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Last updated: February 24, 2023
These Terms of Service (“Terms of Service”) constitute a legally binding agreement made between you, as a Tale Creator, (“Tale Creator” or “You”) and Unplay Inc., located at 6 Cedar Ridge, Irvine, CA 92603, U.S.A. ("Unplay" or “We”), concerning your participation in the LiveTale Launch Contest (“Launch Contest”). You agree that, you have read, understood, and agree to be bound by all of these Terms of Service. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF SERVICE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Unplay reserves the right, in its sole discretion, to make changes or modifications to these Terms of Service at any time and for any reason. Unplay will alert you about any changes by updating the “Last updated” date of these Terms of Service, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Service to stay informed of updates. You will be subject to and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Service by your continued use of the Site after the date such revised Terms of Service are posted.
The Launch Contest is intended for US persons who are at least 18 years old. Non-US persons and persons under the age of 18 are not permitted to participate in the Tale Contest. Employees of Unplay and their direct family members are not eligible to participate in the Launch Contest.
In these Terms of Service, unless the context otherwise requires, the following words have the following meanings
“LiveTale” means an online platform developed and hosted by Unplay for roleplayers to create and experience collaborative stories of their own. The online platform includes, but is not limited to, websites and downloadable applications for desktop and mobile devices
“Website” means the dedicated website, LiveTale.com, for the LiveTale service(s)
“Member” means a registered user of the Website
“Tale” means an original story that consists of characters, places, and plots for the LiveTale service
“Launch Contest” means an event on the Website to crowdsource user-created Tales. It is a phased event that consists of “Submission Period”, “Entry Review”, “Voting Period”, and “Winner Announcement ” that aims to produce the most popular Tales into playable games.
“Contest Page” means the designated pages on the Website via which Tale Creators and Members will participate in the Launch Contest.
“Tale Creator” means a Member who participates in the Launch Contest by submitting his or her Tales to the Contest Page
“Submission Period” means the period during which Tale Creators can submit their Tales via the Contest Page.
“Entry Review” means the period during which Unplay reviews and selects up to 20 Tales among all the Tales submitted during the Submission Period (“Selected Tales”).
“Voting Period” means the period during which Members can rank their favorite Tales among the Selected Tales
“Contest Winners” means the Tale Creators who submitted any of the top 10 winning Tales chosen by the Members’ collective rankings during the Voting Period
“Winner Announcement” means the revelation of the Contest Winners and their Tales
“Contest Prize” means compensation given to the Contest Winners described in clause 3.1
“Tale Production” means the process to produce a Tale as a playable game by Unplay
The Launch Contest is a phased event that consists of the following phases. The actual timeline of the phases will be announced and updated on the Contest Page.
Contest Prize consists of a cash prize and tiered support for Tale Production. Cash prize amounts will be determined based on the total number of Voters and your place.
Tale Production is a consequential process of the Launch Contest, but it is out of the scope of these Terms of Service.
In case none of your Tale(s) won a prize, these Terms of Service shall remain effective by the end of the Winner Announcement. In the event one or more of your Tales won a prize, these Terms of Service shall remain in effect for two (2) years after the end of the Winner Announcement.
In the event that either party believes that the other materially has breached any obligations under these Terms of Service, such party shall so notify the breaching party in writing. The breaching party shall have ten (10) business days from the receipt of notice to cure the alleged breach and to notify the non-breaching party in writing that the cure has been effected. If the breach is not cured within ten (10) business days, the non-breaching party shall have the right to terminate these Terms of Service without further notice. Early termination shall be effective from the date that the non-breaching party sends a written notification about the termination.
The Tale Creators will retain ownership of the submitted Tales. The Tale Creators are solely responsible for any or all intellectual property claims, including, but not limited to, copyrights, trademarks, and trade secrets, arising out of the Tales under these Terms of Service.
By submitting your Tale to the Contest Page, you grant Unplay an irrevocable, worldwide, royalty-free, non-exclusive, assignable, and sub-licensable right and license, for the duration of the applicable legal protection of any intellectual property right attached to the content, to use, modify and translate as necessary, reproduce, publish, communicate and display your Tale in any manner as Unplay deems appropriate in relation to the operation of LiveTale. You hereby waive your moral rights in the content, to the extent necessary to give effect to the above license.
Contest Winners agree that they will not sell or license their winning Tales to any of Unplay’s competitors. This restriction shall remain in effect for a period of two (2) years from the Winner Announcement. If a Tale Creator breaches this non-competition clause, the Tale Creator shall be liable to Unplay for any damages resulting from the breach.
Tale Creators shall not assign these Terms of Service or any of your rights hereunder without the prior written consent of Unplay.
In all matters relating to these Terms of Service, each party will act as an independent contractor, and neither party is an employee, agent, partner, or joint venture of the other. Neither party will represent that it has any authority to assume or create any obligation, express or implied, on behalf of the other party, nor to represent the other party as agent, employee, franchisee, or in any other capacity. Nothing in these Terms of Service will preclude either party from performing services or selling products independently of the other party.
We reserve the right to change, modify, or remove the contents of the Contest Page at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on the Contest Page. We will not be liable to you or any third party for any modification, suspension, or discontinuance of the Contest Page.
We cannot guarantee the Contest Page will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Contest Page, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Contest Page at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Contest Page during any downtime or discontinuance of the Contest Page. Nothing in these Terms of Service will be construed to obligate us to maintain and support the Contest Page to supply any corrections, updates, or releases in connection therewith.
These Terms of Service and your participation in the Launch Contest or use of the Contest Page are governed by and construed in accordance with the laws of the State of California applicable to agreements made and to be entirely performed within the State of California, without regard to its conflict of law principles.
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE CONTEST PAGE OR EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US OR $1,000,000.00 USD. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your participation in the Launch Contest; (2) use of the Contest Page; (3) breach of these Terms of Service; (4) any breach of your representations and warranties set forth in these Terms of Service; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Website or LiveTale. Notwithstanding the foregoing, we reserve 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, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
In order to resolve a complaint regarding the Launch Contest, to receive further information regarding the use of the Contest Page or personal information protection, please contact us via mail or e-mail at:
Unplay Inc.
17595 Harvard Avenue, Suite C PMB 10060
Irvine, CA 92603 United States
E-mail: [email protected]