Last updated April 26th 2023 - Breakroom Terms of service. These terms govern your access to and use of Breakroom's offerings, including Breakroom Support, Shop, and Creator Program.
IMPORTANT, READ CAREFULLY: THESE TERMS OF SERVICE (“TERMS”) ARE A CONTRACT BETWEEN YOU (“YOU” OR “YOUR”) AND SINE WAVE ENTERTAINMENT LTD AND ITS AFFILIATES (“BREAKROOM”, “WE” OR “OUR”). YOUR USE OF AND ACCESS TO THE WEBSITE, PRODUCTS, SERVICES AND ASSOCIATED SOFTWARE (COLLECTIVELY, THE “SERVICES”) OF SINE WAVE ARE CONDITIONED UPON YOUR COMPLIANCE WITH AND ACCEPTANCE OF THESE TERMS. PLEASE REVIEW THESE TERMS THOROUGHLY BEFORE ACCESSING AND USING THE SERVICES.
BY CLICKING/CHECKING THE “I AGREE” BUTTON/BOX OR ACCESSING OR USING THE SERVICES YOU AGREE TO BE BOUND BY THESE TERMS AND ALL EXHIBITS, ORDER FORMS, AND INCORPORATED POLICIES (THE “TERMS”). THE SERVICES MAY NOT BE AVAILABLE TO PERSONS WITHIN CERTAIN COUNTRIES. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU HAVE READ AND UNDERSTOOD ALL OF THE DESCRIPTION OF THE SUBSCRIPTION PLAN AND OTHER SERVICES AND AGREE THAT SINE WAVE ENTERTAINMENT AND AFFILIATES SHALL NOT BE LIABLE TO YOU FOR ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, AS A RESULT OF NOT UNDERSTANDING THE PLAN OR DESCRIPTION.
Breakroom will provide the Services, and you may access and use the Services, in accordance with these Terms. Breakroom may provide any of the Services hereunder through any of its Affiliates. If you order Services through an online registration page or an order form (each an “Order Form”), certain Services are subject to additional terms and conditions and information which are hereby incorporated into these Terms, provided that in the event of any conflict between such additional terms and this Agreement, the Terms shall prevail.
We may amend the Terms from time to time. Unless we provide a delayed effective date, all amendments will be effective upon posting of such updated Terms on the Website. Your continued access to or use of the Services after such posting constitutes your consent to be bound by the Terms, as amended.
The following definitions will apply in this Agreement unless the context otherwise requires:
“Active Region” means a 3D virtual environment that is set to be enabled and is accessible using the Platform.
“Admin Seat” means a Seat assigned to an individual who is an identified employee, contractor, or agent of the customer to whom the customer assigns the right to manage the platform on their behalf.
“Affiliates” means any member of the Sine Wave group of companies.
“Developer Seat” means a Seat assigned to a User who has the right to upload content to your World on your behalf.
“Initial Term” means the initial term of a Subscription as specified in the Order Form.
“Laws” means any legislation (primary or secondary), statutory provision, statutory instrument, directive or other legal or regulatory requirements in any relevant jurisdiction, from time to time which relates to the Services, this Agreement or any of the activities to be undertaken by us or you.
“Platform” means the online combination of Software and Services provided by Breakroom which supports the World.
“Portal” means the billing, admin, and user management web page for the Services.
“Privacy Policy” means our privacy policy found at https://breakroom.tech/privacy-policy.
“Renewal Term” means the renewal term for a Subscription commencing on the expiry of the Initial Term or previous Renewal Term, as specified in an Order Form.
“Seat” means a single-user right to access the World.
“Seat Pack” means extra seats that can be added to your Subscription.
“Shop” means the in-built purchasing system that allows you to sell and the Users of your World to purchase content developed by you or third parties.
“Subscription” has the meaning given to it in clause 4, below.
“Subscription Period” means the Initial Term and any Renewal Term of a Subscription, as applicable.
“User” means a Seat holder who uses the Services.
“User Data” means data of a User, which includes personal data (see our Privacy Policy).
“Website” means the Breakroom website at https://breakroom.tech/.
“Daily Passes” means a temporary Seat that can be purchased with a validity of 24 hours.
“World” means the 3D environment assigned to you and your Users, to which all your content and users are connected.
“World Stream Minutes” refers to the number of minutes used by Users accessing your World, utilising the World Streaming Service available in the Service.
The availability of all or part of our Services may be limited based on country, age, or other criteria from time to time, such as in response to compliance or other legal requirements. In particular, we are prohibited from offering Services to customers who are located in a country that appears on ‘Sanction Lists’, as published by the Office of Foreign Assets Control (OFAC), the European Union, and the UK Government. You understand and agree that we may disallow you from accessing the Services or may terminate your access to the Services at any time based on these criteria.
Further, the availability of all or part of our Services may be dependent on your country’s existing infrastructure. While we offer our Services and perform our obligations in accordance with these Terms, we cannot guarantee that the Service will function as intended and you understand and agree that our ability to provide the Services in accordance with these terms is limited by such dependencies.
If your use of the Services requires access by users under the age of 18 or the age of majority in your country, your attention is drawn to clause 7.4 Underage Users of this Agreement.
Breakroom will provide the Services as described in the Order Form, and updates to the Services that are made generally available by us during the Subscription Period. We may, in our sole discretion, discontinue the Services or modify the features of the Services from time to time without prior notice.
Beta and Alpha Services. Breakroom may, from time to time, offer access to Services that are classified as “Alpha” and “Beta” versions of a Service. Access to and use of Alpha and Beta versions may be subject to additional terms, which will be notified prior to signing up to those versions and will be made available on the Website. Breakroom makes no representations that a Beta version will ever be made generally available and reserves the right to discontinue or modify Alpha and Beta versions at any time without notice. Alpha and Beta versions are provided “as is”, may contain bugs, errors or other defects, and your use of an Alpha or Beta version is at your sole risk.
To enjoy access to the relevant Service, you need to sign up for a subscription (“Subscription”). The Website describes the offer details (“Offer Details”) for available Subscriptions, and the Order Form summarises the Offer Details you have purchased, which are categorized as one or a combination of the following:
“Commitment Offering”. You commit in advance to purchase a specific quantity of Services for use during the Subscription Period and to pay upfront or on a periodic basis in advance of use. With respect to World Stream Minutes above those included in the Subscription, additional or other usages (for example, usage beyond your commitment quantity) may be treated either as a Commitment or as a Consumption Offering (as described below). Committed quantities of Services that are not used will expire at the end of the Subscription Period.
“Consumption Offering” (also called Pay-As-You-Go). You pay based on actual usage of the Service in the preceding month with no upfront commitment. Payment is on a periodic basis and in arrears.
“Limited Offering”. You receive a limited quantity of Services for a limited period without charge (for example, as a trial Subscription or free account). Provisions in these Terms with respect to pricing, cancellation fees and payment may not apply.
By ordering or renewing a Subscription, you agree to the Offer Details for that Subscription. Unless otherwise specified in those Offer Details, Services are offered on an “as available” basis. You may place orders on behalf of your Users under and grant your Users administrative rights to manage the Subscription, but Users may not order Subscriptions. In purchasing Subscriptions on behalf of other Users you represent and warrant that you are an authorised representative of those Users with the authority to bind them to these Terms. If you grant any rights to Users or third parties with respect to your Subscription, such Users or third parties will be bound by this Agreement and you agree to be jointly and severally liable for any actions of such Users or third parties related to their use of the Services.
Some offers may permit you to modify the quantity of Services ordered during the Subscription Period. Additional quantities of Services added to a Subscription will expire at the end of the Subscription Period unless otherwise stated in the Order Form. If you decrease the quantity of Services during the Subscription Period, we may charge you a cancellation fee for the decrease in quantity as described below in Section 5.2.
Certain add-ons, for example, World Stream Minutes, will expire if the Subscription is inactive for six consecutive months. “Inactive” in this context means neither you nor your Users use the Subscription during this period. Please consult your Order Form to understand which add-ons have an inactivity period.
As part of the Subscription, you may be assigned a Seat or a number of Seats. These Seats can be allocated to your employees, contractors or agents. The Seats are individual to a User, and you have the ability to re-assign the Seat to another User, but the Seat may not be shared or used by anyone other than the User assigned.
Admin Seat. As part of your Subscription, you may be assigned an Admin Seat. An Admin Seat can assign permanent, temporary, or Developer Seats, activate and deactivate Active Regions, and add and remove Services during the Subscription Period. The number of Seats an Admin Seat can assign will depend on the Subscription and/or any add-ons you purchase. You are entirely responsible for maintaining the security of your Admin Seat username and password and, other than the User assigned the Admin Seat, agree not to disclose such details to any other User or any third party.
Developer Seat. As part of your Subscription, you may be assigned a Developer Seat which you can use to upload content to your World or list content for sale in the in-World Shop. Any item uploaded to the Shop needs to follow the Shop terms and conditions.
Seat Pack. As part of your Subscription, you can purchase a set of additional Seats up to the maximum number defined in your Subscription Plan at any time. Adding Seats will change your Subscription plan immediately for that Subscription Period, the extra cost will be due immediately. You cannot lower the number of Seats beyond the default minimum Seats required by that Subscription, lowering or increasing beyond the minimum and maximum number of Seats permitted will require a change to your Subscription. Unless otherwise stated, Seat Packs do not include any World Stream Minutes.
Daily Passes. As part of your Subscription, you may be allowed to purchase Daily Passes. A Daily Pass is locked to a single user account when they occupy (activate it) and are only valid for 24 hours post-activation. Any unused Daily Passes will roll over to the next month unless the Subscription is cancelled, in which case they will expire.
As part of your Subscription, you will be allocated a set number of Active Region slots. You can upload regions (if you have a Developer Seat) or purchase any number of regions to fill these slots for your World, but the number of concurrent active regions will depend on your Subscription. The regions may be activated/deactivated anytime. The total number of Active Regions can be increased by purchasing support plans.
As part of your Subscription, you have been allocated a set number of World Stream Minutes as defined on your Order Form. Minutes commence from when the User opens the web page associated with your business, to when the window is closed or the User has otherwise logged out. Minutes accrue for each User individually (for example, if two users are logged in concurrently, World Stream Minutes are spent at twice the rate). World Stream Minutes can be purchased in advance or on a pay-as-you-go basis (which is billed on a monthly basis). Any unused World Stream Minutes will carry on to next month if the Subscription is active. Any unused World Stream Minutes will expire when your Subscription expires or is terminated.
As part of your Subscription, Users of your World can use audio and video conferencing tools to voice/video chat or share screens with others. In doing so, you must ensure that your Users use the audio and video conferencing tools in a reasonable manner. Breakroom may determine that abnormal, unreasonable, or impermissible usage is occurring based on industry standards and patterns of usage of the Services, and may take appropriate steps, including suspension or termination of service. Breakroom may first contact the Customer and discuss appropriate usage and suitable plans to support valid use of the Services.
The Analytics Dashboard provides various insights relating to the usage of your World, interactions, and User behaviour. We reserve the sole right to either modify or discontinue any of the features of the Analytics Dashboard at any time with or without notice to you. You acknowledge and agree that it is your responsibility to review the Analytics Dashboard from time to time and to familiarize yourself with any modifications. See our Privacy Policy disclosures regarding the collection and use of your information.
During your Subscription, you have access to certain Support Services. All Subscriptions come with a basic support plan, with a first response time defined in the plan. You can purchase enhanced support by purchasing one of the Support Plans. For more information about what Support Plans are available, and what is included in the Support Plans, please see Breakroom terms of service schedules (1. Support Services) below.
As part of your Subscription, you have the option to enable or disable access to the Shop. If you enable the Shop for Users, or if you are selling content for your Users using the in-world shop, you and your Users must accept the shop terms. Please see Sine Wave Shop and Creator Program Terms (Part A: SINE WAVE SHOP) below.
In addition, if you are uploading content to the Shop you must agree to the Creator Program terms, referred to in Clause 4.10 below.
As part of our Service we may allow you and/or your Users to participate in our Creator Program, which provides participants with access to various creative and development functions embedded within the Platform, and for content to be uploaded to the Platform. For more information, including the terms and conditions for using the Creator Program, please see Sine Wave Shop and Creator Program Terms (PART B: SINE WAVE CREATOR PROGRAM) below.
Payments will fall due and must be made according to the Offer Details for your Subscription.
For Commitment Offerings, the price may be based on the quantity of Services you ordered. When you sign up to a Commitment Offering, your first payment will be billed immediately. Some offers may permit you to modify the quantity of Services ordered during the Subscription Period and the price may be adjusted accordingly, but price changes will not be retroactive. During the Subscription Period, prices for Services will not be increased from those posted on the Website at the time your Subscription became effective or was renewed, except where prices are identified as temporary in the Offer Details.
For Consumption Offerings, pricing is subject to change at any time upon notice. When you sign up to a Consumption Offering, your first payment will be billed immediately.
Depending on the Subscription you purchase, your Subscription may renew automatically or you may be prompted to renew your Subscription. Upon renewal of your Subscription, these Terms will remain in force. If you do not wish to renew your Subscription, you may decline to renew your Subscription and your Subscription will terminate.
For Commitment Offerings, your subscription will automatically renew until cancelled, in which case it will terminate upon expiration of the Subscription Period. If the Subscription Period is longer than one calendar month, we will provide you with no less than 3 days' notice, by e-mail or other means, of the automatic renewal before the expiration of the Subscription Period.
For Consumption Offerings, your Subscription will renew automatically unless you terminate the Subscription.
For Limited Offerings, renewal may not be permitted.
All prices are subject to change at the beginning of any Subscription renewal. We reserve the right to adjust pricing at any time. Unless we expressly communicate otherwise, any price changes to your Subscription will take effect on your next billing cycle upon notice communicated through a posting on the Website or such other means as we may deem appropriate from time to time, such as e-mail. If you do not cancel your Subscription, you will be deemed to have accepted these new prices.
Prices are exclusive of any taxes unless otherwise specified in the invoice as tax inclusive. You must pay any applicable value-added, goods and services, sales, gross receipts, or other transaction taxes, fees, charges or surcharges, or any regulatory cost recovery surcharges or similar amounts that are owed under these Terms and any Subscription-specific terms and which we are permitted to collect from you under applicable law. You will be responsible for any applicable stamp taxes and for all other taxes that you are legally obligated to pay, including any taxes that arise on the distribution or provision of Services to your Users. We will be responsible for all taxes based on our net income, gross receipts taxes imposed in lieu of taxes on income or profits, or taxes on our property ownership.
If any taxes are required to be withheld on payments you make to us, you may deduct such taxes from the amount owed to us and pay them to the appropriate taxing authority; provided, however, that you promptly secure and deliver an official receipt for those withholdings and other documents we reasonably request to claim a foreign tax credit or refund. You must ensure that any taxes withheld are minimized to the extent possible under applicable law.
Term. These Terms will remain in effect for the duration of the Subscription Period until the expiration or termination of your Subscription, whichever is earliest.
Subscription termination. You may terminate a Subscription at any time; however, you must pay all amounts due and owing before the termination is effective.
One-Month Subscription. A Subscription having a one-month Subscription Period may be terminated anytime without any cancellation fee.
Subscriptions of more than one month. If you terminate a Subscription within 30 days of the date on which the Subscription became effective or was renewed, no refunds will be provided, and you must pay for the initial 30 days of the Subscription, but no payments will be due for the remaining portion of the terminated Subscription. If you terminate a Subscription to Breakroom at any other time during the Subscription Period, you must pay for the remainder of the Subscription Period, and no refunds will be provided.
Limited Offerings. Breakroom may terminate your Subscription to a Limited Offering at any time during the Subscription Period without notice and without any liability to you or your Users.
Our suspension and termination rights. We have the right to monitor you and your Users’ use of the Services, and we may suspend your and your Users’ use of the Services if: (1) it is reasonably needed to prevent unauthorized access to User Data; (2) you or any of your Users are in breach of these Terms; (3) you do not pay amounts due under these Terms; (4) you or your Users do not abide by the Fair Use Policy; or (5) where requested by any law enforcement agency or such other governmental, regulatory or other body. If one or more of these conditions occurs, then:
For Limited Offerings, we may suspend your use of the Services, your Subscription and your account immediately without notice.
For all other Subscriptions, a suspension will apply to the minimum necessary part of the Services and will be in effect only while the condition or need exists. We will give at least 30 days’ notice before we suspend, except where we reasonably believe we need to suspend immediately, in which case we will notify you as soon as reasonably possible thereafter. If you do not fully address the reasons for the suspension within 60 days after we suspend, we may terminate your Subscription and delete your User Data in accordance with our Privacy Policy. We may also terminate your Subscription if your Subscription or any part of it is suspended more than twice in any 12-month period.
You may only use the Services pursuant to these Terms. You are solely responsible for your and your Users’ use of the Services and shall abide by, and ensure compliance with, all Laws in connection with your and each User’s use of the Services, including but not limited to laws related to intellectual property, privacy and export control. Use of the Services is void where you are in breach of these Laws.
System Requirements. Use of the Services requires one or more compatible devices, Internet access (fees may apply), and certain software (fees may apply), and may require obtaining updates or upgrades from time to time. Because the use of the Services involves hardware, software, and Internet access, your ability to access and use the Services may be affected by the performance of these factors. High-speed Internet access is recommended. You acknowledge and agree that such system requirements, which may be changed from time to time, are Your responsibility.
Registration Information. You are required to provide information about yourself in order to register for and/or use certain Services. You agree that any such information shall be accurate. You may also be asked to choose a username and password. You are entirely responsible for maintaining the security of your username and password and agree not to disclose such to any third party.
User Data.
Your privacy is important to us. The Privacy Policy is hereby incorporated into these Terms by reference. Please read the Privacy Policy carefully for information relating to our collection, use, and disclosure of your User Data.
You are solely responsible for the content of all User Data. You will secure and maintain all rights in the User Data necessary for us to provide the Services to you without violating the rights of any third party or otherwise obligating Breakroom to you or to any third party. Breakroom does not and will not assume any obligations with respect to User Data or to your use of the Services other than as expressly set forth in these Terms or as required by applicable law.
Your Content. You agree that you are solely responsible for the content sent or transmitted by you or displayed or uploaded by you in using the Services (“Content”) and for compliance with all Laws pertaining to the Content, including, but not limited to, laws requiring you to obtain the consent of a third party to use the Content and to provide appropriate notices of third party rights. You represent and warrant that you have the right to upload the Content to Breakroom and that such use does not violate or infringe on any rights of any third party. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that:
the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, or trade secret rights, of any third party.
you have fully complied with any third-party licenses relating to the Content and have done all things necessary to successfully pass through to your Users any required terms.
the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content.
the Content is not obscene, libellous, hateful or racially or ethnically objectionable, and does not violate the privacy or publicity rights of any third party.
By submitting Content to us through the use of the Service, you grant us a worldwide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purposes of displaying and distributing the Content within the platform. If you delete Content, the Company will use reasonable efforts to remove it from the Service, but you acknowledge that caching or references to the Content may not be made immediately unavailable.
Under no circumstances will Breakroom be liable in any way for any (a) Content that is transmitted or viewed while using the Services, (b) errors or omissions in the Content, or (c) any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to Content. Although Breakroom is not responsible for any Content, Breakroom may delete any Content, at any time without notice to you, if Breakroom becomes aware that it violates any provision of these Terms or any Laws. You retain copyright and any other rights you already hold in Content which you submit, post or display on or through, the Services. The Company will have no obligation to provide a refund of any amounts previously paid.
6. Live Camera Recording. By using the Services, where requested, you are giving Breakroom consent to store or stream recording of the meeting, conference or event. If such recordings are stored in our systems, they are always subject to our Privacy Policy. It is your responsibility to obtain prior consent from Users during such recording sessions.
Prohibited Use. You agree that you will not use, and will not permit any User to use, the Services to:
modify, disassemble, decompile, prepare derivative works of, reverse engineer or otherwise attempt to gain access to the source code of the Services;
knowingly or negligently use the Services in a way that abuses, interferes with, or disrupts Breakrooms' networks, your Subscriptions, or the Services;
engage in activity that is illegal, fraudulent, false, or misleading;
transmit through the Services any material that may infringe the intellectual property rights or other rights of third parties;
build or benchmark a competitive product or service, or copy any features, functions or graphics of the Services;
use the Services to communicate any message or material that is harassing, libellous, threatening, obscene, indecent, would violate the intellectual property rights of any party or is otherwise unlawful, that would give rise to civil liability, or that constitutes or encourages conduct that could constitute a criminal offence, under any applicable Laws;
upload or transmit any software, Content or code that does or is intended to harm, disable, destroy or adversely affect the performance of the Services in any way, or which does or is intended to harm or extract information or data from other hardware, software or networks of Breakoom or other Users;
engage in any activity or use the Services in any manner that could damage, disable, overburden, impair or otherwise interfere with or disrupt the Services, or any servers or networks connected to the Services or Breakrooms’ security systems;
use the Services in violation of our Fair Use policy or in a manner that violates applicable Law.
Limitations on Use. You may not reproduce, resell, or distribute the Services or any reports or data generated by the Services for any purpose unless you have been specifically permitted to do so under a separate agreement with us. You may not offer or enable any third parties to use the Services purchased by you, display on any website or otherwise publish the Services or any Content obtained from a Service (other than Content created by you) or otherwise generate income from the Services or use the Services for the development, production or marketing of a service or product substantially similar to the Services.
You control access by your Users, and you are responsible for their use of the Services in accordance with these Terms. You are responsible for the activities of all of your Users who access or use the Services through your Subscription and you agree to ensure that any such User will comply with these Terms and all Laws relating to data privacy. Breakroom assumes no responsibility or liability for violations. Breakroom provides you with tools to block or remove Users at any time. Under no circumstances will Breakroom be liable in any way for any data or other content viewed while using the Services, including, but not limited to, any errors or omissions in any such data or content, or any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to any data or content.
We have not reviewed, and cannot review, all of the material posted to the Services by other Users, and cannot, therefore, be responsible for that content, use or effects. By using the Services, we do not represent or imply that it endorses the content there posted, or that it believes such content to be accurate, useful or non-harmful.
You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Services may also contain material that violates the privacy or publicity rights or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. We disclaim any responsibility for any harm resulting from the use by visitors of the Services, or from any downloading by those visitors of content there posted.
Underage Users
If you are a university, school or other education establishment, and/or you intend to provide access of the World to Users who are under the age of 18 or the age of majority in your country (“Underage Users”), you agree that you are ultimately responsible for ensuring that your World, and any Underage User’s access to and use of your World, is compliant with your country’s data protection and child safeguarding legislation and requirements (“Child Safety Laws”), including but not limited to:
configuring your World in such manner as to protect an Underage User’s use of your World;
procuring that your Users who access and use the World (but who are not Underage Users), do so in compliance with Child Safety Laws;
designing and implementing age-appropriate end-user licence agreements, making clear to Underage Users their rights and restrictions with regards to your World;
limiting or restricting access to such elements and functionality of the World to that which complies with Child Safety Laws;
obtaining all necessary consents from parents or guardians for Underage Users to access your World;
implementing and maintaining sufficient information security procedures to prevent unauthorised access to your World; and
continuously monitoring and administering your World, your Users, and Underage Users in an appropriate manner compliant with Child Safety Laws, including the suspension and/or removal of any User.
On request, we may provide such training to you to how you use the World and the Services, including activating and deactivating functionalities available on your World, and on request we may suggest removing certain functionalities from your World, however WE ARE NOT RESPONSIBLE FOR ENSURING YOUR WORLD, AND YOUR USERS’ AND UNDERAGE USERS’ USE OF THE WORLD, IS COMPLIANT WITH CHILD SAFETY LAWS, AND YOU ACKNOWLEDGE THAT WE SHALL NOT BE LIABLE TO YOU, YOUR USERS OR YOUR UNDERAGE USERS FOR ANY LOSS OR DAMAGE WHICH MAY BE SUFFERED AS A RESULT OF YOUR USE OF THE WORLD OR THE SERVICES IN BREACH OF SUCH CHILD SAFETY LAWS.
To the extent that we become aware of any actual or potential issue regarding Child Safety Laws (arising either from (i) our monitoring of your use of the Services, or (ii) our receipt of any notice or request of an enforcement action or investigation from any law enforcement agency or such other governmental, regulatory or other body), you acknowledge that we have the right to suspend your World (including any World where there are no Underage Users), without liability to you, in order to assist with such enforcement action or request or investigation.
You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with it. You must not use your account in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and the Company may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause the Company liability. You must immediately notify the Company of any unauthorized uses of your account or any other breaches of security. The Company will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
In addition to our obligations set out in the Privacy Policy, we will maintain reasonable physical and technical safeguards to prevent unauthorized disclosure of or access to Content, in accordance with industry standards. We will notify you if we become aware of unauthorized access to Content. We will not access, view or process Content except (a) as provided for in these Terms and in our Privacy Policy; (b) as authorized or instructed by you, (c) as required to perform its obligations under these Terms, including routine maintenance and testing; or (d) as required by Law. We have no other obligations with respect to Content.
THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SINE WAVE ENTERTAINMENT MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESSED OR IMPLIED FOR THE SERVICE IT IS PROVIDING. WE ALSO DISCLAIM ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE AND WILL NOT BE RESPONSIBLE FOR ANY DAMAGES THAT MAY BE SUFFERED BY YOU, INCLUDING LOSS OF DATA RESULTING FROM DELAYS, NON-DELIVERIES OR SERVICE INTERRUPTIONS BY ANY CAUSE OR ERRORS OR OMISSIONS OF YOU. USE OF ANY INFORMATION OBTAINED BY WAY OF US IS AT YOUR OWN RISK, AND WE SPECIFICALLY DENY ANY RESPONSIBILITY FOR THE ACCURACY OR QUALITY OF INFORMATION OBTAINED THROUGH ITS SERVICES. CONNECTION SPEED REPRESENTS THE SPEED OF AN END-TO-END CONNECTION. WE DO NOT REPRESENT GUARANTEES OF SPEED OR AVAILABILITY OF END-TO-END CONNECTIONS. WE EXPRESSLY LIMIT OUR DAMAGES TO YOU FOR ANY NON-ACCESSIBILITY TIME OR OTHER DOWNTIME TO THE PRO-RATA MONTHLY CHARGE DURING THE SYSTEM UNAVAILABILITY. WE SPECIFICALLY DENY ANY RESPONSIBILITY FOR ANY DAMAGES ARISING AS A CONSEQUENCE OF SUCH UNAVAILABILITY.
If you are a company or a business, you shall indemnify and hold us, and all of our employees, contractors and licensors, and our respective directors, officers, employees and agents harmless from and against any and all claims, judgments, awards, costs, expenses, damages and liabilities (including reasonable attorney fees) of whatsoever kind and nature that may be asserted, granted or imposed against us directly or indirectly arising from or in connection with your marketing or support services of the product or services or the unauthorized representation of the product and services or any breach of these Terms by you or your Users.
Any dispute arising out of or in connection with these terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration under the London Court of International Arbitration (LCIA) Rules, which Rules are deemed to be incorporated by reference into this clause.
The number of arbitrators shall be one.
The seat, or legal place, of arbitration, shall be London, United Kingdom.
The language to be used in the arbitral proceedings shall be English.
In using the Service you agree for us to disclose your name to our existing affiliates and partners, and that we may occasionally reference your name or case study elements of projects you or your Users are engaged in, for the purposes of promoting the Services.
If any part of these Terms is held invalid or unenforceable, that part will be construed to reflect the original intent, and the remaining portions will remain in full force and effect. A waiver by either you or us of any term or condition of these Terms or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. We may assign its rights under this Agreement without condition.
These Terms constitute the entire agreement between us and you concerning the subject matter hereof. Except to the extent applicable Laws, if any, provides otherwise, these Terms, any access to or use of the Services will be governed by the Laws of England and the jurisdiction for any disputes arising out of or relating to these Terms will be the English courts.
For the purposes of this Schedule, the following words have the following meanings given to them, and all other defined terms shall have the meaning given to them in the Terms above:
“Response Time” means the time for us to respond to a Support Request.
“Support Plan” means the packages of support services that are available as part of your Subscription.
“Support Plan Descriptions” means the descriptions of Support Plans mentioned in your order summary.
“Support Portal” means our online portal which allows you to make Support Requests.
“Support Request” means a request for Support Services.
“Support Services” has the meaning given to it in clause 2 below, as modified by the applicable Support Plan Description.
“Support Ticket” means our acknowledgement of receipt of a Support Request.
We provide support concerning the installation, activation, seat migration, configuration, troubleshooting and/or any other issues that may arise in connection with the Platform or your use of the Service.
In the event you encounter a fault or an issue with the Platform or the Service, you may issue a Support Request through our Support Portal. In order for a Support Request to be valid it must:
to the best of your ability, completely and accurately describe the issue or fault, including which area of the Service is affected; and
be in English
following which, we shall review the Support Request and issue a Support Ticket. If you have purchased an add-on Support Plan, we will after a reasonable time classify the fault according to the priorities set out in paragraph 3, below.
Once a Support Ticket has been issued, we will respond to the Support Request in accordance with the Response Times specified in the applicable Support Plan Description. Note that Support Plans refer to ‘response times’, not ‘resolution/fix times’: a response does not guarantee the resolution of the fault within a particular time frame. If you have purchased any add-on Support Plans, our response times are faster and vary in accordance with the below fault classifications:
If you are suffering from a critical fault with the Platform or the Service you may make a request for emergency support (“Emergency Support Request”) or for high priority support (“High Priority Support Request”). Emergency Support Requests and High Priority Support Requests can be made via the Support Portal, which Support Request must include an accurate and complete description of the issues and be in plain English. Emergency Support Requests and High Priority Support Requests will not be acknowledged by Sine Wave Entertainment as an emergency without this notification method. In addition:
You must provide us with a designated contact during to be available at all reasonable times, either online via chat or by mobile phone, to assist with data gathering, troubleshooting, testing and applying the proposed solution.
In response to a correctly submitted Emergency Support Request or High Priority Support Requests, we will:
Contact your designated contact via phone or other real-time means.
Assign our personnel to take ownership of the issue and manage communications between you and us; and
Engage in regular communication with your designated contact for the duration of the issue.
Once we have responded within the applicable Response Time, we will use reasonable efforts to address the Supp