This End User License Agreement (the “Agreement” or “EULA”) or governs your (“you” or “your”) use of the Play N Connect™ mobile app software (the “Software”) provided by Simran 23 Inc., LLC (“Company”, “we”, “us” or “our”) designed to operate on. This EULA governs only that Software which may operate on your iPhone, iPad or iPod Touch or other iOSbased device or other computing device manufactured or marketed by Apple, Inc. (your “Mobile Device”). You should also read our Privacy Policy attached hereto (and see below for the link), which is incorporated by reference into this Agreement, and which may be updated from time to time and may be found on our website at www.playnconnect.com. This Agreement also includes Company’s Safety Tips (which are available at www.playnconnect.com/safetytips) and terms disclosed and agreed to by you if you purchase or accept additional features, products or services we offer on the Service, such as terms governing features, billing, free trials, discounts and promotions.
BY CLICKING THE “AGREE” BUTTON, OR DOWNLOADING AND INSTALLING, OR USING THE SOFTWARE, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND YOU UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER, OR OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE APPLICATION, YOU SHOULD DELETE IT FROM YOUR MOBILE DEVICE.
Your use of the Software constitutes your acceptance of the terms of this Agreement, which may be amended from time to time by Company. The most recent version of this Agreement will be available on the web at www.playnconnect.com (the “Website”) and the most recent version shall supersede any and all other versions of this Agreement. Company reserves the right to change or modify this Agreement or any other Company policies related to use of the Software at any time and at its sole discretion by posting revisions on the Website, which shall constitute notice of such revisions. Your continued use of the Software following the posting of these changes or modifications will constitute acceptance of such changes or modifications.
1. License.
Subject to the terms of this Agreement, Company grants you a limited, nonexclusive
and nontransferable license to: (A) download, install and use the Software for your
personal, non-commercial use on a single Mobile Device owned or otherwise controlled by you
(“Mobile Device”), and (B) access, stream, download and use on such Mobile Device the
Services (as defined in Section 2) made available in or otherwise accessible through the
Software, strictly in accordance with this Agreement and the Terms of Use applicable to such
Content and Services as set forth in Section 2.
2. Services.
The Software may provide you with access to games, interactive communities,
products, services, and certain features, functionality and content accessible on or through the
Software (collectively, “Services”). Your access to and use of such Services are governed by
Company’s Privacy Policy.
3. Eligibility.
No part of the Software is directed to persons under the age of 13. You must be
at least 18 years of age to access and use the Software. Any use of the Software is void where
prohibited. By accessing and using the Software, you represent and warrant that you have the
right, authority and capacity to enter into this Agreement and to abide by all of the terms and
conditions of this Agreement. If you create an account, you represent and warrant that you have
never been convicted of a felony and that you are not required to register as a sex offender with
any government entity.
4. Geographic Restrictions.
The Software and Services are provided for access and use only by
persons located in the United States. You acknowledge that you may not be able to access all or
some of the Software features and Services outside of the United States and that access thereto
may not be legal by certain persons or in certain countries. If you access the Software and
Services from outside the United States, you are responsible for compliance with local laws.
5. Allowable Uses of the Software.
Any use of the Software in any manner not allowed under
this Agreement or the LAEULA, including, without limitation, resale, transfer, modification,
reverse engineering, or distribution of the Software is prohibited. This Agreement does not
entitle you to receive and does not obligate Company to provide hard-copy documentation,
support, telephone assistance, or enhancements or updates to the Software.
6. Account Security.
You are responsible for maintaining the confidentiality of the username
and password you designate during the registration process (and as you update thereafter), and
you are solely responsible for all activities that occur under your username and password. You
agree to immediately notify us of any disclosure or unauthorized use of your username or
password or any other breach of security and ensure that you log out from your account at the
end of each session. Company is not responsible for any misuse of your account or information if
you have (voluntarily or involuntarily) given someone access to it.
7. Collection and Use of Your Information.
You acknowledge that when you download, install
or use the Software, Company may use automatic means (including, but not limited to, cookies
and web beacons) to collect information about your Mobile Device and about your use of the
Software. You also may be required to provide certain information about yourself as a condition
to downloading, installing or using the Software or certain of its features or functionality, and the
Software may provide you with opportunities to share information about yourself with others. By
downloading, installing, using and providing information to or through this Software, you
consent to all actions taken by Company with respect to your information in compliance with the
Privacy Policy.
8. Test Accounts.
Company may set up test accounts with mock user profiles and test them
with you or other users for purposes of developing and refining Company’s product and service.
9. Updates.
A. Company may from time to time in its sole discretion develop and provide Software
updates, which may include upgrades, bug fixes, patches and other error corrections and/or new
features (collectively, including related documentation, “Updates”). Updates may also modify or
delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or
functionality. Based on your Mobile Device settings, when your Mobile Device is connected to
the internet either: (i) the Software will automatically download and install all available Updates;
or (ii) you may receive notice of or be prompted to download and install available Updates.
B. You shall promptly download and install all Updates and acknowledge and agree that the Software or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Software and be subject to all terms and conditions of this Agreement.
C. Third Party Materials. The Software may display, include or make available third-party content (including data, information, applications and other products services and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third Party Materials”). You acknowledge and agree that Company is not responsible for Third Party Materials, including their accuracy, completeness, timeliness, validity, copyright or trademark compliance, legality, decency, quality or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third Party Materials. Third Party Materials and links thereto are provided solely as a convenience to you and you access and use them at entirely at your own risk and subject to such third parties’ terms and conditions. Once you choose to link to another site, you should read and understand that site’s privacy statement before disclosing any personal information.
10. Your Acceptable Use.
Use of the Software and any of your information or content collected,
transmitted or stored in connection with the Software is limited to the functionality of the
Software. In no event may the Software be used in a manner that (a) harasses, abuses, threatens,
defames or otherwise infringes or violates the rights of others; (b) is unlawful, fraudulent or
deceptive; (c) uses technology or other means to access Company’s proprietary information that
is not authorized by Company; (d) uses or launches any automated system to access Company’s
website or computer systems; (e) attempts to introduce viruses, trojans, worms, malware, or any
other malicious computer code that interrupts, destroys or limits the functionality of any
computer software, hardware or telecommunications equipment; (f) attempts to gain
unauthorized access to Company’s computer network or user accounts; (g) encourages conduct
that would constitute a criminal offense, or would give rise to civil liability; (h) “stalks” or
otherwise harasses any person; (i) uses any robot, spider, site search/retrieval application, or
other manual or automatic device or process to retrieve, index, “data mine”, or in any way
reproduce or circumvent the navigational structure or presentation of the Software or its
contents; (j) asks users or uses users to conceal the identity, source, or destination of any illegally
gained money or products; (k) collect usernames and/or email addresses of users by electronic or
other means for the purpose of sending unsolicited email or unauthorized framing of or linking to
the Software; (l) forges headers or otherwise manipulates identifiers in order to disguise the
origin of any information transmitted to or through the Software (either directly or indirectly
through use of third party software); (m) “frames” or “mirrors” any part of the Software, without
the Company's prior written authorization; (n) uses meta tags or code or other devices containing
any reference to Company or the Software (or any trademark, trade name, service mark, logo or
slogan of Company) to direct any person to any other website for any purpose; or, (o) otherwise
violates this Agreement. Company reserves the right, in its sole discretion, to terminate this
Agreement, request that you remove the Software from your Mobile Device for any reason,including, but not limited to, Company’s reasonable conclusion that you have violated this
Agreement. Company may terminate or suspend your account at any time without notice if
Company believes that you have breached this Agreement, or for any other reason, with or
without cause, in its sole discretion. Upon such termination or suspension, you will not be
entitled to any refund of unused fees for in app purchases. Company is not required to disclose,
and may be prohibited by law from disclosing, the reason for the termination or suspension of
your account. After your account is terminated for any reason, all terms of this Agreement
survive such termination, and continue in full force and effect, except for any terms that by their
nature expire or are fully satisfied.
11. The Community.
You are solely responsible for your interactions with other users. You
understand that Company currently does not conduct criminal background checks or screenings
on Company’s users. Company also does not inquire into the backgrounds of all of Company’s
users or attempt to verify the statements made by Company’s users. Company makes no
representations or warranties as to the conduct of users or their compatibility with any current or
future users or the appropriateness of their posts. Company reserves the right to conduct any
criminal background check (such as sex offender register searches) or other screenings at any
time and using available public records or using Company’s service providers. You agree to take
all necessary precautions in all interactions with other users, particularly if you decide to
communicate off the Software or meet in person, or if you decide to send money to another user.
You understand that Company makes no guarantees, either express or implied, regarding your
ultimate compatibility with individuals you meet through the Software. You should not provide
your personal or financial information (for example, your credit card or bank account
information), or wire or otherwise send money, to other users.
12. No Commercial Use by Users. The Software is for personal use only.
Users may not use the
Software or any content contained in the Software (including, but not limited to, content of other
users, designs, text, graphics, images, video, information, logos, software, audio files and
computer code) in connection with any commercial endeavors, such as (i) advertising or
soliciting any user to buy or sell any products or services not offered by us or (ii) soliciting
others to attend parties or other social functions, or networking, for commercial purposes.
Organizations, companies, and/or businesses may not use the Software for any purpose.
Company may investigate and take any available legal action in response to illegal and/or
unauthorized uses of the Software, including collecting usernames and/or email addresses of
users by electronic or other means for the purpose of sending unsolicited email and unauthorized
framing of or linking to the Software.
13. Content you Post.
A. Content you post, upload, publish, link to, transmit, record, display or otherwise make
available (collectively, “post”) via the Software, including, but not limited to, text, text
messages, profile text, chat, videos (including streaming videos), photographs, or artwork,
whether publicly posted or privately transmitted (collectively, “Content”) may appear on other
user’s Mobile Devices or computers. You are responsible for all content that you post through or
download from the Software. You may not post content that:
• Is not your own original creation or that you do not have permission to use (keep in
mind that just because something on the internet does not have a copyright notice on
it doesn’t mean you can use it without permission);
• Infringes the copyright, trademark, patent right, or other proprietary right of any
person or that is used without the permission of the owner;
• You know to be inaccurate;
• Is pornographic, sexually explicit, or obscene;
• Provides or links to material that exploits people in a sexual, violent or other illegal
manner, or solicits personal information from anyone under the age of 18;
• Violates the rights of privacy or publicity of any person;
• Is harassing, libelous, slanderous, or defamatory;
• Contains video, audio photographs, or images of or any personally identifying
information about any person without their consent or about any person who is a
minor;
• May be deemed generally offensive to the community, including blatant expressions
of bigotry, prejudice, racism, hatred, profanity or religious or political radicalism ;
• Includes advertisements, promotions, solicitations, spam, or offers to sell any goods
or services for any commercial purpose;
• Is off topic;
• Is intended to provide professional advice, including but not limited to, the provision
of medical treatment, or legal, financial or investment advice;
• impersonates, or otherwise misrepresents affiliation, connection or association with,
any person or entity;
• Provides information or data you do not have a right to make available under law or
under contractual or fiduciary relationships (such as inside information, proprietary
and confidential information);
• Is intended to solicit, recommend, endorse, or offer to buy or sell any securities or
other financial instruments, tout stocks, or recommend that any particular security,
portfolio of securities, transaction, or investment strategy is suitable for you or any
specific person;
• Violates any local, state, federal, and/or international laws or regulations;
• Promotes or provides instructional information about illegal or illicit activities, such
as making or buying illegal weapons or drugs, violating someone’s privacy, or
providing, disseminating or creating computer viruses;
• Disrupts the normal flow of dialogue, causes a screen to “scroll” faster than other
users are able to type, or otherwise negatively affects other users’ ability to engage in
real time exchanges;
• Solicits passwords or personal identifying information for commercial or unlawful
purposes from other users or disseminates another person’s personal information
without his or her permission;
• Publicizes or promotes commercial activities and/or sales without Company’s prior
written consent such as contests, sweepstakes, barter, advertising, and pyramid
schemes;
• Contains software viruses or any other computer code, files, or programs designed to
destroy, interrupt, or otherwise limit the functionality of any computer software,
computer hardware, or other equipment; or,
• Is intended to overwhelm, cause technical disruptions of or denial of service to
Company’s servers.
B. Company may remove any content that violates these Terms or that Company determines is otherwise not appropriate in Company’s sole discretion.
C. By posting or transmitting content on or through the Software, you:
• Represent and warrant that (i) all information that you submit upon creation of your
account, including information submitted from your Facebook account, is accurate
and truthful and that you will promptly update any information provided by you that
subsequently becomes inaccurate, incomplete, misleading or false.
• Represent and warrant that you are the creator and owner of, or have the necessary
licenses, rights, consents, and permissions to use and to authorize Company and other
users to use and distribute your content as necessary to exercise the licenses granted
by you in this Agreement and in the manner contemplated by Company and this
Agreement.
• Certify that you are at least 18 years old;
• Agree to and do hereby grant Company and its licensors, affiliates, partners,
successors and assigns, a nonexclusive, perpetual, irrevocable, worldwide,
sublicensable, transferrable, royalty-free right and license to use, store, display,
publish, transmit, transfer, distribute, reproduce, rearrange, edit, modify, aggregate,
create derivative works of and publicly perform the Content that you submit or post
via the Software for any purpose, in any form, medium, or technology now known or later developed. You also acknowledge that (i) Company may have already created,
or be in the process of creating, content that may be substantially similar to your ideas
at the time you submit those ideas to us, and (ii) elements of your ideas may not be
subject to protection under copyright laws. You also grant Company a license to use
your user name in connection with Company’s use of any content you provide to
Company. You also consent to the display of advertising within or adjacent to any of
your content. Any comments or materials you send to Company, including feedback
data, such as questions, comments, suggestions and any other response shall be
deemed to be nonconfidential.
14. In-App Purchases.
From time to time, Company may offer additional products and services
for purchase through the iTunes App Store, Google Play or other application platforms (“in-app
purchases”). If you choose to make an in-app purchase, you will be prompted to enter details for
your account with the mobile platform you are using (e.g., Apple, Android, etc.) (“your IAP
Account”), and your IAP Account will be charged for the in-app purchase in accordance with the
terms disclosed to you at the time of purchase as well as the general terms for in-app purchases
that apply to your IAP Account. In-app purchases may include a free trial period. At the end of
the free trial period, you will be charged the price of the subscription and will continue to be
charged until you cancel your subscription. To avoid any charges, you must cancel before the
end of the trial period. If you purchase an auto-recurring periodic subscription through an in-app
purchase, your IAP Account will be billed continuously for the subscription until you cancel in
accordance with the platform terms. In call cases, please refer to the terms of your application
platform which apply to your in-app purchases
15. Intellectual Property; Reservation of Rights.
You acknowledge and agree that the Software
is provided under license, and not sold, to you. You do not acquire any ownership interest in the
Software under this Agreement, or any other rights thereto other than to use the Software in
accordance with the license granted, and subject to all terms, conditions and restrictions, under
this Agreement. Company and its licensors and service providers reserve and shall retain their
entire right, title and interest in and to the Software, including all copyrights, trademarks, other
intellectual property rights and all other rights therein or relating thereto, except as expressly
granted to you in this Agreement. All rights not specifically granted herein are reserved by us.
16. Limitation of Liability.
TO THE FULLEST EXTENT ALLOWABLE UNDER
APPLICABLE LAW, (A) IN NO EVENT SHALL COMPANY BE LIABLE TO YOU WITH
RESPECT TO (1) USE OF THE SOFTWARE, CONTENT OR SERVICES OR (2) DIRECT
DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE GREATER OF
THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE OR US$100.00, AND
(B) IN NO EVENT SHALL COMPANY BE LIABLE TO YOU FOR ANY INDIRECT,
SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES
ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE
OF OR INABILITY TO USE THE SOFTWARE OR ANY WEBSITE THAT THE
SOFTWARE MAY DIRECT YOU TO, INCLUDING, WITHOUT LIMITATION, DAMAGES
FOR LOST PROFITS, LOSS OR CORRUPTION OF DATA, BREACH OF PRIVACY OR
SECURITY, TRANSMISSION OF PERSONAL DATA, FAILURE OR MALFUNCTION OF
YOUR MOBILE DEVICE, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OR
PERSONS YOU MEET THROUGH THE SOFTWARE.
17. Warranty Disclaimer.
A. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, COMPANY
DOES NOT MAKE AND COMPANY HEREBY EXPRESSLY DISCLAIMS ALL
WARRANTIES AND REPRESENTATIONS WITH RESPECT TO THE SOFTWARE,
DOCUMENTATION, UPGRADES, OR UPDATES (AND ANY COPIES OF THE SAME),
SUPPORT, AND SERVICES PROVIDED HEREUNDER OR OTHERWISE REGARDING
THIS AGREEMENT, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE,
NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUSES OR MALWARE, AND
WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE
OR USAGE OF TRADE.
B. You acknowledge and agree that neither Company nor its affiliates and third party partners are responsible for and shall not have any liability, directly or indirectly, for any loss or damage, including personal injury or death, as a result of or alleged to be the result of (i) any incorrect or inaccurate Content posted using the Software, whether caused by users or any of the equipment or programming associated with or utilized in the Software; (ii) the timeliness, deletion or removal, incorrect delivery or failure to store any Content, communications or personalization settings; (iii) the conduct, whether online or offline, of any user; (iv) any error, omission or defect in, interruption, deletion, alteration, delay in operation or transmission, theft or destruction of, or unauthorized access to, any user or user communications; or (v) any problems, failure or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any website or combination thereof, including injury or damage to users or to any other person’s computer or device related to or resulting from participating or downloading materials in connection with the Internet and/or in connection with the Software.
C. From time to time, Company may make third party opinions, advice, statements, offers, or other third party information or content available through the Software. All third party content is the responsibility of the respective authors thereof and should not necessarily be relied upon. Such third party authors are solely responsible for such content. THE COMPANY DOES NOT: (I) GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY THIRD PARTY CONTENT PROVIDED THROUGH THE SERVICE, OR (II) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY THAT APPEARS IN THE SERVICE. UNDER NO CIRCUMSTANCES WILL THE COMPANY OR ITS AFFILIATES BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION OR OTHER CONTENT POSTED IN THE SERVICE, OR TRANSMITTED TO OR BY ANY USERS. TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, COMPANY IS NOT RESPONSIBLE FOR THE ACTIONS OR INFORMATION OF THIRD PARTIES, AND YOU RELEASE COMPANY FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. SOME STATES AND COUNTRIES, INCLUDING MEMBER COUNTRIES OF THE EUROPEAN ECONOMIC AREA, DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OR ALL OF THE LIMITATIONS OR EXCLUSIONS ABOVE MAY NOT APPLY TO YOU. 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 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.
D. In addition to the preceding paragraphs and other provisions of this Agreement, any advice that may be posted in the Software is for informational and entertainment purposes only and is not intended to replace or substitute for any professional financial, medical, legal, or other advice. Company makes no representations or warranties and expressly disclaims any and all liability concerning any treatment, action by, or effect on any person following the information offered or provided within or through the Software. If you have specific concerns or a situation arises in which you require professional or medical advice, you should consult with an appropriately trained and qualified specialist.
18. Limitation of Time to File Claims.
ANY CAUSE OF ACTION OR CLAIM YOU MAY
HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE
MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION
ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY
BARRED.
19. Indemnification.
You agree to defend, indemnify, and hold harmless Company and its
employees, contractors, officers, directors and successors from any and all claims, suits,
damages, costs, lawsuits, fines, penalties, liabilities, expenses (including attorney’s fees and
costs) that arise from your use or misuse of the Software, violation of this Agreement or
violation of any rights (including, but not limited to intellectual property rights, right of privacy,
right of publicity, etc.) of a third party. Company reserves the right to assume the exclusive
defense and control of any matter otherwise subject to indemnification by you, in which event
you will cooperate at your own expense in asserting any available defenses. Your
indemnification obligations extend to any allegations of copyright infringement, violation of the
Digital Millennium Copyright Act or other law based on your importation, exportation,
manipulation, modification, distribution, sale or other use of text, still images, or audio or video
recordings.
20. Intellectual Property Rights.
You and Company acknowledge that, in the event of any third
party claim that the Software or your use of the Software infringes any third party’s intellectual
property rights, Company, not Apple, will be solely responsible for the investigation, defense,
settlement and discharge of any such intellectual property infringement claim. Should the
Software be found to infringe any intellectual property rights of a third party, your sole remedy shall be either to cease using the Software or to use a noninfringing version of the Software
should Company choose to provide you with such a non-infringing version.
21. Product Claims.
You acknowledge that Company, not Apple, Inc., is responsible for
addressing any claims of the end-user or any third party relating to the Software or your
possession and/or use of the Software, including, but not limited to: (i) product liability claims;
(ii) any claim that the Software fails to conform to any applicable legal or regulatory
requirement; and, (iii) claims arising under consumer protection or similar legislation.
22. Contact Information.
Should you wish to contact Company with any questions, complaints
or claims with respect to the Software, email Company at contact@playnconnect.com.
23. Proprietary Nature of Software and Trademarks.
Company owns or is licensed to use the
Software and any and all trademarks, service marks and content included in the Software. The
Software may incorporate trademarks, service marks or other content in connection with the
services it provides and such trademarks, service marks or other content remains at all times the
property of its respective owners. You have no right or license with respect to any trademarks,
service marks and other content owned by Company or any third party that is visible on or
provided to you through the Software.
24. Third Party Terms of Agreement.
You agree to comply with all applicable third party terms
of agreement when using the Software.
25. Governing Law.
In order to assure consistency in the interpretation of this agreement, this
Agreement is governed exclusively by the laws of the State of Georgia, without giving effect to
its conflict of law rules. This Agreement is not governed by the United Nations Convention of
Contracts for the International Sale of Goods, the application of which is expressly excluded.
The parties further agree that the place of contract and performance of this Agreement is Atlanta,
Georgia USA. You consent to the exclusive venue and personal and subject matter jurisdiction in
the courts of Fulton County, Georgia and the Northern District of Georgia USA.
26. Waiver/Severability.
The failure of Company to exercise or enforce any right or provision of
this Agreement shall not constitute a waiver of such right or provision. If any provision of this
Agreement is for any reason held unenforceable or invalid, then this Agreement shall be
construed as if such provision were not contained in this Agreement.
27. Assignment.
Except to the extent such rights cannot be restricted by applicable law, you
shall not assign, sublicense, convey or transfer (collectively, “Assign”) this Agreement (whether
by contract, merger or operation of law) without the prior written consent of Company, and any
such attempt by you to Assign any rights, duties, or obligations hereunder shall have no power or
effect, and is subject to Company’s right to immediately terminate this Agreement, the license
granted hereunder, and your access to your account.
28. Arbitration.
The exclusive means of resolving any dispute or claim arising out of or relating
to this Agreement (including any alleged breach thereof) or the Software shall be by binding
non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such
arbitration before a single arbitrator through an established alternative dispute resolution
(“ADR”) provider mutually agreed upon by the parties, or, if no agreement is reached within ten (10) days of a request for agreement, then according to the rules (“Rules”) of the American
Arbitration Association. The ADR provider and the parties must comply with the following
rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on
written submissions, the specific manner shall be chosen by the party initiating the arbitration;
(b) the arbitration shall not involve any personal appearance by the parties or witnesses unless
otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the
arbitrator shall be final and may be entered in any court of competent jurisdiction. All aspects of
the arbitration shall be treated as confidential, as provided in the Rules. Before making any
disclosure permitted by the Rules, a party shall give written notice to the other party and afford
such party a reasonable opportunity to protect its interests.
Notwithstanding the foregoing, either
party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the
Software, disclosure of Company’s confidential information or trade secrets, or intellectual
property infringement (for example, trademark, trade secret, copyright, or patent rights) without
first engaging in the dispute resolution process described above. Any proceeding to enforce this
arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration
award, may be commenced in any court of competent jurisdiction.
29. Entire Agreement; Modifications.
This Agreement comprises the entire agreement between
you and Company, and supersedes any other agreement or discussion, oral or written, with
respect to the subject matter of this Agreement, and may not be changed except by a written
agreement signed in hardcopy form by both parties. There shall be no application of any rule of
construction of this Agreement against the drafter as you have had an opportunity to have this
Agreement reviewed by your counsel. You agree that your online account is non-transferable and
all of your rights to your profile or contents within your account terminate upon your death.
30. Notice.
The Company may provide you with notices, including those regarding changes to
this Agreement, using any reasonable means now known or hereafter developed, including, but
not limited to, by email, regular mail, SMS, MMS, text message, messages to you in your
account profile, or postings in the Software. Such notices may not be received if you violate this
Agreement by accessing the Software in an unauthorized manner. You agree that you are
deemed to have received any and all notices that would have been delivered had you accessed
the Software in an authorized manner. You may contact company at contact@playnconnect.com
31. Acknowledgement.
Company and you, the end-user of the Software, acknowledge that the
Agreement is entered into by and between Company and you, and is not with Apple, Inc.
Notwithstanding the foregoing, you acknowledge that Apple, Inc. and its subsidiaries are thirdparty
beneficiaries of this Agreement and that Apple, Inc. has the right (and is deemed to have
accepted the right) to enforce this Agreement. Company is solely responsible for the Software
and any content contained therein. You acknowledge that Apple, Inc. has no obligation
whatsoever to furnish any maintenance and support services with respect to the Software. You
acknowledge that you have reviewed the App Store Terms and Conditions (located online at
http://www.apple.com/legal/itunes/us/terms.html#APPS). You 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 “watch list” of prohibited or restricted parties, including the Specially
Designated Nationals list published by the Office of Foreign Assets Control of the U.S. Treasury
or the Denied Persons List published by the U.S. Department of Commerce.
32. Incorporation of Apple. Inc. Licensed Software End User License Agreement.
This
Agreement incorporates by reference the Licensed Software End User License Agreement (the
“LAEULA”) published by Apple, Inc. (located online at
http://www.apple.com/legal/itunes/appstore/dev/stdeula ). For purposes of this Agreement, the
“Software” is considered the “Licensed Software” as defined in the LAEULA and “Company” is
considered the “Software Provider” as defined in the LAEULA. If any terms of this Agreement
conflict with the terms of the LAEULA, the terms of this Agreement shall control.
