Please read these terms and conditions carefully before using this website
The DraftOrPass™ website located at www.draftorpass.com (the “Site”), is operated by DraftOrPass LLC (“DraftOrPass™,” “we,” “our” or “us”). You agree to the following DraftOrPass™ Website Terms and Conditions (“Terms and Conditions”), in their entirety, when you: (a) access or use the Site; and/or (b) register as a user (“User”) of the Site, which provides you with access to: (i) the Site’s viewable Content (as defined below) and other material; (ii) interactive areas of the Site, such as blog and comment sections, that enable Users to interact with other Users, as well as DraftOrPass™ personnel (“Interactive Services”); (iii) an array of daily and weekly fantasy sports-based games involving players from college football and professional baseball, basketball, football, hockey, golf and/or soccer (collectively, “Contests”); (iv) deposit credits (“Deposit Credits”) (but only where and to the extent offered by DraftOrPass™ from time-to-time) that you may be able to earn in connection with the first deposit that you make into your DraftOrPass™ account (“Account”); (v) frequent player points that are awarded to you for every valid Buy-In (as defined below) that you make in connection with a Contest (“DraftPoints”); and (vi) the referral program (but only where and to the extent offered by DraftOrPass™ from time-to-time), that will enable you, where available, to receive certain “Referral Bonuses” (“Referral Program,” and together with the Site, Content, Interactive Services, Contests, Deposit Credits, Account, DraftPoints and Referral Bonuses, the “DraftOrPass™ Offerings”).
1. Requirements. The DraftOrPass™ Offerings are available only to individuals that: (a) are legal residents of, and that physically reside in, the United States and Canada (with restrictions applying to residents of the States of Arizona, Iowa, Louisiana, Montana, North Dakota, Tennessee, Vermont, Nevada and Washington, as well as Puerto Rico and where otherwise prohibited by law) (collectively, the “Restricted Territories”); (b) are at least: (i) eighteen (18) years of age, or nineteen (19) years of age for residents of Alabama and Nebraska; or (ii) the age of majority in their respective jurisdiction at the time of entry, if the age of majority is greater than eighteen (18) years of age; (c) can enter into legally binding contracts under applicable law; and (d) are not associated with a college or professional athlete, or college or professional sports team, featured in any Contest in a way that creates, or could create, an unfair advantage in any Contest. Residents of the Restricted Territories may only participate in the Free Contests (as defined below and in the Contest Rules).
WITHOUT LIMITING THE FOREGOING, AND WITHOUT EXCEPTION, ALL PROSPECTIVE USERS ARE SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ENSURING THAT USE OF A DRAFTORPASS™ OFFERING IS NOT PROHIBITED BY ANY LAW APPLICABLE TO THAT PROSPECTIVE USER’S RESIDENT JURISDICTION.
In seeking to register an Account on the Site, you are representing to us that you are of sufficient age and not legally resident, or physically located in, a Restricted Territory and you agree to provide us, upon request, with such documentation as we may require from time-to-time to verify your age, identity and residency status. You acknowledge and agree that failure to provide any such documentation within a timely fashion may result in the suspension or termination of your Account, as well as forfeiture of any applicable Prizes (as defined below) awarded to you, without notice.
2. Modification. To the extent permissible by applicable law, we may amend the Agreement from time to time in our sole discretion, without specific notice to you; provided, however, that: (a) any amendment or modification to the arbitration provisions, prohibition on class action provisions or any other provisions applicable to dispute resolution (collectively, “Dispute Resolution Provisions”) shall not apply to any disputes incurred prior to the applicable amendment or modification; and (b) any amendment or modification to pricing and/or billing provisions (“Billing Provisions”) shall not apply to any charges incurred prior to the applicable amendment or modification. The latest Agreement will be posted on the Site, and you should review the Agreement, in its entirety, prior to using the DraftOrPass™ Offerings. By your continued use of the DraftOrPass™ Offerings, you hereby agree to comply with, and be bound by, all of the terms and conditions contained within the Agreement effective at that time (other than with respect to disputes arising prior to the amendment or modification of the Dispute Resolution Provisions, or charges incurred prior to the amendment or modification of the Billing Provisions, which shall be governed by the Dispute Resolution Provisions and/or Billing Provisions then in effect at the time of the subject dispute or incurred charges, as applicable).
3. Registration. In order to obtain access to the DraftOrPass™ Offerings including, without limitation, the Contests as a User, you must first submit the applicable registration form to DraftOrPass™ for review and approval (“Form”). DraftOrPass™ reserves the right, in its sole discretion, to deny access to the DraftOrPass™ Offerings to anyone at any time and for any reason, whatsoever. The registration data that you must supply on the Form may include, without limitation, some or all of the following: (a) your full name; (b) e-mail address (including the e-mail address associated with your PayPal® account); (c) billing/mailing address; (d) date of birth; (e) credit card information; and/or (f) any other information requested on the applicable Form (collectively, “Initial Registration Data”). Further, Prize winners may be required to provide: (i) their Social Security Number; and (ii) picture proof of identification, which may include a driver’s license, passport, voting card or similar government issued identification (“Prize Winner Data” and together with the Initial Registration Data, the “Registration Data”).
You agree to provide true, accurate, current and complete Registration Data and to update your Registration Data as necessary in order to maintain it in an up to date and accurate fashion. DraftOrPass™ will verify and approve all registrants in accordance with its standard verification procedures. If DraftOrPass™ approves your User application, DraftOrPass™ will set up your specific Account. Only one (1) Account is permitted per person.
During registration, you will be asked to provide a user name and password to use as your Account log-in identification, where applicable (“Log-In”). If the Log-In that you request is not available, you will be asked to supply another Log-In. You can change the user name and/or password that you selected during registration at any time through your Account settings. You are responsible for maintaining the confidentiality of your Account and Log-In, and for restricting access to your computer, and you agree to accept responsibility for all activities that occur through use of your Account and Log-In, including any Buy-Ins paid therethrough.
PayPal® is a registered trademark of PayPal, Inc. Please be advised that DraftOrPass™ is not in any way affiliated with PayPal, Inc., and neither DraftOrPass™ nor the DraftOrPass™ Offerings are endorsed or sponsored by PayPal, Inc.
4. DraftOrPass™ Offerings. A User Account will enable you to utilize the DraftOrPass™ Offerings and other features including, but not limited to: (a) viewable Content; (b) the Contests; (c) Referral Program; (d) Deposit Credits; (e) DraftPoints; and (f) Interactive Services.
Contests. Capitalized terms used in this Section 4(i) but not defined in these Terms and Conditions shall have the meaning set forth in the Contest Rules.
Lobby Rules: Periodically, DraftOrPass™ will make Contests available to Users. Each Contest shall be subject to the Contest Rules, and may include certain specific terms, conditions and restrictions, as predetermined and set forth in the rules appearing on the “Lobby” page associated with each applicable Contest (each, “Lobby Rules,” and together with the Contest Rules, the “Rules”), including, without limitation: (A) the minimum/maximum number of Entrants who may participate; (B) the Buy-In amount, Prize amount, and number of winners; (C) the applicable Salary Cap associated with each Draft; (D) whether or not the Contest is a Double-Up or Triple-Up Contest; (E) whether the Contest is a Guaranteed Contest or Non-Guaranteed Contest; (F) whether the Contest is a Pick’Em with Goals Contest; and (G) whether the Contest is a Multi-Entry Contest. Each Contest shall have a limited number of openings, and entrants will be accepted on a first come, first served basis.
IT IS PROHIBITED FOR TWO (2) OR MORE ENTRANTS TO COLLABORATE DURING ANY CONTEST OR TO ADOPT A STRATEGY (BEFORE OR DURING A CONTEST) IN ORDER TO MUTUALLY GAIN AN ADVANTAGE AND/OR HARM OTHER ENTRANTS (COLLECTIVELY, “COLLUSION”).
TO THE EXTENT PERMISSIBLE BY APPLICABLE LAW, DRAFTORPASS™ IS NOT RESPONSIBLE FOR ATTEMPTED CONTEST REGISTRATIONS THAT ARE LOST, LATE, ILLEGIBLE, MISDIRECTED, DAMAGED, INCOMPLETE OR INCORRECT, OR FOR YOUR FAILURE TO PARTICIPATE IN, OR COMPLETE, A SCHEDULED CONTEST. IF YOU FAIL TO ENTER A CONTEST INCLUDING, WITHOUT LIMITATION, WHERE YOU CANNOT ACCESS THE SITE FOR ANY REASON WHATSOEVER, YOU WILL NOT BE ABLE TO PARTICIPATE IN THAT CONTEST.
Buy-Ins; Account Deposits. Subject to Section 1 above, the Contests can either be played: (I) for a fee, with a chance to win cash and/or merchandise (“Pay Contests”); and (II) for free (“Free Contests”). In connection with Pay Contests, Users must pay the applicable entry fee from their Account in advance of that Contest’s start time (“Buy-In”). The Buy-In associated with each Contest will be predetermined and set forth in the applicable Lobby Rules. Contests that do not attract the requisite number of Entrants will be cancelled prior to commencement, and any and all Buy-Ins fully refunded. Where you opt to deposit funds into your Account, your PayPal® account, or the credit or debit card that you provided during registration or updated at a later date (“Active Credit Card”), will be charged the applicable amount. All Buy-Ins are payable in United States currency. Subject to the conditions set forth herein, you agree to be bound by the Billing Provisions of DraftOrPass™ in effect at any given time. Upon reasonable prior written notice to you (with e-mail sufficing), DraftOrPass™ reserves the right to change its Billing Provisions whenever necessary, in its sole discretion. Continued use of the DraftOrPass™ Offerings after receipt of such notice shall constitute consent to any and all such changes; provided, however, that any amendment or modification to the Billing Provisions shall not apply to any charges incurred prior to the applicable amendment or modification. All Buy-In charges will appear on your Active Credit Card bill, or PayPal® account statement, as applicable, as “DraftOrPass LLC.”
DraftOrPass’s™ authorization to provide and bill for the DraftOrPass™ Offerings is obtained by way of your electronic signature or, where applicable, via physical signature and/or voice affirmation. Once an electronic signature is submitted, this electronic order constitutes an electronic letter of agency. DraftOrPass’s™ reliance upon your electronic signature was specifically sanctioned and written into law when the Uniform Electronic Transactions Act and the Electronic Signatures in Global and National Transactions Act were enacted in 1999 and 2000, respectively. Both laws specifically preempt all state laws that recognize only paper and handwritten signatures.
Prizes and Withdrawals: The winner(s) of the Pay Contests, as determined by DraftOrPass™, will receive the applicable monetary prize (“Prize”). Prize amounts may be withdrawn by a User at any time, and will be paid to that User’s Active Credit Card, PayPal® account or by check sent directly by DraftOrPass™; provided, however, that Deposit Credits, DraftPoints and certain bonus Prizes, registration bonuses and other free money giveaways, as offered by DraftOrPass™ from time-to-time, may be subject to certain withdrawal restrictions. Checks for withdrawal requests are processed within fourteen (14) business days, and are sent via U.S. Mail. You are responsible for paying any sales, use or other taxes related to any Prizes awarded to you in connection with the Contests. Without limiting the foregoing, any request for withdrawal from your Account that brings your total earnings (withdrawals less deposits) to an amount over Six Hundred Dollars ($600.00) for any calendar year will require that you provide us with a valid street address and Social Security Number prior to processing. This information will be used by us to file a form 1099-MISC at the end of the year. In addition, Entrants may be requested to complete an affidavit of eligibility and a liability/publicity release (unless prohibited by law) and provide forms of identification including, but not limited to, a driver's license, proof of residence and/or any information relating to payment/deposit accounts as reasonably requested by DraftOrPass™ in order to complete the payment process. Failure to comply with the above requirements may result in disqualification and forfeiture of any Prizes.
ALL DETERMINATIONS BY DRAFTORPASS™ WITH RESPECT TO WINNERS AND PRIZES WILL BE MADE IN DRAFTORPASS’S™ SOLE AND ABSOLUTE DISCRETION, AND WILL BE FINAL AND BINDING ON YOU.
DRAFTORPASS™ RESERVES THE RIGHT TO DISQUALIFY AND/OR INVALIDATE ANY PRIZES AWARDED WHERE THE APPLICABLE PRIZE WINNER FAILED TO COMPLY WITH THE AGREEMENT, IN ANY MANNER.
Cancellation/Invalidation of Contests: Without limiting any provision set forth in the Rules, DraftOrPass™ reserves the right to terminate and/or invalidate the results of any and all Contests (including associated Prizes) where DraftOrPass™ determines, in its sole and absolute discretion, that such cancellation/invalidation: (x) is necessary or advisable due to any change in or to any law, regulation or legal interpretation thereof affecting the Contests in any way; and/or (y) for purposes of preventing abusive, fraudulent, unfair or potentially unlawful activity, or in the event that there is a risk of any such abusive, fraudulent, unfair or potentially unlawful activity.
YOU UNDERSTAND AND AGREE THAT DRAFTORPASS™ IS NOT RESPONSIBLE OR LIABLE IN ANY MANNER WHATSOEVER FOR ANY CONTEST CANCELLATION OR FOR YOUR INABILITY TO PARTICIPATE IN THE CONTESTS FOR ANY OTHER REASON, WHATSOEVER.
Users that possess the requisite technology shall have the opportunity to view certain sports-related and other media (downloaded, streaming or samples), statistics, software, text, images, graphics, user interfaces, audio, trademarks, logos, artwork, Feedback (as defined below) and other content made available by and through the Site (collectively, “Content”) as compiled, distributed and displayed by DraftOrPass™, as well as Users and third party services/entities (collectively, “Third Party Providers”) that provide sports-related news and information by and through the Site via updated news feeds. The Content will be organized by theme and genre to enable Users to locate areas of interest. The Content should not necessarily be relied upon. The Third Party Providers are solely responsible for the accuracy, completeness, appropriateness and/or usefulness of such Content. You may find certain Content to be harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Content.
To the extent permissible by applicable law, you understand and agree that DraftOrPass™ will not be responsible for, and DraftOrPass™ undertakes no responsibility to monitor, or otherwise police, the Content. To the extent permissible by applicable law, you agree that DraftOrPass™ shall have no obligation and incur no liability to you in connection with any Content.
Where you opt to deposit funds into your Account for the first time, and that deposit is for Twenty Dollars ($20.00) or more, you will be granted Deposit Credits in an amount equal to the deposited amount as follows: The Deposit Credits shall be released to each User’s account when that User pays a Buy-In for a Contest at a rate of four percent (4%) of the applicable Buy-In amount, up to the total number of Deposit Credits.
For every dollar that you spend on a Buy-In that is not refunded to you, you will earn two (2) DraftPoints. DraftPoints can be redeemed for Buy-Ins, as well as other merchandise, as determined by DraftOrPass™ in its sole discretion from time-to-time. DraftOrPass™ reserves the right to cancel the DraftPoints program at any time; provided, however, that any such cancellation will not affect any DraftPoints already earned by you.
Each User that accesses the Referral Program (each, a "Referrer") will be provided with a unique code (“Referral Code”) and unique link that can be utilized to refer prospective new Users (“Referral Link”) via e-mail, social media websites or other methods permitted by applicable law. Each Referrer, and the associated Valid Referral (as defined below), will each receive a Two Dollar ($2.00) credit that can be used for Contest Buy-Ins (“Referral Bonus”), for each Valid Referral. For purposes of the Agreement, a “Valid Referral” shall mean a real-life individual, not residing in the Restricted Territories, who clicks on the Referrer’s Referral Link and successfully creates an Account, for the first time, and deposits a minimum of Ten Dollars ($10.00) in that Account. Already-existing Users will not count as Referrals. Referral Bonuses are subject to separate restrictions, such as expiration dates. DraftOrPass™ reserves the right to cancel the Referral Program at any time; provided, however, that any such cancellation will not affect any Referral Bonus already earned by you.
IMPORTANT: REFERRALS MUST CLICK THROUGH THE REFERRAL LINK IN ORDER FOR THE REFERRER, AND REFERRAL, TO EARN REFERRAL BONUSES. IF A PROSPECTIVE REFERRAL DOES NOT REGISTER VIA THE REFERRAL LINK, THAT PROSPECTIVE REFERRAL SHALL NOT BE CONSIDERED A REFERRAL AND NEITHER THE REFERRER NOR THE PROSPECTIVE REFERRAL WILL RECEIVE ANY REFERRAL BONUS FOR THAT REFERRAL.
In addition to, and without limiting, any and all obligations and restrictions set forth in the Agreement, you agree to the following “Referrer Requirements” in connection with your attempt to generate Referrals:
(A) Your activities in connection with generating Referrals (“Referral Activities”), and the materials used by you in connection with same (“Creative”), must: (I) comply with all applicable federal and state laws, rules and regulations including, without limitation, the CAN-SPAM Act of 2003, as amended and the Federal Trade Commission’s report entitled, “Protecting Consumer Privacy in an Era of Rapid Change: Recommendations for Businesses and Policymakers,” as amended; (II) not infringe upon any third party intellectual property or other proprietary rights; (III) include prominent disclosures that you stand to gain Buy-In credits where the prospective Referrals deposit money into their respective Accounts; and (IV) comply with the Federal Trade Commission Guidelines Concerning the Use of Endorsements and Testimonials (“FTC Guidelines”).
(B) DraftOrPass™ reserves the right to terminate your participation in the Contests and invalidate any Contest entries and/or Prizes awarded to you for any Prohibited Conduct. For purposes of the Agreement, “Prohibited Conduct” is defined as those instances where you engage in any of the following: (I) any Referral Activities via facsimile or telemarketing; (II) any Referral Activities in connection with mobile telephones or portable electronic devices via SMS, Smart Messaging, EMS, MMS or any other type of text messaging service or protocol; (III) violations of the terms of service of, or Abusing, social media websites such as LinkedIn®, Facebook® or Twitter® in connection with your Referral Activities (for purposes of the Agreement, “Abuse” shall mean spamming, sending any unsolicited mass mailing or instant messaging, using social media websites for commercial purposes, making any automated use of systems, such as using scripts to send bulletins or other communications, or any other activity that violates the applicable terms of service); (IV) any unlawful activity; (V) any fraudulent or deceptive activity; and/or (VI) any conduct that DraftOrPass™ reasonably objects to.
(C) You shall not place any Creative in, on or through any e-mail messages or online venue that contains, promotes, references or has links to: (I) web pages with no content; (II) profanity, sexually explicit material, hate material, material that promotes violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation, age or family status, or any other material deemed unsuitable or harmful to the reputation of DraftOrPass™; (III) piracy (of software, videos, audio/music, books, video games, etc.) hacking/cracking/phreaking, emulators/ROMs, or distribution of copyrighted materials; (IV) illegal activities or advice; (V) deceptive acts or practices; (VI) violations of the rights of others, such as intellectual property or privacy rights; (VII) personal web pages, non-English language pages, free hosted pages or venues under construction; or (VIII) activities generally understood as Internet abuse including, but not limited to, the sending of unsolicited bulk electronic mail.
USERS ARE NOT PERMITTED TO OPEN ANY ADDITIONAL, SEPARATE USER ACCOUNTS UNDER ALIASES IN ORDER TO ADD HER/HIMSELF AS A REFERRAL AND EARN ADDITIONAL REFERRAL BONUSES IN CONNECTION WITH THOSE ADDITIONAL USER ACCOUNTS (“SELF-REFERRAL”).
DRAFTORPASS™ RESERVES THE RIGHT TO INVALIDATE ANY PROSPECTIVE REFERRAL AND/OR ANY REFERRAL BONUS WHERE DRAFTORPASS™ DETERMINES, IN ITS SOLE AND ABSOLUTE DISCRETION, THAT THE REFERRAL IS A SELF-REFERRAL, THAT THE REFERRER ENGAGED IN ANY PROHIBITED CONDUCT AND/OR THAT THE APPLICABLE REFERRAL WAS THE PRODCUCT OF COLLUSION, WAS GENERATED USING ANY FRAUDULENT OR DECEPTIVE METHOD, WAS GENERATED IN BAD FAITH OR WAS OTHERWISE GENERATED IN VIOLATION OF THE AGREEMENT.
Subject to the restrictions set forth herein, the Interactive Services will allow Users to participate in comment sections and other interactive areas of the Site. Each User agrees to use the Interactive Services in full compliance with all applicable laws, rules and regulations. Each User shall be solely responsible for her/his comments, opinions, statements, feedback and other content (collectively, “Feedback”) posted by and through the Interactive Services (“Feedback”). You understand and agree that DraftOrPass™ shall not be liable to you, any other User or any third party for any claim in connection with your use of, or inability to use, the Interactive Services. DraftOrPass™ does not monitor the Feedback submitted by Users, and operates the Interactive Services as a neutral host. The Interactive Services contain Feedback that is provided directly by Users. You agree that DraftOrPass™ shall have no obligation and incur no liability to you in connection with any Feedback appearing in or through the Interactive Services. DraftOrPass™ does not represent or warrant that the Feedback posted through the Interactive Services is accurate, complete or appropriate. DraftOrPass™ reserves the right to remove any Feedback from the Site at any time and for any reason, in DraftOrPass’s™ sole discretion.
In connection with your Feedback, you agree not to: (A) display any telephone numbers, street addresses, last names, URLs, e-mail addresses or any confidential information of any third party; (B) display any audio files, text, photographs, videos or other images containing confidential information; (C) display any audio files, text, photographs, videos or other images that may be deemed indecent or obscene, as defined under applicable law; (D) impersonate any person or entity; (E) “stalk” or otherwise harass any person; (F) engage in advertising to, or commercial solicitation of, Users or other third parties; (G) transmit any chain letters, spam or junk e-mail to any Users or other third parties; (H) express or imply that any statements that you make are endorsed by DraftOrPass™; (I) harvest or collect personal information of Users or other third parties whether or not for commercial purposes, without their express consent; (J) use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the DraftOrPass™ Offerings or related content; (K) post, distribute or reproduce in any way any copyrighted material, trademarks or other proprietary information without obtaining the prior consent of the owner of such proprietary rights; (L) remove any copyright, trademark or other proprietary rights notices contained within the DraftOrPass™ Offerings; (M) interfere with or disrupt any of the DraftOrPass™ Offerings and/or the servers or networks connected to same; (N) post, offer for download, e-mail or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (O) post, offer for download, transmit, promote or otherwise make available any software, product or service that is illegal or that violates the rights of a third party including, but not limited to, spyware, adware, programs designed to send unsolicited advertisements (i.e. “spamware”), services that send unsolicited advertisements, programs designed to initiate “denial of service” attacks, mail bomb programs and programs designed to gain unauthorized access to networks on the Internet; (P) “frame” or “mirror” any part of the Site; (Q) use metatags or code or other devices containing any reference to the DraftOrPass™ Offerings in order to direct any person to any other website for any purpose; and/or (R) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the DraftOrPass™ Offerings or any software used on or in connection with same. Engaging in any of the aforementioned prohibited practices shall be deemed a breach of the Agreement and may result in the immediate termination of, or access to, some or all of the DraftOrPass™ Offerings without notice, in the sole discretion of DraftOrPass™. DraftOrPass™ reserves the right to pursue any and all legal remedies against Users that engage in the aforementioned prohibited conduct.
5. Cancellation of Account. You may cancel your Account at any time if you are not completely satisfied. To cancel your Account, simply e-mail us at: [email protected], or cease using the DraftOrPass™ Offerings. In addition, DraftOrPass™ reserves the right to cancel the Account of any User for any reason or no reason, including where DraftOrPass™ believes that such User is in breach of the Agreement, in DraftOrPass’s™ sole and absolute discretion. You understand and agree that cancellation of your Account is your sole right and remedy with respect to any dispute with DraftOrPass™. Upon any termination and/or cancellation of your Account, your license grant, as set forth in Section 6 hereinbelow shall immediately terminate. You shall not receive any refund for Buy-Ins previously paid for, up to the date of cancellation or termination.
6. License Grant. As a User of the Site, you are granted a non-exclusive, non-transferable, revocable and limited license to access and use the DraftOrPass™ Offerings and all other material, products and/or services posted or made available by and through same (collectively, “DraftOrPass™ Material”) in accordance with the Agreement. DraftOrPass™ may terminate this license at any time for any reason. Unless otherwise expressly authorized by DraftOrPass™, you may only use the DraftOrPass™ Material for your own personal, non-commercial use. No part of the DraftOrPass™ Material may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. You may not use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the DraftOrPass™ Material and/or any portion thereof. You may not create any “derivative works” by altering any aspect of the DraftOrPass™ Material. You may not use DraftOrPass™ Material in conjunction with any other third-party content (e.g., to provide sound for a film). You may not exploit any aspect of the DraftOrPass™ Material for any commercial purposes not expressly permitted by DraftOrPass™ (including the bundled sale of such DraftOrPass™ Material). Systematic retrieval of the DraftOrPass™ Material by automated means or any other form of scraping or data extraction in order to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from DraftOrPass™ is strictly prohibited. You further agree to indemnify and hold harmless DraftOrPass™ for your failure to comply with this Section 6. DraftOrPass™ reserves any rights not explicitly granted in the Agreement.
7. Proprietary Rights. All DraftOrPass™ Material is owned or licensed by or to DraftOrPass™, and is protected under applicable copyrights, trademarks and other proprietary (including, but not limited to, intellectual property) rights. Except as expressly provided in the Agreement, no part of DraftOrPass™ Material may be reproduced, recorded, retransmitted, sold, rented, broadcast, distributed, published, uploaded, posted, publicly displayed, altered to make new works, performed, digitized, compiled, translated or transmitted in any way to any other computer, website or other medium or for any commercial purpose, without DraftOrPass’s™ prior express written consent. Except as expressly provided herein, you are not granted any rights or license to patents, copyrights, trade secrets, rights of publicity or trademarks with respect to any of the DraftOrPass™ Material. The posting of information or material at the Site by DraftOrPass™ does not constitute a waiver of any right in or to such information and/or materials. DraftOrPass™ reserves all rights not expressly granted hereunder. The “DraftOrPass” name and logo are trademarks of DraftOrPass, Inc. All custom graphics, icons and service names are trademarks of their rightful owners. All other trademarks are the property of their respective owners. The use of any DraftOrPass™ trademark without DraftOrPass’s™ express written consent is strictly prohibited.
8. Indemnification. To the fullest extent permissible by applicable law, you agree to indemnify and hold DraftOrPass™, its parents and subsidiaries, and each of their respective members, officers, directors, employees, agents, co-branders, content licensors and/or other partners, harmless from and against any and all claims, expenses (including reasonable attorneys’ fees), damages, suits, costs, demands and/or judgments whatsoever, made by any third party due to or arising out of: (a) your use of the DraftOrPass™ Offerings in any way, whatsoever; (b) your breach of the Agreement; (c) any dispute between you and any other Users, Third Party Providers and/or other third parties; (d) any claim that DraftOrPass™ owes any taxes in connection with your use of the DraftOrPass™ Offerings; and/or (e) your violation of any rights of another individual and/or entity. The provisions of this Section 8 are for the benefit of DraftOrPass™, its parents, subsidiaries and/or affiliates, and each of their respective officers, directors, members, employees, agents, shareholders, licensors, suppliers and/or attorneys. To the fullest extent permissible by applicable law, each of these individuals and entities shall have the right to assert and enforce these provisions directly against you on its own behalf.
9. Disclaimer of Warranties. THE DRAFTORPASS™ OFFERINGS, DRAFTORPASS™ MATERIAL AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED IN CONNECTION WITH SAME, ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, DRAFTORPASS™ MAKES NO WARRANTY THAT THE DRAFTORPASS™ OFFERINGS, DRAFTORPASS™ MATERIAL AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED AND/OR ACCESSED IN CONNECTION WITH SAME: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED; (C) WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (D) WILL FEATURE STATISTICS, CONTENT AND/OR LEADERBOARDS THAT ARE CURRENT, ACCURATE OR RELIABLE; (E) WILL HAVE SECURITY METHODS EMPLOYED THAT WILL BE SUFFICIENT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF SAME, OR AGAINST INFRINGEMENT; (F) WILL RESULT IN ANY ECONOMIC BENEFIT OR GAIN; AND/OR (G) WILL BE ACCURATE OR RELIABLE. THE DRAFTORPASS™ OFFERINGS, DRAFTORPASS™ MATERIAL AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED IN CONNECTION WITH SAME MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. DRAFTORPASS™ WILL NOT BE LIABLE FOR THE AVAILABILITY OF THE UNDERLYING INTERNET CONNECTION ASSOCIATED WITH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DRAFTORPASS™, ANY USERS, THIRD PARTY CONTENT PROVIDERS OR OTHERWISE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
10. Limitation of Liability. YOU EXPRESSLY UNDERSTAND AND AGREE THAT DRAFTORPASS™ SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL AND/OR EXEMPLARY DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF DRAFTORPASS™ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), TO THE FULLEST EXTENT PERMISSIBLE BY LAW FOR: (A) THE USE OR THE INABILITY TO USE THE DRAFTORPASS™ OFFERINGS, DRAFTORPASS™ MATERIAL AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED IN CONNECTION WITH SAME; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND/OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, CONTENT AND/OR ANY OTHER PRODUCTS PURCHASED OR OBTAINED FROM OR THROUGH THE SITE; (C) THE UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR REGISTRATION DATA; (D) ANY ISSUE RELATED TO THE TIMELINESS, ACCURACY OR RELIABILITY OF STATISTICS, CONTENT AND/OR LEADERBOARDS THAT ARE MADE AVAILABLE IN CONNECTION WITH THE DRAFTORPASS™ OFFERINGS; (E) YOUR FAILURE TO REALIZE ANY ECONOMIC BENEFIT OR GAIN; (F) THE CANCELLATION OF ANY CONTEST(S) AND/OR PRIZES, AS PERMITTED HEREUNDER OR UNDER THE RULES; AND (G) ANY OTHER MATTER RELATING TO THE DRAFTORPASS™ OFFERINGS, DRAFTORPASS™ MATERIAL AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED AND/OR ACCESSED IN CONNECTION WITH SAME. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION, IN THE AGGREGATE INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS AND ANY AND ALL OTHER TORTS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, YOU HEREBY RELEASE DRAFTORPASS™ FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THE LIMITATIONS STATED HEREIN. THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND DRAFTORPASS™. ACCESS TO THE DRAFTORPASS™ OFFERINGS, DRAFTORPASS™ MATERIAL AND/OR ANY OTHER PRODUCTS AND/OR SERVICES OFFERED IN CONNECTION WITH SAME WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS ON LIABILITY AND, IN SUCH JURISDICTIONS, DRAFTORPASS’S™ LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
11. Copyright Policy/DMCA Compliance. DraftOrPass™ reserves the right to terminate the Account of any User who infringes upon third-party copyright rights. If you believe that a copyrighted work has been copied and posted via the Site in a way that constitutes copyright infringement, you should provide DraftOrPass™ with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted work; (b) an identification and location within the Site of the copyrighted work that you claim has been infringed; (c) a written statement by you that you have a good faith belief that the disputed use is not authorized by the owner, its agent or the law; (d) your name and contact information, such as telephone number or e-mail address; and (e) a statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for DraftOrPass’s™ Copyright Agent for notice of claims of copyright infringement is as follows:
Klein Moynihan Turco LLP
Attn: Jonathan Turco, Esq.
450 Seventh Avenue, 40th Floor
New York, NY 10123
12. Legal Warning. If you bypass or disable any portion of the DraftOrPass™ Offerings or associated software including, without limitation, the operation of DraftOrPass™ systems, or you attempt to circumvent or tamper with the Contests or billing methods in any way, you are in violation of the Agreement and DraftOrPass™ may suspend or terminate your Account without notice. Termination of your Account will not excuse you from any criminal or other civil liabilities that may result from your actions.
13. Accessing the DraftOrPass™ Offerings. You are responsible for obtaining and maintaining, at your own cost and expense, all input/output devices or equipment (such as modems, terminal equipment, computer equipment and software) and communications services (including, without limitation, long distance or local telephone services) necessary to access the DraftOrPass™ Offerings and for ensuring that such equipment and services are compatible with DraftOrPass’s™ requirements.
14. Third-Party Websites. The DraftOrPass™ Offerings may provide links to other Internet websites and/or resources including, without limitation, websites owned and/or operated by Third Party Providers. Because DraftOrPass™ has no control over such third party websites and/or resources, you hereby acknowledge and agree that DraftOrPass™ is not responsible for the availability or content of such third party websites and/or associated resources. Furthermore, DraftOrPass™ does not endorse, and is not responsible or liable for, any terms and conditions, privacy policies, content, advertising, services, products and/or other materials available at or from such third party websites or resources, or for any damages and/or losses arising therefrom or associated therewith.
16. Dispute Resolution Provisions. The Agreement shall be treated as though it were executed and performed in New York, NY and shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles). Should a dispute arise concerning the DraftOrPass™ Offerings, the terms and conditions of the Agreement or the breach of same by any party hereto: (a) the parties agree to submit their dispute for resolution before a reputable arbitration organization as mutually agreed upon by the parties; and (b) you agree to first commence a formal dispute proceeding by completing and submitting an Initial Dispute Notice which can be found Here. We may choose to provide you with a final written settlement offer after receiving your Initial Dispute Notice (“Final Settlement Offer”). If we provide you with a Final Settlement Offer and you do not accept it, or we cannot otherwise satisfactorily resolve your dispute, you can submit your dispute for resolution by arbitration before a reputable arbitration organization as mutually agreed upon by the parties, in your county of residence, by filing a separate Demand for Arbitration, which is available Here. Any award rendered shall be final and conclusive to the parties and a judgment thereon may be entered in any court of competent jurisdiction. Nothing contained herein shall be construed to preclude any party from: (i) seeking injunctive relief in order to protect its rights pending an outcome in arbitration; and/or (ii) pursuing the matter in small claims court rather than arbitration. Although we may have a right to an award of attorneys’ fees and expenses if we prevail in arbitration, we will not seek such an award from you unless the arbitrator determines that your claim was frivolous.
To the extent permitted by law, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against DraftOrPass™ and/or its employees, officers, directors, members, representatives and/or assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney’s fees and court costs that DraftOrPass™ incurs in seeking such relief. This provision preventing you from bringing, joining or participating in class action lawsuits: (A) does not constitute a waiver of any of your rights or remedies to pursue a claim individually in binding arbitration as provided above; and (B) is an independent agreement. You may opt-out of these dispute resolution provisions by providing written notice of your decision within thirty (30) days of the date that you first access the Site.
17. Miscellaneous. Should any part of the Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. The Agreement is personal between you and DraftOrPass™ and it governs your use of the DraftOrPass™ Offerings and DraftOrPass™ Material. To the extent that anything in or associated with the DraftOrPass™ Offerings is in conflict or inconsistent with these Terms and Conditions, these Terms and Conditions shall take precedence; provided, however, that with respect to any Contests, to the extent that anything in these Terms and Conditions is inconsistent with the applicable Rules, those Rules shall take precedence. DraftOrPass’s™ failure to enforce any provision of the Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. The parties do not intend that any agency or partnership relationship be created through operation of the Agreement.
18. Contact Us. If you have any questions about the Agreement or the practices of DraftOrPass™, please feel free to e-mail us at: [email protected]