JOGO XERO TO 100 PROMOTION
OFFICIAL RULES

NO PURCHASE OR PAYMENT NECESSARY. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID WHERE PROHIBITED.

1. 1. GENERAL: These Official Rules govern a random drawing sweepstakes promotion conducted by Jogo Studios Inc. (the “Promotion”).
   2. SPONSOR: Jogo Studios Inc. (“Sponsor”), 3402 Pico Boulevard, Santa Monica CA 90405. The Promotion is in no way sponsored, endorsed or administered by or otherwise associated with Fortnite, Epic Games, Inc. or any gaming or social media platform, including but not limited to, Sony Interactive Entertainment LLC, Microsoft Corporation, Nintendo Co. Ltd., Apple Inc., Google Inc., YouTube, Instagram, Facebook, Twitter, and TikTok, or any third-party utilized in the administration of Prizes.
   3. HOW TO ENTER: No purchase or payment of any kind is necessary to enter or win the Promotion. Any purchase or payment will not increase your chance of winning the Promotion. The Promotion begin at 7am EST on October 19, 2024 (the “Start Date”), and end at 11:59 PM EST on October 26, 2024 (the “Promotion Period”).Throughout the Promotion Period, eligible Entrants may enter the Promotion and receive one entry in the Promotion by completing all of the following steps: (i) following @jogo on X (f/k/a Twitter), (ii) playing ‘The Pit of Legends’ in Fortnite Creative (the “Map”) during the Promotion Period, (iii) joining the official Discord channel (located at discord.gg/jogogames and referred to in these rules as the “Discord Channel”), and (iv) posting a screenshot to the Discord Channel labeled “Xero to 100 Contest” during the Promotion Period verifying you have reached level 100 in the Map and acquired Xero.Entries will be deemed submitted by the authorized account holder of the Entrant’s Discord account, which must match the Entrant’s Fortnite account and X account.  The “authorized account holder” is defined as the natural person to whom the account as assigned by Discord, X, or Epic Games as applicable.  All entries must be received during the Promotion Period.Alternatively, you may receive one entry in the Promotion by sending an email to info@jogogames.com with the subject line “JOGO XERO TO 100 PROMOTION ENTRY” and your full legal name, age, state of residence, and X and Discord usernames in the body of the email before the close of the Promotion Period (the “AMOE”). Except for the AMOE, online entry is the only method of entry. All referenced links throughout the Official Rules are embedded directly in the accompanying text. Incomplete, false or deceptive entries are void. The Winner will be picked and announced on the Discord Channel per the timetable in Section 4. Sponsor’s computer will serve as the official time keeping device for both Promotion.
   4. ELIGIBILITY: The Promotion is open to legal residents of the United States and the District of Columbia who are at least 18 as of the Start Date, or at least 13 years of age as of the Start Date and has shown these Official Rules to a legal guardian or parent who has read these Official Rules, consents to Entrant’s participation in the Promotion, and agrees to be bound by all terms and conditions in these Official Rules.Employees of Sponsor and any of its advertising and promotional agencies, any other entities participating in the design, marketing, administration or fulfillment of the Promotion, as well as each of their parent corporations, subsidiaries and affiliated companies (collectively with Sponsor, the “Promotion Entities”), and each of their immediate families and members of their households are ineligible to participate in the Promotion. Void where prohibited.
   5. SELECTING THE WINNER AND NOTIFICATION: The potential prize winners will be selected as follows:There will be twenty Winners (defined below) of the Promotion, determined by Sponsor by random drawing after compiling all eligible entrants from the Promotion Period (each an “Entrant” and collectively the “Entrants”).Sponsor, whose decision is final and binding in all respects, will contact the selected Entrants through direct message or comment to the Entrant’s corresponding Discord account (“Notice”) on or after October 27, 2024 (“Potential Prize Winner”), and announce the Winners on the Discord Channel on or around October 29, 2024. Odds of winning the Prizes depend on the number of eligible entries received from Entrants during the Promotion Period. Failure of Potential Prize Winner to respond to such notification within 24 hours will result in disqualification of Potential Prize Winner and an alternate potential winner will be selected (i) determined by Sponsor by random drawing as to the Promotion (each, an “Alternate Potential Winner”). Any Alternate Potential Winner shall be contacted via Notice as soon as practicable and shall also have 24 hours to respond. AN ENTRANT IS NOT A WINNER OF ANY PRIZE UNLESS AND UNTIL ENTRANT’S ELIGIBILITY HAS BEEN VERIFIED AND ENTRANT HAS BEEN NOTIFIED VERIFICATION IS COMPLETE (“Winner”).
   6. General Conditions; License. Except where prohibited by law, by entering the Promotion or agreeing to accept a Prize or accepting a Prize, each Entrant hereby irrevocably and exclusively grants to the Promotion Entities, and their licensees, affiliates, and assigns (collectively, the “Licensed Parties”), an irrevocable, royalty-free and fully paid up right and license (but not obligation) to use the Entrant content in connection with the Promotion, including but not limited to, any content featuring or utilizing any Prize, as well as each’s name, social media handles, photograph, likeness, statements, voice, and biographical information therein or thereto (collectively, the “Materials”), throughout the universe, in perpetuity in any and all media, whether now or hereafter known or devised, for any and all purposes, including but not limited to commercial or advertising purposes, without review, credit, permission, or further compensation or consideration. Without limitation, each Entrant understands and agrees that the rights granted herein include reproduction and/or exploitation of the Materials or derivatives thereto, in whole or in part, in any media throughout the world, in perpetuity and throughout the universe as may be conferred upon the Licensed Parties under all applicable laws, regulations, or directives. Entrant hereby irrevocably waives all so-called “moral rights of authors” and “droit moral” rights (and any similar rights under the laws of any country of the world) in connection with the Materials and exploitation of any nature.
   7. PRIZES AND TAXES: There will be twenty Promotion Winners selected. The Winners will receive a cash prize equal to the then-current approximate value of 10,000 Fortnite V-Bucks (each a “Prize” and collectively, the “Promotion Prizes”).The aggregate total estimated retail value of all Promotion Prizes is approximately $1,600 USD.Winners may not substitute, assign, or transfer Prizes. Sponsor reserves the right, in its sole discretion, to substitute a Prize, or portion thereof, with one of comparable or greater value. Limit 1 Prize per family or household. Additional restrictions may apply.Any applicable federal, state, and local taxes and liabilities arising from the Promotion, including, without limitation, excise tax (including sales tax), and other expenses not specifically set forth herein are the sole responsibility of each Winner. Each Winner shall provide, upon Sponsor’s request, all available information that Sponsor may reasonably require to fulfill its obligations under any national, state, provincial, or local tax statute, regulation, or rule. Each Winner acknowledges that Sponsor will rely upon such information to prepare all relevant tax materials, if any, including the Internal Revenue Service form 1099. Notwithstanding the foregoing, Sponsor may, but is not obligated to use good faith efforts to estimate any domestic tax implications for the Winner in connection with its receipt of a corresponding Prize and will use good faith efforts to provide additional compensation to offset such taxes for such Prizes as Sponsor determines in its sole discretion.
   8. RELEASE: The Promotion is subject to all applicable federal, state and local laws of the United States. By participating, you agree to be fully and unconditionally bound by these Official Rules and the decisions of Sponsor and waive any and all right to claim ambiguity in the Promotion or these Official Rules or that your publicity or similar rights were infringed upon. Entrants and each Winner also agrees to release, discharge, indemnify and hold harmless the Licensed Parties, any third party platforms utilized in connection with the Promotion, including but not limited to Epic Games, Inc., and X (formerly Twitter), and each of their respective officers, directors, employees, representatives and agents (collectively, the “Released Parties”) from and against any claims, damages, disability, attorneys’ fees, and costs of litigation and settlement, as well as any liability due to any injuries, damages or losses to any person (including death) or property; or of any acceptance, possession, ownership, misuse of any Prize. Sponsor may rescind any aspect of the Promotion found to contain such errors without liability at its sole discretion.ALL PRIZES ARE AWARDED “AS IS” WITH NO WARRANTY OR GUARANTEE OF ANY KIND. THE PROMOTION ENTITIES DO NOT MAKE ANY WARRANTY, REPRESENTATION OR GUARANTEE, EXPRESS OR IMPLIED, IN FACT OR IN LAW, RELATIVE TO THE USE OF ANY PRIZE OR, IF APPLICABLE, ANY PRIZE COMPONENTS, INCLUDING, WITHOUT LIMITATION, QUALITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. FURTHER, NO RESPONSIBILITIES ARE ACCEPTED FOR ANY ADDITIONAL EXPENSES, OMISSIONS, DELAYS OR ACTS OR GOVERNMENT OR AUTHORITY.Each Entrant and each Winner understands and agrees that all rights under Section 1542 of the California Civil Code and similar law of any state or territory of the United States are hereby expressly waived.  Said section reads as follows:

      A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

   9. LIMITATION OF LIABILITY: The Released Parties are not responsible for: (i) lost, late, misdirected, undeliverable or incomplete entries due to system errors or failure, or faulty transmissions or other telecommunications malfunctions and/or entries; (ii) technical failures of any kinds; (iii) failures of any of the equipment or programming associated with or utilized in the Promotion; (iv) unauthorized human and/or mechanical intervention in any part of the entry process or the Promotion; (v) technical or human error which may occur in the administration of the Promotion or the processing of entries; or (vi) any injury or damage to persons or property which may be caused, directly or indirectly, in whole or part, from Entrant’s participation in the Promotion or receipt or use of any Prize. If for any reason an Entrant’s entry is confirmed to have been erroneously deleted, lost or otherwise destroyed or corrupted, Entrant’s sole remedy is another entry in the Promotion, as applicable. If for any reason either Promotion is not capable of running as planned, including, but not limited to, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, or any other causes beyond the reasonable control of Sponsor which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Promotion, then Sponsor reserves the right at its sole discretion to cancel, terminate, modify, or suspend all or any part of the Promotion and to select Potential Prize Winners from among all eligible entries received by Sponsor up until the time of such cancellation, termination, modification or suspension,  as applicable. To the extent permitted by applicable law, all judgments or awards shall be limited to actual out-of-pocket damages (excluding attorneys’ fees) associated with participation in the Promotion and shall not include any indirect, punitive, incidental and/or consequential damages.
   10. JURY TRIAL WAIVER: EXPECT AS PROHIBITED BY LAW AND AS A CONDITION OF PARTICIPATING IN EITHER PROMOTION, ENTRANT HEREBY WAIVES ANY RIGHT HE/SHE/THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT TO ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THE PROMOTION, ANY DOCUMENT OR AGREEMENT ENTERED INTO CONNECTION HEREWITH AND ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.
   11. APPLICABLE LAWS AND JURISDICTION. The Promotion is subject to all applicable federal, state, and local laws and regulations. Issues concerning the construction, validity, interpretation and enforceability of these Official Rules for the Promotion shall be governed by the laws of the State of California, without regard to any principles of conflict of laws. Should there be a conflict between the laws of the State of California and any other laws, the conflict will be resolved in favor of the laws of the State of California. All disputes arising out of or connected with the Promotion will be resolved individually, and without resort to class action, exclusively by binding arbitration by a single arbitrator in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association, in a county in Los Angeles designated by Sponsor. The arbitrator shall be an expert in the field of intellectual property law and marketing. All parties shall bear their own expenses, except that parties shall equally share the expenses of the arbitrator (except for the required non-refundable filing fees which shall be paid solely by the party asserting the related claim). Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
   12. PRIVACY POLICY AND TERMS OF USE: By entering the Promotion, you are giving your permission to receive Notices, emails, and other communications from Sponsor. By entering, you acknowledge and agree that: (i) you have opted-in to Sponsor’s Terms of Use and Privacy Policy, copies which are available here and here, respectively; and (b) by opting-in, you have read and consent to the foregoing. Each Entrant further acknowledges that if he/she/they is chosen as a winner, certain of his/her/their identifying information may be disclosed to third parties as required by law, including, without limitation, on a winners’ list.
   13. RULES/WINNERS LIST: For 30 days after the Promotion Period, you may also send an email to info@jogogames.com for the name of the Winners. In the subject of the email, type “JOGO XERO TO 100 WINNERS LIST” No correspondence will be entered into except as noted herein.
   14. FORCE MAJEURE: The failure of Sponsor to comply with any provision of these Official Rules due to an act of god, hurricane, war, terrorism, fire, riot, earthquake, actions of governmental authorities outside the control of Sponsor or other force majeure event shall not be considered a breach of these Official Rules.

Jogo Studios, Inc.
Terms of Use
Updated: May 13, 2024

The following Terms of Use are entered into by and between You and Jogo Studios, Inc. (“Jogo,” “Company,” “we,” or “us”).

The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Terms”), govern your access to and use of our website (the “Site”) and our related services, (together with the Site, the “Services”), whether as a guest or a registered user.

Please read the Terms carefully before you start to use the Services. By using the Services or by clicking to accept or agree to the Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms and our Privacy Policy, incorporated herein by reference. If you do not want to agree to these Term including the agreements incorporated by reference herein, you must not access or use the Services.

This Services are offered and available to users who are 13 years of age or older. By using this Services, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services.

I. MODIFICATION OF TERMS

We reserve the right to change or modify these Terms at any time and in our sole discretion.  If we make changes to these Terms, we will provide notice of such changes, such as by updating the “Last Updated” date at the beginning of these Terms.  By continuing to use the Services at any point after such update, you confirm your acceptance of the revised Terms and all of the terms incorporated therein by reference.  You should review these Terms frequently to ensure that you understand the terms and conditions that apply when you access or use the Services.  If you do not agree to the revised Terms, you may not access or use the Services.

II. USE

Our Services include the creation of an online community and the development of certain assets for use with Fortnite, a product of Epic Games, Inc. (“Fortnite”).  We are not affiliated or related in any way with Epic Games, Inc. or any affiliates or subsidiaries of Epic Games, Inc.

The information and content on our Services is for entertainment purposes only and should not be relied upon as fact.  As such, we do not make any guarantees as to the accuracy of any information provided or the result of taking a particular action based on the information provided through the Services.

III. PRIVACY POLICY

Please refer to our Privacy Policy for information about how we collect, use and share your personal information.  By submitting your personal information through the Services, you expressly consent to the collection, use, and disclosure of personal information in accordance with the Privacy Policy.

IV. COMMUNICATIONS

By using the Services, you agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We have no obligation to store for your later use or access any such electronic communications that we make to you. We may also send you promotional communications via email and/or SMS text, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these communications at any time by following the unsubscribe instructions provided therein.

V. PAYMENTS

1. You are responsible for all fees and taxes. We reserve the right to increase costs at any time with or without notice to you. Further terms and conditions relating to the Services may apply.
2. Payments. All transactions are done through Fortnite’s store. Please refer to the Epic Games store and in-game store for payment terms.

VI. LIMITED LICENSE

You are hereby granted a limited, revocable, nonexclusive, nontransferable, nonassignable, non-sublicensable, “as-is” license to access and use the Services and related content for your own personal, non-commercial use; provided, however, that such license is subject to the Terms and does not include any right to (i) sell, resell, or use commercially the Services, (ii) distribute, publicly perform, or publicly display any content, (iii) modify or otherwise make any derivative uses of the Services, or any portion thereof, (iv) use any data mining, robots, or similar data gathering or extraction methods, (v) download (other than page caching) any portion of the Services, except as expressly permitted by us, and (vi) use the Services other than for their intended purposes. This license is subject to your compliance with these Terms.

VII. MATERIALS AND CONTENT

No materials from the Site or the Services may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way, except as specifically permitted on the Site. The Site and the Services, including all materials that are part of the Services, information and content, such as text, data, wallpaper, icons, characters, artwork, images, photographs, graphics, music, sound, messages, software, the HTML used to generate the pages, the Company name, trademarks, designs, logos, copyright, any Jogo branded products, and all other intellectual property and proprietary rights therein and thereto (collectively, “Materials and Content”), are copyrights, trademarks, trade dress or other intellectual property and proprietary rights owned, controlled, or licensed by Company or its subsidiaries and affiliates upon the terms hereunder. Conditioned upon your compliance with these Terms of Use, you may only use the Materials and Content and the Site and Services for your personal, noncommercial use; any other use of the Materials and Content or Services without Company’s express written consent in each instance is strictly prohibited. No right, title, or interest in any Materials and Content is granted or transferred to you as a result of your access or use thereof. Unless otherwise noted herein, you may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell, or participate in any sale of, or exploit in any way, any of the Materials and Content or Services. Unauthorized use of the Materials and Content is expressly prohibited by law, and may result in severe civil and criminal penalties.

Jogo puts forth its best efforts to ensure that the information provided on the Services is accurate but cannot guarantee the accuracy of the information. Neither the Company nor any of its owners or employees shall be held liable or responsible for any damage caused as a result of any errors or omissions on the Services or the Materials and Content.

The Company may, from time to time, provide information from a third party in the form of a podcast, sound recording, article, blog post, or any other medium. The Company does not control the information provided by such third-party guest contributors. The Company cannot guarantee the accuracy of any information provided by any third-party guest contributor nor is the Company responsible for investigating the accuracy of any information provided.

By using the Services, you accept personal responsibility for the results of your actions.  You agree to take full responsibility for any harm or damage you suffer as a result of the use, or non-use, of the information available on this Site or through the Services. You agree to use judgment and conduct due diligence before taking any actions or inaction suggested or recommended on this Site or through the Services.

VIII. PROPRIETARY RIGHTS

We respect the intellectual property of others and ask that our users do the same. We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act. If you believe that your work has been copied or used on the Site in a way that constitutes copyright infringement, please send the following information to our Copyright Agent at info@jogogames.com:

• Your address, telephone number, and email address.
• A description of the copyrighted work that your claim has been infringed.
• A description of where the alleged infringing material is located on the Site.
• A statement by you that you have a good faith belief that the disputed use is not authorized by you, the copyright owner, its agent, or the law.
• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest.
• A statement by you, made under penalty of perjury, that the above information is accurate and that you are the copyright owner or authorized to act on behalf of the copyright owner.

For clarity, only copyright infringement notices should go to our Copyright Agent. You acknowledge that if you fail to comply with the requirements of the section, your notice may not be valid.

The Company may, at its discretion, suspend or terminate the access of and take other action against users, subscribers, registrants, and account holders who infringe upon the intellectual property rights of others.

IX. EXTERNAL SITES

The Services may include hyperlinks to other websites or resources (collectively, the “External Sites”), which are provided solely as a convenience to our users. We have no control over any External Sites. You acknowledge and agree that we are not responsible for the availability of any External Sites, and that we do not endorse any advertising, products, or other materials on or made available from or through any External Sites. Furthermore, you acknowledge and agree that we are not liable for any loss or damage which may be incurred as a result of the availability or unavailability of the External Sites, or as a result of any reliance placed by you upon the completeness, accuracy or existence of any advertising, products or other materials on, or made available from, any External Sites.

X. PROHIBITED USES

You may not attempt or cause to attempt to gain unauthorized access to any portion or feature of the Services, or any other systems or networks connected to the Services, by hacking, password “cracking,” or any other illegitimate means.  You may not breach or cause to breach the security or authentication measures on the Services, or any other systems or networks connected to the Services, or otherwise attempt to interfere with the proper functioning of the Services.  You will not falsify your identity or impersonate another person, engage in conduct that limits the use and enjoyment of the Services, or any part thereof, by other users in any way, in each case as determined by us in our sole and absolute discretion.

In addition, you agree not to and will not assist another to:

1. reverse engineer, disassemble, alter, decompile, duplicate, create derivative works from, make copies of, extract information from, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services, in whole or in part, except as expressly permitted by us;
2. upload, post or store any materials that directly or indirectly contain viruses, corrupted files or any other similar harmful mechanism;
3. link to, mirror, or frame any portion of the Services without our prior express written permission;
4. scrape, index, survey, or data mine any portion of the Services or unduly burden or hinder the operation of the Services; or

remove any notice of the proprietary rights of our licensors and us from any portion of the Services or printed version thereof.

XI. TERMINATION

1. You Terminate. You may terminate these Terms at any time by discontinuing your access to and use of the Services. If you use the Services again, you will be deemed to have agreed to the Services.
2. We Terminate. You agree that we, in our sole discretion, and for any or no reason, may terminate these Terms and suspend and/or terminate your access to the Services without prior notice.  You agree that we will not be liable to you or to any third party for any such suspension or termination.
3. Other Remedies Available. If we terminate these Terms or suspend or terminate your access to or use of the Services due to your breach of these Terms or any suspected fraudulent, abusive, or illegal activity (including, without limitation, if you engage in any of the Prohibited Uses), then termination of these Terms will be in addition to any other remedies we may have at law or in equity.
4. Effect of Termination. Upon any termination or expiration of these Terms, whether by you or us, you may no longer have access to information that you have posted on the Services or that is related to your accounts, and you acknowledge that we will have no obligation to maintain any such information in our databases or to forward any such information to you or to any third party.

XII. INTERNATIONAL ISSUES

We operate the Services from the United States of America.  If you choose to access the Services from outside the United States of America, you are responsible for complying with applicable local laws.

XIII. DISCLAIMERS

THE SERVICES, CONTENT CONTAINED THEREIN, AND ITEMS LISTED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. WE DISCLAIM ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE SERVICES OR ANY CONTENT CONTAINED THEREIN. WE DO NOT REPRESENT OR WARRANT THAT CONTENT ON THE SERVICES IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. WE WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON MATERIAL OR INFORMATION, CONTAINED ON THE SERVICES. WHILE WE ATTEMPT TO MAKE YOUR ACCESS TO AND USE OF THE SERVICES AND CONTENT SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE SERVICES, CONTENT, OR ANY ITEMS LISTED ON OUR SERVICES OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR GROSS NEGLIGENCE.

XIV. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THESE TERMS, THE SERVICES, ANY ITEMS, ANY STORIES INCLUDED ON THE SERVICES, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS UNDERTAKEN BY YOU AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL OUR MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, YOUR ACCESS TO AND USE OF THE SERVICES, CONTENT (INCLUDING YOUR CONTENT), OR ANY ITEMS, PURCHASED, OR SOLD THROUGH THE SERVICES EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT PAID TO US BY YOU FOR THE SERVICES THAT IS THE SUBJECT OF THE CLAIM.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

XV. INDEMNIFICATION

To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless the Company from and against all actual or alleged third-party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement, and costs of or associated with pursuing indemnification and insurance), of every kind and nature whatsoever arising out of or related to these Terms or your use of the Services, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Services or User Content; (b) any feedback you provide; (c) your violation of these Terms; (d) your violation of the rights of any third party, including another user; (e) any breach or non-performance of any covenant or agreement made by you; (f) your User Content; or (g) any off-chain benefits (including the furnishing, or any failure to furnish, or any acts or omissions of or attributable to you or any third party in respect of the same). You agree to promptly notify the Company of any third-party Claims and cooperate with the Company in defending such Claims. You further agree that the Company shall have control of the defense or settlement of any third-party Claims. THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES SET FORTH IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY.

XVI. DISPUTE RESOLUTION

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH THE COMPANY AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

These Terms of Use, including all matters of construction, validity, and performance, and all disputes arising out of or connected with the Terms of Use, the Site, and the Material and Content (each a “Dispute,” collectively, the “Disputes”), shall, in all respects, be governed by and construed in accordance with the laws of the State of Delaware without regard to any principles of conflict of laws, except that the arbitration clause herein shall be governed by the Federal Arbitration Act. Any Dispute shall be settled by mediation under the Commercial Mediation procedures of the American Arbitration Association (the “AAA”), except that if mediation of a Dispute is not successful within two (2) months of appointment of a mediator, such Dispute shall be settled by individual arbitration under the Commercial Arbitration Rules of the AAA. The place of mediation or arbitration shall be the AAA office nearest to Agency’s principal place of business in Delaware]. The language of the mediation or arbitration shall be English. The arbitrator shall be an expert an attorney with experience in the field of intellectual property and advertising law. Notwithstanding this arbitration provision, any Dispute not resolved through arbitration that is less than $10,000 USD and qualifies for treatment on a non-jury basis in a small claims court of in Delaware may be resolved in such small claims court on an individual basis at the election of either party. All Disputes shall be mediated, arbitrated, or litigated on an individual basis. You irrevocably waive any right it may otherwise have to proceed on a class or collective basis. Further, you irrevocably waive all right to trial by jury as well as any argument or claim of improper venue or forum non conveniens. The foregoing provisions shall not limit the right of Jogo to collect payments due or payable, or prevent either party from commencing any action or proceeding to compel arbitration, obtaining injunctive relief pending the appointment of an arbitrator, or obtaining execution of any award rendered in any such action or proceeding, or in any other manner provided venue for all such proceedings shall be in the state or federal courts within Delaware. The parties shall bear their own expenses, except that parties shall equally share the expenses of any mediator or arbitrator (except for the required non-refundable filing fees which shall be paid solely by the party asserting the Dispute). The prevailing party in any arbitration may seek from the arbitrator an award of the party’s reasonable outside attorneys’ fees and costs incurred. Judgment on any the award rendered by any arbitrator may be entered in any court having jurisdiction thereof.

XVII. GENERAL

1. 1. Entire Agreement. These Terms, any applicable supplemental terms, and our Privacy Policy constitute the entire legal agreement between you and us and will be deemed to be the final and integrated agreement between you and us, and govern your access to and use of the Services, and completely replace any prior or contemporaneous agreements between you and us related to your access to or use of the Services, whether oral or written.
   2. Third-Party Beneficiaries. Except as otherwise provided herein, these Terms are intended solely for the benefit of the Company and you and are not intended to confer third-party beneficiary rights upon any other person or entity.
   3. Independent Contractor. Your relationship to the Company is that of an independent contractor, and neither party is an agent or partner of the other.
   4. The language in these Terms will be interpreted as to its fair meaning, and not strictly for or against any party.
   5. Should any part of these Terms be held invalid, illegal, void or unenforceable, that portion will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
   6. No Waivers.Our failure or delay to exercise or enforce any right or provision of these Terms will not constitute or be deemed a waiver of future exercise or enforcement of such right or provision. The waiver of any right or provision of these Terms will be effective only if in writing and signed for and on behalf of us by a duly authorized representative.
   7. Governing Law.All matters arising out of or relating to these Terms will be governed by and construed in accordance with the laws of the State of Delaware and the federal laws of the United States of America applicable therein without giving effect to any choice or conflict of law provision or rule.
   8. Subject to the above, any legal action or proceeding arising under these Terms will be brought exclusively in the State of California, Los Angeles County and we and you irrevocably consent to the personal jurisdiction and venue there.
   9. We may provide you with any notices (including, without limitation those regarding changes to these Terms) by email or postings on the Services. By providing us with your email address, you consent to our using the email address to send you any notices. Notices sent by email will be effective when we send the email, and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
   10. You may not assign any of your rights or obligations under these Terms, whether by operation of law or otherwise, without our prior written consent. We may assign our rights and obligations under these Terms in our sole discretion to an affiliate or in connection with an acquisition, sale or merger. These Terms shall be binding upon and inure to the benefit of the applicable parties and their successors and permitted assigns.

CONTACT

info@jogogames.com