1.1. Your use of the Brinkbit Services is governed by these Terms of Service (“Terms”). As used herein, “Brinkbit” means Brinkbit, Inc., a Maryland corporation located at 101 N. Haven Street, Suite 301, Baltimore, Maryland 21224, United States, and its subsidiaries or affiliates involved in providing the “Brinkbit Services” (as defined herein). The “Brinkbit Services” means the services Brinkbit makes available through https://brinkbit.com/, any sub-pages and/or any other website designated by Brinkbit (collectively, the “Website”), the Platform Software (as defined below, to the extent you have subscribed for the same under a Service Agreement), documentation, application programming interfaces (APIs), Software Development Kits (SDKs), tools, sample source code, and/or any other software or services offered by Brinkbit under any written Service Agreement you sign with Brinkbit (“Service Agreement”). YOU WILL BE BOUND TO THESE TERMS EITHER BY CREATING AN ACCOUNT TO USE THE BRINKBIT SERVICES OR BY SIGNING A SERVICE AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, YOU ARE NOT AUTHORIZED TO USE THE BRINKBIT SERVICES OR THE WEBSITE AND YOU SHOULD NOT ACCESS THE WEBSITE.
1.2. In order to use the Brinkbit Services, you must first agree to the Terms. You will agree to the Terms by actually using the Brinkbit Services. You understand and agree that Brinkbit will treat your use of the Brinkbit Services as acceptance of the Terms from that point onwards.
1.3. You may not use the Brinkbit Services if you are a person barred from receiving the Brinkbit Services under the laws of the United States or other countries, including the country in which you are resident or from which you use the Brinkbit Services. You affirm that you are over the age of 13, as the Brinkbit Services may not be used by children under 13.
1.4. You agree your purchases of Brinkbit Services are not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Brinkbit or any of its affiliates regarding future functionality or features.
2.1. You must provide accurate and complete registration information any time you register to use the Brinkbit Services. You are responsible for the security of your passwords and for any use of your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify Brinkbit immediately. Your account will allow you to access and use the Brinkbit Services in connection with any game and any related source code written by you (your “Game”).
2.2. Your use of the Brinkbit Services must comply with all applicable laws, regulations and ordinances, including any laws regarding the export of data or software.
2.3. You agree not to: (a) access (or attempt to access) the administrative interface of the Brinkbit Services by any means other than through the web interface or API that is provided by Brinkbit in connection with the Brinkbit Services, unless you have been specifically allowed to do so in a separate written agreement with Brinkbit; or (b) engage in any activity that interferes with or disrupts the Brinkbit Services (or the servers and networks which are connected to the Service).
2.4. Your account has “hard” and “soft” usage limits, as set forth in the default pricing plan as stated on https://brinkbit.com/plans/ (or otherwise as set forth in a written agreement between you and Brinkbit). The Brinkbit Services do not permit you to exceed the hard usage limits. Brinkbit reserves the right to enforce soft usage limits in its sole discretion, which may result in Brinkbit denying service to you or the end users that play your Game (“End Users”). Repeated exceeding of the hard or soft usage limits may lead to termination of your account.
2.5. You may use the Brinkbit Services only to develop and run your Game(s) that use the Brinkbit Services. You may not access the Brinkbit Services for the purpose of bringing an intellectual property infringement claim against Brinkbit or for the purpose of creating a product or service competitive with the Brinkbit Services.
3.1. You agree to comply with the Brinkbit Acceptable Use Policy available at https://brinkbit.com/acceptable-use/ (the “Acceptable Use Policy”) which is incorporated herein by this reference and which may be updated from time to time.
3.3. You agree that you will protect the privacy and legal rights of the End Users of your game. You must provide legally adequate privacy notice and protection for End Users, provided that your privacy policies may not be more stringent than those of Brinkbit and may not conflict with those of Brinkbit. If End Users provide you with user names, passwords, or other login information or personal information, you must make the End Users aware that the information will be available to your game and to Brinkbit.
4.1. Subject to the Terms, the Brinkbit Services are provided to you without charge up to certain limits. Usage over these limits requires your purchase of additional resources or services. The pricing, term of service, usage limits, and number of End User licenses (for Enterprise Game Cloud subscribers only) for your use of the Brinkbit Services are available at https://brinkbit.com/plans/ (except as otherwise agreed by you and Brinkbit in your Service Agreement).
4.2. Except as otherwise agreed in writing by you and Brinkbit, for all purchased resources and services, Brinkbit will charge your credit card or bank account on a monthly basis or at the interval indicated in Brinkbit fees and payment policies, if otherwise specified. You have the obligation to promptly notify Brinkbit of any changes to your account information (including credit card numbers) and you assume responsibility for failure to do the same. Late payments shall bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less). Charges are exclusive of taxes. You are responsible for paying all taxes and government charges, and all reasonable expenses and attorney fees Brinkbit incurs collecting late amounts. To the fullest extent permitted by law, you waive all claims relating to charges unless claimed within 60 days after the charge (this does not affect your credit card issuer rights). Charges are solely based on Brinkbit’s measurements of your use of the Brinkbit Services, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if any) are at the discretion of Brinkbit and only in the form of credit for the Brinkbit Services. Nothing in these Terms obligates Brinkbit to extend credit to any party. You acknowledge and agree that any credit card and related billing and payment information that you provide to Brinkbit may be shared by Brinkbit with companies who work on Brinkbit’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Brinkbit and servicing your account. Brinkbit may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. Brinkbit shall not be liable for any use or disclosure of such information by such third parties.
4.3. Brinkbit may change its fees and payment policies for the Brinkbit Services at any time, but in the event of a fee increase, Brinkbit will honor the previous pricing policy for an existing customer for at least sixty (60) days after notifying the customer of the fee increase. Changes to the fees or payment policies will be posted on the Website (or otherwise as required by a written agreement between you and Brinkbit). Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.
4.4. Brinkbit reserves the right to discontinue the provision of the Brinkbit Services to you for non-payment or late payment of amounts due to Brinkbit. Brinkbit will provide you with thirty (30) days to cure the applicable non-payment or late payment before Brinkbit discontinues providing the Brinkbit Services to you.
4.5. You may not develop multiple Games to simulate or act as a single Game or otherwise access the Brinkbit Services in a manner intended to avoid incurring fees.
5.1. You understand that all End User generated information (such as End User information, data files, written text, music, audio files or other sounds, photographs, videos or other images) to which you may have access as part of, or through your use of, the Brinkbit Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Content.” The term Content shall specifically exclude your Game.
5.2. Brinkbit reserves the right (but shall have no obligation) to remove any or all Content and Games from the Brinkbit Services. You agree to immediately take down any Content and/or Games that violates the Acceptable Use Policy, including pursuant to a takedown request from Brinkbit. In the event that you elect not to comply with a request from Brinkbit to take down certain Content or Games, Brinkbit reserves the right to directly take down such Content or to disable Games.
5.3. In the event that you become aware of any violation of the Acceptable Use Policy by an End User of Games, you shall immediately terminate such End User’s account on your Game. Brinkbit reserves the right to disable Games in response to a violation or suspected violation of the Acceptable Use Policy. When reasonably practicable, Brinkbit will provide you with fifteen (15) days to cure the violation or suspected violation of the Acceptable Use Policy. A cure period may not be provided for any violation of law or any violation of a third party's intellectual property rights.
5.4. You agree that you are solely responsible for (and that Brinkbit has no responsibility to you or to any third party for) the Game or any Content that you create, transmit or display while using the Brinkbit Services and for the consequences of your actions (including any loss or damage which Brinkbit may suffer) by doing so.
5.5. You agree that Brinkbit has no responsibility or liability for the deletion or failure to store any Content and other communications maintained or transmitted through use of the Brinkbit Services.
6.1. You acknowledge and agree that Brinkbit (or Brinkbit’s licensors) own all legal right, title and interest in and to the Brinkbit Services, including any intellectual property rights which subsist in the Brinkbit Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
6.2. Except as provided in Section 8, Brinkbit acknowledges and agrees that it obtains no right, title or interest from you (or your licensors or End Users) under these Terms in or to any Content or Games that you create, submit, post, transmit or display on, or through, the Brinkbit Services, including any intellectual property rights which subsist in that Content and the Game (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Brinkbit, you agree that you are responsible for protecting and enforcing those rights and that Brinkbit has no obligation to do so on your behalf.
6.3. Brinkbit may perform its own analysis against your Content and Game data for the purpose of improving and adding new features to the Brinkbit Services. Brinkbit may develop, use, distribute and publish information and statistics derived from your Content and Game data for use on a masked, aggregate basis; provided, that no such information will contain statistics or other information that is specifically attributable to the overall performance of your Game(s). This particular use of your Content and Game data will not result in the distribution or publication of any personally identifiable information.
7.1. To facilitate your use of the Brinkbit Services, Brinkbit may make available to you certain documentation, application programming interfaces (APIs), Software Development Kits (SDKs), and sample source code (the “Licensed Materials”). Subject to your compliance with the Terms (including, without limitation, the payment obligations described in Section 4) and your use of the Brinkbit Services in connection with your Games, Brinkbit grants you a revocable, personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Licensed Materials made available to you by Brinkbit as part of the Brinkbit Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Brinkbit Services as provided by Brinkbit, in the manner permitted by the Terms. Any other use of the Licensed Materials is prohibited.
7.2. Except as expressly permitted hereunder, you agree not to, nor permit nor authorize any third party to: (i) sublicense, sell, rent, lease, transfer, assign, or distribute any of the Licensed Materials to third parties; (ii) host the Licensed Materials for the benefit of third parties; (iii) disclose or permit any third party to access the Licensed Materials, except as expressly permitted herein; (iv) hack or modify any of the Licensed Materials, or try to avoid or change any license registration process we may implement; (v) modify or create derivative works of the Licensed Materials, or merge the Licensed Materials with any other software; (vi) disassemble, decompile, bypass any code obfuscation, or otherwise reverse engineer the Licensed Materials or attempt to derive any of its source code, in whole or in part, except to the extent such activities are expressly permitted by these Terms, by law, or by applicable license notwithstanding this prohibition; (vii) modify, obscure, or delete any proprietary rights notices included in or on the Licensed Materials or the documentation related thereto; (viii) otherwise use or copy the Licensed Materials in any manner not expressly permitted by these Terms; or (ix) use any of the Licensed Materials beyond the term you have subscribed for the Licensed Materials under your Service Agreement.
7.3. Open source software licenses for components of the Brinkbit Services released under an open source license constitute separate written agreements. To the limited extent that the open source software licenses expressly supersede these Terms, the open source licenses govern your agreement with Brinkbit for the use of the components of the Brinkbit Services released under an open source license.
8.1 To the extent you subscribed for an Enterprise Game Cloud License under your Service Agreement, you have paid the applicable Fees for an Enterprise Game Cloud License as part of the Brinkbit Services delivered to you hereunder, and subject to your strict compliance with these Terms (including, among other things, paying the Fees you owe us), Brinkbit hereby grants you a non-exclusive, non-transferable, worldwide, royalty-free, limited-term license to install, execute, use, and make available a single production deployment of the Brinkbit Enterprise Game Cloud (“Platform Software”) during the term and for the Fees for the maximum number of users as agreed in writing by you and Brinkbit in your Service Agreement. In such event, you may make copies of the Platform Software for archival purposes and/or to develop future versions of your Game(s) and your agents and contractors may use the Platform Software on your behalf, provided you agree to be fully responsible for any breach by them of your obligations hereunder. You may also reverse engineer, decompile or disassemble the Platform Software, or otherwise attempt to derive the source code for the Platform Software, but only to the extent required to debug changes to any libraries licensed under open source licenses that may be included with and/or linked to by the same.
8.2 As between you and Brinkbit, Brinkbit owns all right, title and interest in and to the Platform Software and any intellectual property rights associated therewith. Brinkbit reserves all rights in and to the Platform Software that are not expressly granted to you under these Terms.
8.3 Only one End User may use an End User License at a time. The maximum number of End User Licenses for your use of the Platform Software shall be as stated on your Service Agreement (“End User Licenses”). In addition to setting the number of End User Licenses, the Service Agreement may also set the maximum number of your End Users that may have simultaneous access to the Platform Software. Multiple End Users may not use the same End User License, and only one human being can be associated with a particular End User account. If you want to swap out, delete, or suspend an End User, you can do that, and then assign a new End User to the open End User License. If you find that you need more End User Licenses, please submit a new request through our website or via our sales team, and pay for the additional End User Licenses. If and when you add additional End Users to your subscription, you will pay additional Fees for those End User licenses at the then-current price, prorated for the balance of the applicable term for your Service Agreement. When the time comes to renew your End User Licenses, Brinkbit will invoice you for all of your licensed End Users at once, at the then-current price. Brinkbit reserves the right to change prices at any time, but the new prices will not affect you until it is time to renew the End User Licenses. You agree that any orders that you make (or that you authorize Brinkbit to make on your behalf) for additional End Users during the term of your Service Agreement (including any extensions as agreed in writing by you and Brinkbit) will be governed by these Terms.
9.1. Brinkbit claims no ownership or control over any Content or Game that you originate. You retain copyright and any other rights you already hold in the Content and/or Game that you originate, and you are responsible for protecting those rights, as appropriate. By submitting, posting or displaying your Content on or through the Brinkbit Services you hereby grant to Brinkbit a worldwide, royalty-free, and non-exclusive right and license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such Content for the sole purpose of enabling Brinkbit to provide you with the Brinkbit Services. Furthermore, by creating or making available a Game to be used in connection with the Brinkbit Services, you hereby grant to Brinkbit a worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such Game for the sole purpose of enabling Brinkbit to provide you with the Brinkbit Services.
9.2. By adding a team member to your Organization, you hereby grant to that user a non-exclusive, royalty-free, non-transferable license, with no right to sub-license, to use, display, perform, reproduce, modify, publish, distribute, list information regarding, edit, translate and analyze such Game(s) and Content as permitted by the relevant Brinkbit Services functionality or features for the sole purpose of collaborating on development or operation of the Game(s).
9.3. You may choose to or Brinkbit may invite you to submit comments or ideas about the Brinkbit Services, including, without limitation, about how to improve the Brinkbit Services or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Brinkbit under any fiduciary or other obligation, and that Brinkbit and/or its successors and assigns are free to use the Idea without any additional compensation to you and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
9.4. You agree that Brinkbit, in its sole discretion, may use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features in presentations, marketing materials, customer lists, financial reports and Website listings (including links to your website) for the purpose of advertising or publicizing your use of the Brinkbit Services.
10.1. Brinkbit may make available through the Brinkbit Services additional features, functionality, and services offered by its third-party partners (“Plugins”). Your use of Plugins is subject to these Terms and to the applicable fees. You acknowledge for each Plugin you subscribe to or purchase through the Brinkbit Services, these Terms constitute a binding agreement between you and the third party licensor of that Plugin (“Plugin Provider”) only. The Plugin Provider of each Plugin is solely responsible for that Plugin, the content therein, and any claims that you or any other party may have relating to that Plugin or your use of that Plugin. You acknowledge that you are purchasing the license to each Plugin from the Plugin Provider of that Plugin; Brinkbit is acting as agent for the Plugin Provider in providing each such Plugin to you; Brinkbit is not a party to the license between you and the Plugin Provider with respect to that Plugin; and Brinkbit is not responsible for that Plugin, the content therein, or any claims that you or any other party may have relating to that Plugin or your use of that Plugin. You acknowledge and agree that Brinkbit, and Brinkbit's subsidiaries, are third party beneficiaries of the agreement between you and the Plugin Provider for each Plugin, and that Brinkbit will have the right (and will be deemed to have accepted the right) to enforce such license against you as a third party beneficiary thereof.
10.2. By subscribing to or purchasing a Plugin, you grant Brinkbit permission to share your Game, Content, and user information with the Plugin Provider as necessary in order to provide you the Plugin.
10.3. The license granted to you to use any Plugin is personal to you, and is not sublicensable to your End Users. You may not provide or resell Plugins to others. You may, however, develop and license your own Plugins for use by others as part of the Brinkbit Services. In such event, you may be able to receive royalties for fees collected by Brinkbit solely as related to the use of your Plugin, to the extent such royalties are granted in a written agreement signed by Brinkbit.
11.1 Support Times. Except as otherwise indicated on your Service Agreement, provided that you've paid us the Fees you owe us, we'll provide you with technical support for the Brinkbit Services eight (8) hours per day, five (5) days per week, excluding weekends and national U.S. holidays.
11.2 Updates. We'll make Updates available to you on the same secure website where you accessed the Brinkbit Services.
11.3 Exclusions. We might not be able to correct every problem we find, but we'll use our reasonable efforts to correct any material, reproducible errors in the Brinkbit Services that you make us aware of. We might ask for your help in reproducing the error for us. Please - don't do things with our Brinkbit Services that would make it harder for us to help you. We won't be responsible for supporting you in those circumstances, which include, among other things: (i) someone (other than us) modifying the Brinkbit Services; (ii) changing your operating system or environment in a way that adversely affects the Brinkbit Services or its performance; (iii) using the Brinkbit Services in a manner for which it was not designed, or other than as authorized under this Agreement; or (iv) accident, negligence, or misuse of the Brinkbit Services. We're only required to support a given version of the Brinkbit Services for a year from the date of its commercial release, or six months from the commercial release of the next Update, whichever is longer. If you want support for earlier versions of the Brinkbit Services, we'll try to help you if we can, but you'll need to pay us for that help at our then-current rates.
12.1. Brinkbit is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Brinkbit Services may change from time to time without prior notice to you, subject to the terms in Section 4.3. Brinkbit intends to minimize changes to functionality or application programming interfaces (“APIs”) that will negatively impact your Game(s). When making such changes, Brinkbit will create a new version of the API and continue to support the old version of the API for a commercially reasonable transition period no less than 90 days. However, in the event of security issues, issues affecting system health or other exigent circumstances, Brinkbit may terminate support for the old version of the API without advance notice. Changes to the form and nature of the Brinkbit Services will be effective with respect to all versions of the Brinkbit Services. Examples of changes to the form and nature of the Brinkbit Services include, without limitation, changes to fee and payment policies, security patches, added functionality, and other enhancements.
12.2. You may terminate these Terms at any time by canceling your account on the Brinkbit Services. You will not receive any refunds if you cancel your account.
12.3. Brinkbit reserves the right to terminate your account at any time, for any or no reason, by providing you with at least ninety (90) days' notice to allow you enough time to migrate your Game(s) to an alternative system. You agree that Brinkbit will not be liable to you or any third party with respect to any termination of your account and/or your access to the Brinkbit Services.
12.4. You are solely responsible for exporting your Content and Game(s) from the Brinkbit Services prior to termination of your account for any reason, provided that if we terminate your account, we will provide you a reasonable opportunity to retrieve your Content and Game(s).
12.5. If Brinkbit ceases to do business and discontinues providing any Brinkbit Services, Brinkbit will license to you the source code for the Brinkbit Services then in use by your Game(s) (each, an “Affected Game”) for a period of at least one (1) year on a limited, non-exclusive, non-transferable basis sufficient only to allow you to continue to operate your Affected Game while you migrate said Affected Game to an alternative system. The foregoing license will terminate immediately if (a) Brinkbit or its successor makes available a service that is substantially similar to the discontinued Brinkbit Services; (b) you use, or attempt to use, the source code in connection with a game other than an Affected Game; (c) you distribute or commercialize, or attempt to distribute or commercialize, the source code as a service independent or apart from any Affected Game; or (d) you act, or attempt to act, as any form of service bureau for the source code. Brinkbit will not provide any updates, bug fixes, or other maintenance, support, or service with respect to any source code licensed under this section.
12.6. Upon any termination of the Brinkbit Services or your account, these Terms will also terminate, but Sections 6.1, 10, 11, 12, 13, and 17 shall continue to be effective after these Terms are terminated.
13.1. NOTHING IN THESE TERMS, INCLUDING SECTIONS 10 AND 13, SHALL EXCLUDE OR LIMIT BRINKBIT’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.
13.2. EXCEPT AS OTHERWISE PROVIDED IN ANY WRITTEN SERVICE LEVEL AGREEMENT OR OTHER WRITTEN AGREEMENT BETWEEN THE PARTIES, YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE BRINKBIT SERVICES IS AT YOUR SOLE RISK AND THAT THE BRINKBIT SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE” AND “AS MODIFIED FROM TIME TO TIME.”
13.3. EXCEPT AS OTHERWISE PROVIDED IN ANY WRITTEN SERVICE LEVEL AGREEMENT OR OTHER WRITTEN AGREEMENT BETWEEN THE PARTIES, BRINKBIT, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE BRINKBIT SERVICES, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BRINKBIT, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE BRINKBIT SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE BRINKBIT SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (C) USAGE DATA PROVIDED THROUGH THE BRINKBIT SERVICES WILL BE ACCURATE.
14.1. SUBJECT TO SECTION 11.1 ABOVE, AND EXCEPT IN CONNECTION WITH MISUSE OR UNAUTHORIZED DISCLOSURE BY BRINKBIT OF YOUR CONFIDENTIAL INFORMATION OR OF PERSONALLY IDENTIFIABLE INFORMATION OF YOUR END USERS, YOU EXPRESSLY UNDERSTAND AND AGREE THAT BRINKBIT AND ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS. THE TOTAL LIABILITY OF BRINKBIT AND ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS TO YOU OR ANY THIRD PARTY ARISING OUT OF THESE TERMS OR YOUR USE OF THE BRINKBIT SERVICES OR ANY RELATED CONTENT WILL NOT EXCEED THE TOTAL FEES ACTUALLY PAID TO BRINKBIT BY YOU DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
14.2. THE LIMITATIONS ON BRINKBIT’S LIABILITY TO YOU IN PARAGRAPH 12.1 ABOVE SHALL APPLY WHETHER OR NOT BRINKBIT HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
15.1. You agree to hold harmless, defend and indemnify Brinkbit, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “Brinkbit and Partners”) from and against any third-party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Brinkbit Services, (c) your violation of applicable laws, rules or regulations promulgated by any governmental authority in connection with the Brinkbit Services, or (d) your Content or your Game, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorney's’ fees, of every kind and nature. In such a case, Brinkbit will provide you with written notice of such claim, suit or action.
16.1. You agree to set up a process to respond to notices of alleged infringement that comply with the United States’ Digital Millennium Copyright Act (“DMCA notices”). It is Brinkbit’s policy to respond to DMCA notices or other applicable copyright laws and to terminate the accounts of repeat infringers. We reserve the right to take down content in your Game or, if necessary, the Game itself upon receipt of a valid DMCA notice. For more information, please go to https://brinkbit.com/acceptable-use/.
17.1. The Brinkbit Services may include hyperlinks to other web sites or content or resources or email content. Brinkbit may have no control over any web sites or resources which are provided by companies or persons other than Brinkbit.
17.2. You acknowledge and agree that Brinkbit is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
17.3. You acknowledge and agree that Brinkbit is not liable for any loss or damage which may be incurred by you or your End Users as a result of the content or availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
18.1. Brinkbit may make changes to the Terms from time to time. If we change the Terms in any substantive way, we will give you at least seven (7) days' notice before the changes take effect, during which period of time you may reject the changes by terminating your account.
18.2. You understand and agree that if you use the Brinkbit Services after the date on which the Terms have changed, Brinkbit will treat your use as acceptance of the updated Terms.
19.1. Except to the extent you and Brinkbit have entered into a separate written agreement that is expressly intended to supersede these Terms either in whole or in part, the Terms constitute the whole legal agreement between you and Brinkbit and govern your use of the Brinkbit Services (but excluding any services which Brinkbit may provide to you under a separate written agreement), and completely replace any prior agreements between you and Brinkbit in relation to the Brinkbit Services.
19.2. There are no third-party beneficiaries to these Terms. The parties are independent contractors, and nothing in these Terms creates an agency, partnership or joint venture.
19.3. If Brinkbit provides you with a translation of the English language version of these Terms, the English language version of these Terms will control if there is any conflict.
19.4. You agree that Brinkbit may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Brinkbit Services. By providing Brinkbit your email address, you consent to our using the email address to send you any notices required by law in lieu of communication by postal mail.
19.5. You agree that if Brinkbit does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Brinkbit has the benefit of under any applicable law), this will not be taken to be a formal waiver of Brinkbit’s rights and that those rights or remedies will still be available to Brinkbit.
19.6. Brinkbit shall not be liable for failing or delaying performance of its obligations resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.
19.7. The Terms, and your relationship with Brinkbit under the Terms, shall be governed by the laws of the State of Maryland without regard to its conflict of laws provisions. You and Brinkbit agree to submit to the exclusive jurisdiction of the courts located within Baltimore City, Maryland, to resolve any legal matter arising from the Terms.
19.8. You may not assign any of your rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of Brinkbit (not to be unreasonably withheld).