agree that the Privacy Policy is incorporated and made part of these Terms.
Subscription
Some parts of the Service can be accessed by you on a Subscription basis (“Subscription(s)”) for purpose to offer you dynamic content or Services on an ongoing basis. Subscriptions may be available at different fees rates for different set of periods specified in the Application (“Subscription Period”). Payment will be charged to your Application Store Account at confirmation of purchase in accordance with the relevant Application Store rules.
Upon your Subscription, it will be automatically renewed unless auto-renew is turned off or cancelled by you at least 24-hours before the end of the Subscription Period. Your Application Store Account will be charged for renewal within 24 hours prior to the end of the Subscription Period in accordance with the relevant Application Store rules. Subscriptions may be managed by you according to your Application Store account Settings after your purchase. No cancellation of the active Subscription is allowed during active Subscription Period.
Trial period may be provided with respect to certain Subscription. You may cancel a Subscription during its free trial period (if available) via the Subscription setting through your Application Store Account. This must be done 24 hours before the end of the Subscription Period to avoid being charged.
Disclaimer of Warranty
YOU AGREE THAT YOUR USE OF AND ACCESS TO THE SERVICES SHALL BE AT YOUR SOLE RISK, AND THAT XII Braves PROVIDES THE SERVICES ON AN “AS IS” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, XII Braves, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED (WHETHER BY LAW, STATUTE OR OTHERWISE), IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, ACCURACY, AUTHORITY, COMPLETENESS, USEFULNESS, AND TIMELINESS OF THE SERVICES, OR INFRINGEMENT OF APPLICABLE LAWS AND REGULATIONS. THE ENTIRE RISK AS TO THE USE, QUALITY AND PERFORMANCE OF THE SERVICES LIES WITH YOU.
XII Braves makes no warranties or representations about the accuracy of any information, reliability of the materials, the full functionality of the Services or as to results or completeness of the content of the Services or of the content of any sites linked to the Services. XII Braves makes no warranty that the Services will meet your requirements, be uninterrupted, timely, secure, or error-free, that defects will be corrected, or that the server that makes the Services available are free of viruses or bugs, or that the systems or networks will be backed up. XII Braves assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies of content, (ii) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Services, (iii) any illegitimate or unauthorized access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (iv) any interruption or cessation of transmission to or from the Services, (v) any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Services by any third party, and/or (vi) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available via the Services.
XII Braves shall not be liable for any acts or omissions made by your internet service provider or other third party with whom you have contracted to gain access to the serve that hosts the XII Braves sites.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT:
YOU ARE FREE TO CHOOSE WHETHER TO USE THE SERVICES AND DO SO AT YOUR SOLE OPTION, DISCRETION, AND RISK.
XII Braves DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES AT ALL TIMES OR ALL LOCATIONS, OR THAT XII Braves WILL HAVE ADEQUATE CAPACITY FOR THE SERVICES IN ANY SPECIFIC GEOGRAPHIC AREA.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH XII Braves IS TO STOP USING THE SERVICES, AND TO CANCEL YOUR ACCOUNT. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER XII Braves NOR ANY THIRD PARTY SERVICE PROVIDER OR THIRD PARTY LICENSORS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE FOR ANY LOSS OR DAMAGE WHATSOEVER ARISING FROM OR IN ANY WAY CONNECTED WITH YOUR USE OR ANY THIRD PARTY’S USE OF THE SERVICES, WHETHER DIRECT OR INDIRECT, INCLUDING WITHOUT LIMITATION, ANY ACT OR FAILURE TO ACT REGARDING CONDUCT, COMMUNICATION OR CONTENT ON THE SERVICES, USE OF ANY LINK CONTAINED ON THE SITE OR OTHERWISE VIA THE SERVICES. THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICES UNDER ANY CAUSE OF ACTION WHATSOEVER OF ANY JURISDICTION.
IN NO EVENT SHALL XII Braves OR ANY THIRD PARTY SERVICE PROVIDER OR THIRD PARTY LICENSOR BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR OTHER PECUNIARY OR CONSEQUENTIAL LOSSES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS, USE, DATA, OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER FOR BREACH OF CONTRACT OR IN TORT OR OTHERWISE, EVEN IF THEY HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
XII Braves SHALL NOT BE LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD XII Braves LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICES, AND THAT THE RISK OF THE SERVICES AND THE THIRD PARTY WEBSITES AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU, INCLUDING DAMAGE OR LOSS OF ANY KIND.
UNDER NO CIRCUMSTANCES WILL XII Braves BE LIABLE TO YOU FOR MORE THAN THE AMOUNT YOU HAVE PAID TO XII Braves IN THE NINETY (90) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY CLAIM.
Indemnification by You
You agree to defend, fully indemnify and hold XII Braves, third party service providers and licensors, and their respective officers, directors, agents, and employees (the “Indemnified Parties”) harmless from and against any and all claim, liability, loss, injury, damage, cost, or expense, or any other charges whatsoever, however caused, including attorneys’ fees and costs, incurred by any Indemnified Party, arising out of or resulting from your access or use of the Services including, but not limited to, your breach or alleged breach of any term, condition, obligation, representation or warranty contained in these Terms; any violation by you of any law or the rights of any third party; any User Content posted, transmitted or provided by you or on your behalf; any use by you of the Services or use by any other person accessing the Services using your user identification, whether or not with your authorization; your violation of any third party’s intellectual property or other legal rights; or the illegal or improper use of your user account.
Limitations Period for Claims
Notwithstanding any law to the contrary, you agree that you will not initiate any legal action against XII Braves arising out of or related in any way to your account(s), use of the Services, these Terms, the Privacy Policy, and/or any related matter, more than one (1) year after such cause of action accrues that is the basis of your legal action.
Injunctive Relief
You acknowledge and agree that the rights granted to you and your obligations to XII Braves under these Terms are unique and irreplaceable in nature, and the loss of which will irreparably harm XII Braves and cannot be compensated by monetary damages alone. You agree that, notwithstanding any other provision herein, XII Braves shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief and agree to limit your claims to monetary damages only.
Severability
You and XII Braves agree that if any portion of these Terms of Service or of the XII Braves Privacy Policy is found illegal or unenforceable, in whole or in part by any court or tribunal of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the terms, which shall continue to be in full force and effect.
No Waiver
The failure of XII Braves to require or enforce strict performance by you of any provision of these Terms or the XII Braves Privacy Policy or failure to exercise any right under them shall not be construed as a waiver or relinquishment of XII Braves’ right to assert or rely upon any such provision or right in that or any other instance.
The express waiver by XII Braves of any provision, condition, or requirement of these Terms of Service or the XII Braves Privacy Policy shall not constitute a waiver of any of your future obligation to comply with such provision, condition or requirement.
Except as expressly and specifically set forth in these Terms, no representations, statements, consents, waivers, or other acts or omissions by XII Braves shall be deemed a modification of these Terms nor deemed legally binding, unless documented in physical writing, hand signed by you and a duly appointed representative of XII Braves.
Notices
We may notify you via postings on www.XII Braves.com, or via e-mail or any other communications means to contact you. All notices given by you or required from you under these Terms or the XII Braves Privacy Policy shall be in writing and shall be sent to the following e-mail: support@xiibraves.com. Any notices that you provide without compliance with this Section on Notices shall have no legal effect.
Governing Laws
This Agreement, including the Privacy Policy, and the relationship between the parties as well as any claims or disputes (a “Dispute”), shall be governed by, and interpreted in accordance with, the laws of Hong Kong, without regard to principles of conflict of laws and regardless of your location.
Dispute Resolution
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT AFFECTS YOUR RIGHTS. BY AGREEING TO BINDING ARBITRATION, YOU WAIVE YOUR RIGHT TO LITIGATE DISPUTES THROUGH A COURT AND TO HAVE A JUDGE OR JURY DECIDE YOUR CASE.
If a Dispute arises between you and XII Braves, we strongly encourage you to first contact us directly to seek a resolution by going to our customer support site at https://www.XII Braves.com/contact-us/ or by sending a letter to our customer e-mail: support@xiibraves.com.
Any Dispute between you and XII Braves that arises in whole or in part from your use of or access to the Services shall be referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) under the HKIAC Administered Arbitration Rules in force when the Notice of Arbitration is submitted. The seat of arbitration shall be Hong Kong.
YOU ACKNOWLEDGE AND AGREE THAT ANY PROCEEDINGS TO RESOLVE ANY DISPUTE IN ANY FORUM WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. NEITHER YOU NOR XII Braves WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
General
These Terms of Service, any supplemental policies and any documents expressly incorporated by reference herein (including but not limited to the XII Braves Privacy Policy), contain the entire understanding of you and XII Braves, and supersede all prior understandings of the parties hereto relating to the subject matter hereof, whether electronic, oral or written, or whether established by custom, practice, policy or precedent, between you and us with respect to the Services. You confirm that, in agreeing to accept this Agreement, you have not relied on any representations other than those in this Agreement (if any) and the Privacy Policy.
XII Braves reserves the right to assign, transfer, sublicense, pledge or delegate these Terms of Service and/or the XII Braves Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign, transfer, sublicense, pledge or delegate any of your rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of XII Braves, and XII Braves may in its sole discretion terminate your account if any purported assignment by you is made.
XII Braves shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of XII Braves, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond XII Braves’ control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.
Nothing in this Agreement shall create or confer any rights or any other benefits to third parties.
Nothing in this Agreement shall be construed as creating any agency, partnership, trust arrangement, fiduciary relationship or any other form of joint enterprise between you and XII Braves.
Nothing in this Agreement shall be construed so as to grant you any security interest whatsoever over the assets of the Company, including for the avoidance of doubt on any amounts standing to the credit of your account.
By using the Services, you agree to comply in full with all applicable tax laws, and hereby release XII Braves from any and all liability associated with your compliance with any applicable tax laws.
This Agreement has been drafted in the English language. In the event of any discrepancy between the meanings of any translated versions of this Agreement and the English language version, the meaning of the English language version shall prevail.