WEBSITE TERMS AND CONDITIONS OF USE

WEBSITE TERMS AND CONDITIONS OF USE


Date of Last Revision: April 4, 2011


Thank you (“you” or the “Member”) for visiting the Spanatix.com (“Spanatix”) site.


Please review these Terms and Conditions of Use carefully as you will be bound by them in your use of this site.


1. LICENSE

1.1. Governing Agreement

The terms of this agreement ("Terms of Service") govern the relationship between you and Spanatix (hereinafter "Spanatix" or "Us" or "We") regarding your use of Spanatix’s social games (FanMeter ‘Pick the Winner, ‘One on One Challenge’ and ‘Pool’) and related services, which includes Spanatix websites (the "Service"). In this agreement, "Spanatix" means Spanatix Inc. located at 650 5th St. Suite #509, San Francisco, CA 94107, if you are a user in the United States or rest of the world.

1.2. Privacy Policy

Use of the Service is also governed by Spanatix's Privacy Policy, which is incorporated herein by reference. Your privacy is important to us. We designed Spanatix's Privacy Policy to make important disclosures about how we collect and use your content and information and how you can use the Service to share such information with others. We encourage you to read the Spanatix Privacy Policy, carefully, and use it to help make informed decisions.

By creating an account or accessing or using the Service you accept and agree to be bound by these Terms of Service and consent to the collection, use and storage of your information as outlined in Spanatix’s Privacy Policy.

1.3. Updates to the Terms of Service and Spanatix Privacy Policy

Spanatix reserves the right, at our discretion, to change, modify, add or remove portions of these Terms of Service and its Privacy Policy at any time by posting the amended Terms on the Spanatix Service. You may also be given additional notice, such as an e-mail message or messaging within the Service, of any changes. You will be deemed to have accepted such changes by continuing to use the Service. Except as otherwise stated, all amended terms shall automatically be effective 30 days after they are initially posted. Spanatix may also revise other policies, codes or rules at any time, and the new versions will be available on www.Spanatix.com or in the Service. No amendment to the Terms of Service or Privacy Policy shall apply to any dispute of which Spanatix had actual notice before the date of the amendment.

This agreement may not be otherwise amended except in a writing hand signed by you and us. For purposes of this provision, "writing" does not include an e-mail message and a signature does not include an electronic signature.

If at any point you do not agree to any portion of the then-current version of our Terms of Service, the Spanatix Privacy Policy, or any other Spanatix policy, rules or codes of conduct relating to your use of the Service, your license to use the Service shall immediately terminate, and you must immediately stop using the Service.

To the extent the Terms of Service or Spanatix Privacy Policy conflict with any other Spanatix terms, policy, rules or codes of conduct, the terms contained in these Terms of Service and in the Spanatix Privacy Policy shall govern.

1.4. Grant of a Limited License to Use the Service

Subject to your agreement and continuing compliance with these Terms of Service and any other relevant Spanatix policies, such as the Forum Rules or Loyalty Program Terms, Spanatix grants you a non-exclusive, non-transferable, revocable limited license subject to the limitations in Sections 1.5-1.9 to access and use the Service using a Spanatix supported web browser (such as Mozilla Firefox or Microsoft Internet Explorer) or mobile device solely for your own non-commercial entertainment purposes. You agree not to use the Service for any other purpose.

1.5. Accessing the Service

Before accessing or using the Service, including browsing any Spanatix website or accessing a game on Facebook platform, you must agree to these Terms of Service and the Privacy Policy. You may also be required to register an account on the Service (an "Account"), have a valid account on the social networking service ("SNS") through which you connect to the Service, or have an account with the applications provider for your mobile device. If you are between the ages of 13 and 17, you represent that your legal guardian has reviewed and agreed to these Terms.

You must provide all equipment and software necessary to connect to the Service, including, but not limited to, a mobile device that is suitable to connect with and use the Service, in cases where the Service offers a mobile component.

You are responsible for any fees, including internet connection or mobile fees that you incur when accessing the Service.

1.6. Use of the Service

The following restrictions apply to the use of the Service:

  1. a. You shall not create an Account or access the Service if you are under the age of 13;

  2. b. You shall monitor your Account to restrict use by minors, and you will deny access to children under the age of 13. You accept full responsibility for any unauthorized use of the Service by minors. Your are responsible for any use of your credit card or other payment instrument (e.g. paypal) by minors;

  3. c. You shall not have more than one Account, per platform or SNS, at any given time, and shall not create an account using a false identity or information, or on behalf of someone other than yourself;

  4. d. You shall not create an Account or use the Service if you are a convicted sex offender;

  5. e. You shall not have an Account or use the Service if you have previously been removed by Spanatix, or previously been banned from playing any Spanatix game;

  6. f. You shall use your Account only for non-commercial purposes;

  7. g. You shall not use your Account to advertise, or solicit, or transmit any commercial advertisements, including chain letters, junk e-mail or repetitive messages (spim and spam) to anyone;

  8. h. You shall not use your Account to engage in any illegal conduct;

  9. i. You shall not rent, lease, sell, trade, gift, bequeath or otherwise transfer your Account or any virtual items or virtual currency associated with your Account to anyone without Spanatix’s written permission; and

  10. j. You shall not access or use an Account which has been rented, leased, sold, traded, gifted, bequeathed, or otherwise transferred from the Account creator without Spanatix’s permission.

  11. k. If you access the Service from an SNS you shall comply with its terms of service/use as well as these Terms of Service.

1.7. Account Information

When creating or updating an Account on the Service, you are required to provide Spanatix with certain personal information, which may include your name, birth date, e-mail address, and, in some cases, payment information. This information will be held and used in accordance with Spanatix's Privacy Policy. You agree that you will supply accurate and complete information to Spanatix, and that you will update that information promptly after it changes.

You understand that on certain Spanatix websites your user ID number, name and profile picture will be publicly available and that search engines may index your name and profile photo.

1.8. Username and Password

During the Account creation process, you will be required to select a password ("Login Information"). The following rules govern the security of your Login Information:

  1. a. You shall not share the Account or the Login Information, nor let anyone else access your account or do anything else that might jeopardize the security of your Account;

  2. b. In the event you become aware of or reasonably suspect any breach of security, including without limitation any loss, theft, or unauthorized disclosure of the Login Information, you must immediately notify Spanatix and modify your Login Information;

  3. c.You are solely responsible for maintaining the confidentiality of the Login Information, and you will be responsible for all uses of the Login Information, including purchases, whether or not authorized by you; and

  4. d. You are responsible for anything that happens through your Account.

Spanatix reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to claims by a third party that a username violates the third party’s rights.

1.9. License Limitations

Any use of the Service in violation of these License Limitations is strictly prohibited, can result in the immediate revocation of your limited license granted by Section 1.4, and may subject you to liability for violations of law. ANY ATTEMPT BY YOU TO DISRUPT OR INTERFERE WITH THE SERVICE INCLUDING UNDERMINING OR MANIPULATING THE LEGITIMATE OPERATION OF ANY SPANATIX GAME IS A VIOLATION OF SPANATIX POLICY AND MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS.

You agree that you will not, under any circumstances:

  1. a. Engage in any act that Spanatix deems to be in conflict with the spirit or intent of the Service, including but not limited to circumventing or manipulating these Terms, our game rules, game mechanics or policies;

  2. b. Make improper use of Spanatix’s support services, including by submitting false abuse reports; or

  3. c. Use the Service in connection with any violation of any applicable law or regulation, or do anything that promotes the violation of any applicable law or regulation;

CHEATING AND HACKING - You agree that you will not, under any circumstances:

  1. d. Use cheats, exploits, automation software, bots, hacks, mods or any unauthorized third-party software designed to modify or interfere with the Service, any Spanatix Game or any Spanatix game experience;

  2. e. Use the Service in order to design or assist in the design of cheats, automation software, bots, hacks, mods or any other unauthorized third-party software designed to modify or interfere with the Service, any Spanatix game or any Spanatix game experience;

  3. f. Without Spanatix’s express written consent, modify or cause to be modified any files that are a part of the Service or any Spanatix game;

  4. g. Disrupt, overburden, or aid or assist in the disruption or overburdening of (1) any computer or server used to offer or support the Service or any Spanatix game environment (each a "Server"); or (2) the enjoyment of the Service or any Spanatix game by any other person;

  5. h. Institute, assist, or become involved in any type of attack, including without limitation distribution of a virus, denial of service attacks upon the Service, or other attempts to disrupt the Service or any other person’s use or enjoyment of the Service; or

  6. i. Attempt to gain unauthorized access to the Service, Accounts registered to others or to the computers, Servers, or networks connected to the Service by any means other than the user interface provided by Spanatix, including but not limited to, by circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person to circumvent or modify, any security, technology, device, or software that is part of the Service;

OFFENSIVE OR INFRINGING CONTENT - You agree that you will not, under any circumstances:

  1. j. Post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable or offensive;

  2. k. Post any information that contains nudity, excessive violence, or offensive subject matter or that contains a link to such content;

  3. l. Attempt to, or harass, abuse, or harm, or advocate or incite harassment, abuse, or harm of another person, group, including Spanatix employees, including Spanatix’s customer service representatives; or

  4. m. Make available through the Service any material or information that infringes any copyright, trademark, patent, trade secret, right of privacy, right of publicity, or other right of any person or entity or impersonates any other person, including without limitation a Spanatix employee;

COMMERCIAL ACTIVITY - You agree that you will not, under any circumstances:

  1. n. Without Spanatix’s express written consent, use the Service, any Spanatix game, or any part thereof for any commercial purpose, including but not limited to, (1) permitting, authorizing, or offering use of the Service, any Spanatix game, or any part thereof at a cyber café, computer gaming center or any other commercial establishment provided however that, for clarity, providing the means for users to access the Internet is not prohibited by the forgoing, (2) communicating or facilitating any commercial advertisement or solicitation, or (3) gathering in-game currency, items or resources for sale;

  2. o. Use the Service, any Spanatix game, or any part thereof for performing in-game services, such as power-leveling and item collection services, in exchange for payment outside the Service;

  3. p. Transmit unauthorized communications through the Service, including junk mail, chain letters, spam and any materials that promote malware, spyware and downloadable items; or

UNAUTHORIZED USE OR CONNECTION TO THE SERVICE - You agree that you will not, under any circumstances:

  1. q. Interfere or attempt to interfere with the proper functioning of the Service or connect to or use the Service or any Spanatix game in any way not expressly permitted by these Terms of Service;

  2. r. Use any unauthorized third-party software that accesses, intercepts, "mines", or otherwise collects information from or through the Service or that is in transit from or to the Service, including, without limitation, any software that reads areas of RAM or streams of network traffic used by the Service or any Spanatix game to store information about Spanatix game characters, elements, or environment. Spanatix may, at its sole and absolute discretion, allow the use of certain third party user interfaces;

  3. s. Intercept, examine or otherwise observe any proprietary communications protocol used by a client, a Server, or the Service, whether through the use of a network analyzer, packet sniffer or other device;

  4. t. Make any automated use of the system, or take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure;

  5. u. Bypass any robot exclusion headers or other measures we take to restrict access to the service or use any software, technology, or device to send content or messages, scrape, spider, or crawl the Service, or harvest or manipulate data;

  6. v. Use, facilitate, create, or maintain any unauthorized connection to the Service, including without limitation (1) any connection to any unauthorized server that emulates, or attempts to emulate any part of the Service, or (2) any connection using programs, tools, or software not expressly approved by Spanatix;

  7. w. Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying software or other intellectual property used to provide the Service or any Spanatix game, or to obtain any information from the Service or any Spanatix game using any method not expressly permitted by Spanatix; or

  8. x. Copy, modify or distribute rights or content from any Spanatix site or game, or Spanatix’s copyrights or trademarks or use any method to copy or distribute the content of the Service except as specifically allowed in these Terms of Service;

COLLECTION AND PUBLICATION OF PERSONAL INFORMATION - You agree that you will not, under any circumstances:

  1. y. Solicit or attempt to solicit personal information from other users of the Service or any Spanatix game; or

  2. z. Collect, harvest or post anyone’s private information, including personally identifiable information (whether in text, image or video form), identification documents, or financial information through the Service.

  3. aa. upload or transmit (or attempt to upload or to transmit), without Spanatix’s express permission, any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats ("gifs"), 1x1 pixels, web bugs, cookies or other similar devices (sometimes referred to as "spyware," "passive collection mechanisms" or "pcms").

1.10. Suspension and Termination of Account and Service

WITHOUT LIMITING ANY OTHER REMEDIES, SPANATIX MAY LIMIT, SUSPEND, TERMINATE, MODIFY, OR DELETE ACCOUNTS OR ACCESS TO SPANATIX SERVICES OR PORTIONS THEREOF IF YOU ARE, OR SPANATIX SUSPECTS THAT YOU ARE, FAILING TO COMPLY WITH ANY OF THESE TERMS OF SERVICE OR FOR ANY ACTUAL OR SUSPECTED ILLEGAL OR IMPROPER USE OF THE SERVICE, WITH OR WITHOUT NOTICE TO YOU. YOU CAN LOSE YOUR USER NAME AND PERSONA AS A RESULT OF ACCOUNT TERMINATION OR LIMITATION, AS WELL AS ANY BENEFITS, PRIVILEGES, EARNED ITEMS AND PURCHASED ITEMS ASSOCIATED WITH YOUR USE OF THE SERVICE, AND SPANATIX IS UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY SUCH LOSSES OR RESULTS.

WITHOUT LIMITING OUR OTHER REMEDIES, WE MAY LIMIT, SUSPEND OR TERMINATE THE SERVICE AND USER ACCOUNTS OR PORTIONS THEREOF, PROHIBIT ACCESS TO OUR GAMES AND SITES, AND THEIR CONTENT, SERVICES AND TOOLS, DELAY OR REMOVE HOSTED CONTENT, AND TAKE TECHNICAL AND LEGAL STEPS TO PREVENT USERS FROM ACCESSING THE SERVICE IF WE BELIEVE THAT THEY ARE CREATING RISK OR POSSIBLE LEGAL LIABILITIES, INFRINGING THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ACTING INCONSISTENTLY WITH THE LETTER OR SPIRIT OF OUR TERMS OR POLICIES. ADDITIONALLY, WE MAY, IN APPROPRIATE CIRCUMSTANCES AND AT OUR SOLE DISCRETION, SUSPEND OR TERMINATE ACCOUNTS OF USERS WHO MAY BE REPEAT INFRINGERS OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.

Spanatix reserves the right to stop offering and/or supporting the Service or a particular game or part of the Service at any time, at which point your license to use the Service or a part thereof will be automatically terminated. In such event, Spanatix shall not be required to provide refunds, benefits or other compensation to users in connection with such discontinued Services.

Termination of your Account can include disabling your access to the Service or any part thereof including any content you submitted or others submitted.

You may cancel any Account registered to you at any time by following the instructions on Spanatix.com.

1.11. Ownership

1.11.1. Games and Service

The Service (including without limitation any games, titles, computer code, themes, objects, characters, character names, stories, dialogue, catch phrases, concepts, artwork, animations, sounds, musical compositions, audio-visual effects, methods of operation, moral rights, documentation, in-game chat transcripts, character profile information, recordings of games played using a Spanatix game client, and the Spanatix game clients and server software) are copyrighted works owned by Spanatix Inc. Spanatix reserves all rights, including without limitation, all intellectual property rights or other proprietary rights, in connection with its games and the Service.

1.11.2. Accounts

NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL HAVE NO OWNERSHIP OR OTHER PROPERTY INTEREST IN THE ACCOUNT, AND YOU FURTHER ACKNOWLEDGE AND AGREE THAT ALL RIGHTS IN AND TO THE ACCOUNT ARE AND SHALL FOREVER BE OWNED BY AND INURE TO THE BENEFIT OF SPANATIX. SPANATIX RESERVES THE RIGHT TO TERMINATE ANY ACCOUNT THAT HAS BEEN INACTIVE FOR 180 DAYS.

1.11.3. Virtual Items

Spanatix owns, has licensed, or otherwise has rights to use all of the content that appears in the Service or the Spanatix games. Notwithstanding any provision to the contrary herein, you agree that you have no right or title in or to any content that appears in the Service, including without limitation the virtual goods or currency appearing or originating in any Spanatix game, whether earned in a game or purchased from Spanatix, or any other attributes associated with an Account or stored on the Service.

Spanatix prohibits and does not recognize any purported transfers of virtual property effectuated outside of the Service, or the purported sale, gift or trade in the "real world" of anything that appears or originates in the Service, unless otherwise expressly authorized by Spanatix in writing. Accordingly, you may not trade, sell or attempt to sell in-game items or currency for "real" money, or exchange those items or currency for value of any kind outside of a game, without Spanatix’s written permission. Any such transfer or attempted transfer is prohibited and void, and will subject your Account to termination.

1.11.4. User Content

"User Content" means any communications, images, sounds, and all the material, data, and information that you upload or transmit through a Spanatix game client or the Service, or that other users upload or transmit, including without limitation any chat text.

By transmitting or submitting any User Content while using the Service, you affirm, represent and warrant that such transmission or submission is (a) accurate and not confidential; (b) not in violation of any laws, contractual restrictions or other third party rights, and that you have permission from any third party whose personal information or intellectual property is comprised in the User Content; (c) free of viruses, adware, spyware, worms or other malicious code; and (d) you acknowledge and agree that any of your personal information within such content will at all times be processed by Spanatix in accordance with its Privacy Policy.

You hereby grant Spanatix a perpetual and irrevocable (other than as provided below), worldwide, fully paid-up and royalty free, non-exclusive, unlimited license, including the right to sublicense and assign to third parties, and right to copy, reproduce, fix, adapt, modify, improve, translate, reformat, create derivative works from, manufacture, introduce into circulation, commercialize, publish, distribute, sell, license, sublicense, transfer, rent, lease, transmit, publicly display, publicly perform, or provide access to electronically, broadcast, communicate to the public by telecommunication, display, perform, enter into computer memory, and use and practice, in any way now known or in the future discovered, your User Content as well as all modified and derivative works thereof. To the extent permitted by applicable laws, you hereby waive any moral rights you may have in any User Content. The license you grant Us to use user posted content (except any content you submit in response to Spanatix promotions and competition or any other content specifically solicited by Spanatix) ends when you delete your User Content or you close your Account unless your User content has been shared with others, and they have not deleted it. However, you understand and accept that removed content may persist in back-up copies for a reasonable period of time.


2. USER CONTENT

2.1. Content Screening

Spanatix assumes no responsibility for the conduct of any user submitting any User Content, and assumes no responsibility for monitoring the Service for inappropriate content or conduct.

We do not, and cannot, pre-screen or monitor all User Content. However, at our discretion, our representatives or technology may monitor and/or record your interaction with the Service or communications (including without limitation chat text) when you are using the Service.

By entering into these Terms of Service, you hereby provide your irrevocable consent to such monitoring and recording. You acknowledge and agree that you have no expectation of privacy concerning the transmission of any User Content, including without limitation chat text or voice communications.

If at any time Spanatix chooses, in its sole discretion, to monitor the Service, Spanatix nonetheless assumes no responsibility for User Content and assumes no obligation to modify or remove any inappropriate User Content. We have the right, but not the obligation, in our sole discretion to edit, refuse to post, or remove any User Content.

2.2. Information Use by Other Members of the Service

2.2.1. Public Discourse

The Service may include various forums, blogs and chat features where you can post User Content, including your observations and comments on designated topics. Spanatix cannot guarantee that other members will not use the ideas and information that you share. Therefore, if you have an idea or information that you would like to keep confidential and/or don’t want others to use, do not post it on the Service. Spanatix shall have no responsibility to evaluate, use or compensate you for any ideas or information you may choose to submit.

SPANATIX IS NOT RESPONSIBLE FOR A MEMBER’S MISUSE OR MISAPPROPRIATION OF ANY CONTENT OR INFORMATION YOU POST IN ANY FORUMS, BLOGS AND CHAT ROOMS.

2.2.2. Responsible For Your Own Content

You are solely responsible for the information that you post on, through or in connection with the Service and that you provide to others.

Information, materials, products or services provided by other users (for instance, in their profiles) may, in whole or in part, be unauthorized, impermissible or otherwise violate these Terms of Service, and Spanatix assumes no responsibility or liability for this material. If you become aware of misuse of the Service by any person, please use any "Report Abuse" link provided or contact us at Customer Support.

Spanatix may reject, refuse to post or delete any User Content for any or no reason, including, but not limited to, User Content that in the sole judgment of Spanatix violates these Terms of Service.

Spanatix reserves the right to limit the storage capacity of User Content that you post on, through or in connection with the Service.

2.3. Disclosure

You expressly agree that We have the right, at all times, and at our sole discretion, to disclose any user content and other information (including without limitation chat text, voice communications, IP addresses and your personal information): (a) in response to legal process (for example, a court order, search warrant or subpoena) when We have a good faith belief that the information is required to be disclosed in response to legal process; (b) to allow Us to satisfy any applicable law, regulation or governmental request; (c) to allow Us to enforce these Terms of Service, the Spanatix Privacy Policy or any other agreement, terms or policy relating to the Service, (d) to protect our legal rights and remedies; (e) in other circumstances in which We believe the Spanatix games or web sites are being used in the commission of a crime (including exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction) and for the purpose of reporting the same to the appropriate authorities; (f) to report any other suspected crime or other offensive behavior to the appropriate authorities; (g) when We have a good faith belief that there is a threat to the health and/or safety of you or another person; or (h) when necessary either to protect the rights or property of Spanatix, or for Us to render the Service you have requested.

2.4. User Interactions

2.4.1 Member Disputes

You are solely responsible for your interactions with other users of the Service and any other parties with whom you interact through the Service and/or Spanatix games. Spanatix reserves the right, but has no obligation, to become involved in any way with these disputes.

2.4.2 Release

If you have a dispute with one or more users, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. 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."

2.5 Copyright Complaints


We respect the intellectual property rights of others. Members are prohibited from uploading, posting or otherwise transmitting on the Site any materials that violate another party's intellectual property rights. When we receive proper notification of an alleged copyright infringement as described below, we promptly remove or disable access to the allegedly infringing material and terminate the accounts of repeat infringers as described herein in accordance with the Digital Millennium Copyright Act (“DCMA”). If you believe that any material on the Site infringes upon any copyright which you own or control, you may send a written notification to the addresses below. Please include the following information in your notification:


  • an electronic or physical signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed

  • identification of the copyrighted work claimed to have been infringed

  • a description of where the material that you claim is infringing is located on the Site

  • your address, telephone number, and e-mail address

  • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law and that you have authority to make such a statement

  • a statement by you, under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.


Our Copyright Agent for notice of claims of copyright infringement on this Site is:


By postal mail:

DMCA Agent:

By telephone: 415-816-5491

By fax: 415-742-8163

By email:

dmca@spanatix.com

3. THIRD PARTY ADVERTISING

3.1. Third Party Advertisements

You understand that the Service and Spanatix games may feature advertisements from Spanatix or third parties. Spanatix's disclosure of information for third party advertising is addressed in Spanatix's Privacy Policy.

3.2. Links to Third Party Sites And Dealings With Advertisers

Spanatix may provide links on the Service to third party websites or vendors who may invite you to participate in a promotional offer in return for receiving optional Services and/or upgrades (such as in-game currency). Any charges or obligations you incur in your dealings with these third parties are your responsibility. Spanatix makes no representation or warranty regarding any content, goods and/or services provided by any third party even if linked from our Service, and will not be liable for any claim relating to any third party content, goods and/or services. The linked sites are not under the control of Spanatix and may collect data or solicit personal information from you. Spanatix is not responsible for their content, business practices or privacy policies, or for the collection, use or disclosure of any information those sites may collect. Further, the inclusion of any link does not imply endorsement of Spanatix of these linked sites.

4. COPYRIGHT NOTICES/COMPLAINTS

It is Spanatix's policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. For more information, please contact us here. Spanatix reserves the right to terminate without notice any User's access to the Spanatix Service if that User is determined by Spanatix to be a "repeat infringer." In addition, Spanatix accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials.

5. UPDATES TO THE SERVICE

You understand that the Service is an evolving one. Spanatix may require that you accept updates to the Service and to Spanatix’s games you have installed on your computer. You acknowledge and agree that Spanatix may update the Service and Spanatix games, with or without notifying you. You may need to update third party software from time to time in order to receive the Service and play Spanatix’s Games.

6. DISCLAIMERS / LIMITATIONS / WAIVERS / INDEMNIFICATION

6.1. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY AGREE THAT USE OF THE SERVICE IS AT YOUR SOLE RISK AND IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER APPLICABLE LAW WITH ANY LEGALLY REQUIRED WARRANTY PERIOD THE SHORTER OF THIRTY DAYS FROM FIRST USE OR THE MINIMUM PERIOD REQUIRED).

WITHOUT LIMITING THE FOREGOING, NEITHER SPANATIX NOR ITS AFFILIATES OR SUBSIDIARIES, OR ANY OF THEIR DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, THIRD-PARTY CONTENT PROVIDERS, DISTRIBUTORS, LICENSEES OR LICENSORS (COLLECTIVELY, "SPANATIX PARTIES") WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

6.2. LIMITATIONS; WAIVERS OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SERVICE UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT THE SPANATIX PARTIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE.

YOU FURTHER SPECIFICALLY ACKNOWLEDGE THAT THE SPANATIX PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE SPANATIX PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER USERS OF THE SERVICE AND OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF THE SERVICE AND EXTERNAL SITES AND OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

UNDER NO CIRCUMSTANCES WILL THE SPANATIX PARTIES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT YOU HAVE PAID SPANATIX IN THE ONE HUNDRED AND EIGHTY DAYS (180) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM.

YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID SPANATIX ANY AMOUNTS IN THE ONE HUNDRED AND EIGHTY DAYS (180) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH SPANATIX IS TO STOP USING THE SERVICE AND TO CANCEL YOUR ACCOUNT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THE SECTION MAY NOT APPLY TO YOU.

6.3. Indemnification

You agree to indemnify, save, and hold Spanatix, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Service, any violation by you of these Terms of Service, or any breach of the representations, warranties, and covenants made by you herein. Spanatix reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Spanatix, and you agree to cooperate with Spanatix’s defense of these claims. Spanatix will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

You agree that the provisions in this paragraph will survive any termination of your Account(s) or of the Service.

7. DISPUTE RESOLUTION

7.1. General

If a dispute arises between you and Spanatix, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, you and Spanatix agree that we will resolve any claim or controversy at law or equity that arises out of this Agreement or our services (a "Claim") in accordance with one of the subsections below or as we and you otherwise agree in writing. Before resorting to these alternatives, we strongly encourage you to first contact us directly to seek a resolution by going to Contact Us. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.

7.2. Law and Forum for Legal Disputes

If you are a resident of the United States or Japan, this Agreement and any dispute arising out of or related to it or the Service shall be governed in all respects by the laws of the State of California as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against Spanatix Inc. must be resolved exclusively by a state or federal court located in San Francisco County, California, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You agree to submit to the personal jurisdiction of the courts located within San Francisco County, California for the purpose of litigating all such claims or disputes.

If you reside outside of the United States or Japan, this Agreement and any dispute arising out of or related to it or the Service shall be governed in all respects by the laws of the Grand Duchy of Luxembourg and shall be considered to have been made and accepted in the Grand Duchy of Luxembourg, without regard to conflict of law provisions. You agree that any claim or dispute you may have against Spanatix Luxembourg S.a.r.l. must be resolved exclusively by the courts in Luxembourg, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You agree to submit to the personal jurisdiction of the courts in Luxembourg for the purpose of litigating all such claims or disputes.

7.3. Arbitration Option

For any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. 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.

7.4. Improperly Filed Claims

All claims you bring against Spanatix must be resolved in accordance with this Legal Disputes Section. All claims filed or brought contrary to Section 8.2 shall be considered improperly filed. Should you file a claim contrary to Section 8.2, Spanatix shall be entitled to recover attorneys' fees and costs up to $1000, provided that Spanatix has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.

8. SEVERABILITY

You and Spanatix agree that if any portion of these Terms of Service or of the Spanatix Privacy Policy is found illegal or unenforceable, in whole or in part by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which shall continue to be in full force and effect.

9. Trade-ins and Raffle


Prizes, eligibility, ordering and disbursement.


The eligible prizes available for points trade-in’s and Raffle will be updated on the FanMeter which can be accessed by signed in users only. Spanatix reserves the right to stop this promotion or any promotion in the future as these promotions are run on specific budgets.


Prior to the disbursement of any prizes, Spanatix reserves the right to undertake any and all enquiries and to require you to provide such information or documentation as it deems fit to verify your identity, the prizes and the authenticity of the request for such prizes, including providing proof of your identity by supplying Provider with a copy of government issued photo identification, at its sole discretion. If you fail to cooperate with such inquiries and/or to provide such information or documentation, Provider reserves the right to void any prizes in your account.


For trading in points or participating in a particular Raffle, you must follow the directions on the Site. There may be a limited number of a particular prize; those prizes will be delivered on a first-come, first-served basis. Unused tickets shall expire if you do not participate in an Activity or redeem points for a prize while signed in with your Spanatix account in180 days. Spanatix can refunds your points due to a prize being out of stock or for other reasons as determined by Spanatix,. Spanatix may require you to sign an affidavit, release of liability, publicity release and other documents to receive a prize. Tickets and prizes are provided "as is" with no warranty or guarantee, either express or implied by Spanatix. You cannot transfer tickets or prizes You may not obtain any cash or money in exchange for tickets. Tickets are not your personal property. Available prizes may include refurbished prizes. Prizes are not for resale. Spanatix may limit the quantity of tickets or Prizes per person or per household.

Spanatix may substitute a prize of comparable value. Once you order a prize, it cannot be cancelled by you nor can you return your prize for a refund of points. If you order a prize that is out of stock, Spanatix may substitute a prize of comparable value or may refund your points. Some prizes may have age eligibility requirements. Spanatix reserves the right to verify your eligibility qualifications and to provide tickets and prizes in the name of your parent or legal guardian if you are a minor.

You must comply with the Terms, as determined by Spanatix, to receive a Raffle ticket or Trade in points for a prize. You must not use any bot, macro, cheat code or other automated way to participate in Activities or the Program or to earn tickets. Spanatix reserves the right to withhold tickets and prizes from any user suspected of activities that violate the Terms or are otherwise unlawful. Additionally, Spanatix reserves the right to remove a third party from the prize offerings for reasons as determined by Spanatix including if Spanatix suspects the third party of activities that violate the Terms or are otherwise unlawful.

Prizes will be mailed to the physical postal address (where applicable) or e-mail address (where applicable) you provide when you order your prize. No prizes will be shipped to P.O. Boxes, APO or FPO addresses. Prizes will be delivered within approximately 3-4 weeks from the date your order is processed, unless the third party states a different schedule or the particular prize you ordered is in limited quantities, backordered, or out of stock. Releasees (as defined below) are not liable for any damages, losses or delays of any shipments. Tickets or prizes that are undeliverable will not be resent and are forfeited.

After ordering a prize you will receive a confirmation email once all the required information is received in the Trade-in or Raffle Module. You should retain your order number/email confirmation for your records. If you contact Spanatix in the future about your prize order you may be required to provide your order number.

10. GENERAL PROVISIONS

10.1. Assignment

Spanatix may assign or delegate these Terms of Service and/or the Spanatix Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Policy without Spanatix’s prior written consent, and any unauthorized assignment and delegation by you is ineffective.

10.2. Supplemental Policies

Spanatix may publish additional policies related to specific services such as forums, contests or loyalty programs. Your right to use such services is subject to those specific policies and these Terms of Service.

10.3. Entire Agreement

These Terms of Service, any Supplemental Policies and any documents expressly incorporated by reference herein (including the Spanatix Privacy Policy), contain the entire understanding of you and Spanatix, and supersede all prior understandings of the parties hereto relating to the subject matter hereof, whether electronic, oral or written, or whether established by custom, practice, policy or precedent, between you and us with respect to the Service.

10.4. No Waiver

The failure of Spanatix to require or enforce strict performance by you of any provision of these Terms of Service or the Spanatix Privacy Policy or failure to exercise any right under them shall not be construed as a waiver or relinquishment of Spanatix's right to assert or rely upon any such provision or right in that or any other instance.

The express waiver by Spanatix of any provision, condition, or requirement of these Terms of Service or the Spanatix Privacy Policy shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

Except as expressly and specifically set forth in this these Terms of Service, no representations, statements, consents, waivers, or other acts or omissions by Spanatix shall be deemed a modification of these Terms of Service nor legally binding, unless documented in physical writing, hand signed by You and a duly appointed officer of Spanatix.

10.5. Notices

We may notify you via postings on www.Spanatix.com, and via e-mail or any other communications means to contact information you provide to us. If you a user in the United States or Japan, all notices given by you or required from you under these Terms of Service or the Spanatix Privacy Policy shall be in writing and addressed to: Spanatix Inc. Attn: LEGAL DEPARTMENT, 4104 24th Street, #363, San Francisco, CA 94114-3615. If you are a user outside of the United States or Japan, all notices given by you or required from you under these Terms of Service or the Spanatix Privacy Policy shall be in writing and addressed to: Spanatix Luxembourg S.a.r.l. located at 65, Boulevard Grande-Duchesse Charlotte, L-1331 Luxembourg.

Any notices that you provide without compliance with this Section on Notices shall have no legal effect.

10.6. Equitable Remedies

You acknowledge that the rights granted and obligations made under these Terms of Service to Spanatix are of a unique and irreplaceable nature, the loss of which shall irreparably harm Spanatix and which cannot be replaced by monetary damages alone so that Spanatix shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) in the event of any breach or anticipatory breach by you.

You irrevocably waive all rights to seek injunctive or other equitable relief, or to enjoin or restrain the operation of the Service or any Spanatix game, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Service or any content or other material used or displayed through the Service and agree to limit your claims to claims for monetary damages, limited by Section 7.2 (if any).

10.6. Force Majeure

Spanatix shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of Spanatix, including without limitation any failure to perform hereunder due to unforeseen circumstances or cause beyond Spanatix’s control such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor or materials.


10.7. Arbitration


YOU AND SPANATIX AGREE THAT, EXCEPT AS MAY OTHERWISE BE PROVIDED IN REGARD TO SPECIFIC SERVICES ON THE SITE IN ANY SPECIFIC TERMS APPLICABLE TO THOSE SERVICES, THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF USE AND THE SITE (INCLUDING YOUR VISIT TO OR USE OF THE SITE) SHALL BE FINAL AND BINDING ARBITRATION, except that: (a) to the extent that either of us has in any manner infringed upon or violated or threatened to infringe upon or violate the other party's patent, copyright, trademark or trade secret rights, then the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought; and (b) no disputes or claims relating to any transactions you enter into with a third party through the Store may be arbitrated.


Arbitration under this Agreement shall be conducted by the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA's Supplementary Procedures for Consumer Related Disputes ( the "AAA Consumer Rules") (collectively the "AAA Rules"). The location of the arbitration shall be in the City of San Francisco, County of San Francisco, State of California, and the allocation of costs and fees for such arbitration shall be determined in the AAA Consumer Rules (for consumer disputes). If such costs are determined to be excessive in a consumer dispute, the Company will be responsible for paying all arbitration fees and arbitrator compensation in excess of what is deemed reasonable. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction.


To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER MEMBER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Site (including your visit to or use of the Site) be instituted more than three (3) years after the cause of action arose.


10.8. Submissions


You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Site ("Submissions"), provided by you or through your MemberID to Spanatix are non-confidential and shall become the sole property of Spanatix. Spanatix shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.


10.9. Choice of Law and Venue


These Terms and Conditions of Use are entered into in the State of California and shall be governed by and construed in accordance with the laws of the State of California exclusive of its choice of law rules. Each party to these Terms of Use submits to the exclusive jurisdiction of the state and federal courts sitting in the County of San Francisco in the State of California, and waives any jurisdictional, venue, or inconvenient forum objections to such courts. In any action to enforce these Terms of Use, the prevailing party will be entitled to costs and attorney fees. In the event that any of the Terms of Use are held by a court or other tribunal of competent jurisdiction to be unenforceable, those provisions shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect.


10.10. Entire Agreement

These Terms of Use constitute an agreement, the agreement, and the entire agreement between Spanatix and you pertaining to the subject matter of this agreement. In its sole discretion, Spanatix may modify these Terms of Use by posting the revised version on this Site.


Questions or Concerns


If you have questions or concerns about these Terms of Use please contact termsandconditions@spanatix.com. Your use of Spanatix.com evidences your agreement to these Terms of Use.


I HAVE READ THESE TERMS AND CONDITIONS OF USE, AND I AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.


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