TERMS OF SERVICE
These are the Terms of Use for PowerPlayer's on-line and mobile data-aggregation services, and they recite the terms by which users of PowerPlayer (also referred to as "we" or "us") may use PowerPlayer's website services, mobile application ("Mobile Software"), and other online or mobile services that PowerPlayer provides or may provide in the future (collectively, "the Services"). We want you to read this Agreement carefully before using the Services. By accessing or using the Services, you agree that you have read, understood, and agree to be bound by this Agreement, and to the collection and use of your information as set forth in the PowerPlayer Privacy Policy, whether or not you are a registered user of our Services. This Agreement applies to all visitors, users, and others who access the Services ("Users").
THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
1. UPDATES TO THESE TERMS OF USE
PowerPlayer reserves the right, in its sole discretion, to modify or replace this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material way, we will update the 'last updated' date at the bottom of this page. Your continued use of the Services after any such change constitutes your acceptance of the new terms. If you do not agree to any of these terms or any future terms, do not use or access (or continue to access) the Services.
2. USE OF THE SERVICES
a. Eligibility. Because we respect the rights of children and parents, you may use the Services only if you can form a binding contract with PowerPlayer, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Services by anyone under 13 is strictly prohibited and in violation of this Agreement. Because we respect the PowerPlayer community, the Services is not available to any Users previously removed from the Services by PowerPlayer. The Services is provided for your personal, noncommercial use only. You may not use the Services for any commercial purposes.
b. PowerPlayer Accounts. You can browse PowerPlayer and enjoy the Services without registering for a PowerPlayer account. To post any User Content or access certain features of the Services, however, you must register for an account with PowerPlayer (which may include connecting to PowerPlayer through third-party Services) and selecting a password and screen name ("PowerPlayer User ID"). You may not select or use as a PowerPlayer User ID any name that we determine to be offensive, vulgar or obscene. PowerPlayer reserves the right to refuse registration of, or cancel a PowerPlayer User ID or a User account in its sole discretion. When creating your account, you must provide accurate and complete information. We reserve the right to reclaim PowerPlayer User IDs on behalf of businesses or individuals that hold legal claim or trademark on those usernames. You are responsible for maintaining the confidentiality of your PowerPlayer password. By connecting to PowerPlayer with a third-party Services like Facebook, you give us permission to access and use your information from that Services as permitted by that Services, and to store your log-in credentials for that Services. For more information on the types of information we collect from these third-party Services, please read our Privacy Policy. By ACCESSING OR signing up for an account with the Services, you agree to receive text messages from other Users in accordance with THE "GROUP MESSAGING AND TEXT MESSAGES ON THE SERVICES" SECTION BELOW.
c. Responsibility for User Account. Users (also referred to as "you") are solely responsible for the activity that occurs on or through their (also referred to as "your") accounts, and they must keep their account passwords secure. They must notify PowerPlayer immediately of any breach of security or unauthorized use of their account. PowerPlayer will not be liable for users’ losses caused by any unauthorized use of their account, and users shall be solely liable for the losses of PowerPlayer or others due to such unauthorized use.
d. Groups. PowerPlayer may allow Users to create or join groups on the Services in order to share articles and other content, and to send SMS text messages to other Group members (a "Group"). If you are added to a Group by a User, you may be sent an SMS text message with a unique hyperlink to directly access your Group's page. Anyone with access to this unique hyperlink will be able access your group on the Services using your name, and so you agree to keep the Group's page hyperlink secure. You can remove yourself from a Group by following the instructions on the Services. For more information, see the "Group Messaging and Text Messages on the Services" section below.
e. Control of Your Account. You may control your User profile and how you interact with the Services by changing the settings on your profile page. For more information on how you can control the types of information we collect, please read our Privacy Policy.
f. User Interaction with Other Users. You are solely responsible for your interactions with other Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. PowerPlayer will have no liability for your interactions with other Users, or for any User's action or inaction. Please be good to one another.
g. Changes to the Services. Here at PowerPlayer, we're always innovating and finding ways to provide our Users with new and innovative features and Services. Therefore, PowerPlayer may, without prior notice, change the Services; stop providing the Services or features of the Services, to you or to Users generally; or create usage limits for the Services. We may permanently or temporarily terminate or suspend your access to the Services without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.
3. ACCEPTABLE USE OF THE SERVICES
We think PowerPlayer provides Users with an amazing platform to discover sports content, and discuss and share that content with others. To keep PowerPlayer running smoothly for all of our Users, you agree that you will use the Services only in a manner consistent with the PowerPlayer Acceptable Use Policy.
4. SHARING YOUR CONTENT
a. Your Content. PowerPlayer allows you to post content on the Services, including comments, photos, blog posts, messages, blog URLs, and other materials. Any content a User submits, posts, displays, or otherwise makes available on the Services, including all Intellectual Property Rights (defined below) therein, is referred to as "User Content." YOU RETAIN OWNERSHIP OF YOUR USER CONTENT.
b. Use of Your Content by Others. You own all of the User Content that you post or publish ("post") on the Services. Subject to your profile and application settings, you grant us a non-exclusive, perpetual, irrevocable, royalty-free, transferable, sublicensable, worldwide license to use, reproduce, sell, offer to sell, translate, modify, publicly perform, publicly display, distribute, and make derivative works of your User Content on the Services and in all forms and media now or hereafter known for the purposes of operating and providing the Services to you and our Users. Nothing in this Agreement shall restrict PowerPlayer's rights under separate licenses to User Content.
c. Responsibility for Your Content. By uploading, posting, submitting or otherwise disclosing or distributing User Content, you represent and warrant that you own all rights in your User Content and that any User Content you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights (defined below) or rights of publicity or privacy. PowerPlayer reserves the right, but is not obligated, to reject and/or remove any User Content that we believe, in our sole discretion, violates these provisions. PowerPlayer takes no responsibility and assumes no liability for any User Content that you or any other Users or third parties post or send over the Services. You understand and agree that any loss or damage of any kind that occurs as a result of the use of any User Content that you send, upload, download, stream, post, transmit, display, or otherwise make available or access through your use of the Services, is solely your responsibility, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. PowerPlayer is not responsible for any public display or misuse of your User Content. You understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, indecent, or objectionable, and you agree that PowerPlayer shall not be liable for any damages you allege to incur as a result of such User Content.
d. Intellectual Property Rights. For the purposes of this Agreement, "Intellectual Property Rights" means all legal rights in Intellectual Properties, including patents, copyrights, trademarks, service marks, trade dress, trade secrets, mask works, publicity rights, personal name and likeness, and any other Intellectual Property rights that are available now or in the future, and all corresponding applications and registrations, renewals and extensions, under the laws of any state, country, territory or other jurisdiction.
e. User Content Programs. We may provide various opportunities and programs relating to User Content on the Services ("User Content Programs"). Some User Content Programs may require you to submit an application to participate, which PowerPlayer may approve or deny in its sole discretion. Your use of the Services, including without limitation participation in any User Content Program, is strictly on a volunteer basis for the benefit of you and the public at large, and does not form an employer-employee relationship, partnership, or co-authorship between you and PowerPlayer. While PowerPlayer may reward you for your participation in a User Content Program, you will not receive any compensation of any type for your participation, and you acknowledge that you are participating in the program solely for your own personal benefit and desire to contribute to the program. You acknowledge and agree that PowerPlayer does not have the right to and shall not control the manner and method in which you may create your User Content. Any suggestions PowerPlayer may make about your User Content are only suggestions, based on our understanding of how Users typically access Content and use the Services. You are not required to implement any suggestion made by PowerPlayer regarding your User Content or to perform any requested activity or task, and you do so at your own volition and risk. You agree that you are the sole author of your User Content, and that PowerPlayer does not participate in the creation of any of your User Content.
5. OUR CONTENT
a. PowerPlayer Content. Except for User Content, the Services, and all Intellectual Property Rights therein and related thereto, are the exclusive property of PowerPlayer and its licensors ("PowerPlayer Content"). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license to the PowerPlayer Content, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from the PowerPlayer Content, including without limitation any materials or content accessible on the Services. "PowerPlayer," "Team Stream," "Real-Time News for Your Favorite Teams," "You Make The Call," "The Open Source Sports Network," "Open Source Sports Network," "PowerPlayer" and other PowerPlayer graphics, logos, designs, page headers, button icons, scripts, and Services names are trademarks, trademarks or trade dress of PowerPlayer protected by the laws of the United States and/or other countries or jurisdictions. PowerPlayer's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or Services in any manner that is likely to cause confusion. Use of the PowerPlayer Content or materials on the Services for any purpose not expressly permitted by this Agreement is strictly prohibited.
b. License. Subject to the terms and conditions of this Agreement, PowerPlayer provides you with a license to use the Services for your personal, noncommercial use only and as expressly permitted by the features of the Services. PowerPlayer may terminate this license at any time for any reason or no reason.
c. Feedback You Provide. We value input from our Users, and are always interested in learning of ways we can make PowerPlayer better. You may choose to or we may invite you to submit comments, ideas or feedback about the Services, including without limitation about how to improve the Services or our products ("Feedback"). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place PowerPlayer under any fiduciary or other obligation, and that we are free to use the Feedback without any additional compensation to you, and/or to disclose the Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, PowerPlayer does not waive any rights to use similar or related Feedback previously known to PowerPlayer, or developed by its employees, or obtained from sources other than you.
6. GROUP MESSAGING AND TEXT MESSAGES ON THE SERVICES
a. Overview of Messages and Fees. PowerPlayer may allow you to send SMS text messages through our Services to other Users or to third parties ("Messages") when you add members to a Group on the Services or when you share an article or other content with members of a Group. PowerPlayer may send administrative SMS text messages to you and to the recipients of your Messages in connection with your Messages, including instructions on how to stop receiving Messages. You must obtain express consent from any non-Users before adding them to your Group (thereby sending them a Message). PowerPlayer is not responsible for any SMS text messages sent to non-Users when you add those non-Users to your Group or share articles and other content with members of your Group. While PowerPlayer does not charge a fee for sending or receiving Messages through the Services, standard text messaging rates may apply, and you acknowledge and agree that you shall be solely responsible for all such fees.
b. Opting Out of Messages. If you no longer wish to receive Messages, you may text "STOP" to the number you received the message from, or e-mail us at support@thepowerplayer.com. Opting out of Messages will not remove you from any Group. To remove yourself from a Group, please follow the instructions on the Services. PowerPlayer will use commercially reasonable efforts to ensure that Users may not forward any PowerPlayer articles or other content to a non-User who replied "STOP" to a previously forwarded message.
7. POWERPLAYER'S COPYRIGHT POLICY
PowerPlayer requires that Users of the Services respect the copyright and other intellectual property rights of all third parties. In accordance with the Digital Millennium Copyright Act ("DMCA"), PowerPlayer will terminate, where warranted as determined in PowerPlayer's sole discretion, Users whom PowerPlayer believes are intentional and/or repeat infringers.
If you believe that your copyright in any material has been infringed on the Site, please send a "DMCA Notice" described below to PowerPlayer's DMCA Agent. For your DMCA Notice to be valid under the law, you must provide the following information in writing:
a Identification of the copyrighted work that you claim has been infringed.
b Identification of the material that you claim is infringing, with sufficient detail so that PowerPlayer may readily locate it.
c Information sufficient to permit PowerPlayer to contact you such as your name, address, telephone number, and e-mail address.
d A statement declaring that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
e A statement made under penalty of perjury that the above information in your notice is accurate, and that you are the owner of the copyright interest allegedly infringed or you are authorized to act on behalf of that owner.
f The physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, of the copyright interest allegedly infringed.
The DMCA Notice must be submitted to the following DMCA Agent:
Attn: DMCA Agent The PowerPlayer Inc. 7 Austin Street Buffalo, New York 14207 Email: DMCA@thepowerplayer.com
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS' FEES.
Please note that this procedure is exclusively for notifying PowerPlayer and its affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with PowerPlayer's rights and obligations under the DMCA, including 17 U.S.C. %sect;512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.
8. PRIVACY
We care about the privacy of our Users. You understand that by using the Services you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in our Privacy Policy, and to have your Personally Identifiable Information collected, used, transferred to and processed in the United States. PowerPlayer cannot guarantee that unauthorized third parties will never be able to defeat our security measures. You acknowledge that you provide your information at your own risk.
9. MOBILE SOFTWARE
a. Our Mobile Software (mobile apps). We make available the Mobile Software to access the Services via a mobile device. To use the Mobile Software you must have a mobile device that is compatible with the Mobile Services. PowerPlayer does not warrant that the Mobile Software will be compatible with your mobile device. PowerPlayer hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one PowerPlayer account on one or more mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar Services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that PowerPlayer may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and PowerPlayer or its third party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. PowerPlayer reserves all rights not expressly granted under this Agreement. If the Mobile Software is being acquired on behalf of the United States Government, then the following provision applies: Use, duplication, or disclosure of the Mobile Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile Software originates in the United States, and is subject to United States export laws and regulations. The Mobile Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Software and the Services. Standard carrier data charges may apply to your use of our Mobile Software.
b. Mobile Software from iTunes. The following applies to any Mobile Software you acquire from the iTunes Store ("iTunes-Sourced Software"): You acknowledge and agree that this Agreement is solely between you and PowerPlayer, not Apple, and that Apple has no responsibility for the iTunes-Sourced Software or content thereof. Your use of the iTunes-Sourced Software must comply with the App Store Terms of Services. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support Services with respect to the iTunes-Sourced Software. In the event of any failure of the iTunes-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iTunes-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iTunes-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to PowerPlayer as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the iTunes-Sourced Software or your possession and/or use of the iTunes-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to PowerPlayer as provider of the software. You acknowledge that, in the event of any third party claim that the iTunes-Sourced Software or your possession and use of that iTunes-Sourced Software infringes that third party’s intellectual property rights, PowerPlayer, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and PowerPlayer acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the iTunes-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the iTunes-Sourced Software against you as a third party beneficiary thereof.
10. INDEMNITY
You agree to defend, indemnify and hold harmless PowerPlayer, its parents, subsidiaries, agents, affiliates, customers, vendors, officers and employees from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys fees and cost) arising from: (i) your use of and access to the Services; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable law, rule, or regulation; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your account or PowerPlayer User ID.
11. NO WARRANTY
THE SERVICES, INCLUDING ALL CONTENT, IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. THE SERVICES IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, POWERPLAYER, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT ON THE SERVICES IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA, INCLUDING USER CONTENT, THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.
POWERPLAYER DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICES ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE POWERPLAYER SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICES, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND POWERPLAYER WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
12. THIRD-PARTY LINKS, SITES AND SERVICES
The Services may contain links to other websites, advertisers, Services, special offers, or other events or activities that are not owned or controlled by PowerPlayer. Because PowerPlayer has no control over such sites and resources, you acknowledge and agree that PowerPlayer is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that PowerPlayer shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. You understand that these Terms of Services and our Privacy Policy do not apply to your use of such sites. We encourage you to be aware of when you leave the Services, and to read the terms and conditions and privacy policy of any third-party website or Services that you visit.
13. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL POWERPLAYER, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR ITS LICENSORS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR OTHER LEGAL THEORY (I) WITH RESPECT TO THE SERVICES OR ANY CONTENT THEREON FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), OR (II) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $100, EVEN IF POWERPLAYER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. UNDER NO CIRCUMSTANCES WILL POWERPLAYER BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
The Services is controlled from its facilities in the United States. PowerPlayer makes no representations that the Services is appropriate or available for use in other locations. Those who access or use the Services from other jurisdictions do so at their own volition and are responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Services if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Services are solely directed to individuals, companies, or other entities located in the United States.
14. TERMINATION
PowerPlayer may terminate or suspend the Services in whole or in part and/or your PowerPlayer account immediately, without prior notice or liability, for any reason or for no reason, including without limitation, if you breach any of the terms or conditions of this Agreement. Upon termination of your account, your right to use the Services will immediately cease.
If you wish to terminate your PowerPlayer account, you may discontinue using the Services by sending an email message to support@thepowerplayer.com with the words "Terminate account" in the subject field, or by sending mail to the following postal address:
Customer Support The PowerPlayer Inc. 7 Austin Street Buffalo, New York 14207
All provisions of this Agreement, which by their nature should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
15. GOVERNING LAW AND ARBITRATION
a. Governing Law. You agree that: (i) the Services shall be deemed solely based in New York; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over PowerPlayer, either specific or general, in jurisdictions other than New York. This Agreement shall be governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of a state court located in Buffalo, New York, or the United States District Court for the Northern District of New York, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our patents, copyrights, trademarks, trade secrets, or other intellectual property or proprietary rights, as further set forth in the Arbitration provision below.
b. Arbitration. For any dispute with PowerPlayer, you agree to first contact us at support@thepowerplayer.com and attempt to resolve the dispute with us informally. In the unlikely event that PowerPlayer has not been able to resolve a dispute it has with you after attempting to do so informally, we each agree to resolve any claim, dispute, or controversy (excluding any PowerPlayer claims for injunctive or other equitable relief) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, "Claims"), by binding arbitration by the American Arbitration Association ("AAA") under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein. Unless you and PowerPlayer agree otherwise, the arbitration will be conducted in the county where you reside. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of that party's data security, Intellectual Property Rights, or other proprietary rights. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND POWERPLAYER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
16. MISCELLANEOUS TERMS
a. No Agency; Waiver. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind PowerPlayer in any respect whatsoever. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
b. Notification. PowerPlayer may provide notifications, whether such notifications are required by law or are for other business purposes, to you via email notice, "push" notification on your mobile device, written or hard copy notice, or through posting of such notice on the Services, as determined by PowerPlayer in our sole discretion. PowerPlayer reserves the right to determine the form and means of providing notifications to Users, provided that you may opt out of certain means of notification as described in this Agreement. PowerPlayer is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We recommend that you add noreply@thepowerplayer.com to your email address book to help ensure you receive email notifications from us.
c. Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with PowerPlayer in connection with the Services, shall constitute the entire agreement between you and PowerPlayer concerning the Services. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Agreement shall otherwise remain in full force and effect and enforceable.
d. Assignment. This Agreement is not assignable, transferable or sublicensable by you except with PowerPlayer's prior written consent. PowerPlayer may transfer, assign or delegate this Agreement and its rights and obligations without consent.
e. Contact. Please contact us at support@thepowerplayer.com with any questions regarding this Agreement.