I. Registration and Your Account
1. Eligibility and Accuracy of Information. By registering for an account, you represent that you are of the age of legal majority in your state or jurisdiction of residence. If you are a parent registering on behalf of a child between the ages of 13 and 18, you agree that you are responsible for the activities of your child on the Site and agree to indemnify us for any damages incurred by us to the extent caused by such activities. You agree that all information you submit to the Site as part of your registration (or later updates to this information) is true, accurate and up to date. You agree that you will not allow others to use your account, nor will you use your account or the Site on an outsourcing basis or on behalf of third parties.
3. Termination and Suspension. We agree to provide you access to the Site and the services available on the Site (“Services”) only as authorized in this Agreement and the Site Rules. We reserve the right to reject your user registration by notifying you of our decision. Even after acceptance, we may terminate or suspend your account and ability to use the Site in our sole discretion, with or without cause and without prior notice to you. If we believe your actions may cause us or other users legal liability or loss, we reserve the right to notify other users of your actions. You may terminate this Agreement and your account with us only if you are not currently sponsoring a Private League and if your account is paid in full. At any such time, you may terminate this Agreement and your account by notifying us in accordance with Section VI.4 below.
II. Transactions on the Site
1. Intent of the Site. The Site is designed for registered users (“Users”) to (i) create private or public on-line sports betting leagues on the Site (each a “League”), (ii) to join public Leagues, or private Leagues by invitation, and (iii) and to “friend,” “follow” and communicate with other users on the Site; and (iv) to participate in forums and other interactive features of the Site. Each League is governed by a set of rules designed by the sponsor of the League within the constraints of the Site Rules, including the primary rule that no real money, item of value or consideration of any kind be awarded to the winner of any bets or Leagues (the “League Rules”).
2. Only a Venue; Role of TheWagerLeagues. Each private League (including its League Rules) is designed exclusively by the user identified as the sponsor of that League (a “Sponsor”). You agree and acknowledge that TheWagerLeagues does not award any money or other valuable consideration to any winner. Winners on the Site are awarded virtual dollarsand bragging rights only. The Site is only a venue for users to interact with other users, intended primarily for entertainment value and to allow for the enjoyment of legal betting on sports through virtual winnings only. We have the right, but not the obligation, to monitor, edit, refuse to post, or remove any User Submission (as defined below) from the Site, in our discretion. Likewise, the Site Rules or functions of the Site may provide guidance to users and sponsors in designing their Leagues and League Rules. Notwithstanding the foregoing, we do not screen all User Submissions, and you agree not that we are not responsible for the legality or content of User Submissions including any communications among users, nor for any actions or failures to act by any user of the Site. The information, photos and content a user posts for public view as part of his Profile, or in any public comment or communication, are referred to here as “User Submissions.”
3. Assumption of Risk. You agree that you participate in the interactive functions of the Site, including becoming a League Sponsor, at your own risk. In particular, we make no representation, and give you no assurance, that:
· A League (including its League Rules and the virtual money offered to winners) is legal in your jurisdiction or is being carried out in compliance with the legal requirements of any country, state, municipality or other government authority or regulatory entity applicable to the sponsor or participants in such Contest (“Legal Requirements”), even if designed in accordance with the Site Rules.
· Users (a) are not misrepresenting their identity, location or authority to undertake their activities on the Site, (b) are of legal age and capacity to enter into contracts; or (c) will comply with this Agreement or the Site Rules.
· A League sponsor will execute the League according to its League Rules.
4. Sponsor Undertakings. As a Sponsor of a League, you warrant and agree that:
- You will execute the League according to your League Rules.
- You will not offer to make or make any side arrangements or agreements for the award of real money, items of value or other consideration (other than [virtual dollars]) in connection with the League.
5. Release. In the event that you have a dispute with another user of the Site (whether about a League or about User Submissions made by such user), you hereby release us, our managers, members, officers, employees and agents from and against any and all claims, demands and damages (actual and consequential, and including attorneys’ fees) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes, and you agree that you shall assert such claims only against the other user. If you are a California resident, you waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
1. Fees. You agree to pay the applicable fees for using the Site, and you understand that all fees paid to use the Site are non-refundable. A list of the applicable fees appears on our Fees page, which is incorporated in its entirety in this Agreement.
2. Credit Cards. By providing a credit card to us you authorize us to charge your card our applicable fee for each transaction you make on the Site. You authorize us to consolidate balances from any duplicate accounts you may have created on our Site and bill them to your credit card. If you have any question about a charge on your credit card, contact us as described in the Notices section below. If you deliberately or inadvertently issue a chargeback to your credit card, your account is subject to be terminated. In such cases where you are a League Owner, the members of your league are subject to account termination if a chargeback occurs.
3. Past Due Accounts. If your account is past due, we reserve the right to void your Leagues or entries into Leagues, and may terminate your account or void any promotional offers. If your account is past due, you also must pay any and all collection costs we might incur in connection with your past due account.
IV. Restrictions on Use
1. Ownership of Content; Trademarks. You hereby grant us non-exclusive, worldwide, paid-up, irrevocable, sub-licenseable, perpetual license to publish, distribute to its users and visitors to the Site, and use in the ways contemplated in this Agreement, in any media known now or in the future, all Content contained in your User Submissions. “Content” shall mean materials, images, text, graphics, photos, video, music and sound, software, downloads, scripts, interactive features and other materials submitted or appearing on the Site. Content on the Site (other than your own User Submissions) is provided 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 other purposes whatsoever without our prior written consent. We reserve all rights not expressly granted in and to the Site and the Content. You agree not to circumvent, disable or otherwise interfere with security related features of the Site or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Site or the Content therein. TheWagerLeagues names and logos and all related product and service names, design marks and slogans are the trademarks or service marks of EMG Holdings LLC, and no license is granted to you to use such marks in any manner.
2. Use of Site. You agree not to violate or attempt to violate the security of the Site or the rights of other Users, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which you are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, "flooding," "spamming," "mailbombing" or "crashing;" (d) sending unsolicited e-mail, including promotions and/or advertising of products or services; or (e) forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting. Violations of system or network security may result in civil or criminal liability.
3. Prohibited Actions. You agree not to do any of the following in your User Submissions or transactions on the Site:
- Include profanity, vulgarity, nudity, hate speech, disruptive, or hostile comments, interpersonal disputes, or threats of violence.
- Include any material that is pornographic or adult in nature.
- Offer to make or make any side arrangements or agreements for the award of real money, items of value or other consideration (other than [virtual dollars]) in connection with any League or activity on the Site
- Attempt to impersonate TheWagerLeagues personnel or any other user.
- Refuse to follow our staff instructions to you.
- Post any Content that violates the Site Rules.
- Include another person’s email address or other contact information in a User Submission.
- Advertise any merchandise or offer to trade, or solicit charitable donations.
4. Your User Submissions. With regard to any Content you post as part of a User Submission, you warrant that you have all necessary rights to publish such Content and license the same to us, including any license or permission of a third party to publish or use such Content in the manner you are using it. You further agree not to post any User Submissions that may be defamatory, or harass or otherwise violate the privacy of any user by means of your User Submissions.
V. Our Limits of Liability
1. DISCLAIMER OF WARRANTIES. YOU AGREE THAT USE OF THE SITE AND THE SERVICES ARE ENTIRELY AT YOUR OWN RISK. THE SITE AND SERVICES, INCLUDING ALL CONTENT, USER SUBMISSIONS, FUNCTIONS, AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE, ARE PROVIDED ON AN "AS IS" "AS AVAILABLE" BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, NON-INFRINGEMENT, TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR ITS FUNCTIONS WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED.
WE MAKE NO ENDORSEMENT OR WARRANTY REGARDING ANY LEAGUE, LINKS OR OTHER CONTENT POSTED ON THE SITE BY SITE USERS, OR ANY TRANSACTION ENTERED INTO THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE, INCLUDING GUIDANCE ON CREATING LEAGUE RULES, SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. WE EXPRESSLY DISCLAIM ANY RESPONSIBILITY FOR ANY MISREPRESENTATIONS OR BREACHES COMMITTED BY ANY USER OF THE SITE OR ANY LOSS YOU INCUR DUE TO THE ACTS OR FAILURES TO ACT OF USERS OF THE SITE.
2. LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NONE OF EMG HOLDINGS, LLC, OUR OFFICERS, MANAGERS, MEMBERS, EMPLOYEES OR AGENTS (COLLECTIVELY “EMG PARTIES”) SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE THE SITE, SERVICES OR THE CONTENT AND FUNCTIONS RELATED THERETO (INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS, LOST BUSINESS OR LOST SALES, BUSINESS INTERRUPTION OR LOSS OF INFORMATION) EVEN IF WE OR OUR AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF THE EMG PARTIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THIS AGREEMENT OR YOUR USE OF THE SITE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAY TO US IN THE 12 MONTHS PRIOR TO THE EVENT GIVING RISE TO YOUR CLAIM OR (B) US$100.00.
3. Indemnification: You shall indemnify, defend and hold the EMG Parties harmless from and against any and all claims, losses, damages, liabilities, judgments and fees and expenses related thereto (including, without limitation, reasonable attorneys’ fees), incurred by a EMG Party in connection with any claims arising out of, based upon or resulting from (a) any breach or violation by you of this Agreement or the Site Rules, (b) any use by you of the Site, (c) a dispute with another User or allegation that you have harmed another User, or (d) the infringement by you or any other User of any intellectual property or other right of any person or entity. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle or otherwise dispose of any matter without our prior written consent.
1. Independent Contractors. You and we are independent contractors. No agency relationship, partnership, joint venture, employer-employee relationship or franchisor-franchisee relationship is intended or created by this Agreement.
2. Choice of Law;. This Agreement, all matters arising from or relating to the your use of the Site, and any and all claims arising out of your relationship with the EMG Parties shall be governed by and in accordance with the laws of the State of Georgia, excluding (i) its conflicts of laws provisions, (ii) the United Nations Convention on Contracts for the International Sale of Goods, and (iii) the 1974 Convention on the Limitation Period in the International Sale of Goods, as amended.
3. Dispute Resolution; Attorneys Fees.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU HEREBY EXPRESSLY AGREE THAT ANY PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF THE SITE SHALL BE INSTITUTED EXCLUSIVELY IN A STATE OR FEDERAL COURT SITTING IN THE COUNTY OF FULTON, STATE OF GEORGIA, UNITED STATES OF AMERICA, AND YOU EXPRESSLY WAIVE ANY OBJECTION THAT YOU MAY HAVE NOW OR IN THE FUTURE TO THE LAYING OF THE VENUE, OR TO THE JURISDICTION OF ANY SUCH COURT OVER YOU OR YOUR ACTIVITIES ON THE SITE. Notwithstanding the foregoing, we reserve the right to institute proceedings in any jurisdiction in order to (i) obtain interim or provisional relief pending resolution of a dispute; or (ii) collect from you any monies due under this Agreement or under an award of the court described above. In the event that you bring an action in an improper forum in violation of this Section 3, we shall be entitled to recover from you its reasonable attorney’s fees in responding to in order to dismiss such action.
4. Notices. Except as explicitly stated otherwise, any notices you send to us shall be given to email@example.com, or, in the case notices we send to you, to the e-mail address or street address listed in your user information in your account. Notice shall be deemed given 24 hours after an electronic message is sent, unless the sending party is notified that the message did not reach the recipient or, in the case of mailing, three (3) days after the date of mailing.
5. General Provisions. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible so as to effect the intent of this Agreement, and the remainder of this Agreement shall continue in full force and effect. The following Sections shall survive any termination of this Agreement: Section I.1 and 2, Section II.2 through 5, Section III, Section IV.1 and IV.4, Section V, and Section VI. There are no third party beneficiaries of this Agreement. The failure by either party to exercise or enforce any rights or provisions of this Agreement (including the Site Rules or other document incorporated by reference herein) shall not constitute a waiver of such right or provision. This Agreement comprises the entire agreement between you and us and supersedes all prior agreements or statements between us, written or oral, regarding the subject matter contained herein. All provisions in this Agreement regarding representations and warranties, indemnification, disclaimers and limitations on liability shall survive any termination of this Agreement. This Agreement is binding upon and inures to the benefit of the respective successors, permitted assigns, heirs and executors of the parties, but you may not assign this Agreement to any person or entity without our prior written consent, and any such assignments made without consent shall be null and void.