End User License Agreement and Terms of Service
Last Updated: 25 May, 2018
This ZAM Network, LLC End User License Agreement and Terms of Service (“EULA”) is a binding contract between you, an individual user (“you”) and ZAM Network, LLC (“ZAM,” “we,” or “us”) governing your use of the websites made available by ZAM that reference this EULA, including websites located at zam.com, or any other websites, pages, features, or content we own or operate (“Websites”), browser extensions made available by ZAM (“Browser Extensions”), application programming interfaces made available by ZAM (“APIs”), and mobile applications made available by ZAM that reference this EULA (“Apps”) (Websites, APIs, Browser Extensions, and Apps are, collectively, the “Service”).
BY INSTALLING THE APIS, BROWSER EXTENSIONS, OR APPS, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS EULA. IF YOU ARE USING THE SERVICE ON BEHALF OF A COMPANY, ENTITY, OR ORGANIZATION, THEN YOU REPRESENT AND WARRANT THAT YOU: (i) ARE AN AUTHORIZED REPRESENTATIVE OF THAT ENTITY WITH THE AUTHORITY TO BIND THAT ENTITY TO THIS EULA; AND (ii) AGREE TO BE BOUND BY THIS EULA ON BEHALF OF THAT ENTITY. IF YOU DO NOT AGREE, THEN YOU MAY NOT USE THE SERVICE.
Summary of Material Terms
As provided in greater detail in this EULA (and without limiting the express language of this EULA), you acknowledge that:
the APIs, Browser Extensions, and Apps are licensed, not sold, and you may use them only as set forth in this EULA;
use of the Service may be subject to separate third party terms of service and fees, including, without limitation, your mobile network operator’s (the “Carrier”) terms of service and fees, including fees for data usage, which are your sole responsibility;
the Service is provided “as is” without any warranties, and ZAM’s liability to you is limited;
access to the Service, or to certain features of the Service, may require you to pay fees, and may provide you the option to activate recurring automatic payments for those fees. Before you pay any fees, including before activating or updating any recurring payments, you will have an opportunity to review them before you accept them;
all disputes between you and ZAM will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS UNDER THIS EULA (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT A JUDGE OR JURY and your claims cannot be brought as a class action. Please review Section 23 below for the details regarding your agreement to arbitrate disputes with ZAM; and
if you are using the Apps on an iOS-based device, then you agree to and acknowledge the “Notice Regarding Apple,” in Section 27.
ZAM Service Overview
ZAM Service Overview. The Service is a collection of community forums, databases, articles, and Apps relating to online video games, and related Browser Extensions and APIs.
You must be at least 13 years of age to use the Service. By agreeing to this EULA, you represent and warrant that: (a) you are at least 13 years of age; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with all applicable laws and regulations.
Scope of License to Users
License Grant to You
The Service is licensed, not sold, to you for use only under the terms of this EULA. Subject to your complete and ongoing compliance with the terms and conditions of this EULA, ZAM hereby grants you a personal, limited, revocable, non-transferable, non-exclusive, non-commercial, non-sublicensable license to: (a) download, install, and use the Browser Extensions on compatible authorized devices that you own or control; (b) access and use the APIs, and send and receive calls from the APIs, in the manner described by any accompanying documentation; (c) use the Apps on compatible, authorized devices that you own or control; and (d) access and use the Websites; in each case solely for your own use or for the entity on whose behalf you are authorized to act.
You may not modify, alter, reproduce, or distribute the Service. You may not directly rent, lease, lend, sell, redistribute, or sublicense the Service. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any portion of the Service, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or the terms of any Third Party Service (as defined below)), nor attempt to disable or circumvent any security or other technological measure designed to protect the Service or any content available through the Service. If you breach these license restrictions, or otherwise exceed the scope of the licenses granted in this EULA, then you may be subject to prosecution and damages, as well as liability for infringement of intellectual property rights, and denial of access to the Service.
Applicability to Updates
This EULA governs any updates provided to you by ZAM that replace or supplement the Service, unless the upgrade is accompanied by a separate license or revised EULA, in which case that license or revised EULA will govern.
Accounts and Registration
To access most features of the Service, you may need to register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your email address or other contact information. You represent that the information you provide us is accurate and you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you have reason to believe that your account is no longer secure, you must immediately notify us using the applicable contact information listed in Section 26. The Service may allow you to register and log in using sign-on functionality provided by social networks or third party sites or services, such as Facebook, Blizzard, or Steam. You agree to abide by the social networks’ or third parties’ terms and conditions applicable to you.
User Content Generally
Certain features of the Service may permit users to upload content to the Service, including comments, photos, video, images, data, text, screenshots, in-game data, and other types of works (“User Content”) and to publish User Content on the Service. You retain copyright and any other proprietary rights that you may hold in the User Content that you post to the Service.
Limited License Grant to ZAM
By posting or publishing User Content, to the fullest extent permitted under applicable law, you grant ZAM a worldwide, perpetual, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, publicly display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any and all media or distribution methods (now know or later developed).
Limited License Grant to Other Users
By posting or sharing User Content with other users of the Service, to the fullest extent permitted under applicable law, you grant those users a non-exclusive license to access and use that User Content as permitted by this EULA and the functionality of the Service.
User Content Representations and Warranties
You are solely responsible for your User Content and the consequences of posting or publishing User Content. By posting or publishing User Content, you affirm, represent, and warrant that:
you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize ZAM and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this section, in the manner contemplated by ZAM, the Service, and this EULA; and
your User Content, and the use of your User Content as contemplated by this EULA, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause ZAM to violate any law or regulation.
User Content Disclaimer
To the fullest extent permitted under applicable law, we are under no obligation to edit or control User Content that you or other users post or publish, and we expressly disclaim any and all liability in connection with User Content. ZAM may, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates this EULA or is otherwise objectionable. You understand that when using the Service you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against ZAM with respect to User Content.
Digital Millennium Copyright Act
We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about material posted on the Service, you may contact our Designated Agent at the following address:
ZAM Network, LLC ATTN: Legal Department (Copyright Notification) 12121 Wilshire Blvd. Suite 301 Los Angeles, CA 90025 Email: email@example.com
Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must include the following information:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
a description of the copyright-protected work or other intellectual property right that you claim has been infringed;
a description of the material that you claim is infringing and where it is located on the Service;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the use of those materials on the Service is not authorized by the copyright owner, its agent, or the law; and
a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
ZAM will promptly terminate without notice the accounts of users that are determined by ZAM to be “Repeat Infringers” to the fullest extent permitted under applicable law. A Repeat Infringer is a user who has been notified of infringing activity or has had User Content removed from the Service at least twice.
Prohibited Conduct. By using the Service you agree not to:
use the Service for any illegal purpose or in violation of any local, state, national, or international law;
violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
post, upload, send or otherwise distribute any User Content or other content that is unlawful, defamatory, libelous, inaccurate, or that ZAM deems to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
interfere with security-related features of the Service, including by disabling or circumventing features that prevent or limit use or copying of any content;
interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of the Service; (c) attempting to collect personal information about another user or third party without consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service, or violating any regulation, policy, or procedure of any network, equipment, or server;
perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other account on the Service without permission, or falsifying your age or date of birth;
sell or otherwise transfer the access granted under this EULA or any Materials (as defined below) or any right or ability to view, access, or use any Material; or
attempt to do, or assist or permit any third party in doing any of the acts described in this Section 8.
Third-Party Services, Third Party Fees, and Linked Websites
Access to Third Party Services
The Service may provide you with access to third party websites, databases, networks, servers, information, software, programs, systems, directories, applications, or products or services (collectively, “Third Party Services”). ZAM does not have or maintain any control over Third Party Services, and is not and cannot be responsible for their content, operation, or use. By linking or otherwise displaying information from or providing access to any Third Party Services, ZAM does not give any representation, warranty, or endorsement, express or implied, with respect to the legality, accuracy, quality, or authenticity of content, information, or services provided by those Third Party Services.
Disclaimer of Liability for Third Party Services
Third Party Software
Software you download in connection with the Service consists of a package of components that may include certain third party software (“Third Party Software”) provided under separate license terms (the “Third Party Terms”). Your use of the Third Party Software in conjunction with the Service in a manner consistent with this EULA is permitted, however, you may have broader rights under the applicable Third Party Terms, and nothing in this EULA is intended to impose further restrictions on your use of the Third Party Software.
Fees; Payment Terms
Access to the Service, or to certain features of the Service, may require you to pay fees, and may provide you the option to activate recurring automatic payments for those fees. Before you pay any fees, including before activating or updating any recurring payments, you will have an opportunity to review the fees that you will be charged before you accept them. If you activate or update recurring payments through the Service, you authorize ZAM to periodically charge, on a going-forward basis and until cancellation, all accrued sums on or before the payment due date for the accrued sums. You may cancel recurring charges at any time via the functionality of the Service or by emailing ZAM directly at the applicable contact information listed in Section 26. It may take up to 10 business days for the update or cancellation to take effect.
All fees are in U.S. dollars and are non-refundable. If ZAM changes the fees for the Service, including by adding additional fees or charges, you will be provided advance notice of those changes and the opportunity to accept the changes. If you do not accept the changes, ZAM may discontinue providing the Service to you. Unless otherwise agreed, ZAM accepts credit cards through our third party payment processor. You hereby authorize ZAM to provide your payment details to its third party payment processor for processing payments.
Termination of Use; Discontinuation and Modification of the Service
Consent to Use of Data
Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”), such as end-user license agreements for any downloadable software applications, or rules applicable to a particular feature or content on the Service, subject to Section 14. All Additional Terms are incorporated by this reference into, and made a part of, this EULA.
Modification of this EULA
We reserve the right, at our discretion, to change this EULA on a going-forward basis at any time. Please check this EULA periodically for changes. If a change to this EULA materially modifies your rights or obligations, you must accept the modified EULA to continue to use the Service. Material modifications are effective upon your acceptance of the modified EULA. Immaterial modifications are effective upon publication. Disputes arising under this EULA will be resolved in accordance with the version of this EULA in effect at the time the dispute arose.
Ownership; Proprietary Rights
The Service is owned and operated by ZAM. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by ZAM are protected by intellectual property and other laws. All Materials are the property of ZAM or our third-party licensors. Except as expressly authorized by ZAM, you may not make use of the Materials. ZAM reserves all rights not granted expressly in this EULA.
If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant ZAM an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose
To the fullest extent permitted under applicable law, you are responsible for your use of the Service, and you will defend and indemnify ZAM and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “ZAM Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with: (a) your access to, and use of, the Service; (b) your violation of any portion of this EULA, any representation, warranty, or agreement referenced in this EULA, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.
Disclaimers; No Warranties
THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, THE ZAM ENTITIES DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. THE ZAM ENTITIES DO NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE ZAM ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THIS EULA. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE, YOUR DEALING WITH ANY OTHER SERVICE USER, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE. YOU UNDERSTAND AND AGREE THAT YOU USE THE SERVICE, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THAT MATERIAL OR CONTENT.
SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
Disclaimers; No Warranties
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL THE ZAM ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY ZAM ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
EXCEPT AS PROVIDED IN SECTION 23.4(iii), THE AGGREGATE LIABILITY OF THE ZAM ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THIS EULA, WHETHER IN CONTRACT, TORT, OR OTHERWISE, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU PAID TO ZAM FOR ACCESS TO AND USE OF THE SERVICE IN THE 12TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL THE ZAM ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY ZAM ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
EXCEPT AS PROVIDED IN SECTION 23.4(iii), THE AGGREGATE LIABILITY OF THE ZAM ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THIS EULA, WHETHER IN CONTRACT, TORT, OR OTHERWISE, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU PAID TO ZAM FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT(S) GIVING RISE TO CLAIM; OR (B) $100.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
EACH PROVISION OF THIS EULA THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THIS EULA. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS EULA. THE LIMITATIONS IN THIS SECTION 19 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Third Party Disputes
ZAM IS NOT AFFILIATED WITH ANY CARRIER, SERVICE PROVIDER, OR THIRD PARTY SERVICE, AND ANY DISPUTE YOU HAVE WITH ANY CARRIER, SERVICE PROVIDER, THIRD PARTY SERVICE, OR OTHER THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY OTHER USER OF THE SERVICE, IS DIRECTLY BETWEEN YOU AND THAT THIRD PARTY, AND YOU IRREVOCABLY RELEASE ZAM (AND OUR OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES AND EMPLOYEES) FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THOSE DISPUTES.
This EULA is governed by the laws of the State of California without regard to conflict of law principles that would result in the application of the laws of another jurisdiction. If a lawsuit or court proceeding is permitted under this EULA, then you and ZAM submit to the personal and exclusive jurisdiction of the state courts and federal courts located in Los Angeles County, California for the purpose of litigating any dispute. We operate the Service from our offices in California, and make no representation that the Service is appropriate or available for use in other locations. If you are a consumer located in the EU, this EULA is governed by the laws of the State of California to the fullest extent permitted under applicable law.
Dispute Resolution and Arbitration
In the interest of resolving disputes between you and ZAM in the most expedient and cost effective manner, you and ZAM agree that every dispute arising in connection with this EULA will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of this EULA, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this EULA. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS EULA, YOU AND ZAM ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
Despite the provisions of Section 23.1, nothing in this EULA will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
Any arbitration between you and ZAM will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this EULA, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting ZAM.
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice”). ZAM’s address for Notice is: ZAM Network, LLC, 12121 Wilshire Blvd. Suite 301, Los Angeles, CA 90025. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or ZAM may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or ZAM must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, ZAM will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by ZAM in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.
If you commence arbitration in accordance with this EULA, ZAM will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Los Angeles County, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse ZAM for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
No Class Actions
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AND ZAM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and ZAM agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding, to the fullest extent permitted under applicable law.
Modifications to this Arbitration Provision
If ZAM makes any future change to this arbitration provision, other than a change to ZAM’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to ZAM’s address for Notice, in which case your account with ZAM will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
If Section 23.6 is found to be unenforceable or if the entirety of this Section 23 is found to be unenforceable, then the entirety of this Section 23 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 23 will govern any action arising out of or related to this EULA. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
Consent to Electronic Communications
Disclaimer, Release and Limit of Liability
ZAM MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING ANY PRIZE OR YOUR PARTICIPATION IN ANY PROMOTIONAL ACTIVITY. BY ENTERING THE PROMOTIONAL ACTIVITY OR BY RECEIVING ANY PRIZE, YOU AGREE TO RELEASE AND HOLD HARMLESS ZAM, AND ITS SUBSIDIARIES, AFFILIATES, SUPPLIERS, DISTRIBUTORS, ADVERTISING/PROMOTION AGENCIES, ALL SOCIAL MEDIA NETWORKS (INCLUDING FACEBOOK AND INSTAGRAM), AND PRIZE SUPPLIERS, AND EACH OF THEIR RESPECTIVE PARENT COMPANIES AND EACH OF THOSE COMPANY’S OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY, THE “RELEASED PARTIES”) FROM AND AGAINST ANY CLAIM OR CAUSE OF ACTION, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, DEATH, OR DAMAGE TO OR LOSS OF PROPERTY, ARISING OUT OF PARTICIPATION IN THE PROMOTIONAL ACTIVITY, OR RECEIPT OR USE OR MISUSE OF ANY PRIZE. THE RELEASED PARTIES ARE NOT RESPONSIBLE FOR: (a) ANY INCORRECT OR INACCURATE INFORMATION, WHETHER CAUSED BY ENTRANTS, PRINTING ERRORS OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR USED IN THE PROMOTION; (b) TECHNICAL FAILURES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO MALFUNCTIONS, INTERRUPTIONS, OR DISCONNECTIONS IN PHONE LINES OR NETWORK HARDWARE OR SOFTWARE; (c) UNAUTHORIZED HUMAN INTERVENTION IN ANY PART OF THE ENTRY PROCESS OR THE PROMOTIONAL ACTIVITY; (d) TECHNICAL OR HUMAN ERROR THAT MAY OCCUR IN THE ADMINISTRATION OF THE PROMOTIONAL ACTIVITY OR THE PROCESSING OF ENTRIES; OR (e) ANY INJURY OR DAMAGE TO PERSONS OR PROPERTY THAT MAY BE CAUSED, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, FROM YOUR (OR ANY OTHER ENTRANT’S) PARTICIPATION IN THE PROMOTIONAL ACTIVITY OR RECEIPT OR USE OR MISUSE OF ANY PRIZE. If for any reason your entry is confirmed to have been erroneously deleted, lost, or otherwise destroyed or corrupted, your sole remedy is another entry in the promotion, except that if it is not possible to award another entry due to discontinuance or completion of the promotion, or any part of it, for any reason, ZAM, at its discretion, may elect to hold a random drawing from among all eligible entries received up to the date of discontinuance for any or all of the prizes offered herein. No more than the stated number of prizes will be awarded. In event that production, technical, programming, or any other reasons cause more than the stated number of prizes as set forth in the applicable terms and conditions to be available or claimed, ZAM reserves the right to award only the stated number of prizes by a random drawing among all legitimate, unawarded, eligible prize claims.
Game Play Competitions and Points.
Game Play. The Service may permit users to compete in certain game play (a “Competition”), view Competitions, and compete for points (“Game Play Points”) based on the results of Competitions. [Your skill, your skill relative to others, and the number of other users participating in a Competition will determine the amount of Game Play Points you may receive, if any]. No entry fee, Game Play Points, or other consideration is required to participate in any Competition.
License to Game Play Points. [Game Play Points are an enhancement to viewing Competitions where users can make predictions about the winner of a Competition. You may apply a Game Play Point to your prediction to try to obtain more Game Play Points. However, you may always make a prediction without the use of a Game Play Point.] Game Play Points are provided under a limited, non-transferable, non-sublicensable, revocable license to use within the Service in accordance with this EULA. You obtain no property interest in Game Play Points. You may not transfer, sell, auction, offer, or resell Game Play Points in any manner, including within or outside of the Service. We reserve the right to suspend or terminate the account of any user who transfers, sells, auctions, offers, or resells Game Play Points in violation of this EULA. We reserve the right to remove or modify Game Play Points from your account in our sole discretion and without notice. We have no liability for hacking or loss of your Game Play Points, and we have no obligation to reimburse you for any Game Play Points that are lost due to your violation of these Terms or any other reason.
No Value in Game Play Points. We may use other terms to describe Game Play Points, such as [“gold”]. Regardless of what we call them, Game Play Points are not real money and do not have monetary or financial value. We may distribute Game Play Points in our sole discretion. Any Game Play Point balance shown in your account does not constitute a real-world balance or reflect any stored value, but rather constitutes a measurement of the extent of the license granted to you by us. You acknowledge that Game Play Points are not real currency and are not redeemable from us at any time.
Prizes. [We may offer prizes, including cash (“Prize”) in association with Competitions. Any cash Prize is displayed and paid in United States Dollars. If you win a Prize, we will use reasonable efforts to display the Prize in your account within [60 minutes] of the Service recording your completion of a Competition. You may request a cash withdrawal from your account [via PayPal or we will mail you a check]. We reserve the right to charge your account a transaction fee in connection with a withdrawal, and to require proof of your identity when you request a withdrawal. If we mistakenly credit a Prize to your account, we remain the owner of that Prize and may automatically deduct the mistaken Prize from your account upon discovery of our error. You will owe us the equivalent of any Prize mistakenly credited to you.
The Service is offered by ZAM Network, LLC, located at 12121 Wilshire Blvd. Suite 301, Los Angeles, CA 90025. You may contact us by sending correspondence to that address or by emailing us at the following email addresses:
|All other ZAM firstname.lastname@example.org|
Notice Regarding Apple
If you are using our mobile applications on an iOS device, the terms of this Section 27 apply. You acknowledge that this EULA is between you and ZAM only, not with Apple, and Apple is not responsible for the Service or its content. Apple has no obligation to furnish any maintenance or support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile application to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claim by you or any third party relating to the Service or your possession or use of the Service, including: (a) product liability claims; (b) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, or discharge of any third party claim that the Service or your possession and use of the mobile application infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms when using the Service. Apple and Apple’s subsidiaries are third party beneficiaries of Section 27 of this EULA, and upon your acceptance of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this Section 27 of this EULA against you. You hereby represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.