Last updated: July 28, 2022
Welcome to Joyride Games!
Joyride Games, Inc. a Delaware corporation (hereinafter, "Joyride," "we," "us," and/or "our") provides an interactive entertainment platform which enables users to play online games solo or with other users and engage in social interactions with other users (the “Platform”) which is accessible via the Joyride website located at "https://www.onjoyride.com" (the “Site”) and the mobile applications made available by Joyride through the iOS and Android app stores (the “App Stores”) and for download through the Site (the "Joyride Apps"). When we refer to the "Joyride Services" throughout these Terms of Service (hereinafter, these "Terms""), we mean the Platform, Site, Joyride Apps, Joyride Wallet, and any other products, websites, services, applications and/or other products that include a link and/or reference to these Terms, and any related services and/or new features and/or functionality provided by us through or in connection with any of the foregoing.
IMPORTANT -- PLEASE READ THESE TERMS CAREFULLY. THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS BETWEEN YOU AND JOYRIDE GOVERNING YOUR USE OF THE JOYRIDE SERVICES. BY USING OR ACCESSING THE JOYRIDE SERVICES IN ANY MANNER, INCLUDING, BUT NOT LIMITED TO, VISITING OR BROWSING THE SITE AND/OR DOWNLOADING ANY JOYRIDE APP, YOU: (1) ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH IN THESE TERMS; (2) REPRESENT THAT YOU MEET THE ELIGIBILITY REQUIREMENTS IN SECTION 1 BELOW; AND (3) YOU AGREE THAT YOU ARE ENTERING INTO THESE TERMS (INCLUDING ALL OF THE TERMS AND CONDITIONS SPECIFIED OR REFERENCED BELOW) WITH JOYRIDE, INC.
NOTICE OF AGREEMENT TO ARBITRATE: THESE TERMS CONTAIN AN AGREEMENT TO ARBITRATE WHICH WILL REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION AND A WAIVER OF YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS AS SET FORTH IN, AND SUBJECT TO, SECTION 19.
NOTICE OF WARRANTY & LIABILITY DISCLAIMERS: PLEASE BE ADVISED THAT JOYRIDE DOES NOT PROVIDE ANY WARRANTIES TO YOU AND THESE TERMS LIMIT OUR LIABILITY TO YOU. PLEASE SEE SECTIONS 7.3, 8.2, 10.3, 12, 13, AND 14 FOR FURTHER INFORMATION.
NOTICE OF RELEASE & WAIVER: PLEASE BE ADVISED THAT THESE TERMS REQUIRE YOU TO RELEASE AND WAIVE CERTAIN RIGHTS AND REMEDIES YOU MAY HAVE AS SET FORTH IN SECTION 12.
YOU MAY NOT ACCESS OR USE THE JOYRIDE SERVICES (OR ANY PART THEREOF) IF YOU DO NOT AGREE TO THESE TERMS.
1. ELIGIBILITY. You must be at least 18 years old or the age of majority in your jurisdiction to create an account for the Joyride Services (an "Account") and to otherwise access and/or use the Joyride Services (or any part thereof). You affirm and represent and warrant, that you are 18 years old or the age of majority in your jurisdiction, and fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms.
2. ADDITIONAL TERMS & POLICIES THAT APPLY TO THE JOYRIDE SERVICES
2.1. Additional Terms - Generally. When using particular services or materials through or in connection with the Joyride Services, you will be subject to any posted rules applicable to such services or materials that may contain terms and conditions or other operating rules, policies and procedures in addition to those in these Terms, including, without limitation, Joyride’s Privacy Notice, Content and Community Guidelines, Contest Rules, and Infringement Policy (all of the foregoing, collectively, the "Additional Terms"). All such Additional Terms are hereby incorporated by reference into these Terms. In the event the provisions of any Additional Terms conflict with these Terms, the Additional Terms shall control solely with respect to the subject matter covered by such Additional Terms.
2.2. Privacy. If you provide us any personal information in connection with your access and/or use of the Joyride Services, Joyride will process such personal information as described in these Terms and Joyride’s Privacy Notice. By using the Joyride Services, you acknowledge and agree that Joyride can process your information in accordance with these Terms and as set forth in the Privacy Notice.
2.3. Content Standards & Community Guidelines. By using the Joyride Services, you agree to comply with Joyride’s Content Standards and Community Guidelines.
2.4. Joyride Contest Rules. If you participate in any games and/or contests through the Joyride Services where you play against other users for the opportunity to win certain prizes (“Contests”), you acknowledge and agree that you will be subject to, and agree to comply with, the Contest Rules.
2.5. Joyride Infringement Policy. If you believe that the Joyride Services (or any part thereof) and/or any content or materials made available through the Joyride Services violates your copyright and/or trademark rights, please see Joyride’s Infringement Policy for instructions on sending us a notice of copyright and/or trademark infringement.
3. CHANGES TO THESE TERMS & THE JOYRIDE SERVICES
3.1. Modifications to these Terms. Joyride reserves the right to update or modify these Terms at any time. All updates and modifications to these documents will be effective from the day they are posted online (except as otherwise stated in this Section 3.1). If we make any material changes to these Terms, we will post a notice of the changes on the Site at https://www.onjoyride.com/terms and through the user-interface of the Joyride Apps, and if we have an email address on file for you, we may notify you of these changes by sending a notification to the applicable email address. It is your responsibility to regularly visit and review these Terms. If you do not agree to any updates or modifications to these Terms, simply do not use or access the Joyride Services and terminate your Account (if applicable). Your continued use of the Joyride Services after we have posted the revised Terms, or, in the event of material changes, ten (10) days following the date Joyride first notified you of such material changes either through the Site, the user-interface of the Joyride App, and/or via email, as applicable, signifies to us that you acknowledge and agree to be bound by the revised Terms.
3.2. Changes to the Joyride Services. Joyride reserves the rights to either temporarily or permanently modify, suspend or discontinue the Joyride Services (or any part thereof) with or without notice. You agree that Joyride will not be liable to you or to any third party for any modification, suspension or discontinuance of the Joyride Services (or any part thereof).
4. TERM; TERMINATION
4.1. Term. These Terms will remain in full force and effect as long as you continue to access or use the Joyride Services (or any part thereof), or until terminated in accordance with the provisions of these Terms.
4.2. Termination. You may terminate these Terms at any time by providing Joyride written notice of such termination to [email protected]; subject line: “Notice of Termination” or by terminating the Account through the interface of the Joyride Services. At any time, Joyride may (a) suspend or terminate your rights to access or use the Joyride Services (or any part thereof), or (b) terminate these Terms with respect to you if Joyride, in good faith, believes that you have used the Joyride Services (or any part thereof) in violation of these Terms, including any incorporated guidelines, terms or rules.
4.3. Effect of Termination. Upon termination of these Terms, your Account and your right to use the Joyride Services will automatically terminate, and you agree to cease all use of the Joyride Services and permanently delete the Joyride App from all your mobile devices. The rights and obligations applicable to you and Joyride under the following Sections shall survive any termination of these Terms: 1, 2, 3, 4.3, 5.4, 6.2, 6.3, 6.4, 6.9, 7, and 9 through 21.
5. ACCOUNTS; ACCOUNT SECURITY; MOBILE DEVICES & COMMUNICATIONS
5.1. Accounts. To access and use certain features of the Joyride Services you may need to create and register an Account. In registering an Account, you agree to provide and maintain up to date information that is true, accurate, current, up to date, and complete. You agree that you will not (a) create an Account using a false identity or information, and (b) create an Account or use the Joyride Services if you have been previously removed or banned by us from use of the Joyride Services, or any part thereof. You acknowledge and agree that you may only register one individual Account at any given time for your use of the Joyride Services. Without limiting the foregoing, Joyride reserves the right to limit the number of Accounts that can be created from any one computer or mobile device and the number of computer or mobile devices that can access an individual Account. In addition, without limiting any other rights or remedies of Joyride under these Terms and/or any Additional Terms, Joyride reserves the right to terminate any or all multiple Accounts controlled by a single individual and/or Accounts that are inactive for an extended period of time.
5.2. Account Security. You understand and agree that you are solely responsible for maintaining the confidentiality of and protecting your password to your Account. You are solely responsible for any activity originating from your Account, regardless of whether such activity is authorized by you. You agree to notify us immediately of any unauthorized use of your Account.
5.3. Mobile Devices. You acknowledge and agree that in order to use the Joyride App, you must have a compatible mobile and/or tablet device. You are solely responsible for determining whether or not your mobile and/or tablet device is or is not compatible with the Joyride App and Joyride makes no representations or warranties whatsoever regarding the Joyride App and compatibility with any computer, mobile and/or tablet device. You further acknowledge and agree that you are solely responsible for any fees or charges incurred from your use of the Joyride App through your mobile and/or tablet devices, including, without limitation, any mobile phone provider charges for SMS, text, or data usage or services.
5.4. Electronic Communications. By using the Joyride Services, you consent to receiving electronic communications from Joyride, including, but not limited to, communications sent via email and/or text message or notifications posted on our Site and/or through the user-interface of the Joyride Apps. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to your use of the Joyride Services. These electronic communications are part of your relationship with Joyride and you receive them as part of your purchase. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
6. YOUR ACCESS AND USE OF THE JOYRIDE SERVICES
6.1. Access to the Joyride Services. Subject to your compliance with these Terms, Joyride hereby grants you a personal, non-exclusive, non-transferable, non-sublicensable, revocable, limited right and license to (a) install and use the Joyride Apps on mobile devices and/or tablets owned and/or controlled by you, and (b) to access and use the Joyride Services, over the internet, through the Site and/or Joyride Apps and view the Content, made available through the Joyride Services, in each case on a non-commercial basis, and otherwise in accordance with these Terms.
6.2. Prohibited Use. By using the Joyride Services (or any part thereof), you agree that you will not, and will not permit any other person to:
6.2.1. Modify, adapt, translate or create derivative works based on the Joyride Services (or any part thereof), Content, or any related documentation;
6.2.2. Reverse engineer, decompile, disassemble, or otherwise derive or determine or attempt to derive or determine the source code (or the underlying ideas, algorithms, structure or organization) of the Joyride App and/or Platform, except as expressly permitted by applicable law;
6.2.3. Distribute, license, sublicense, assign, transfer or otherwise make available to any third party the Joyride Services, Content, or any related documentation;
6.2.4. Remove, alter, or obscure in any way any proprietary rights notices (including copyright notices) of Joyride or its suppliers on or within the Joyride Services, Content, or related documentation;
6.2.5. Use the Joyride Services to store or transmit malicious code or infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights;
6.2.6. Interfere with or disrupt the integrity or performance of the Joyride Services or any system, network or data;
6.2.7. Attempt to gain unauthorized access to the Joyride Services (or any part thereof) or Content, or its related systems or networks;
6.2.8. Frame or utilize framing techniques to enclose the Joyride Services, Content, or any portion thereof;
6.2.9. Use any meta tags, "hidden text", robots, spiders, crawlers, or other tools, whether manual or automated, to collect, scrape, index, mine, republish, redistribute, transmit, sell, license or download the Joyride Services, Content (except caching or as necessary to view the Site), or the personal information of others without our prior written permission or authorization;
6.2.10. Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity;
6.2.11. Violate any contract, rules or policies that govern the use of your mobile and/or tablet device, as directed by the applicable wireless carrier and/or mobile device manufacturer;
6.2.12. Engage in any fraudulent or unauthorized activity with respect to the Joyride Services; or
6.2.13. Use the Joyride Services in violation of any applicable local, state, national or international law, including, without limitation, any and all applicable export laws.
6.3. Joyride Proprietary Rights. Subject to the provisions of Section 6.4 below, as between you and Joyride, Joyride and its licensors retain all right, title and interest in and to (a) any and all content, messages, data, text, graphics, images, photos, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Joyride Services (collectively, the "Content"), (b) the Joyride Services, and (c) any and all modifications, enhancements and updates to the items listed in clause (a) and (b). All Joyride trademarks are strictly owned by Joyride, and nothing in these Terms will be construed to transfer ownership rights or grant any permission, license or other rights to any Joyride trademark without written authorization from Joyride. The trademarks, service marks, logos, and/or names of individuals, companies and/or products mentioned through the Joyride Services or within Content may be the trademarks of their respective owners. Joyride reserves all rights and licenses not expressly granted to you in these Terms and no implied license is granted by Joyride. The Joyride Services (and its underlying technology) and Content are protected by copyright, trademark, patent, intellectual property, and other laws of the United States and foreign countries.
6.4. Ownership Restrictions. When you purchase or own an NFT through the Joyride Services, you own the underlying NFT, subject to these Terms and any accompanying license restrictions for the NFT. Ownership of the NFT is mediated entirely by the smart contract and Flow Blockchain (or any other applicable blockchain): at no point may Joyride seize, freeze, or otherwise modify the ownership of the NFT. You acknowledge and agree that while you may own an NFT, the underlying embedded intellectual property rights may be subject to certain licensing requirements, and Joyride can only convey such rights to you so long as Joyride holds a valid license to the intellectual property. If such license terminates, Joyride, and by extension you, may not have any rights to the underlying embedded intellectual property in the NFT, and the underlying embedded intellectual property may be changed or removed at Joyride’s determination.
6.5. Joyride Wallet.
6.5.1. In connection with your use of the Joyride Services, Joyride will provide you with a cryptocurrency wallet that supports the Flow Blockchain (the “Joyride Wallet”). The Joyride Wallet can be used to store certain NFTs, digital rewards, and/or cryptocurrency tokens, such as the Rally token ($RLY) and Play token ($PLAY). Except with respect to Joyride Rewards (as set forth in more detail below in Section 6.5.6), Joyride will never take custody or control over any assets stored in your Joyride Wallet.
6.5.2. A Joyride Wallet will be created automatically when you create an Account. The Joyride Wallet will be based on the cryptographic private key and public key pair generated by the Flow Blockchain software. In order for a transaction to be validated on the Flow Blockchain, any transaction through the Joyride Wallet must be confirmed and recorded in the distributed ledger associated with the Flow Blockchain. The Flow Blockchain is a decentralized, peer-to-peer network supported by the users of the Flow Blockchain, which is not owned, controlled or operated by Joyride.
6.5.3. You agree and understand that the transaction details you submit via the Joyride Services and Joyride Wallet may not be completed or may be delayed by the Flow Blockchain or any supporting blockchain used to process the transaction. Joyride does not guarantee that the Joyride Wallet can transfer title or right in any NFT or digital reward, and Joyride makes no warranties of title of any kind. Once transaction details have been submitted to the Flow Blockchain, Joyride cannot assist the User to cancel or otherwise modify such transaction or details.
6.5.4. In the event of a fork of the Flow Blockchain or any other supported blockchain, Joyride may not be able to support your activity related to Joyride or any other supported NFT or reward. You agree and understand that in the event of a fork of the Flow Blockchain, any transaction associated with the Joyride Wallet or Joyride Services may not be completed, may be partially completed, incorrectly completed, or substantially delayed. Joyride is not responsible for any loss incurred by any User caused in whole or in part, directly or indirectly, by a fork of the Flow Blockchain.
6.5.5. Joyride does not currently charge a fee for receiving, sending, or storing assets in the Joyride Wallet. However, Joyride reserves the right to do so in the future, and in such case any applicable fees will be displayed prior incurring such fee. Notwithstanding the foregoing, the Flow Blockchain may have Blockchain Transaction Fees required to transact NFT or digital reward transactions through the Flow Blockchain. Joyride may attempt to calculate any Blockchain Transactions Fees for you, though such calculation may be inaccurate or excessive. You may select a greater or lesser fee, and you are solely responsible for paying any Blockchain Transaction Fees required on the Flow Blockchain. Joyride will neither advance nor fund any Blockchain Transaction Fee on your behalf, nor be responsible for any excess or insufficient fee calculation.
6.5.6. From time to time, there may be programs in place to allow you to receive a reward, in the form of a NFT, $RLY, $PLAY, or otherwise, based on actions taken by you, whether it be by referral or other program in place at the time (“Joyride Rewards”). You understand that Joyride makes no representations or warrants regarding the Joyride Rewards. Notwithstanding or limiting the foregoing, Joyride further makes no representations or warrants surrounding the operation of any Joyride Services or that said Joyride Services/Joyride Rewards will be error-free or uninterrupted. You accept the sole responsibility for taking any and all actions to obtain any Joyride Rewards, and holds Joyride harmless for any opportunity cost or losses that occur as a result of the non-receipt of anticipated Joyride Rewards, monetary or otherwise. Joyride reserves the right to rescind or revoke any Joyride Rewards from your Joyride Wallet in the event of extended inactivity, fraudulent or unauthorized activity, or any other violation of Joyride’s policies (including, without limitation, these Terms), each as determined in Joyride’s sole discretion.
6.6. Wallet Maintenance Fee. If your Account is inactive (i.e. you have not logged into any of the Joyride games for over thirty (30) days, a maintenance fee of 5 $RLY per month may be charged (the “Wallet Maintenance Fee”). You will be notified by email when available and/or the Joyride App prior to the deduction of the Wallet Maintenance Fee from your Account. The Wallet Maintenance Fee will not be deducted from your Account if there are no funds in your Account.
6.7. Blockchain Network Risk. As part of using the Joyride Wallet, you accept and understand the risks of blockchain protocol and network, including instability, congestion, high transaction costs, network latency, information security, regulatory risk, and technological and operational error. These risks may result in delay or failure to process transactions and potentially high Blockchain Transaction Fees or Third Party Fees. Joyride is not responsible for any diminished Joyride Services, related features, or capabilities resulting from blockchain network risk. In the event of a material increase or decrease to Blockchain Transaction Fees, Third Party Fees, or operational degradation, congestion, failure or other disruption of the blockchain network used by the Joyride Services, Joyride may, at its sole discretion and upon notice to you, make any adjustments to the Joyride Services.
6.8. Blockchain Modification Risk. As part of using the Joyride Wallet, you understand and accept the risks associated with blockchain development and code changes. Blockchain technologies are still under development and may undergo significant changes over time. Blockchain contributors may make changes to features and specifications of the algorithm selected by the User, and may fork the Flow Blockchain protocol. Such changes may include or result in the elimination or support for specific algorithms and applications.
6.9. Not an Investment. You acknowledge and agree that the Joyride Services ARE NOT being sold as an investment by or of Joyride. YOU UNDERSTAND THAT ANY REPRESENTATIONS MADE BY YOU AT ANY TIME THAT ANY OF THE JOYRIDE SERVICES ARE AN INVESTMENT IN JOYRIDE (OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IN GENERAL) TO OTHERS IN A DIRECT ATTEMPT TO MARKET JOYRIDE SERVICES IN COORDINATION WITH SUPPLYING YOUR REFERRAL LINK IS A DIRECT BREACH OF THESE TERMS. A determination of same will be made at the sole discretion of Joyride.
6.10. Trade Compliance. You shall comply with all applicable import, re-import, sanctions, anti-boycott, export, and re-export control laws and regulations, including all such laws and regulations that apply to European Union and U.S. companies, such as the Export Administration Regulations, the International Traffic in Arms Regulations, and economic sanctions programs implemented by the Office of Foreign Assets Control and the European Union’s Common Foreign and Security Policy (collectively, “Trade Sanctions Laws”). You represent and warrant that you and your financial institutions, or any party that owns or controls your financial institutions, are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, the U.S. Government (e.g., the Specially Designated Nationals List and Foreign as Evaders List of the U.S. Department of Treasury, and the Entity List of the U.S. Department of Commerce), the European Union or its Member States, or other applicable
6.11. Feedback. You acknowledge that any ideas, inventions, suggestions for improvement or discussions submitted by you regarding any aspect of the Joyride Services, including, without limitation, the functioning, features, and other characteristics thereof (or any component thereof) ("Feedback") may be used by Joyride without compensation or attribution to you, and you hereby grant Joyride, its subsidiaries, affiliates and partners a worldwide, irrevocable, royalty free, non-exclusive, sublicensable and transferable license under all your intellectual property rights in and to such Feedback, for Joyride to use and exploit for any purpose.
6.12. Third Party Software. The Joyride Apps may contain third party software, including, without limitation, open source software components ("Third Party Software"). Third Party Software is not licensed under these Terms, but are instead licensed under the terms of the applicable license agreement for such Third Party Software. Your use of Third Party Software is subject to the terms of each applicable license which are available to you on request from Joyride. Notwithstanding any provision herein to the contrary, you are solely responsible for your compliance with such licenses. As used in these Terms, the defined term Joyride Apps does not include Third Party Software.
6.13. General Practices Regarding Use and Storage. You acknowledge that Joyride may establish general practices and limits concerning the use of the Joyride Services, including without limitation the maximum period of time that data or other content will be retained by Joyride and/or available through the Joyride Services and the maximum storage space that will be allotted on Joyride's servers on your behalf. You agree that Joyride has no responsibility or liability for the deletion or failure to store any data or other content uploaded, transmitted, maintained, stored and/or processed through or in connection with the use of the Joyride Services. You further acknowledge that Joyride reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
7. Virtual Goods, Game Currency, and Subscriptions
7.1. Purchasing or Obtaining Virtual Goods and Game Currency. Joyride may offer certain upgrades and options within the Joyride Services that you can buy with real world currency, including, but not limited to, in-game currency (“Game Currency”), character skins, mounts and vehicles, digital cards, experience boosts, gear and other customizations for your in-game characters, and other such digital add-on items that may improve your Joyride Apps experience in some way (“Virtual Goods”). Except as otherwise communicated to you within the functionality of the Joyride Services, Game Currency and Virtual Goods are not transferable from one game to another. You may also be able to obtain certain Virtual Goods and Game Currency without purchase, such as an in-game award. When you purchase Game Currency or Virtual Goods, or a Joyride App itself (each, a “Transaction”), your purchase will be made through the functionality available through the App Stores or other platforms Joyride makes available to you. Prior to making a Transaction, you should make sure you fully understand the agreement that covers your Transaction, whether that agreement is an agreement from the applicable App Store or another payment platform agreement (like a third-party payment processor’s terms). There may be limits to the quantity and number of times you can purchase Virtual Goods, Game Currency, or other aspects of your Transaction. For example, there may be a maximum amount of Game Currency you are able to hold (in-game) or purchase at a given time, or a maximum number of Transactions you may make per day; these additional restrictions may be communicated to you via the functionality of the Joyride Services. Joyride may, from time to time, modify, amend, or supplement its fees, billing methods and terms applicable to Game Currency, Virtual Goods or to any purchases, and post those changes in these Terms, in separate terms and conditions or in other terms or agreements posted on the applicable website or as part of the Joyride App or otherwise provided to you by Joyride. Such modifications, amendments, supplements or terms shall be effective immediately upon posting and shall be incorporated by reference into these Terms. If any change is unacceptable to you, you may terminate the use of your Account at any time.
7.2. Your License to Virtual Goods and Game Currency. Virtual Goods and Game Currency are digital items and your use of them is governed by these Terms and the agreement(s) from the applicable App Store. VIRTUAL GOODS AND GAME CURRENCY HAVE NO MONETARY VALUE AND CANNOT BE REDEEMED FOR CASH. VIRTUAL GOODS AND GAME CURRENCY ARE NON-TRANSFERABLE AND NON-TRADEABLE, IN WHOLE OR PART, AND ARE NOT PROVIDED FOR INVESTMENT PURPOSES. Provided you comply with the terms of these Terms and the agreement(s) from the applicable App Store, Joyride grants you the following license: a personal, non-exclusive, non-transferable, non-sublicensable limited right and license to use any Virtual Goods or Game Currency you gain access to, whether purchased or otherwise obtained, solely in connection with your use of the game in question and within the game (unless we otherwise communicate to you that you may use them in multiple games) and for no other purpose. Unless, expressly permitted by Joyride in a specific game, you may not trade any such Virtual Good or Game Currency with others. Joyride may cancel, revoke, or otherwise prevent the use of Virtual Good or Game Currency if Joyride suspects any unauthorized or fraudulent activity, and/or to correct any erroneous application of any Virtual Goods or Game Currency to your Account.
7.3. Changes to Game Currency and Virtual Goods. Except as otherwise prohibited by applicable law, Joyride, in its sole discretion, may modify, substitute, replace, suspend, cancel or eliminate any Game Currency or Virtual Goods, including your ability to access or use Game Currency or Virtual Goods, without notice or liability to you. YOU AGREE THAT YOU WON’T ASSERT OR BRING ANY CLAIM AGAINST JOYRIDE, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS (THE “JOYRIDE PARTIES”) RELATING TO (A) A CLAIM THAT YOU HAVE A PROPRIETARY INTEREST IN ANY GAME CURRENCY OR VIRTUAL GOODS OR (B) A CLAIM FOR AN ALLEGED MONETARY VALUE OF GAME CURRENCY OR VIRTUAL GOODS LOST UPON (I) DELETION OR SUSPENSION OF YOUR ACCOUNT, (II) ADJUSTMENTS TO THE GAME THAT RESULT IN THE VALUE OF VIRTUAL GOODS OR GAME CURRENCY CHANGING, OR (III) MODIFICATION, TERMINATION OR EXPIRATION OF THESE TERMS.
7.4. Subscriptions. Although certain features of a game or the Joyride Services may be available at no charge, other features and/or content may only be available via a subscription plan (“Subscription”). Subscriptions, if offered, give full access to all the Subscription features as long as Subscription is active. If you purchase a Subscription, you must ensure all the information that you submit is true and accurate (including, without limitation, your credit/debit card number and expiration date, and other payment details) and that you have appropriate parental or guardian consent if you are under 18 years of age. You agree to pay all Subscription fees specified when you apply including all applicable taxes. If you choose a recurring Subscription for a game, you acknowledge that payments will be processed automatically (e.g., charged to your credit card) until you cancel the Subscription or your Account.
7.5. Free Trial. From time to time, Joyride may offer a free trial for a Subscription. You may need to opt-into a Subscription in order to access it during the trial period. If so, and subject to applicable law, you will have the right to opt-out at any time during the trial period until at least 24 hours prior to the end of the trial period and you will be automatically charged after the trial period unless you opt-out at least 24 hours prior to the end of your trial period. Additional terms and conditions may apply with respect to free trials which will be communicated to you by Joyride.
7.6. Subscription Cancellation. At any time, subject to applicable law, you can cancel the auto-renewal of your Subscription by going to the settings of your Account or account of the applicable App Store after your purchase. If you cancel the auto-renewal of your Subscription, it shall remain active until the then current Subscription period has lapsed. Subject to applicable law, please note that you will not get a refund for any remaining period of a Subscription and when your Subscription has lapsed, you may lose access to the application and its content.
7.7. Refunds. Subject to applicable law, (i) all Joyride Services, Virtual Goods, and Game Currency remain the property of Joyride, have no monetary value and are not redeemable, refundable, or eligible for any other alternate remedy for any “real world” money or anything of monetary value, unless they are defective, unavailable, or do not perform in accordance with the specifications provided by Joyride; and (ii) Joyride may revoke your license to such Joyride Services, Virtual Goods and/or Game Currency at any time consistent with these Terms without notice or liability to you.
7.8. Waiver. Some countries, states, provinces or other jurisdictions provide a statutory right to withdraw from an agreement to purchase digital content within a defined cancellation or ‘cooling-off’ period. By using any Joyride Services, Virtual Goods and/or Game Currency during this period, you hereby waive any statutory right you may have to withdraw from your agreement to purchase the applicable Joyride Services, Virtual and/or Game Currency and you agree that you will therefore not be eligible to receive a refund (or any alternative remedy) in relation to such Joyride Services, Virtual Good and/or Game Currency. Where applicable law does not permit you to waive your right to so withdraw, you hereby agree that such withdrawal right expires immediately upon your use of Joyride Services, Virtual Good and/or Game Currency, as permitted by applicable law.
8. INVITING FRIENDS & USER INTERACTIONS
8.1. Inviting Friends. We may offer you the opportunity to invite your friends and/or contacts to use the Joyride Services through text message and/or other communications applications integrated with the Joyride Services (each, an "Invitation"). Joyride may suggest the content of the message for the Invitation, which can be edited by you; however, in each case, you, and not Joyride, are solely responsible for the content of the Invitation. Normal text message rates and any other SMS, text, or data usage or services charged by your carrier will apply. If you choose to send an Invitation, you represent and warrant to Joyride that the recipients of such Invitations have consented to receive such messages from you, and that those recipients do not consider such messages unwanted or unsolicited.
8.2. Interactions & Disputes with Users. Joyride does not conduct any verification of its Users, and does not, and cannot, represent, warrant or guarantee any such person or entity’s identity or whether such person or entity is trustworthy. You are solely responsible for making your own decisions about the suitability of others with whom you contact and/or interact with through the Joyride Services. In addition, you acknowledge and agree that your interactions and dealings with other users of the Joyride Services, including without limitation interactions and communications with other Users, are solely between you and such other Users. YOU ACKNOWLEDGE AND AGREE THAT ANY PROBLEMS OR DISPUTES BETWEEN YOU AND ANOTHER USER, INCLUDING, WITHOUT LIMITATION, ANY INTERACTIONS, DEALINGS, AND/OR COMMUNICATIONS BETWEEN YOU AND ANY OTHER USER, MUST BE RESOLVED SOLELY BETWEEN YOU AND THE APPLICABLE USER. JOYRIDE IS NOT RESPONSIBLE FOR ANY LOSS, HARM OR DAMAGE OF ANY SORT INCURRED AS A RESULT OF ANY SUCH INTERACTIONS, DEALINGS, COMMUNICATIONS AND/OR DISPUTES, AND JOYRIDE HAS NO OBLIGATION TO BECOME INVOLVED IN ANY RESULTING DISPUTE.
9. FEES, TRANSACTIONS AND PAYMENT TERMS
9.1. Fees for Use of the Joyride Services. Except as otherwise set forth in these Terms and the Contest Rules, Joyride does not currently charge any fees for the access and use of the Joyride Services; however, Joyride reserves the right, upon prior notice to you, to charge a fee for the Joyride Services.
9.2. Blockchain Transaction Fees. The delivery and receipt of your NFT, digital rewards, or cryptocurrency through the Joyride Wallet may be subject to network or transaction fees charged by the Flow Blockchain or other supported blockchain (“Blockchain Transaction Fees”), which are non-refundable. Blockchain Transaction Fees are paid to emit, record, verify, and process a transaction on the blockchain. Any withdrawal or transfer of assets from your Joyride Wallet are subject to Blockchain Transaction Fees.
9.3. Other Third-Party Fees. Certain digital apps, app addresses, tools, and third-party software and devices (“Third-Party Fees”) may also charge you a fee, including a per transaction or transfer fee, which are non-refundable. You are responsible for satisfying any such fee(s). You should note that any such fees may significantly reduce your rewards and therefore you are responsible for managing the selection, use, rate and frequency of your receipt of rewards to any such Third-Party Fees.
9.4. Transactions. The Joyride Services may enable you to make purchases through the Site and/or Joyride Apps, such as purchasing additional features and/or functionality for games, paying an entrance or other fee in connection with your participation in a Contest, or purchasing a Virtual Good in the Marketplace (each such purchase, a "Transaction"). In order to make Transactions through the Joyride Services, you will be required to connect your account with a third party payment platform (e.g., Stripe) approved by Joyride (as specified in our FAQs) and add funds to your in-app wallet linked to your Account (the "In-App Wallet"). You represent and warrant that you have the legal right to use any payment method(s), credit card(s) and/or payment platforms you connect to your In-App Wallet or otherwise utilized in connection with any Transaction. By submitting such information, you grant Joyride the right to provide such information to our third party service providers for purposes of facilitating the completion of Transactions and/or adding funds to your In-App Wallet initiated by you or on your behalf. Verification of your information may be required prior to the acknowledgment or completion of any Transaction and/or adding funds to your In-App Wallet.
9.5. Adding Funds to In-App Wallets. All funds added to the In-App Wallet are denominated in the currency of the United States of America (unless otherwise provided by your applicable payment provider). Note that your payment provider and/or bank or card provider may charge you a separate fee if you are using a credit or debit card or other accepted payment method to add funds to your In-App Wallet outside of the U.S. Joyride does not receive any portion of, and does not have any control over, any such fee. Once you have added funds to your In-App Wallet, you may transfer the funds back to your linked payment provider subject to Joyride’s current minimum transfer amounts. For more information regarding adding and transferring funds to and from your In-App Wallet please see our FAQs.
9.6. Payment Terms. You agree to, and shall, pay Joyride the fees for your Transactions, in accordance with the payment terms specified therein. All fees and Transactions that occur through the Joyride Services are denominated in U.S. Dollars. Currency conversions are based on currency exchange rates applicable on the date of the Transaction. In addition, you remain responsible for any taxes that may be applicable to your Transactions. It is your responsibility to ascertain and obey all applicable local, state, federal, and international laws (including minimum age requirements) related to your Transactions. The fees are exclusive of all applicable sales, use, value-added and other taxes, or other similar charges, and you will be responsible for payment of all such taxes (other than taxes based on Joyride’s income), and any related penalties and interest, arising from the payment of the fees, the delivery of the Joyride Services, Joyride Apps, Site, or performance of any services by Joyride. POTENTIAL USERS OF NFTS OR DIGITAL REWARDS, INCLUDING BUT NOT LIMITED TO BITCOIN, ARE FOREWARNED OF POSSIBLE FINANCIAL LOSS AT THE TIME SUCH REWARDS ARE EXCHANGED FOR FIAT CURRENCY DUE TO AN UNFAVORABLE EXCHANGE RATE. MOREOVER, A FAVORABLE EXCHANGE RATE AT THE TIME OF EXCHANGE MAY RESULT IN A TAX LIABILITY. USERS SHOULD CONSULT A TAX ADVISOR REGARDING ANY TAX CONSEQUENCES ASSOCIATED WITH THE PURCHASE, SALE, TRADE, RECEIPT OR OTHER USE OF DIGITAL REWARDS.THE FEES PAID BY YOU IN CONNECTION WITH TRANSACTIONS ENTERED INTO BY YOU ARE NON-RETURNABLE AND NON-REFUNDABLE.
9.7. Marketplace.
9.7.1. The Joyride Services may include a marketplace for you to buy and sell Virtual Goods purchased or earned through the Joyride Services (the “Marketplace”). If you wish to sell a Virtual Good, you must create a listing with an accurate and complete description of the Virtual Good offered for sale (including the price you are selling the Virtual Good for) (a “Listing”). If you wish to buy a Virtual Good in the Marketplace, you must follow the instructions provided on the Platform to purchase the Virtual Good set out in the Listing and pay the purchase price indicated by the seller.
9.7.2. You understand that the Platform provides an introductory platform only, and that our responsibilities are limited to facilitating the user functionality and availability of the Platform. We are not a reseller of Virtual Goods in the Marketplace. We are not a party to any agreement entered into between a buyer and a seller. We have no control over the conduct of buyers, sellers and any other users of the Marketplace. We accept no liability for any aspect of the buyer and seller interaction, including but not limited to the description of Virtual Goods offered for sale and the delivery of the Virtual Goods.
9.7.3. We set out a number of payment methods on the Platform. You may use any of these payment methods to complete a transaction on the Marketplace. You understand that each time you use a smart contract to conduct a transaction on the Marketplace, you will pay us commission on the total value of that transaction, in addition to any Blockchain Transaction Fees. Such commission will be transferred directly to us through the Flow Blockchain as a part of the transaction.
9.7.4. Where you are selling a Virtual Good and a buyer has paid for the Virtual Good via credit card, you appoint us as your limited payment collection agent solely for the purpose of accepting the payment for the seller. You agree that payment by a buyer to us (as your limited payment collection agent) is to be considered the same as payment made directly by them to you and you will provide the purchased Virtual Good to the buyer as agreed, as if you had received payment directly from the buyer. We guarantee payment to you only for such amounts that we have successfully received from the buyer in accordance with these Terms. In accepting appointment as your limited payment collection agent, we assume no liability for your acts or omissions.
10. THIRD PARTY PRODUCTS, SERVICES & WEBSITES
10.1. Third-Party Services & Websites. The Joyride Services may enable you to connect your Account with certain third party products and/or services (for example, if you connect and/or log-in to the Joyride Services using your social media account or if you connect your Account with a third party payment provider), or we may integrate or enable access to, or otherwise distribute and/or make available games, content, services, and/or applications through or in connection with Joyride Services that are controlled and operated by third parties and not Joyride (all of the foregoing, collectively, "Third Party Services"). In addition, the Joyride Services may contain links to other third party websites which are not controlled or owned by Joyride ("Third Party Sites").
10.2. Use of Third Party Services & Third Party Sites. The Third Party Services and Third Party Sites are not part of the Joyride Services and are operated and controlled by the applicable third party providers of the Third Party Services and/or Third Party Sites. If you decide to access and use such Third Party Services and/or Third Party Sites, be advised that your use is governed solely by the terms and conditions of such Third Party Services and/or Third Party Sites. In addition, those third party providers may collect, access, and use your content, personal information and/or data submitted in connection with the use of the Third Party Services and/or Third Party Sites in a manner differently than we do and we do not control their use of such information.
10.3. DISCLAIMER – THIRD PARTY SERVICES & THIRD PARTY SITES. JOYRIDE DOES NOT ENDORSE, IS NOT RESPONSIBLE FOR, AND MAKES NO REPRESENTATIONS AS TO ANY THIRD PARTY SERVICES AND/OR THIRD PARTY SITES, THEIR CONTENT, OR THE MANNER IN WHICH THE APPLICABLE THIRD PARTY PROVIDERS HANDLE ANY CONTENT, DATA AND/OR INFORMATION THAT MAY BE COLLECTED IN CONNECTION WITH THE USE OF ANY THIRD PARTY SERVICES AND/OR THIRD PARTY SITES. JOYRIDE IS NOT AND WILL NOT BE A PARTY TO, OR IN ANY WAY MONITOR, ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF SUCH THIRD PARTY SERVICES AND/OR THIRD PARTY SITES. JOYRIDE IS NOT LIABLE FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR ACCESS OR USE OF ANY SUCH THIRD PARTY SERVICES AND/OR THIRD PARTY SITES, OR YOUR RELIANCE ON THE PRIVACY PRACTICES OR OTHER POLICIES OF SUCH THIRD PARTY SERVICES AND/OR THIRD PARTY SITES. YOU ARE RESPONSIBLE FOR REVIEWING THE PRIVACY NOTICES FOR SUCH THIRD PARTY SERVICES AND/OR THIRD PARTY SITES.
11. INDEMNIFICATION – OR WHAT HAPPENS IF WE GET SUED. We hope this never happens, but if Joyride gets sued because of something that you did, you agree to defend and indemnify us. This means that you agree to defend Joyride, its employees, contractors, and/or agents, and hold us harmless from and against any and all claims, actions, demands, liabilities, losses, damages, expenses, and costs (including reasonable attorney fees) arising from (a) your breach of these Terms, including, without limitation any Additional Terms, (b) your breach of any license or other agreement applicable to any Third Party Services, (c) your use or misuse of the Joyride Services (or any part thereof), (d) your breach of any law or the intellectual property and/or privacy rights of a third party, or (e) any disputes between you and any other User. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you hereunder, in which case, you agree to cooperate with us in the defense of the claim. Some jurisdictions limit consumer indemnities, so some portions or all of this indemnity provision may not apply to you.
12. RELEASE & WAIVER
12.1. BY ACCESSING AND/OR USING THE JOYRIDE SERVICES, INCLUDING, WITHOUT LIMITATION, PARTICIPATING IN ANY EVENTS, YOU, ON BEHALF OF YOURSELF AND YOUR CHILDREN/WARDS, HEIRS, EXECUTORS, ADMINISTRATORS AND ASSIGNS (COLLECTIVELY, THE "RELEASING PARTIES"), HEREBY AGREE NOT TO SUE AND IRREVOCABLY AND UNCONDITIONALLY RELEASE, DISCHARGE, WAIVE, INDEMNIFY AND HOLD HARMLESS THE JOYRIDE PARTIES FROM ANY AND ALL MANNER OF LIABILITIES, LOSSES, CLAIMS, DAMAGES, DEMANDS, COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEY’S FEES) AND CAUSES OF ACTION OF ANY KIND OR NATURE WHATSOEVER IN LAW OR IN EQUITY, INCLUDING NEGLIGENCE, PERSONAL INJURY, DEATH, PROPERTY DAMAGE, LIBEL, DEFAMATION, INVASION OF PRIVACY, RIGHT OF PUBLICITY, OR INFRINGEMENT OF COPYRIGHT, WHETHER NOW KNOWN OR UNKNOWN, WHICH AND RELEASING PARTY HAD, NOW HAVE, OR HEREAFTER MAY HAVE AGAINST THE JOYRIDE PARTIES ARISING OUT OF OR OTHERWISE RELATING IN ANY WAY TO: (A) ANY DISPUTES, INTERACTIONS, COMMUNICATIONS AND/OR DEALINGS WITH ANY OTHER USERS; (B) YOUR PARTICIPATION IN ANY VIDEO GROUPS, LIVE STREAMS, AND/OR CONTESTS; AND/OR (C) ANY UTILIZATION OF THE MATERIALS (INCLUDING, WITHOUT LIMITATION, ANY BLURRING, DISTORTION, ALTERATION, OPTICAL ILLUSION, OR USE IN COMPOSITE FORM, WHETHER INTENTIONAL OR OTHERWISE, THAT MAY OCCUR IN THE USE AND/OR ANY PUBLICATION OF THE MATERIALS), OR BASED UPON ANY FAILURE OR OMISSION TO MAKE USE OF THE MATERIALS.
12.2. YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 (IF YOU ARE A CALIFORNIA RESIDENT) AND ANY LAW OR LEGAL PRINCIPLE OF SIMILAR EFFECT IN ANY JURISDICTION WORLDWIDE IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
13. DISCLOSURES, DISCLAIMERS, AND RISKS.
13.1. No Investment. Joyride Services are not an investment product, and no action, notice, communication by any means, or omission by Joyride shall be understood or interpreted as such. Joyride has no influence whatsoever on the Flow Blockchain, the transactions and consensus protocols, or the NFTs, cryptocurrencies, or digital rewards, including the Joyride Reward.
13.2. Digital Rewards. Digital rewards are not considered legal tender, are not issued or backed by any government, and have fewer regulatory protections than traditional currency. Moreover, digital rewards are not insured against theft or loss by any insurance corporation or any investor protection, including the Federal Deposit Insurance Corporation or the Securities Investor Protection Corporation.
13.3. Market Risk. The value of NFTs, cryptocurrency, and digital rewards are derived from supply and demand in the global marketplace, which can rise or fall independent of any government currency. Holding NFTs, cryptocurrency, and digital rewards carries exchange rate and other types of risk. The value of NFTs, cryptocurrency, and digital rewards may be derived from the continued willingness of market participants to exchange traditional government currency for digital rewards, which may result in the potential for permanent and total loss of value of a particular digital reward should the market disappear. The volatility and unpredictability of the price and value of NFTs, cryptocurrency, and digital rewards, relative to government currency, may result in significant loss over a short period of time. Joyride cannot guarantee or warrant the value of any NFT, cryptocurrency, digital reward or blockchain, including the Flow Blockchain and Joyride Reward, and explicitly warns you that that there is no reason to believe that any NFT, cryptocurrency, or blockchain reward will increase in value, and that they may hold no value, decrease in value, or entirely lose value.
13.4. Regulatory Risk. Legislative and regulatory changes or actions at the state, federal, or international level may adversely affect the use, transfer, exchange, and value of virtual NFTs, cryptocurrency, and blockchain rewards. The regulatory status of cryptographic tokens, digital assets and blockchain technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether governmental authorities will regulate such technologies. It is likewise difficult to predict how or whether any governmental authority may make changes to existing laws, regulations and/or rules that will affect cryptographic tokens, digital assets, blockchain technology and its applications. Such changes could negatively impact the Joyride Services in various ways, including, for example, through a determination that any of the above are regulated financial instruments that require registration. Joyride may cease any distribution of any of the above, the development of the Joyride Services or cease operations in a jurisdiction in the event that governmental actions make it unlawful or commercially undesirable to continue to do so. The industry in which Joyride operates is new, and may be subject to heightened oversight and scrutiny, including investigations or enforcement actions. There can be no assurance that governmental, quasi-governmental, regulatory or other similar types of (including banking) authorities will not examine the operations of Joyride and/or pursue enforcement actions against Joyride. Such governmental activities may or may not be the result of targeting Joyride in particular. All of this may subject Joyride to judgments, settlements, fines or penalties, or cause Joyride to restructure its operations and activities or to cease offering certain products or services, all of which could harm Joyride reputation or lead to higher operational costs, which may in turn have a material adverse effect on the Joyride Services.
13.5. Technology Risk. Virtual NFT and digital reward transactions may be irreversible and losses due to fraudulent or accidental transactions may not be recoverable. Some virtual transactions are deemed to be made when recorded on a public ledger, which may not necessarily be the date or time the user initiated the transaction. The nature of such virtual transactions may lead to an increased risk of fraud or cyber-attacks.
13.6. THE JOYRIDE SERVICES, THE CONTENT, AND/OR ANY OTHER MATERIALS OR SERVICES PROVIDED BY JOYRIDE, ARE PROVIDED "AS IS" AND "AS AVAILABLE". JOYRIDE AND ITS LICENSORS AND SUPPLIERS HEREBY EXPRESSLY DISCLAIM ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, SATISFACTORY PURPOSE, ACCURACY, OR NON-INFRINGEMENT. JOYRIDE, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION, FAILURE TO STORE, OR ANY LOSS OF ANY USER DATA, INCLUDING BLOCKCHAIN DATA, NFT, DIGITAL REWARDS, OR CRYPTOCURRENCY DERIVED, MAINTAINED, OR TRANSMITTED THROUGH USE OF JOYRIDE SERVICES. YOU ARE SOLELY RESPONSIBLE FOR SECURING YOUR CUSTOMER DATA AND DIGITAL REWARDS. NEITHER JOYRIDE, ITS AFFILIATES, NOR ITS SUPPLIERS, WARRANTS THAT THE OPERATION OF JOYRIDE SERVICES, FLOW BLOCKCHAIN, OR ANY OTHER SUPPORTED BLOCKCHAIN WILL BE ERROR-FREE OR UNINTERRUPTED. JOYRIDE, ITS AFFILIATES, AND ITS SUPPLIERS ARE NOT RESPONSIBLE OR LIABLE FOR ANY LOSSES OR OPPORTUNITY COSTS RESULTING FROM BLOCKCHAIN NETWORK AND PROTOCOL OR THIRD-PARTY SOFTWARE ISSUES, WHICH MAY IN TURN RESULT IN THE INABILITY TO PROCESS TRANSACTIONS ON ANY BLOCKCHAIN AT ALL OR WITHOUT INCURRING SUBSTANTIAL FEES.
13.7. JOYRIDE AND ITS LICENSORS AND SUPPLIERS DO NOT WARRANT OR MAKE ANY GUARANTEE THAT DEFECTS WILL BE CORRECTED OR THAT THE JOYRIDE SERVICES (OR ANY PART THEREOF), THE CONTENT, OR ANY OTHER MATERIALS OR SERVICES PROVIDED BY JOYRIDE: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE COMPATIBLE WITH YOUR HOME NETWORK, COMPUTER OR MOBILE DEVICE, OR ANY THIRD PARTY PRODUCTS OR SERVICES (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY SERVICE AND/OR THIRD PARTY SITES); (C) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; OR (D) WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM JOYRIDE, ANY THIRD PARTY, OR THROUGH THE JOYRIDE SERVICES, SHALL CREATE ANY WARRANTY.
14. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL JOYRIDE BE LIABLE OR OBLIGATED, WITH RESPECT TO THESE TERMS, THE JOYRIDE SERVICES (OR ANY PART THEREOF), THE CONTENT, AND ANY OTHER MATERIALS AND/OR SERVICES PROVIDED BY JOYRIDE, WHETHER UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY AND EVEN IF JOYRIDE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY OR OBLIGATION: (A) IN THE AGGREGATE, FOR ANY AMOUNTS IN EXCESS OF THE GREATER OF THE FEES PAID TO BY YOU TO JOYRIDE FOR TRANSACTIONS ENTERED INTO HEREUNDER IN THE SIX (6) MONTHS PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR LIABILITY, OR ONE HUNDRED DOLLARS ($100.00); (B) FOR ANY COST OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY, SERVICES OR RIGHTS; (C) FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, RELIANCE, OR CONSEQUENTIAL DAMAGES; (D) FOR INTERRUPTION OF USE OR LOSS OR CORRUPTION OF DATA; OR (E) FOR ANY MATTER BEYOND JOYRIDE’S REASONABLE CONTROL. THE PARTIES AGREE THAT THESE LIMITATIONS SHALL APPLY EVEN IF THESE TERMS OR ANY LIMITED REMEDY SPECIFIED HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. JOYRIDE DISCLAIMS ALL LIABILITY OF ANY KIND OF JOYRIDE’S AFFILIATES, LICENSORS AND SUPPLIERS.
15. APPLICATION OF LIMITATIONS AND DISCLAIMERS TO CONSUMERS. Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages with respect to consumers (i.e., a person acquiring goods otherwise than in the course of a business), so the disclaimers, exclusions and limitations set forth in Sections 13 and 14 above may not apply to you if you are a consumer in such state and/or jurisdiction. The limitations or exclusions of warranties and liability contained in these Terms do not affect or prejudice the statutory rights of a consumer. The limitations or exclusions of warranties and remedies contained in these Terms shall apply to you as a consumer only to the extent such limitations or exclusions and remedies are permitted under the laws of the jurisdiction where you are located.
16. BASIS OF THE BARGAIN. The warranty disclaimer and limitation of liability set forth above in Sections 13 and 14 are fundamental elements of the basis of the agreement between Joyride and you. Joyride would not be able to provide the Joyride Services on an economic basis without such limitations. The warranty disclaimer and limitation of liability inure to the benefit of Joyride’s suppliers.
17. AVAILABILITY OF THE JOYRIDE SERVICES. Information describing the Joyride Services is accessible worldwide but this does not mean the Joyride Services, or certain portions thereof, are available in your country. Joyride may restrict access to the Joyride Services, or portions thereof, in certain countries in its sole discretion. It is your responsibility to make sure your use of the Joyride Services is legal in your country of residence. The Joyride Services may not be available or accessible in all languages.
18. THIRD PARTY RIGHTS
18.1. Third Party Rights. You acknowledge and agree that certain distributors (such as app store providers) are intended beneficiaries of these Terms and have the right to enforce these Terms directly against you. Other than as set out in this Section 18, these Terms are not intended to grant rights to anyone except you and Joyride, and in no event shall these Terms create any third party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of these Terms are not subject to the consent of any other person.
18.2. iOS App. The following additional terms and conditions apply with respect to any Joyride Apps provided or made available to you by Joyride hereunder designed for use on an Apple iOS-powered mobile device (an "iOS App"): You acknowledge that these Terms are between you and Joyride only, and not with Apple, Inc. ("Apple"). Your use of the iOS App must comply with Apple’s then-current App Store Terms of Service. Joyride, and not Apple, is solely responsible for the iOS App and related content available thereon. You acknowledge that Apple has no obligation to provide maintenance and support services with respect to the iOS App. To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to the iOS App. You agree that Joyride, and not Apple, is responsible for addressing any claims by you relating to the iOS App or your possession and/or use of the iOS App, including, but not limited to: (a) product liability claims; (b) any claim that the iOS App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation, and all such claims are governed solely by these Terms and any law applicable to Joyride as the provider of the iOS App. You agree that Joyride, and not Apple, shall be responsible, to the extent required by these Terms, for the investigation, defense, settlement and discharge of any third-party intellectual property infringement claim related to the iOS App or your possession and use of the iOS App. You represent and warrant that you: (i) are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) are not listed on any U.S. Government list of prohibited or restricted parties. You agree to comply with all applicable third-party terms of agreement when using the iOS App (e.g., you must not be in violation of its wireless data service terms of agreement when using the iOS App). The parties agree that Apple and Apple’s subsidiaries are third-party beneficiaries to these Terms as it relates to the license granted herein to you to use the iOS App. Upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as they relate to the license granted herein to you to use the iOS App as a third-party beneficiary thereof.
19. GOVERNING LAW AND DISPUTE RESOLUTION
19.1. Governing Law. These Terms shall be governed in all respects by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods in its entirety is expressly excluded from these Terms, including, without limitation, application to the Platform and Joyride Apps. Furthermore, these Terms (including without limitation, the Platform and/or Joyride Apps) will not be governed or interpreted in any way by referring to any law based on the Uniform Computer Information Transactions Act (UCITA) or any other act derived from or related to UCITA.
19.2. Disputes. Except as otherwise set forth in these Terms, you agree that any dispute between you and Joyride arising out of or relating to these Terms, the Joyride Services, Content, and/or any services provided by Joyride hereunder (or any part thereof) (collectively, "Disputes") shall be governed by the provisions set forth in this Section.
19.3. Notice of Disputes. A party who intends to seek arbitration or bring other action permitted under this Section 19, must first send a written notice of the Dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail ("Dispute Notice"). Joyride’s address for Dispute Notice is: Joyride Games, Inc., Attention: Notice of Dispute, 3790 El Camino Real No 1111, Palo Alto, CA 94306. The Dispute Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought.
19.4. Informal Resolution. You and Joyride agree to use good faith efforts to resolve the Dispute directly, but if we do not reach an agreement to do so within 30 days after the Dispute Notice is received, you or Joyride may commence an arbitration proceeding or other permitted action, as set forth in this Section 19.
19.5. Agreement to Arbitrate. In the interest of resolving Disputes between you and Joyride in the most expedient and cost-effective manner, and except as described in Section 19.8, you and Joyride agree that every dispute arising in connection with these Terms will be resolved by binding individual (not class) arbitration (the "Agreement to Arbitrate"). Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This Agreement to Arbitrate includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. THIS AGREEMENT TO ARBITRATE MEANS YOU AND JOYRIDE WAIVE YOUR/ITS RESPECTIVE RIGHTS TO A JURY TRIAL. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.
19.6. Opting-Out of Arbitration. If you do not wish to resolve Disputes by binding arbitration, you may opt out of the Agreement to Arbitrate within 30 days after the date that you first agree to these Terms by sending a letter to Joyride Games, Inc., Attention: Arbitration Opt-Out, 3790 El Camino Real No 1111, Palo Alto, CA 94306, that specifies: your full legal name, the email address used to register an Account (if applicable), and a statement that you wish to opt out of arbitration ("Opt-Out Notice"). Once Joyride receives your Opt-Out Notice, the Agreement to Arbitrate will be void and the parties agree that the exclusive jurisdiction and venue described in Section 19.10 will govern any action arising out of or related to these Terms. The remaining provisions of this Section 19 will not be affected by your Opt-Out Notice.
19.7. Arbitration. Any Disputes between you and Joyride that cannot be resolved through informal resolution in accordance with Section 19.4 above shall be resolved exclusively through final, binding and confidential arbitration and administered by the Judicial Arbitration and Mediation Services ("JAMS") under its Rules of Arbitration then in effect (the "Rules") as modified by this Section 19.7. Unless otherwise agreed by the parties, arbitration will be held in San Francisco, California before a single arbitrator mutually agreed upon by the parties, or if the parties cannot mutually agree, a single arbitrator appointed by JAMS. Unless otherwise agreed in writing by the parties, to the extent feasible, the parties agree to have parties and witnesses participate by video conference, telephone conference, or other telecommunication means. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator's decision and award will be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on actual compensatory, direct damages set forth in these Terms and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under these Terms, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys' fees, incurred by the other party in enforcing the award. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. Any judgment on the arbitrator’s rendered award may be entered in any court with competent jurisdiction. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. The Agreement to Arbitrate and this arbitration provision is governed by the Federal Arbitration Act.
19.8. Exception to Arbitration. Notwithstanding anything in these Terms to the contrary to the extent you have in any manner violated or threatened to violate any of Joyride’s intellectual property rights, Joyride may seek injunctive or other appropriate relief in any state or federal court with competent jurisdiction in any country, including in the State of California, United States of America, without first engaging in arbitration or the informal dispute process set forth in this Section, and you hereby consent to the personal jurisdiction and exclusive venue in such courts. In addition, despite the Agreement to Arbitrate, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; or (c) seek injunctive relief in a court of law in aid of arbitration.
19.9. No Class Actions. YOU MAY ONLY RESOLVE DISPUTES WITH JOYRIDE ON AN INDIVIDUAL BASIS, AND MAY NOT BRING A CLAIM AS A PLAINTIFF OR A CLASS MEMBER IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. CLASS ARBITRATIONS, CLASS ACTIONS, PRIVATE ATTORNEY GENERAL ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT ALLOWED UNDER THESE TERMS.
19.10. Enforceability; Venue. If the Agreement to Arbitrate is found not to apply to your or our claim, you and Joyride agree that any judicial proceeding will be brought in the federal or state courts located in San Francisco County, California. Both you and Joyride consent to venue and personal jurisdiction there.
19.11. Time Limitation to Bring Claims. Notwithstanding any statute or law to the contrary, you expressly acknowledge and agree that any claim or cause of action arising out of or related to your use of Joyride Services (or any part thereof) or these Terms must be filed within one (1) year after such claim or cause of action arose, otherwise that claim or cause of action will be barred forever.
20. COMMERCIAL ITEMS. The Joyride Apps, Platform, and any related end user documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation will be licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to these Terms.
21. GENERAL. Neither the rights nor the obligations arising under these Terms are assignable by you, and any such attempted assignment or transfer shall be void and without effect. Any waiver of any provision of these Terms must be in writing and executed by both parties. The failure of either party to exercise any right provided for by these Terms shall not be deemed a waiver of that right. If any term or provision of these Terms is determined to be illegal, unenforceable, or invalid in whole or in part for any reason, that provision shall be stricken from these Terms and shall not affect the legality, enforceability or validity of the remainder of the provisions set forth in these Terms. The parties acknowledge and agree that they are dealing with each other as independent contractors and nothing in these Terms and/or its performance shall be construed as creating a joint venture or agency between Joyride and you. Joyride may delegate the performance of any services hereunder to its affiliates and contractors. These Terms, any Additional Terms, including, without limitation, the Privacy Notice, the Content Standards and Community Guidelines, and Joyride Contest Rules, and any other policies or terms and condition referenced herein, constitute the entire agreement between the parties regarding the subject matter, and supersedes all prior oral or written agreements or communications with regard to the subject matter described. Any notice to you may be provided by email. The headings of Sections of these Terms are for convenience and are not to be used in interpreting these Terms. As used in these Terms, the word “including” means “including but not limited to.” You agree that these Terms will not be construed against Joyride by virtue of having drafted them. The official text of these Terms (and any notice submitted hereunder) will be in English. The parties acknowledge that they require that these Terms be drawn up in the English language only. In the event of any dispute concerning the construction or meaning of these Terms, reference will be made only to these Terms as written in English and not to any translation into another language. Any delay in performance of any duties or obligations of either party will not be considered a breach of these Terms if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, telecommunications or Internet failure, plague, epidemic, pandemic, outbreaks of infectious disease or any other public health crisis, including quarantine or other employee restrictions, or any other event beyond the reasonable control of such party.
22. QUESTIONS AND ADDITIONAL INFORMATION. Please feel free to contact us at [email protected] if you have any questions about these Terms.
