This document contains the terms and conditions (“Terms”) for governing your access to, and use of, “Drop Beats” Mobile Application (“The Application”). The Application features, functions, software and services offered collectively constitute the “Service.”
1. Legal Agreement
1.1 These Terms constitute a legal agreement (“Agreement”) between you and Agent Disco LLC (“The Company”), a California limited liability company.
1.2 In this Agreement, the terms “we/us/our” means Agent Disco LLC “You/your” means you as a user of the Service.
1.3 These Terms are an agreement between you and Agent Disco, LLC. Your using the Service shall constitute your agreement to accept and be bound by the terms and conditions appearing in these Terms. All user identities created within The Application are governed by these Terms. This includes, but is not limited to, proper in-application and out-of-application conduct relating to The Application.
1.4 If you do not agree with any of the Terms, please do not access or otherwise use the Service.
1.5 You hereby represent that you have the legal capacity to enter into this Agreement and you are not barred from receiving the Service under the laws of the United States or any other applicable jurisdiction.
1.6 You understand and agree that the Service may include service announcements and administrative messages and you may not have the right to opt out of receiving them.
2. Changes to terms
2.1 We may amend and/or modify these Terms at any time in our sole discretion.
2.2 Amendments and modifications to the Terms will be available within The Application as well as via a link in The Application's iTunes listing and shall be effective immediately after making them available within The Application, or a copy of amendments or modifications will otherwise be provided to you. You waive any right you may have to receive specific notice of such changes or modifications.
2.3 You are responsible for checking the Terms periodically so you will be familiar with their contents as they may be amended or modified from time to time. By continuing to use any portion of the Service, you are already signifying your acceptance of any revised or updated terms. If you do not agree to the amended terms, you must stop using the Service.
3. Description
3.1 "Drop Beats” (“The Application") is a free mobile application. To access The Application, you are required to download and install client software to your mobile device via Apple’s iTunes Store. Such access entails the use of hardware, software and Internet access (which you acknowledge play a crucial role in your user experience).
3.2 You agree that we are not responsible for any hardware, software or Internet access, quality, suitability or unavailability issues. We do not provide Internet access, and you are responsible for all fees relating to telephone and Internet access charges along with all necessary equipment, servicing, repair or correction incurred in maintaining connectivity to the servers.
4. Account
4.1 You may be required to create an account (an “Account”) to access our Service and to use certain features and functions of our Service.
4.2 You must be 13 years of age or older to create an Account. If you are 13 or over, but are under the legal age to enter into a contract in the jurisdiction you reside in (“Legal Age”) and/or under 18 years of age, we require that you review these Terms with your parents or (legal) guardian to ensure they read and agree to them. If you are the parent or (legal) guardian of a user of our Application and/or Service and you have questions about the Terms, please
contact us.
4.3 By creating an Account or otherwise using the Service, you represent that you are of Legal Age or at least age 18 and agree to these Terms, or that you are over 13 years of age and your parents or legal guardian have read and agreed to these Terms, and you understand and agree that we are relying upon that representation in allowing you to use the Service.
4.4 Notwithstanding the above, certain portions of our Service may contain mature contents not suitable for anyone younger than the Legal Age or 18 years of age. We will require that you confirm that you are of Legal Age or 18 years of age or older to access such content. If you enter any portion of the Service which is intended for or is marked for mature audiences only, you are certifying that you are of Legal Age or at least 18 years old and have the legal right to access such content. We shall not be responsible in any way for your failure to accurately confirm your age per the terms hereunder.
4.5 Your Account may only to be used by you. We are not responsible for any misuse of your Account, you agree to accept all risks of misuse of and unauthorized access to your Account and to hold us and our affiliates harmless from and against any misuse use of your Account, including, but not limited to, improper or unauthorized use by someone to whom you revealed your password.
4.6 Please note that, you are responsible for maintaining the confidentiality and security of your Account at all times, and you agree to notify us if your Account is accessed by an unauthorized third party, or otherwise may have been compromised. You are solely responsible for all activities and transactions that occur under your Account, and we are not responsible for any misuse use of your account, including without limitation in the event that your Account is accessed by a third party and/or used for transactions. You agree to immediately notify us of any misuse use of your Account or any other breach of security in relation to the Service known to you.
4.7 Your Account may be terminated if you do not use your Account within twelve months after the date that it was created or for any continuous period of twelve months. If you do not use your Account for any continuous period of twelve or more months, it may be terminated by us at our sole discretion.
4.8 We will endeavour to notify you by email before we terminate your Account, unless we are terminating, deactivating or deleting your Account for a violation of these Terms or discontinuation of the Service. However, we will not be liable in any manner for any failure to give notice. If you advise us within five days of the notice that you want to keep your Account active, we will not terminate it. If you do not so notify us, your Account will be terminated and may be permanently deleted, along with records, ranks and service information.
4.9 Termination of your Account also entails the termination of the license to use the Service and Proprietary Materials, or any part thereof.
4.10 Please note that regardless of any notice, we reserve the right to discontinue the Service or to terminate or suspend your Account at any time in our sole discretion, for any reason, or for no reason.
5. Proprietary Rights
5.1 Agent Disco LLC is the owner of The Application and the Service, which are protected by US and international law including copyright laws. All rights and title in and to The Application and the Service, all features and content thereof (including without limitation any user accounts, titles, computer code, files, application software, client and server software, tools, patches, updates, themes, objects, characters, character names, stories, storylines, objects, content, text, dialogue, catch phrases, themes, locations, concepts, artwork, designs, graphics, pictures, video, animation, sounds, music, musical, compositions, sound recordings, audio-visual effects, information, data, documentation, “applets”, chat transcripts, character profile information, game play, recordings, in-game items, in-game activities, and in-game currencies) and the selection and arrangement thereof (collectively the “Proprietary Materials”) are the proprietary property of Agent Disco LLC or its licensors and are protected by U.S. and international copyright and other proprietary rights laws.
5.2 In the event that you make any modifications, adaptations or derivative works of any kind to the Proprietary Materials (the “Modifications”), whether authorized or unauthorized, you understand and agree that you shall retain no rights of any kind in and to such Modifications and that all rights therein shall belong solely to Agent Disco LLC. You hereby irrevocably assign (and agree to assign) and transfer to Agent Disco LLC, free and clear of any restrictions or encumbrances, without any compensation beyond the consideration provided herein, any and all rights, title and interest that you may have in and to such Modifications. This assignment includes, without limitation, all worldwide copyrights and patent rights in and to such Modifications and the right to sue for past and future infringements. You hereby agree to cooperate with Agent Disco LLC in connection with the protection thereof and shall execute such documents (like further deed of transfer or assignment), if any, as needed by Agent Disco LLC to perfect its rights hereunder.
5.3 Further, to the extent the assignments mentioned in paragraph 5.2 do not transfer any ownership interest in or to the Modifications, you expressly grant to Agent Disco LLC, us and our licensors all consents, clearances and a non-exclusive, perpetual, worldwide, complete, sub licensable and irrevocable right to make, use, sell, offer for sale, import or otherwise exploit, re-post, publish, use, quote, adapt, translate, archive, store, reproduce, modify, create derivative works from, syndicate, license, print, sublicense, distribute, transmit, broadcast, otherwise communicate, and publicly display and perform the Modifications, or any portion thereof, in any manner or form and in any medium or forum, whether now known or hereafter devised, without notice, acknowledgment or compensation to you. You waive and agree not to assert any moral or similar rights you may have in the Modifications for as far as is possible by applicable mandatory law.
6. Privacy
6.1 Please review our Privacy Policy for information regarding the collection, use and distribution of personal information. The Privacy Policy is available within The Application and on the The Application's listing in iTunes. You understand and agree that we may collect, use and disclose information as described in the Privacy Policy.
7. Application Updates
7.1 When we update or “patch” any of The Application, we may utilize a patch routine to verify whether the most recent version of the client software is installed on your computer. If not, the most recent version may automatically be uploaded to your mobile device, and you hereby consent to, and waive any further notice of, such upload.
8. Monitoring
8.1 You understand and agree that when you communicate with other people within The Application or utilize any interactive features available within The Application, such as instant messaging, forums or chat rooms, such communications and postings are transmitted through our servers, and we may, but are not obligated to, monitor all such communications and postings, including those that are designated as “private.” You acknowledge that you have no expectation of privacy with respect to any such communications or postings, and you expressly consent to such monitoring.
9. Device Identifiers
9.1 You understand and agree that when you access the Service by or through a mobile device (including but not limited to smart-phones or tablets), we can and may access, collect, monitor and/or remotely store one or more “device identifiers,” such as a universally unique identifier (“UUID”). Device identifiers are small data files or similar data structures stored on or associated with your mobile device, which uniquely identify your mobile device. A device identifier may be data stored in connection with the device hardware, data stored in connection with the device’s operating system or other software, or data sent to the device by us. A device identifier may convey information to us about how you browse and use the Service. A device identifier may remain persistently on your device, to help you log in faster and enhance your navigation through the Service. Some features of the Service may not function properly if use or availability of device identifiers is impaired or disabled.
10. User Identifiers
10.1 You understand and agree that when you access the Service, we can and may access, collect, monitor and/or remotely store one or more “user identifiers.” User identifiers are small data files or similar data structure assigned to a user that will be used to enable you to continue progress in The Application, use features across multiple platforms and help associate your identity across multiple platforms. A user identifier may convey information to us about how you browse and use the Service. A user identifier may remain persistently on your device or computer, to help you log in faster and enhance your navigation through the Service. Some features of the Service may not function properly if use or availability of user identifiers is impaired or disabled.
11. Data Collected To Prevent Cheating And Unauthorized Software
11.1 You understand and agree that when using our Service and/or running our Application software, this can and may involve software functions designed to detect cheating or unauthorized and malicious programs. In this context, we may access, collect, monitor and/or remotely store screenshots of Application usage, information relating to hardware capacity, modifications related to our Application software, signatures, profiles or names of known unauthorized or malicious third party programs, files or processes that enable or facilitate cheating, unfair advantage or hacking of the Application or Service. If unauthorized or malicious programs are detected, the Application software may also communicate to us the users account and User ID and information about the unauthorized or malicious program or its use.
12. Push Notification and Local Notification
12.1 You understand and agree that we may, with your consent, send push notifications and local notifications to your mobile device to provide Application updates and other relevant messages.
13. License
13.1 The Application is licensed, not sold. Subject to these Terms, we grant to you, for your non-commercial and personal use only, a limited, non-exclusive, revocable, non-transferable and non-sublicensable license to access and use the Service and the Proprietary Materials.
13.2 Except as expressly permitted in these Terms, such license does not include, and you agree not to engage in, any: (a) resale, sublicense, lending or commercial use of the Service or the Proprietary Materials therein; (b) distribution, public performance or public display of any Proprietary Materials except in connection with The Application in the ordinary course, (d) modifying, adapting, altering, enhancing, or otherwise making any derivative uses of The Application, Application content or other Proprietary Materials, or any portion thereof; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of the Proprietary Materials or any information contained therein, except as expressly permitted in The Application; (g) reverse engineer or decompile the Proprietary Materials, or otherwise attempt to derive source code from The Application or other software included in the Proprietary Materials; (h) any use of the Services or the Proprietary Materials other than for its intended purpose.
13.3 Any use of the Service or the Proprietary Materials other than as specifically authorized herein, without prior written permission is strictly prohibited and will, at Agent Disco LLC’s option, terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to or rights in intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time with or without cause.
14. User Conduct
14.1 You must observe these Terms and all applicable laws and all basic rules of etiquette and common courtesy when using the Service. Any conduct that violates the law in an offline, real world community is also a violation of these terms. We will not tolerate any illegal or offensive conduct.
14.2 Without limiting the foregoing, in addition to the User Content rules set forth in Section 15, you agree not to take any of the following actions:
a. harm minors in any way;
b. impersonate any person or entity, including any Agent Disco LLC officials, forum leaders, guides, hosts, employees or agents, or falsely state or otherwise misrepresent your affiliation with a person or entity;
c. forge headers or otherwise manipulate identifiers in order to disguise the origin of any message transmitted through the Website;
d. upload, post, e-mail, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation;
e. interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
f. “stalk,” threaten or otherwise harass or cause discomfort to another;
g. collect, store, post or otherwise disseminate any personal data about other users;
h. impede or disrupt the Service or the normal flow of The Application or dialogue in The Application or in Interactive Areas (defined below) in the Service or use vulgar language, abusiveness, use of excessive shouting (ALL CAPS), “spamming” or any other disruptive or detrimental methods in an attempt to disturb other users or our employees;
i. engage in, encourage, or promote any illegal activity, or any activity that violates these Terms or the Rules of Conduct;
j. engage in any actions that defraud or attempt to defraud, scam or cheat others out of any items that have been earned through authorized usage of The Application;
k. cheat or utilize unauthorized exploits in connection with The Application or the Service;
l. use or exploit any bugs, errors, or design flaws to obtain unauthorized access to the Service or to gain an unfair advantage over other players;
m. trade, sell, auction or otherwise transfer any virtual items or goods of any nature outside The Application;
n. take any action that disrupts the Service or that negatively affects or may prohibit other users from enjoying The Application or any other aspect of the Service.
14.3 We may take any actions and impose any penalties we deem necessary to discourage and punish any violation of these terms or any other illegal or inappropriate conduct, all without prior notice or warning. The determination as to whether a violation has occurred and who is responsible for such act is solely within our discretion, and is based on what we deem best for the community and the Service. By using the Service, you agree you will be bound by our determination as to whether a violation has occurred and any penalty we choose to implement.
15. User Content
15.1 The Service may include music streaming, discussion forums, chat rooms, user feedback, messaging features, comments and other interactive areas or services (“Interactive Areas”) in which you or other users create, post, stream, send or store any content, messages, materials, data, information, text, music, sound, photos, video, graphics, code or other items or materials on or through The Application and / or the Website (the “User Content”).
15.2 User Content streamed or posted to The Application is publicly available and not confidential. We strongly recommend that you do not publish any personal information about yourself or others.
15.3 You are solely responsible for the User Content you stream and post and for your use of the Service including Interactive Areas.
15.4 You agree not to stream, post, upload to, transmit, distribute, store, create or otherwise publish any of the following:
a. User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
b. User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law;
c. User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By posting any User Content, you represent and warrant that you have the lawful right to broadcast, perform, stream, distribute and reproduce such User Content;
d. User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
e. unsolicited promotions, political campaigning, advertising or solicitations;
f. Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
g. viruses, corrupted data or other harmful, disruptive or destructive files;
h. User Content that, in our sole judgment, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose us or our users to any harm or liability of any type.
15.5 We take no responsibility and assume no liability for any User Content streamed, posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor are we liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. Your use of the Service including the Interactive Areas is at your own risk. As a provider of interactive services, we are not liable for any statements, representations or User Content provided by users in The Application, any public forum, personal home page or other Interactive Area. Although we have no obligation to screen, edit or monitor any of the User Content, we reserve the right, and have absolute discretion, to remove, screen or edit any User Content streamed, posted or stored at any time and for any reason without notice.
15.6 You are solely responsible for creating backup copies of and replacing any User Content you post or store at your sole cost and expense. Any use of the Service including the Interactive Areas or other portions thereof in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your rights to use the Service or any part thereof.
15.7 You represent and warrant that (a) you own and control all of the rights to the User Content that you stream and/or post, or you otherwise have the right to stream or post such User Content to The Application; (b) the User Content is accurate and not misleading; and (c) use, streaming and posting of the User Content you supply does not violate these Terms or the Rules of Conduct and will not violate any rights of or cause injury to any person or entity. You shall be solely liable for all royalties, fees, damages and any other monies resulting from any infringement of such right or any other harm resulting from any User Content you provide.
15.8 In consideration of your use of The Application and the Service, you expressly grant to Agent Disco LLC and our licensors all consents, clearances and a non-exclusive, perpetual, worldwide, complete, sub licensable and irrevocable right to stream, re-post, publish, use, quote, adapt, translate, archive, store, reproduce, modify, create derivative works from, syndicate, license, print, sublicense, distribute, transmit, broadcast, otherwise communicate, and publicly display and perform, make, use, sell, offer for sale, import or otherwise exploit the User Content, or any portion thereof, in any manner or form and in any medium or forum, whether now known or hereafter devised, without notice, acknowledgment or compensation to you. You waive and agree not to assert any moral or similar rights you may have in User Content.
16. Designation of Agent to Receive Notification of Claimed Infringement of Copyright(s). DMCA Notices.
16.1 If you believe that anything in the Service infringes upon any copyright which you own or control, you may file a notification of such infringement via email: disco@agentdisco.com or the
contact us form.
16.2 We may give notice of a claim of copyright infringement to our users by means of a general notice within The Application, electronic mail to a user's email address in our records, or by written communication sent by first-class mail to a user's address in our records.
17. Repeat infringer Policy
17.1 In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, we have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, subscribers or account holders who are deemed to be repeat infringers. We may also at its sole discretion limit access to the Service and/or terminate the Accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
18. Mobile Software
18.1 Mobile Software. We make available software to access the Service via a mobile device (“Mobile Software”). To use the Mobile Software you must have a mobile device that is compatible with the mobile Service. We do not warrant that the Mobile Software will be compatible with your mobile device. We hereby grant you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one account on one mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that we may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and we or our third party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. We reserve all rights not expressly granted under this Agreement.
18.2 Mobile Software from iTunes. The following applies to any Mobile Software you acquire from the iTunes Store (“iTunes-Sourced Software”): You acknowledge and agree that this Agreement is solely between you and Agent Disco LLC, not Apple, and that Apple has no responsibility for the iTunes-Sourced Software or content thereof. Your use of the iTunes-Sourced Software must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes-Sourced Software. In the event of any failure of the iTunes-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iTunes-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iTunes-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Agent Disco LLC as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the iTunes-Sourced Software or your possession and/or use of the iTunes-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Agent Disco LLC as provider of the software. You acknowledge that, in the event of any third party claim that the iTunes-Sourced Software or your possession and use of that iTunes-Sourced Software infringes that third party’s intellectual property rights, Agent Disco LLC, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Agent Disco LLC acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the iTunes-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the iTunes-Sourced Software against you as a third party beneficiary thereof.
19. Third Party Content
19.1 We may provide or make available third party content through the Service and may provide links to web pages and content of third parties (collectively the “Third Party Content”) as a service to those interested in this information. We do not monitor or have any control over any Third Party Content on third party websites. We do not endorse or adopt any Third Party Content and can make no guarantee as to its accuracy or completeness. We do not represent or warrant the accuracy of any information contained therein and undertake no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk.
20. Advertisements and promotions; Third-party products and Services
20.1 We may run advertisements and promotions from third parties through the Service or may otherwise provide information about or links to third-party products or services through the Service. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions are solely between you and such third party. We are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such non-Agent Disco LLC advertisers or third party information. If you access a third party website from the Service, you do so at your own risk, and you understand that this Agreement and our Privacy Policy do not apply to your use of such sites. You expressly relieve The Company from any and all liability arising from your use of any third-party website, service, or content.
21. Official Service and Beta Testing
21.1 The Application is designed for music streaming as offered through our Service. You agree not to access, create or provide any other means through which The Application may be played by others, such as through server emulators. You agree not to use any hardware or software, including but not limited to third party tools, or any other method of support which may in any way influence or give you an advantage in the use of the Services which is not authorized by us, including but not limited to the use of ‘bots’ and/or any other method by which the Service may be used automatically without human input. You acknowledge that you do not have the right to create, publish, distribute, create derivative works from or use any software programs, utilities, applications, emulators or tools derived from or created for The Application, except that you may use the Software to the extent expressly permitted by these Terms. You may not take any action which imposes an unreasonable or disproportionately large load on our infrastructure. You do not have ownership of and may not sell, transfer, trade or auction any Accounts, characters, items, in-application currencies or Proprietary Materials, nor may you assist others in doing so, except as expressly authorized by us. We do not recognize any transfers occurring outside of the Service of anything related to the Service.
21.2 You may be given the opportunity to Beta test The Application. Your participation as a Beta tester is subject to the terms and conditions below.
21.3 You acknowledge that the you are using a preliminary, preview edition of The Application features and that you are participating in a beta test thereof (the “Beta Test”), and that the Beta version of The Application features may contain bugs, may not operate properly or perform all intended functions, may interfere with the functioning of other software applications, and may cause errors, data loss or other problems. Closed Beta Tests are confidential, and you agree to that all information about the Beta version of The Application, the Services and the Beta Test, including without limitation any comments, ideas or other feedback (collectively the “Feedback”) you provide to Agent Disco LLC regarding the Beta version of The Application, the Service or the Beta Test, shall be treated as confidential (the “Confidential Information”). You agree not to use the Confidential Information in any manner, except for your personal use for the sole purpose of testing the Beta version of The Application and features, and you agree to prevent and protect the Confidential Information, or any part thereof, from disclosure to any person. You further agree to take all steps reasonably necessary to protect the secrecy of the Confidential Information and to prevent the Confidential Information from falling into the public domain or into the possession of unauthorized persons. All Confidential Information shall remain the sole property of Agent Disco LLC, and Agent Disco LLC may use such Confidential Information for any purpose without any obligation to you. You will carry out the testing personally and not provide access to the Beta version of The Application to any other person. You agree that breach of the above confidentiality obligations will cause irreparable harm to us, and we are entitled to (in addition to any other remedies available to it) ex parte injunctive relief without bond to prevent the breach or threatened breach of your obligations. Your obligation to keep the Beta version of The Application confidential will continue until we publicly distribute, or have otherwise disclosed to the public through no fault of yours, The Application and the content that you are testing.
21.4 As a Beta tester, you are invited to play the Beta version of The Application for the sole purpose of evaluating The Application and identifying errors. Nothing in these Terms, or on the Website or through the Service, shall be construed as granting you any rights or privileges of any kind with respect to the Beta version of The Application or content that you find here. The Beta version of The Application is provided for testing on an “as is,” “as available” basis and we make no warranty to you of any kind, express or implied. You understand and agree that playing the Beta version of The Application is at your own risk, that you know that the Beta version of The Application may include known or unknown bugs, and that we have no obligations to you with respect to the Beta version of The Application, including without limitation any obligation to provide such application to you in the future at no charge.
21.5 When using the Beta version of The Application, you may accumulate virtual items, experience points, equipment, or other value or status indicators within the Beta Test. This data may be reset at any time during the testing process, and it may be reset when the particular application completes this testing phase. In this case, all player history and data will be erased and each player will return to novice status.
22. Fees
22.1 We may charge fees to access and acquire certain application items or participate in application activities through the Service. After the purchase you will directly have the right to use these application items or participate in these activities in the intended way as stipulated.
22.2 ANY APPLICABLE FEES AND OTHER CHARGES ARE PAYABLE IN ADVANCE AND NON REFUNDABLE. IN-APPLICATION CURRENCIES SUCH AS "COINS" HAVE NO MONETARY VALUE AND CANNOT BE REDEEMED FOR CASH. IN-APPLICATION CURRENCIES AND THE RIGHT TO USE APPLICABLE IN-APPLICATION CURRENCIES ARE NON-TRANSFERABLE, IN WHOLE OR PART. THE RIGHT TO USE IN-APPLICATION CURRENCIES IS AN INTEGRAL PART OF THE LICENSE TO USE THE SERVICE AND THE APPLICATION.
22.3 You explicitly acknowledge and agree that the right to use (license) Coins starts from the moment fees have been paid and that you are able from that moment to use Coins for the intended purpose. You explicitly acknowledge and agree that you lose the right to withdraw from the purchase of Coins.
22.4 We may, from time to time, modify, amend, or supplement our fees, billing methods and terms applicable to Coins or to any purchases, and post those changes in these Terms, in separate Terms of Sale or in other terms or agreements posted in The Application, on the Website or Service or otherwise provided to you by us. Such modifications, amendments, supplements or Terms of Sale shall be effective immediately upon posting in The Application, on the Website or Service and shall be incorporated by reference into these Terms. If any change is unacceptable to you, you may terminate your account at any time.
22.5 If you claim a chargeback for any reason, we have the right to investigate and dispute such chargeback. If we believe that your chargeback requirement is spurious, unreasonable, or invalid, we may take the dispute to court. If your chargeback is deemed invalid in court, you agree to pay for all fees and costs resulting from the disputed chargeback, including but not limited to legal fees and expenses, damages, monies lost due to non-operation, and chargeback fees, or if applicable mandatory law dictates otherwise, to the maximum amount permitted.
22.6 We are not liable for “hacking” or lost of your virtual goods from your account.
23. Interruption of Service
23.1 We reserve the right to interrupt the Service or any part thereof from time to time on a regularly scheduled basis or otherwise with or without prior notice in order to perform maintenance. You agree that we will not be liable for any interruption of the Service or any part thereof, delay or failure to perform resulting from any causes whatsoever.
23.2 You acknowledge that the Service or any part thereof may be interrupted for reasons beyond our control, and we cannot guarantee that you will be able to access the Service whenever you may wish to do so. We shall not be liable for any interruption of the Services, delay or failure to perform resulting from any causes whatsoever.
23.3 We have the right at any time with or without reason to change and/or eliminate any aspect(s) of the Service as we see fit in our sole discretion.
23.4 We are not obligated to refund all or any portion of any fee (if any), by reason of any interruption of the Service by reason of any of the circumstances described in paragraphs 23.1, 23.2.
24. Disciplinary Action / Account and Service Termination
24.1 FOR ANY REASON WE MAY SUSPEND, TERMINATE, MODIFY, BLOCK ACCESS TO OR DELETE THE SERVICE OR ANY ACCOUNT OR PART THEREOF, BY GIVING YOU NOTICE OF SUCH WITHIN THE TIME PERIOD SPECIFIED WHEN YOU CREATED AN ACCOUNT OR JOINED A SERVICE, OR IF NO SUCH TIME PERIOD WAS SPECIFIED, THEN WITHIN THIRTY (30) DAYS OF THE DATE SUCH NOTICE IS PROVIDED TO YOU BY EMAIL OR IS POSTED ON THE WEBSITE OR INTERACTIVE AREA BY US.
24.2 For user violations we may at our option issue warnings and temporary suspensions and permanent terminations of Accounts. We retain the sole discretion as to when and how to impose warnings, penalties and/or disciplinary actions. We consider the severity of the violation and the number of infractions in making our determination; however, any determination shall be under our absolute discretion.
24.3 For the avoidance of doubt, you hereby acknowledge that we have the sole discretion with respect to termination of your Account, even if there are credits remaining on your Account. The termination of your Account entails the termination of the license to use the Service or any part thereof (see section 8).
24.4 You have the right to terminate your Account at any time by delivering notice to us. You understand and agree that, unless applicable mandatory law dictates otherwise, the termination of your Account is your sole right and remedy with respect to any dispute, including, but not limited to, any related to, or arising out of: (i) any term of this Agreement or our enforcement or application of this Agreement; (ii) the User Contents; (iii) your ability to access and/or use the Service; or (iv) the amount or type of fees, surcharges, applicable taxes, billing methods, or any change to the fees, applicable taxes, surcharges or billing methods.
24.5 You may terminate your Account by delivering notice to us. We reserve the right to collect accrued fees and charges and costs incurred by us before your termination. In addition, you are responsible for any fees, charges and costs incurred to third-party vendors or content providers before your termination.
24.6 In the event your Account is terminated for any reason, or for no reason, no refund will be granted, no online time or other credits (e.g., points in The Application) will be credited to you or converted to cash or other form of reimbursement, and you will have no further access to your Account. Any delinquent or unpaid accounts or accounts with unresolved disputes must be settled before we may allow you to register again.
24.7 If you feel you have been unfairly warned or disciplined, please
contact us with a full detailed explanation.
25. Indemnification
25.1 You agree to defend, indemnify and hold harmless Agent Disco LLC, its independent contractors, service providers and consultants, and their respective directors, employees, agents, partners, affiliates, and subsidiaries, from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to any User Content you post, store or otherwise transmit on or through The Application, your conduct, your violations of these Terms, any misuse of the Service, or your violation of the rights of any third party.
26. Disclaimer of Warranties
26.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
(a) THE SERVICE, THE APPLICATION AND ALL MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. AGENT DISCO LLC AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE OR SUITABILITY FOR YOUR INTENDED USE, TITLE AND NON-INFRINGEMENT AS TO THE SERVICE, THE APPLICATION, INCLUDING ALL INFORMATION, CONTENT AND MATERIALS CONTAINED THEREIN. WITHOUT LIMITING THE FOREGOING, AGENT DISCO LLC DOES NOT REPRESENT OR WARRANT THAT THE SERVICE, THE APPLICATION OR THE MATERIALS CONTAINED THEREIN ARE ACCURATE, COMPLETE, RELIABLE, AVAILABLE, CURRENT OR ERROR-FREE. AGENT DISCO LLC ALSO DOES NOT REPRESENT OR WARRANT THAT THE APPLICATION OR ITS SERVERS ARE FREE OF VIRUSES, BUGS, ERRORS OR OTHER HARMFUL COMPONENTS OR DEFECTS, TRANSMIT DATA IN A SECURE MANNER, OR FUNCTION PROPERLY WITH THE SERVICE.
(b) AGENT DISCO LLC AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE APPLICATION WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (iii) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
(c) A SMALL PERCENTAGE OF USERS MAY EXPERIENCE EPILEPTIC SEIZURES WHEN EXPOSED TO CERTAIN LIGHT PATTERNS OR BACKGROUNDS ON A COMPUTER SCREEN OR WHILE USING THE APPLICATION OR THE SERVICE. CERTAIN CONDITIONS MAY INDUCE PREVIOUSLY UNDETECTED EPILEPTIC SYMPTOMS EVEN IN USERS WHO HAVE NO HISTORY OF PRIOR SEIZURES OR EPILEPSY. IF YOU, OR ANYONE IN YOUR FAMILY, HAVE AN EPILEPTIC CONDITION, CONSULT YOUR PHYSICIAN PRIOR TO USING THE SERVICE. IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND CONSULT YOUR PHYSICIAN IF YOU EXPERIENCE ANY OF THE FOLLOWING SYMPTOMS WHILE USING THE SERVICE: DIZZINESS, ALTERED VISION, EYE OR MUSCLE TWITCHES, LOSS OF AWARENESS, DISORIENTATION, ANY INVOLUNTARY MOVEMENT, OR CONVULSIONS.
(d) REFERENCE TO ANY PRODUCTS, SERVICES, PROCESSES OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION THEREOF, OR ANY AFFILIATION THEREWITH, BY AGENT DISCO LLC.
27. Limitation of Liability
27.1 IN NO EVENT SHALL WE, AGENT DISCO LLC, ITS DIRECTORS, MEMBERS, AFFILIATES, SUBSIDIARIES, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SERVICE, THE APPLICATION OR ANY OF THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CASED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM US OR AGENT DISCO LLC, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO AGENT DISCO LLC’S RECORDS, PROGRAMS OR SERVICES.
27.2 IN NO EVENT SHALL THE AGGREGATE LIABILITY OF AGENT DISCO LLC, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICE, OR THE APPLICATION EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO AGENT DISCO LLC FOR ACCESS TO OR USE THEREOF.
27.3 Some member states in the EU do not allow the foregoing limitations of liability by (mandatory) law, so they may not apply to you. In such case you explicitly agree that our (or any such other released parties) liability to you shall be limited to the maximum extent permitted by applicable mandatory law. You agree that we cannot be held responsible or liable for anything that occurs or results from accessing or subscribing to the Service.
28. General
28.1 Unless applicable mandatory law expressly dictates otherwise:
- this Agreement is governed by and shall be construed and enforced under the laws of the State of California
28.2 Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
28.3 Except as otherwise permitted herein, you may not assign or transfer this Agreement or your rights hereunder, or The Application or any other software provided by us, and any attempt to the contrary is void.
28.4 If any provision of this Agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
28.5 The section headings used herein are for reference only and shall not be read to have any legal effect.
29. Remedies
You agree that your obligations and representations, and the license limitations, stated herein, are necessary and reasonable in order to protect AGENT DISCO LLC, its business, and its licensors, and you expressly agree that monetary damages would be inadequate to compensate AGENT DISCO LLC fully for any breach of this Agreement, or for any misrepresentation made by you above. Accordingly, you agree and acknowledge that any such violation or threatened violation will cause irreparable injury to AGENT DISCO LLC and that, in addition to any other remedies that may be available, in law, in equity or otherwise, AGENT DISCO LLC shall be entitled to obtain injunctive relief against the breach or threatened breach of this Agreement, or the continuation of any such breach by you, or to remedy any misrepresentation made by you, without the necessity of proving the inadequacy of any legal remedy or monetary damages, and without the need to post any bond.
30. Independent Contractors
You acknowledge and agree that The Application and other software provided through The Service are subject to restrictions and controls imposed by the United States Export Administration Act (the “Act”) and the regulations promulgated thereunder. You agree and certify that neither The Application nor any other software provided through The Service, nor any direct product thereof is being or will be acquired, shipped, transferred or re-exported, directly or indirectly, into any country prohibited by the Act and the regulations thereunder or will be used for any purpose prohibited by the same. You agree that you will comply with all applicable law in with regard to your possession, use and operation of The Application and other software provided through The Service.
31. Closing
Thank you again for visiting us. We hope you enjoy your stay and take full advantage of the online community we are developing. Please remember that you are a guest and act with the same courtesy and respect you expect from other guests. We always reserve the right to refuse or terminate Service.