Animoca Brands Ideas - Terms of Service
Thank you for using this website and services offered by Animoca Brands Limited (together with its parents, subsidiaries, affiliates, agents, representatives, consultants, directors, employees and officers, collectively, “Animoca Brands”, “we”, or “us”).
The Terms of Service are a legal agreement between Animoca Brands and you. Animoca Brands operates the crowd sourced platform, Animoca Brands Ideas (“Platform”) and the Terms of Services impose certain restrictions on your use of the Platform. The Platform is being provided as a crowd sourced platform for the creative community in which Animoca Brands will put forward ideas for new content, games, features, etc (“Idea(s)”). If other users of the Platform like an Idea, they will vote for it (“Voting Ideas”). Once sufficient votes for a particular Idea have been received, Animoca Brands will raise funds by seeking crowdfunding from users for using such Idea and developing it into usable and/or playable contents upon meeting certain funding goal (“Funding Ideas”, together with the Voting Idea, the “Ideas”).
2. Using the Platform
You need to apply for setting up a user account with a username, a valid email address owned and/or managed by you and a password and confirming that you are at least 18 years old before you can use the Platform and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set out in the Terms of Services. Alternatively, you may set up a user account by logging in through Facebook and Google. If you are between 13 and 18 years old, you will require a parental consent from your parent/legal guardian before you can use the Platform. The Platform is not intended for children under 13. If you are under 13 years old, then please do not use the Platform. Animoca Brands have the sole discretion to accept or reject any user account application and reserve the right not to allow anyone to use the Platform. Any user suspended from using the Platform may not use the Platform.
All information submitted in connection with your user account on the Platform must be true, current, accurate and complete. You agree to notify us immediately if your user account has been used without authorization or there has been any other breach of security of the user account. You also agree to provide additional information we may reasonably request and to answer truthfully and completely any questions we might ask you in order to verify your identity.
You can terminate your account at any time. All provisions of the Terms of Services survive termination of an account, including our rights regarding any comments or suggestions you have already submitted to the Platform.
3. License to Users
Upon the approval of your user account application by Animoca Brands, Animoca Brands grant you a limited, non-exclusive, non-transferable, revocable license to use the Platform subject to your eligibility and continued compliance with the Terms of Services.
4. Voting and Funding
We have the right to reject, cancel, interrupt, remove, or suspend any Ideas at any time and for any reason. For more details about voting for an Idea and funding towards an Idea, please refer to the FAQ page on the Platform at http://ideas.animocabrands.com/pages/faq.
5. Personal Data
Certain personal information, including your full name, email address and any profile information, may be collected from you when using the Platform. Such personal information will be used only for the purpose of using this Platform as described in the Terms of Services unless otherwise clearly stated and accepted by you.
6. Prohibited Activities
Animoca Brands may suspend, terminate, or prohibit you from using the Platform if you are involved in any of the following prohibited activities. Animoca Brands also reserve the right to take any other action required or permitted under any applicable laws.
(a) use the Platform for any unauthorized or illegal purpose or in breach of the Terms of Services;
(b) stalk or otherwise harass anyone on or through the Platform;
(c) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(d) use misleading email, IP addresses or manipulated identifiers to conceal the origin of contents or materials transmitted through the Platform;
(e) transmit email or any other content that (a) includes another person’s identifying or personal information without that person’s express consent; (b) is deceitful, deceptive, false, inaccurate, misleading, or constitutes “bait and switch”; or (c) contains any worms or viruses, spyware, malware, or any other harmful or destructive code;
(f) upload, post, email, transmit, or otherwise make available to other users or visitors of the Platform (a) any content, material, or information to, on, or through the Platform that is abusive, defamatory, discriminatory based on age, disability, ethnic origin, fraudulent, gender, harassing, harmful, hateful, invasive of privacy of another person, libelous, race, religion, sexual orientation, obscene, pornographic, profane, sexually explicit or indecent, threatening, tortious, vulgar, or unlawful; or (b) any unauthorized or unsolicited advertising, affiliate links, chain letters, junk mail, promotional materials, pyramid schemes, spam, or any other form of solicitation;
(g) sell or offer for sale goods, materials and/or contents that (a) you do not own or control a right to make available under any law or under contractual or fiduciary relationships; (b) infringe a copyright, patent, trademark, trade secret, or other intellectual property rights of, (c) violate any rights of privacy or publicity of, or (d) defame or libel, any person or entity;
(h) advertise or distribute any promotional materials in relation to any illegal goods or services or the sale of any items the sale of which is prohibited or restricted by applicable law;
(i) provide or offer materials or any other content for download that contain software viruses or anything else (such as code, files, or programs) designed to interfere, destroy, or restrict the proper working of any software, hardware or telecommunications equipment;
(j) collect any personal information (such as names, email address or postal address) of another users or visitors through the Platform for commercial or unlawful purposes;
(k) disrupts the normal flow of dialogue, causes a screen to scroll faster than other users are able to type, or otherwise act in a way which affects the ability of other people to engage in activities at the Platform;
(l) copies any other pages or images on the Platform except with appropriate authority;
(m) use any automated means (such as crawlers, data mining tools, robots, or spiders, to download data from the Platform. We shall have the right to develop, invoke, or utilize any means to disrupt, diminish the quality of, interfere with the performance of, or impair the functionality of any automated means you may use to access the Platform;
(n) bypass any measures that we have put in place to secure the Platform or disrupt the Platform or any activities conducted on the Platform by imposing an unreasonable load (as determined in our sole discretion) on our infrastructure, or on our third-party providers or in any manner that otherwise negatively affects the ability of other Members or visitors to use the Platform;
(o) attempt to (a) gain unauthorized access to our computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the proper working of, the Platform; or (b) regain such access following a ban or termination of your account, including but not limited to by means of opening or attempting to open a new membership account under the same or different username;
(p) take apart or reverse engineer any aspect of the Platform in an effort to access to any of our properties such as source code, underlying ideas, or algorithms, or attempting to do so;
(q) violate any applicable laws in your jurisdiction (including but not limited to intellectual property laws or tax laws), or breach any contract or legal duty you have toward anyone; and
(r) contains links to other sites that contain the kind of content, which falls within the descriptions set out at (a) to (q) above.
7. Third-Party Websites, Advertisers or Services
8. Ownership and Intellectual Property Rights
All title, ownership, rights, and intellectual property rights in and to the Platform, including but not limited to, all text, graphics, images, photos, computer code, software, scripts, multimedia files, interactive features, trademarks, service marks and logos (“Our Contents”), shall be owned by and remained with Animoca Brands. All rights not expressly granted to you in the Terms of Services are reserved to Animoca Brands. You also agree not to remove, obscure, or alter copyright, patent, trademark, or other proprietary rights notices associated with the Platform.
Our Contents on the Platform are provided to you as is for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purpose whatsoever without the prior written consent of Animoca Brands or as expressly provided herein.
Any ideas, photos, videos, text, graphics, logos artwork and other audio or visual materials (collectively, “User Contents”) submitted by you on the Platform become our property and you assign to us, with full title guarantee, all copyright with respect to the User Contents that may be used for promotional or other purposes. We reserve the right to remove any identification or watermark language that appear on the User Contents.
The Platform and Our Contents are protected by copyrights, trademarks, service marks, international treaties and/or other proprietary rights and laws worldwide. All individual elements making up the Platform are also copyrighted works. You agree to comply with all applicable intellectual property rights and other laws, as well as any additional copyright notices or restrictions contained in the Platform. Copying any of Our Contents from the Platform to any other site, or reselling, distributing, or publishing them in any way without our express written consent is prohibited. Any violation of this paragraph shall subject the violator to severe penalties and you shall indemnify and hold us harmless from and against any and all costs and damages incurred by us as a result of such violation.
9. Unsolicited Idea Submissions
We always welcome comments or suggestions from our user community on ways to improve the services provided through the Platform. You acknowledge that the following policy applies to ideas, comments, suggestions, proposals or materials submitted by you to Animoca Brands and/or through the Platform, in order to avoid any future disputes when new products, services and/or features developed internally by Animoca Brands might be similar or even identical to a submission received by Animoca Brands: (a) all submissions shall be considered non-confidential and non-proprietary; (b) we will have no obligation concerning the submission, contractual or otherwise (including, without limitation, confidentiality); (c) we will not be liable for any use or disclosure of any submission; and (d) you shall grant us a perpetual, non-exclusive, royalty-free, transferable, sublicensable, worldwide license to use, publicly display, publicly perform, store, reproduce, modify, create derivative works, and distribute such submission on or in connection with the Platform and our related marketing and promotional activities and we shall be entitled to unrestricted use of such submissions for any purpose whatsoever, commercial or otherwise, without compensation to any such third party user.
You represent and warrant that you will not post, upload, display, submit, modify, distribute, or reproduce in any way comments or suggestions that will infringe any third party’s intellectual property rights, proprietary rights, privacy rights, confidentiality, rights of publicity or otherwise violate the Terms of Services or applicable law. Animoca Brands reserves the right, at its sole discretion, to remove any user comments or suggestions if it believes that such comments or suggestions may contrary to the above, and/or to terminate the user accounts of user who is believed to be the infringer.
You agree to defend, indemnify and hold harmless Animoca Brands, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors and agents from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys' fees and costs) and all amounts paid in settlement arising from or relating to use of the Platform, breach of the Terms of Services or violation of any laws. Animoca Brands may assume the exclusive defense and control of any matter for which you have agreed to indemnify Animoca Brands and you agree to assist and cooperate with Animoca Brands in the defense or settlement of any such matters.
11. Disclaimer of Warranties
You agree to use the Platform at your own risk. The Platform and all the facilities, information, materials, services, software, and other content (“Materials”) in the Platform are provided “as is” and “as available” without warranties of any kind, either express or implied. To the fullest extent permissible pursuant to applicable law, Animoca Brands disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement. Animoca Brands does not warrant that the functions contained in the Platform, will be available, uninterrupted or error-free, that defects will be corrected, or that the Platform or the servers that make the site available are free of viruses or other harmful components. Animoca Brands does not warrant or make any representations regarding the use or the results of the use of the Materials in the Platform or any websites linked to the Platform in terms of their correctness, accuracy, reliability, or otherwise. Animoca Brands makes no warranties that your use of the Materials on the Platform or any website will not infringe the rights of others and Animoca Brands assumes no liability or responsibility for errors or omissions in such Materials of the site or any other website. If applicable law does not allow the exclusion of some or all of the above implied warranties to apply to you, the above exclusions will apply to you only to the extent permitted by applicable law.
12. Limitation of Liability
Animoca Brands (including its affiliates, directors, officers, employees, agents, subcontractors or licensors) is not liable for any indirect, punitive, incidental, special, consequential or exemplary damages or, in any event, for damages exceeding the lesser of one hundred U.S. dollars ($100.00) or the fees paid to Animoca Brands for the transaction from which the cause of action arose. This limitation of liability section applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Animoca Brands has been advised of the possibility of such damage and to the fullest extent permitted by law in the applicable jurisdiction. Without limitation, you assume the entire cost of all necessary servicing, repair or correction in the event of any such loss or damage arising. For jurisdictions that do not allow Animoca Brands to limit its liability: notwithstanding any provision of the terms, for users in a jurisdiction that has provisions specific to waiver or liability that conflict with the foregoing, then Animoca Brands’ liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions that do not allow such limitation of liability, Animoca Brands does not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; (b) fraudulent misrepresentation or intentional misconduct; or (c) any liability which it is not lawful to exclude either now or in the future.
Animoca Brands reserves the right to terminate or suspend your account and delete all content associated with your account at any time, with or without notice, if we determine that you have violated the Terms of Services, or for any other reason as its sole discretion. Animoca Brands assumes no liability for any information removed from the Platform, termination, and/or suspension of your account. You may also terminate your account at any time. Such termination shall be effective immediately, and after termination you will not be given back any of your content, if any, posted on the Platform, nor will you be given access to any of such contents.
14. Governing law and Jurisdiction
The Terms of Services shall be governed by, construed and enforced in accordance with the laws of Hong Kong. You agree to submit to the exclusive jurisdiction of the courts of Hong Kong for the purposes of hearing and determining any dispute arising out of the Terms of Services.
If you have a dispute with one or more users, you release us from any claims, demands, liabilities, costs or expenses and damages (actual and consequential of every kind and nature, known and unknown), arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise) to the extent permitted by applicable law, that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release. If you are a California resident, you waive any and all rights or benefits afforded by California Civil Code § 1542, which states “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
16. Interruption of Service Provided in the Platform
Animoca Brands reserves the right to interrupt the Platform from time to time on a regularly scheduled basis or otherwise with or without any prior notice to you in order to perform maintenance or other supporting services. You agree that Animoca Brands will not be liable for any of such interruption, delay or failure to perform resulting from any causes whatsoever.
You further acknowledge that the Platform may be interrupted for reasons beyond our control, and Animoca Brands cannot guarantee that the Platform or your account can be accessed whenever you may wish to do so. Animoca Brands shall not be liable for any interruption of the Platform, any loss of data or user generated content as a result of any of such interruptions, delay or failure to perform resulting from any causes whatsoever.
Animoca Brands has the right at any time with or without reason to change and/or eliminate any aspect(s) of the Platform as it deems fit at its sole discretion.
In the event any provision contained in the Terms of Services is determined to be invalid, illegal or otherwise unenforceable in any respect for any reason, the validity, legality and enforceability of the provision in every other respect and the remaining provisions of the Terms of Services will not be in any way impaired and shall remain in full force and effect. No waiver of any term of the Terms of Services shall be deemed a further or continuing waiver of such term or any other term, and Animoca Brands’ failure to assert any right or provision under the Terms of Services shall not constitute a waiver of such right or provision. The Terms of Services set out the entire agreement and understanding between you and Animoca Brands and supersedes all prior agreements, understandings or arrangements (whether oral or written) regarding the subject matter of the Terms of Services.