"Content" means text, images, photos, audio, video, location data, and all other forms of data or communication.
"Your Content" means Content that you submit or transmit to, through, or in connection with the Overlay Gaming Services, such as ratings, reviews, compliments, invitations, check-ins, messages, as well as any other information, including personal or identifying information about you, submitted to, processed by or collected by any Overlay Gaming Services.
"User Content" means Content that users, including you, submit or transmit to, through, or in connection with the Overlay Gaming Services.
"Overlay Gaming Content" means Content that we create and make available in connection with the Overlay Gaming Services.
"Third Party Content" means Content that originates from parties other than Overlay Gaming or its users, which is made available in connection with the Overlay Gaming Services.
"Overlay Gaming Services Content" means all of the Content that is made available in connection with the Overlay Gaming Services, including Your Content, User Content, Third Party Content, and Overlay Gaming Content.
To use the Overlay Gaming Services, you must be 18 years or older. You may not use the Overlay Gaming Services if you are a competitor of ours or if we have previously banned you from the Overlay Gaming Services or closed an account of yours.
Subject to the terms and conditions of these Terms, we give you limited permission to use the Overlay Gaming Services for your own, personal, noncommercial use. The Overlay Gaming Services may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability to you.
To access certain of the Overlay Gaming Services, you need to create an account and password, and may provide certain information about yourself. Providing complete, accurate information about yourself may bolster your credibility as a contributor to the Overlay Gaming Services. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any reason.
By creating an account, you agree to receive communications from us or others in connection with the Overlay Gaming Services and other services. If you provide us with a cell phone number, you grant us permission to send text messages to your phone number and you consent to receive SMS and other text messages from us at that number. You understand that you do not need to provide us with a cell number to use the Overlay Gaming Services and that your carrier may charge you for any messages your receive. You can opt-out of receiving text messages or email communications here.
You alone are responsible for Your Content, and once published, it may not be withdrawn. You assume all risks associated with Your Content, including anyone else’s reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein. You may not imply that Your Content is in any way sponsored or endorsed by Overlay Gaming.
We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own services, in any media now known or hereinafter created. As such, you hereby irrevocably grant us worldwide, perpetual, non-exclusive, royalty-free, assignable, sub-licensable, transferable rights to use Your Content for any purpose in our discretion. Please note that you also irrevocably grant the users of the Overlay Gaming Services and third parties the right to access Your Content in connection with their use of the Overlay Gaming Services and any other services. Finally, you irrevocably waive, and cause to be waived, against Overlay Gaming and its users any claims and assertions of moral rights or attribution with respect to Your Content. By "use" we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, prepare derivative works and otherwise exploit Your Content.
As between you and Overlay Gaming, you own Your Content. We own all rights, title and interests in the Overlay Gaming Services and Overlay Gaming Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and other Overlay Gaming Services Content, computer code, products, software, aggregate user review ratings, and all other elements and components of the Overlay Gaming Services (excluding only Your Content, User Content, and Third Party Content), and all intellectual property or other proprietary rights in any of the foregoing. You shall not use, modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Overlay Gaming Content in whole or in part except as expressly authorized by us.
Overlay Gaming and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without notice.
We make some of the Overlay Gaming Services Content ("Feed Content") available via Real Simple Syndication and Atom feeds ("Feeds"). You may access and use the Feeds in order to display Feed Content on your personal computer, web Overlay Gaming Services, or blog ("Your Overlay Gaming Services"), provided that (i) your use of the Feeds is for personal, non-commercial purposes only, (ii) your display of the Feed Content links back to the relevant pages on Overlay Gaming's web Overlay Gaming Services, and attributes Overlay Gaming as the source of the Feed Content, (iii) your use or display of the Feed Content does not suggest that Overlay Gaming promotes or endorses any third party causes, ideas, web Overlay Gaming Services, products or services, including Your Overlay Gaming Services, (iv) you do not redistribute the Feed Content, and (v) your use of the Feeds does not overburden Overlay Gaming's systems. Overlay Gaming reserves all rights in the Feed Content and may terminate the Feeds to you or generally at any time.
User Content (including any that may have been created by users employed or contracted by Overlay Gaming) does not necessarily reflect the opinion of Overlay Gaming. We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion for any reason or no reason, and without notice to you. We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.
By sending us any ideas, suggestions, documents or proposals ("Feedback"), you acknowledge and agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Overlay Gaming and its users any claims and assertions of any moral rights contained in such Feedback.
The Overlay Gaming Services may include links to other Services (each, a "Third Party Service"). We do not control or endorse any Third Party Services. You agree that we are not responsible for the availability or contents of such Third Party Services. Your use of Third Party Services is at your own risk and the terms under which those services are provided.
You agree to indemnify, defend, and hold Overlay Gaming, its affiliates, and their respective suppliers, licensors, and agents (collectively, the "Overlay Gaming Entities") harmless from any and all claim or demand (including reasonable costs and attorneys’ fees) arising out of or relating to (i) your use of any Overlay Gaming Services, (ii) your violation of the Terms, (iii) any products or services purchased or obtained by you through Overlay Gaming Services, or (iv) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Overlay Gaming reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter to which an Overlay Gaming Entity is entitled to indemnification without the prior written consent of Overlay Gaming. Overlay Gaming will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Certain states do not allow the exclusion or limitation of all warranties or of consequential or incidental damages, so the above limitations may not apply to you.
Nevada law govern these Terms and your use of the Overlay Gaming Services, as well as any claim, cause of action or dispute that might arise between you and Overlay Gaming (a "Claim"), without regard to any of its conflict of law provisions. FOR ANY CLAIM BROUGHT BY EITHER PARTY, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN CLARK COUNTY, NEVADA.
You and we agree that any Claim you may have against any Overlay Gaming Entity shall be subject to binding arbitration, administered by JAMS, before a single arbitrator in an arbitration conducted in Clark County, Nevada. You may only assert your own, personal claim in any arbitration, and shall not assert and hereby waive any right to bring any class or representative claim.