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TERMS OF USE
Last Updated: 2017-08-28
Please read these Terms of Use (the “Terms”) carefully. These Terms govern your access to and use of the Codename Entertainment Inc. (“Codename“, “we“, “us” or “our“) website located at www.codenameentertainment.com and all associated Codename websites (the “Site”), and the games offered or supported by Codename (the “Games”), including through third party websites, App stores and other third party platforms. The Site and the Games are referred to collectively throughout these Terms as the “Services”.
YOU ACKNOWLEDGE AND AGREE THAT BY REGISTERING FOR, ACCESSING OR USING THE SERVICES, OR DOWNLOADING THE GAMES, YOU ARE INDICATING THAT YOU HAVE READ AND UNDERSTAND THESE TERMS, AND THAT YOU ARE ENTERING INTO A LEGALLY BINDING AGREEMENT (THE “AGREEMENT”) WITH CODENAME SUBJECT TO THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT REGISTER FOR, ACCESS OR USE THE SERVICES, OR DOWNLOAD THE GAMES.
Wherever used in these Terms, “you”, “your” or similar terms means the person or legal entity accessing or using the Services. You represent and warrant that you have legal capacity to enter into this Agreement.
1. MODIFICATION OF SERVICES OR TERMS
Codename reserves the right, in its sole discretion, to modify the Services (including the addition, modification or removal of functionality, features or content) or these Terms, at any time and without prior notice. If Codename modifies these Terms, Codename will post the changes on the Site or otherwise provide you with notice. Your continued use of the Services following our posting of the changes or otherwise providing you with notice will mean that you accept and agree to such changes. You are responsible for regularly consulting the current version of the Terms prior to your use of the Services. If the modified Terms are not acceptable to you, you must stop using the Services.
2. ELIGIBILITY
2.1 The Services are only available to individuals 13 years of age or older. If you are 13 years of age or older but under the legal age required to enter into a contract in your jurisdiction of residence (the “Legal Age”), your parent or guardian must accept these Terms on your behalf, in which case your parent or guardian will take full responsibility for all obligations under these Terms. By accessing or using the Services, you represent and warrant that you are of Legal Age and are accepting these Terms on your own behalf or on behalf of your child as their parent or guardian.
2.2 ACCOUNTS
2.3 You may be required to create an account and/or user identity (an “Account”) to access certain functions or features of the Services. You agree that all registration and other user information you provide to Codename is accurate and complete, and you will update such information in the event it changes. You are solely responsible for all use of your Account – even if you have not authorized it. You must keep any login credentials for your Account confidential and not disclose them to any person or permit any person to use them. You must contact us immediately if you suspect any unauthorized use of your Account. Codename is under no obligation to verify the actual identity or authority of the user of your Account.
3. LICENSE
3.1 The Services are licensed and not sold. Subject to these Terms, Codename grants you a limited, non-exclusive, revocable, non-transferable and non-sublicensable license to access and use the Services solely for non-commercial purposes.
4. USER CONDUCT
4.1 You are responsible for your own conduct when using the Services. You agree that you will only use the Services for lawful purposes and in a manner consistent with these Terms and any applicable rules, policies and guidelines established by Codename in respect of the Services from time to time. Misuse or unauthorized use of the Services and its related systems or networks, or of any information or material available through the Services is strictly prohibited. Codename reserves the right, at its sole discretion and without liability or prejudice to any other remedies that it may have, to immediately suspend, limit or terminate access by any user who is using, or who Codename reasonably believes is using, the Services in violation of these Terms or any applicable laws, regulations or third party rights, or in a manner which is harmful to the Services, other users of the Services or any other third parties.
4.2 Without limiting Section 4.1, you agree not to use the Services to: (i) engage in conduct that would constitute a criminal or quasi-criminal offence, that would give rise to civil liability, or that would otherwise violate any applicable local, provincial, state, federal or international law or accepted Internet protocol; (ii) communicate, transmit, upload or post information that is inaccurate, incomplete, misleading, false or libellous; (iii) communicate, transmit, upload or post information or material that infringes intellectual property rights, privacy rights, rights of publicity or any other rights of any person; (iv) communicate, transmit, upload or post material that is obscene, vulgar, pornographic, abusive, defamatory, threatening, racist, sexist or otherwise objectionable; (v) attempt to interfere with or gain unauthorized access to the Services or its related systems or networks; (vi) use the Services for any commercial or other purposes that are not expressly permitted by these Terms; (vii) recruit or otherwise solicit any user to join or otherwise participate in any third-party services or websites that are competitive to Codename; (viii) use or attempt to use the Services to gain unauthorized access to any person’s data or network; (ix) use any robot, spider, crawler, scraper or other automated means or processes to access, collect data or other content from, or otherwise interact with the Services for any purpose; or (x) otherwise use the Services in a manner that could, in the opinion of Codename, adversely affect the ability of other users to use the Services or the Internet, including post or transmit information or data containing worms, viruses, Trojan horses or other disruptive components.
5. IN-GAME PURCHASES
5.1 The Services may allow you to purchase additional in-game content for certain Games (“In-Game Content”). All fees and other charges for In-Game Content are payable in advance and non-refundable. In-Game Content has no monetary value and cannot be redeemed for cash. You must provide a valid credit card or other form of payment instrument and use a payment method authorized by Codename to purchase In-Game Content. If you purchase In-Game Content, you will be charged for such purchase in accordance with: (i) these Terms, (ii) any terms provided to you at the time of the purchase specific to such In-Game Content, and (iii) in the event the related Game is provided through a third party platform, any terms generally applicable to the purchase of in-game content through such platform.
5.2 Subject to these Terms, Codename grants you a limited, non-exclusive, non-transferable and non-sublicensable license to access and use In-Game Content solely for non-commercial purposes in conjunction with your use of the Game related to such In-Game Content.
5.3 CODENAME INTELLECTUAL PROPERTY
5.4 You acknowledge and agree that the Services, including the Games, the In-Game Content, the Downloadable Software (as defined below) and the Site, and all other information, materials and content that Codename makes available in association with or through the Services, are the sole and exclusive property of Codename and its licensors, and are protected by Canadian, United States, European and international laws, including without limitation, copyright, patent, trademark and other intellectual property laws. All rights, title, and interest in the foregoing not expressly granted under these Terms are reserved by Codename. Without limiting the generality of the forgoing, Codename owns the trademarks and design marks, trade dress, domain names, service names, logos and associated designs (“Trademarks”) used in connection with the Services and any unauthorized use of the Trademarks is strictly prohibited.
5.5 In the event you make any modifications or derivative works of any information, materials or content Codename makes available in association with or through the Services (the “Modifications”), whether authorized or unauthorized, you acknowledge and agree that you shall retain no rights of any kind in and to such Modifications and that all such rights will be the sole and exclusive property of Codename. You hereby irrevocably assign (and agree to assign) all rights, title and interest that you may have or acquire in and to such Modifications, and agree to waive all rights in the Modifications that cannot be so assigned, including without limitation, all moral rights.
5.6 If you submit any suggestions, comments or other feedback (“Feedback“) to Codename regarding the Services, you agree that Codename shall have a worldwide, perpetual, irrevocable, unrestricted, unlimited and fully paid-up right and license to use, copy, modify, publish, disclose, distribute, license, sublicense, incorporate into its products or services, and create derivative works of, any Feedback or any ideas or materials contained in or resulting from any Feedback, for any and all commercial and non-commercial purposes. For greater certainty, you agree that Codename may use and exploit any Feedback in any way at our discretion, without attribution, compensation or obligation to you or to any other party.
6. USER CONTENT
6.1 The Services may include discussion forums, chat rooms, comment or messaging features, or other interactive features or services in which users can create, store, post or send content (including text, imagines, video, audio and other media) through the Services (“User Content”). You retain ownership of all your User Content. You agree that you grant to Codename a non-exclusive, royalty-free, perpetual, irrevocable, transferable, world-wide license, with the right to sublicense, to access, use, reproduce, modify, publish, translate, create derivative works from, distribute, disseminate, perform, transmit, display, store, index and archive your User Content or to incorporate it in other works in any form, media, or technology, for the full term of any rights that may exist in such User Content, in any manner, and without compensation or obligation to you or any other party, to provide and/or promote the Services, in any media or platform. You are solely responsible for all your User Content. Accordingly, you represent and warrant that: (i) you are the owner of all your User Content or you have all rights and licenses that are necessary to grant to Codename the rights and licenses in and to such User Content as contemplated under these Terms; and (ii) neither your User Content nor Codename’s use of the User Content (or any portion thereof) will infringe the intellectual property rights, privacy rights, rights of publicity or any other rights of any person, or result in the violation of any applicable law or regulation.
7. DOWNLOADABLE SOFTWARE
7.1 Codename may make the Services available to you in the form of downloadable software (“Downloadable Software”), including without limitation, for the purpose of accessing the Services through a mobile device. Codename grants you a limited, non-exclusive, revocable, non-transferable and non-sublicensable license to download, install and use the Downloadable Software in object code format solely for non-commercial purposes. You agree not to: (i) modify, disassemble, decompile or reverse engineer the Downloadable Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Downloadable Software to any third party or use the Downloadable Software to provide time sharing or similar services for any third party; (iii) make any copies of the Downloadable Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Downloadable Software, features that prevent or restrict use or copying of any content accessible through the Downloadable Software, or features that enforce limitations on use of the Downloadable Software; or (v) delete the copyright and other proprietary rights notices on the Downloadable Software.
7.2 If any Downloadable Software is provided to you for download through the Apple Inc. (Apple Inc. together with all of its affiliates, “Apple”) App Store (“Apple-Sourced Software”), the following terms and conditions will apply: (i) you and Codename acknowledge that this Agreement is concluded between you and Codename, and not with Apple, and that, as between Codename and Apple, Codename is solely responsible for the Apple-Sourced Software and the content thereof; (ii) notwithstanding anything to the contrary hereunder, you may use the Apple-Sourced Software only on an Apple-branded product or device that runs iOS and as permitted by the “Usage Rules” set forth in the Apple Store Terms of Service; (iii) you and Codename acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services with respect to the Apple-Sourced Software; (iv) in the event of any failure of the Apple-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Sourced Software (if any) to you. Except for the foregoing, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Codename to the extent required by this Agreement; (v) you and Codename acknowledge that Apple is not responsible for addressing any of your claims or any claims of any third party relating to the Apple-Sourced Software or your possession and use of the Apple-Sourced Software, including but not limited to: (a) product liability claims; (b) any claim that the Apple-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation; (vi) you and Codename acknowledge that, in the event of any third party claim that the Apple-Sourced Software or your possession and use of the Apple-Sourced Software infringes that third party’s intellectual property rights, Codename will be solely responsible for the investigation, defense, settlement and discharge of such intellectual property infringement claim to the extent required by this Agreement, and Apple will have no responsibility for the foregoing; (vii) you represent and warrant that you are not: (a) located in any 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; or (b) listed on any U.S. Government list of prohibited or restricted parties; (iix) you may contact Codename regarding any questions, complaints or claims with respect to the Apple-Sourced Software at the contact information set out in Section 14.6, below; (ix) you must comply with all applicable third party terms of agreement when using the Apple-Sourced Software; and (x) you and Codename acknowledge that Apple is a third party beneficiary to this Agreement and, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. To the extent that this Section 7.2 is inconsistent with any other terms of this Agreement, this Section 7.2 will prevail.
8. PRIVACY
Please read the Codename privacy policy (the “Privacy Policy”) carefully prior to using the Services for information regarding how we collect, use and disclose your personal information. The Privacy Policy is accessible at www.codenameentertainment.com/?page=privacy and is incorporated by reference into this Agreement. You consent to the collection, use and disclosure of your personal information by Codename as described in the Privacy Policy.
9. TERM AND TERMINATION
9.1 This Agreement shall continue until terminated in accordance with this Section.
9.2 You may terminate this Agreement at anytime by sending us a notice of termination in accordance with Section 14.6.
9.3 Codename may terminate this Agreement at anytime for convenience by providing you with thirty (30) days’ notice sent to by email, through the Services or by other means. Codename may immediately, without notice, terminate this Agreement if: (i) you have violated these Terms; (ii) you have violated applicable laws, regulations or third party rights; or (iii) Codename determines, in its sole discretion, you have used the Services in a manner which is harmful to the Services, other users of the Services or any other third parties.
9.4 Upon termination of this Agreement for any reason: (i) you shall immediately discontinue your access to or use of the Services; (ii) any rights or licenses granted to you under these Terms will terminate; and (iii) any amounts paid to Codename will be non-refundable. You are not entitled to a restoration of your Account or any of your User Content following termination.
9.5 Any provision of these Terms in favour of Codename or which expressly, or by their nature, are intended to survive termination shall survive the expiration or termination of this Agreement.
10. DISCLAIMER OF WARRANTIES
10.1 YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THAT THE SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CODENAME EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, CODENAME EXPRESSLY DISCLAIMS THAT: (I) THE SERVICES WILL MEET YOUR EXPECTATIONS OR SATISFY YOUR REQUIREMENTS; (II) THE SERVICES WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SAFE, SECURE, ACCURATE, COMPLETE, OR ERROR-FREE; (III) THE RESULTS OBTAINED FROM YOUR USE OF THE SERVICES WILL BE COMPLETE, ACCURATE, RELIABLE OR USEFUL; AND (IV) THAT ANY ERRORS OR DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE SERVICES WILL BE CORRECTED.
11. LIMITATION OF LIABILITY
11.1 YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CODENAME WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF CODENAME HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM OR RELATED TO: (I) THE USE OR THE INABILITY TO USE OR ACCESS THE SERVICES, INCLUDING ANY CONTENT, PRODUCTS, SERVICES, OFFERINGS, INFORMATION OR OTHER MATERIAL AVAILABLE THROUGH THE SERVICES; (II) ANY ERRORS OR OMISSIONS IN THE SERVICES OR ANY CONTENT; (III) THE SUSPENSION OR TERMINATION OF YOUR ABILITY TO ACCESS THE SERVICES; (IV) ANY INTERRUPTION TO OR CESSATION OF THE DELIVERY OF THE SERVICES OR FAILURE OF OUR SYSTEMS; (V) THE COST OF PROCUREMENT OF SUBSTITUTE ACCOMODATIONS, GOODS AND SERVICES; (VI) UNAUTHORIZED ACCESS TO OR ALTERATION OF OUR SYSTEMS OR YOUR TRANSMISSIONS, DATA AND/OR PERSONAL INFORMATION; (VII) STATEMENTS OR CONDUCT OF ANY USER OR OTHER THIRD PARTY USING THE SERVICES; (VIII) ANY BUGS, VIRUSES OR THE LIKE THAT ARE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; OR (IX) ANY OTHER MATTER OR EVENT RELATING TO YOUR OR ANY OTHER PARTY’S USE OF THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT IF YOU ARE DISSATISFIED WITH OR HARMED BY THE SERVICES, OR WITH ANYTHING RELATED TO THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY WILL BE TO DISCONTINUE USE OF THE SERVICES AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 9.
11.2 YOU ACKNOWLEDGE AND AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION IS TO ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES AND LIMIT THEIR POTENTIAL LIABILITY GIVEN THE FEES CHARGED UNDER THIS AGREEMENT, WHICH WOULD HAVE BEEN SUBSTANTIALLY GREATER IF CODENAME WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN.
12. INDEMNIFICATION
You agree to defend, indemnify and hold us, our affiliates and licensors, and each of our and their respective officers, partners, directors, employees and agents, harmless from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, resulting from or related to: (i) your access to or use of the Services or any User Content; (ii) your violation of these Terms; or (iii) your violation of any third party right, including without limitation, any intellectual property, privacy or proprietary right, or obligation of confidentiality. You will use your best efforts to cooperate with Codename in the defense of any claim. Codename reserves the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
13. THIRD PARTY SERVICES
The Services may enable you to access third party websites, applications or materials linked to or accessible through the Services (“Third Party Services”). Codename provides access to Third Party Services as a convenience only, and such access does not imply any warranties, representations, endorsements, approvals or verification by Codename of such Third Party Services. You acknowledge that the use of Third Party Services may be subject to the terms and conditions of such Third Party Services, and that any contract entered into or transaction completed through Third Party Services is between only you and the relevant third party.
14. GENERAL
14.1 Governing Law. You agree that these Terms, and your use of the Services, are governed exclusively by the laws of the Province of British Columbia and the federal laws of Canada applicable therein (excluding conflicts and choice of laws principles). Any contract formed through the use of the Services will be deemed to have been formed and executed within the Province of British Columbia, Canada. The application of the United Nations Convention on Contracts for the International Sale of Goods is hereby expressly excluded.
14.2 Dispute Resolution
(a) Means of Resolution. You and Codename agree that any disputes arising under these terms or otherwise in connection with your use of the Services will be resolved through arbitration under the Commercial Arbitration Act, R.S.B.C. 1996, c. 55, as amended from time to time. Arbitration will be held in Vancouver, BC, Canada, and conducted in the English language. Notwithstanding the foregoing, you agree that: (i) the courts in any relevant venue will have jurisdiction for the purposes of obtaining and enforcing injunctive or other equitable relief, and for the purposes of enforcing the decision of any arbitrator appointed in accordance with this provision, and (ii) Codename may bypass arbitration in cases of fraud or other crimes against it, and in the case of interference with its technical operations or violations of its rights or property.
(b) Class Waiver. You acknowledge and agree that you and Codename are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Codename otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this paragraph is held unenforceable, then the entirety of this Section 14.2 will be deemed void.
14.3 Jurisdiction and Venue. If Section 14.2 is deemed void or is otherwise inapplicable, all disputes under these Terms will be resolved by a court of competent jurisdiction located in Vancouver, British Columbia, Canada, provided that the courts in any relevant venue will have jurisdiction for the purposes of obtaining and enforcing injunctive or other equitable relief.
14.4 Force Majeure. Neither party shall be liable for a delay or failure in performance (other than the making of payments) resulting from any cause beyond the reasonable control of such party, including but not limited to, acts of God, acts of war, riot, fire, flood, or other disaster, acts of government, strike lockout, power failures, or the inability to use or the failure of any third party telecommunications carrier or other services, which events or conditions prevent in whole or in part the performance by such party of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make performance commercially unreasonable.
14.5 Assignment. You may not assign any of your rights or obligations under these Terms without our prior written consent. Codename may freely assign our rights and obligations under these Terms, either in part or in full, without notice to you.
14.6 Notice. Codename may communicate with you about the Services or these Terms by email, through the Services or by posting notices on the Site. Unless expressly prohibited by law, you consent to receive communications relating to the Services or our business relationship from Codename electronically, and agree that all notices, waivers, agreements, disclosures and other communications satisfy any legal requirements that such communications be in writing. You may provide legal notice to Codename at 9-625 Alpha Street, Victoria, British Columbia, V8Z 1B5.
14.7 Nature of Relationship. Nothing in these Terms or from your use of the Services will create or be deemed to create any partnership, joint venture, agency, franchise or other business relationship between you and Codename, even if your use of the Services is for a commercial purpose which has been authorized by us. You and Codename will, at all times, be and remain independent, third-party contractors.
14.8 Severability. The provisions of these Terms are severable. If any individual provision is held to be invalid, unenforceable or contrary to applicable law, such provision shall be construed, limited, altered or deleted, as necessary, to eliminate the invalidity, unenforceability or conflict with applicable law while endeavoring to preserve the intention of these Terms, and all other provisions shall remain in full force and effect.
14.9 Entire Agreement. These Terms, including the Privacy Policy, together with any changes published by Codename on the Site or otherwise communicated to you, constitute the entire agreement between you and Codename governing your use of the Services.
14.10 Waiver. The failure by Codename to exercise or enforce any right or remedy under these Terms will not constitute a waiver of such right or remedy.
14.11 Contact. If you wish to contact Codename with any questions, comments or concerns regarding the Services or these Terms, please refer to our Contact Us page at http://www.codenameentertainment.com/?page=contact.
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Privacy Policy
This Privacy Policy (“Policy”) describes the personal information that Codename Entertainment Inc. (“Codename”, “we” or “us”) collects from or about you when you use our websites, games and related services, including applications for mobile devices, or participate in our events, how we use that information, and to whom we disclose it. “Personal information” means information about an identifiable individual, and does not include general, statistical or aggregated information.
Please read this Policy carefully. If you do not agree with this Policy, you should not access or use our websites or applications. This Policy should be read in conjunction with the www.codenameentertainment.com website Terms of Use, into which it is incorporated by reference.
This Policy was last updated on August 16, 2017. We reserve the right to revise this Policy at any time and, as such, you should review its terms each time that you use our websites or applications. Any changes to this Policy will be promptly communicated on this page, but will not go into effect until at least five (5) days after they are posted.
Accountability and Openness / Compliance
Codename is responsible for personal information under our control. We have established policies and procedures to effectively safeguard any confidential personal information that we have on file or which we collect, and to deal with complaints and inquiries. We only collect personally identifiable data when it is voluntarily submitted by you through the use of our games, websites and applications, and are committed to maintaining the accuracy, confidentiality and security of your personal information. We will ensure that you have access to information regarding the policies and procedures that we use to manage your personal information.
Codename has designated a privacy officer (“Privacy Officer”) who is accountable for our compliance with this Policy, and for ensuring that information about our policies and practices relating to the management of personal information is easily accessible. All questions or concerns regarding this Policy and our compliance with it should be directed to the Privacy Officer in writing, and sent by email to privacy@codenameentertainment.com or by post to:
Privacy Officer
Codename Entertainment Inc.
#9 – 625 Alpha Street
Victoria, BC
Canada V8Z 1B5
Every complaint or challenge regarding our compliance with this Policy will be investigated, and where a deficiency is found to exist, we will take appropriate measures to address it. This may include amending our policies and procedures as necessary. We will also cooperate with regulatory authorities to resolve any complaints that cannot be resolved between us and an individual user.
Consent
Except as expressly provided in this Policy or as otherwise permitted by law, consent is required for the collection of personal information and the subsequent use or disclosure of that information. Consent may be express or implied. For consent to be meaningful, it must be informed consent and will only be valid if it is reasonable to expect that the individual understands the nature, purpose and consequences of the collection, use or disclosure of the personal information to which they are consenting. Typically, consent will be sought for the use or disclosure of personal information at the time of collection, and reasonable efforts will be made to ensure that you understand the purpose(s) for which the information will be used or disclosed. In certain circumstances, consent regarding use or disclosure may be sought after the information has been collected, but before use, such as when Codename wishes to use personal information already in its possession for a purpose that was not previously identified.
By voluntarily submitting your personal information, registering with us, or using our websites, games, applications, or web-based services, you signify your agreement to the terms and conditions of this Policy and to our use of your personal information in accordance with this Policy. You may make inquiries, or change or withdraw your consent to the collection, use and/or disclosure of your personal information at any time by contacting the Privacy Officer in writing at either of the addresses listed above. In some circumstances, a change or withdrawal of consent may affect your ability to use an application and/or our ability to provide you with information, products or services.
Collection and Retention of Information
We collect personal information only to the extent that it is necessary for the purposes set out below (see: Purpose - Why We Collect, Use and Disclose Information). In most cases, we will collect personal information directly from you when you interact with us with respect to our games, websites, applications, events, or any other product or service that we offer. Occasionally, we may collect personal information from a third party based on your consent or as otherwise permitted by law. Personal information will always be collected using means that are fair and lawful.
Examples of personal information that we may collect, use and disclose include your name and email address, gender, whether you are a minor, and other information that you may provide to us in conjunction with your use of our games, websites, applications, and services. Subject to any legal or accounting requirements, we will retain personal information only as long as necessary to fulfill the purposes for which it was collected. Personal information that is no longer required will be destroyed, erased or made anonymous, although copies of deleted information may continue to exist on back-up media.
Users may visit our websites without telling us who they are, or revealing any information about themselves. However, like many organizations’ websites, our web server automatically logs certain non-identifying information related to a user’s visit to the website, including the Internet Protocol (IP) address of the user’s computer, the user’s Internet service provider (ISP), the type and version of the browser that the user is using, the date and time the user accessed our website, the Internet address of the website from which the user linked directly to our site, the operating system that the user is using, and the pages of the website that the user has visited. We will not attempt to link this information with the identity of individuals visiting our website unless we have permission to do so. We may, however, review server logs and anonymous traffic for system administration and security purposes, for example to detect intrusions into our network, for planning and improving web services, and to monitor and compile statistics about website usage. The possibility therefore exists that server log data, which contains users’ IP addresses, could in instances of criminal malfeasance be used to trace and identify individuals. In such instances, we may share raw data logs with the appropriate authorities for the purpose of investigating security breaches.
If you provide comments or other feedback to us, you agree that such comments or other feedback become the property of Codename, and we may use and disclose them for any purpose provided that we do not associate them with your personally identifiable information.
Cookies
A “cookie” is a small piece of information stored on your computer by a web page. It is used to identify you to the web server. It tells the server who you are when you return to a page on the same website. Your browser will only send a cookie back to the domain that originally sent it to you. A cookie cannot run any programs, deliver any viruses, or send back information about your system.
We may use cookies to determine your access privileges on our websites, to complete and support a current activity, and to track website usage.
Most web browsers automatically accept cookies, but if you do not wish to have cookies on your system, you should adjust your browser settings to decline them or to alert you when cookies are being sent. If you decline cookies, you will still be able to use the website or application, but your ability to access certain features and functions may be affected.
Purpose - Why We Collect, Use and Disclose Information
We will identify the purposes for which we collect personal information before or when we request the information. We will not collect personal information which is not necessary and, except as specified below, will not use or disclose personal information for any purpose other than the purpose(s) for which it was collected without first obtaining your consent. The information that we collect is used and disclosed only for business purposes. These include:
• to enable you to register to access restricted areas of our websites and/or to subscribe to and use our games and applications, and to communicate with you regarding their use;
• to identify you in our games, and to display you in rankings and leaderboards;
• to provide you with support updates, forum notifications and game bonuses;
• to provide you with personalized content, and to maximize our ability to provide you with information that is useful and relevant to you;
• to allow you to participate in contests and rewards programs;
• to obtain feedback regarding our games, applications, websites and events;
• to verify that any information submitted by you is accurate and complete;
• to communicate with you and to create a record of your involvement with us;
• to track your interests and preferences in order to customize and enhance your use of our games;
• to conduct polls and surveys;
• to provide you with information and promotional materials regarding Codename, and our products and services;
• internal business purposes, such as administering or improving our games, applications and websites;
• to protect us against error, fraud, theft or damage to our assets, our business or our property;
• to comply with any legal, accounting and regulatory requirements, including reporting requirements;
• any other reasonable purpose for which you provide consent, or for which consent may be implied in accordance with this Policy and applicable law.
Where personal information that has been collected is to be used for a purpose not previously identified, and for which consent cannot be reasonably implied, the new purpose will be identified and consent obtained prior to the use of that information for the new purpose unless otherwise permitted by law.
Disclosure to Third Parties
Your personally identifiable information is never sold and, except as specifically provided in this Policy or permitted by law, will not be shared with third parties unless we provide you with both prior notice and choice.
You acknowledge that, in the course of our supply of products and services to you, we may delegate our authority to collect, access, use, and disseminate your information to third party subcontractors. Third party subcontractors may include web hosts and payment processors. If we transfer any personal information to a third party subcontractor, we will provide the subcontractors only with the information needed to perform the subcontracted service, and will use appropriate contractual or other means to provide a comparable level of protection while the information is being used by them. However, you agree not to hold us liable for the actions of any third party subcontractor, even if we would normally be held vicariously liable for their actions, and understand that you must take legal action against them directly should they commit any tort or other actionable wrong against you.
We may collect, use or disclose your personal information without your knowledge or consent where we are permitted or required to do so by applicable law, government request, request of a law enforcement agency, search warrant, subpoena or court order, or based on our good faith belief that it is necessary to do so in order to comply with such law, request, warrant, subpoena or court order, or to protect our assets, the users of our websites, products or services, or the public.
Subject to certain restrictions, Codename may also use and disclose your personal information without your knowledge or consent where necessary in connection with a proposed or completed business transaction. “Business transaction” includes those transactions described in the Personal Information Protection and Electronic Documents Act, S.C. 200, c. 5, as amended. In each such case, Codename and the other part(ies) to the transaction or proposed transaction will enter into an agreement limiting the purposes for which the personal information may be used and disclosed, ensuring its protection by means appropriate to the sensitivity of the information, and providing for the return or destruction of the information if the transaction does not proceed, or if the transaction does proceed, to notify you within a reasonable time that your personal information has been disclosed.
Finally, extreme caution and common sense should be exercised when you disclose your personal information directly to third parties, including other users, in connection with your use of certain of our games, applications, chat rooms, venues, and other web-based services. You acknowledge that, in such cases, this Policy does not apply as Codename cannot control the collection, use or disclosure of any personal information that you provide directly to third parties and, accordingly, will not be liable for any misuse by such third parties.
Safeguards – How Information is Protected
We have implemented reasonable physical, organizational, contractual and technological security measures to protect personal information in our possession or under our control from loss or theft, and from unauthorized access, disclosure, copying, use or modification, regardless of the format in which the information is held. The safeguards applied will depend on the sensitivity of the personal information, with the highest level of protection given to the most sensitive personal information. We use user IDs, passwords, and encryption technology, maintain our servers in locked premises, and restrict the employees and contractors who have access to personal information to those having a “need to know” and who are bound by confidentiality obligations, in order to ensure that information is handled and stored in a confidential and secure manner. Any credit card information that you submit will not be stored on our servers, but rather will be sent to a PCI Level 1-compliant payment processor for storage. When destroying personal information, we delete electronically stored personal information and shred any tangible materials containing personal information. While we will endeavour to destroy all copies of personal information, you acknowledge that deleted information may continue to exist on back-up media but will not be used unless permitted by law.
We will continually review and update our security policies and controls as technology evolves. However, no security technology can be guaranteed to be failsafe. Using the Internet or other public means of communication to collect and process personal data may involve the transmission of data on an international basis and across networks not owned and/or operated by us. Therefore, by downloading and using our information, applications and services, and/or communicating electronically with us, you acknowledge and agree to our processing of personal information in this way and agree that we are not responsible for any personal information which is lost, or which is altered, intercepted or stored by a third party without authorization.
Accuracy / Access
Codename has a responsibility to ensure that all personal information contained in our records or which is disclosed to third parties for the purposes described above is accurate, complete and up-to-date. You may make a request in writing for access to your personal information. We will inform you of your personal information held by us, and provide an account of the use that has been made of the information, as well as identify any third parties to whom the information has been disclosed.
Subject to certain limitations, we will endeavour to provide you with reasonable access to your personal information. In certain circumstances, Codename may not be able to provide you with access to all or some of your personal information, in which case you will be advised in writing.
If you demonstrate the inaccuracy or incompleteness of your personal information, the information will be amended as appropriate. You should advise us immediately if you discover inaccuracies in our data, if your personal information changes, or if you wish to have your information removed from our files. All notices and requests should be in writing and sent to the Privacy Officer at one of the addresses set out above (see: Accountability and Openness / Compliance).
International Transfer and Storage of Information
You acknowledge and agree that your personal information may be transmitted, transferred, processed, and/or stored outside of Canada, including in the United States. We will use reasonable means to ensure that your information is protected, but cannot guarantee that the laws of any foreign jurisdiction will accord the same degree of protection as the laws of Canada. By submitting your personal information to us, you consent to the transmission, transfer, processing and/or storage of your personal information outside of Canada.
Third Party Content and Links to other Websites
Our games may require access through third party platforms. Our websites may contain optional links to advertiser and other third party Internet sites and services. You acknowledge that these third parties may collect data from users or their computers. The accessing and use of third party websites is at your own risk, and we cannot assume responsibility for the privacy practices, policies or actions of the third parties who operate those websites. This Policy applies only to Codename websites and applications, and we encourage you to review the privacy policies contained on each Internet site and in each application that you use.
Minors
Individuals under 13 years of age should not use our games, applications, websites or related services. If you are under the age of majority in your jurisdiction but at least 13 years of age or older, you may only use our games, applications, websites or related services in conjunction with and under the supervision of a parent or guardian. Codename does not knowingly collect personal information from individuals under 13 years of age or unsupervised minors.
Governing Law
You agree that your access to and use of the Codename websites and applications, and this Policy, are governed exclusively by the laws of the Province of British Columbia and the federal laws of Canada applicable therein (excluding conflicts or choice of laws principles). In case of any inconsistency between this Policy, and applicable law, applicable law shall prevail and this Policy shall be interpreted so as to apply only to the extent permitted by law.
Last Updated: 2017-08-28
Please read these Terms of Use (the “Terms”) carefully. These Terms govern your access to and use of the Codename Entertainment Inc. (“Codename“, “we“, “us” or “our“) website located at www.codenameentertainment.com and all associated Codename websites (the “Site”), and the games offered or supported by Codename (the “Games”), including through third party websites, App stores and other third party platforms. The Site and the Games are referred to collectively throughout these Terms as the “Services”.
YOU ACKNOWLEDGE AND AGREE THAT BY REGISTERING FOR, ACCESSING OR USING THE SERVICES, OR DOWNLOADING THE GAMES, YOU ARE INDICATING THAT YOU HAVE READ AND UNDERSTAND THESE TERMS, AND THAT YOU ARE ENTERING INTO A LEGALLY BINDING AGREEMENT (THE “AGREEMENT”) WITH CODENAME SUBJECT TO THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT REGISTER FOR, ACCESS OR USE THE SERVICES, OR DOWNLOAD THE GAMES.
Wherever used in these Terms, “you”, “your” or similar terms means the person or legal entity accessing or using the Services. You represent and warrant that you have legal capacity to enter into this Agreement.
1. MODIFICATION OF SERVICES OR TERMS
Codename reserves the right, in its sole discretion, to modify the Services (including the addition, modification or removal of functionality, features or content) or these Terms, at any time and without prior notice. If Codename modifies these Terms, Codename will post the changes on the Site or otherwise provide you with notice. Your continued use of the Services following our posting of the changes or otherwise providing you with notice will mean that you accept and agree to such changes. You are responsible for regularly consulting the current version of the Terms prior to your use of the Services. If the modified Terms are not acceptable to you, you must stop using the Services.
2. ELIGIBILITY
2.1 The Services are only available to individuals 13 years of age or older. If you are 13 years of age or older but under the legal age required to enter into a contract in your jurisdiction of residence (the “Legal Age”), your parent or guardian must accept these Terms on your behalf, in which case your parent or guardian will take full responsibility for all obligations under these Terms. By accessing or using the Services, you represent and warrant that you are of Legal Age and are accepting these Terms on your own behalf or on behalf of your child as their parent or guardian.
2.2 ACCOUNTS
2.3 You may be required to create an account and/or user identity (an “Account”) to access certain functions or features of the Services. You agree that all registration and other user information you provide to Codename is accurate and complete, and you will update such information in the event it changes. You are solely responsible for all use of your Account – even if you have not authorized it. You must keep any login credentials for your Account confidential and not disclose them to any person or permit any person to use them. You must contact us immediately if you suspect any unauthorized use of your Account. Codename is under no obligation to verify the actual identity or authority of the user of your Account.
3. LICENSE
3.1 The Services are licensed and not sold. Subject to these Terms, Codename grants you a limited, non-exclusive, revocable, non-transferable and non-sublicensable license to access and use the Services solely for non-commercial purposes.
4. USER CONDUCT
4.1 You are responsible for your own conduct when using the Services. You agree that you will only use the Services for lawful purposes and in a manner consistent with these Terms and any applicable rules, policies and guidelines established by Codename in respect of the Services from time to time. Misuse or unauthorized use of the Services and its related systems or networks, or of any information or material available through the Services is strictly prohibited. Codename reserves the right, at its sole discretion and without liability or prejudice to any other remedies that it may have, to immediately suspend, limit or terminate access by any user who is using, or who Codename reasonably believes is using, the Services in violation of these Terms or any applicable laws, regulations or third party rights, or in a manner which is harmful to the Services, other users of the Services or any other third parties.
4.2 Without limiting Section 4.1, you agree not to use the Services to: (i) engage in conduct that would constitute a criminal or quasi-criminal offence, that would give rise to civil liability, or that would otherwise violate any applicable local, provincial, state, federal or international law or accepted Internet protocol; (ii) communicate, transmit, upload or post information that is inaccurate, incomplete, misleading, false or libellous; (iii) communicate, transmit, upload or post information or material that infringes intellectual property rights, privacy rights, rights of publicity or any other rights of any person; (iv) communicate, transmit, upload or post material that is obscene, vulgar, pornographic, abusive, defamatory, threatening, racist, sexist or otherwise objectionable; (v) attempt to interfere with or gain unauthorized access to the Services or its related systems or networks; (vi) use the Services for any commercial or other purposes that are not expressly permitted by these Terms; (vii) recruit or otherwise solicit any user to join or otherwise participate in any third-party services or websites that are competitive to Codename; (viii) use or attempt to use the Services to gain unauthorized access to any person’s data or network; (ix) use any robot, spider, crawler, scraper or other automated means or processes to access, collect data or other content from, or otherwise interact with the Services for any purpose; or (x) otherwise use the Services in a manner that could, in the opinion of Codename, adversely affect the ability of other users to use the Services or the Internet, including post or transmit information or data containing worms, viruses, Trojan horses or other disruptive components.
5. IN-GAME PURCHASES
5.1 The Services may allow you to purchase additional in-game content for certain Games (“In-Game Content”). All fees and other charges for In-Game Content are payable in advance and non-refundable. In-Game Content has no monetary value and cannot be redeemed for cash. You must provide a valid credit card or other form of payment instrument and use a payment method authorized by Codename to purchase In-Game Content. If you purchase In-Game Content, you will be charged for such purchase in accordance with: (i) these Terms, (ii) any terms provided to you at the time of the purchase specific to such In-Game Content, and (iii) in the event the related Game is provided through a third party platform, any terms generally applicable to the purchase of in-game content through such platform.
5.2 Subject to these Terms, Codename grants you a limited, non-exclusive, non-transferable and non-sublicensable license to access and use In-Game Content solely for non-commercial purposes in conjunction with your use of the Game related to such In-Game Content.
5.3 CODENAME INTELLECTUAL PROPERTY
5.4 You acknowledge and agree that the Services, including the Games, the In-Game Content, the Downloadable Software (as defined below) and the Site, and all other information, materials and content that Codename makes available in association with or through the Services, are the sole and exclusive property of Codename and its licensors, and are protected by Canadian, United States, European and international laws, including without limitation, copyright, patent, trademark and other intellectual property laws. All rights, title, and interest in the foregoing not expressly granted under these Terms are reserved by Codename. Without limiting the generality of the forgoing, Codename owns the trademarks and design marks, trade dress, domain names, service names, logos and associated designs (“Trademarks”) used in connection with the Services and any unauthorized use of the Trademarks is strictly prohibited.
5.5 In the event you make any modifications or derivative works of any information, materials or content Codename makes available in association with or through the Services (the “Modifications”), whether authorized or unauthorized, you acknowledge and agree that you shall retain no rights of any kind in and to such Modifications and that all such rights will be the sole and exclusive property of Codename. You hereby irrevocably assign (and agree to assign) all rights, title and interest that you may have or acquire in and to such Modifications, and agree to waive all rights in the Modifications that cannot be so assigned, including without limitation, all moral rights.
5.6 If you submit any suggestions, comments or other feedback (“Feedback“) to Codename regarding the Services, you agree that Codename shall have a worldwide, perpetual, irrevocable, unrestricted, unlimited and fully paid-up right and license to use, copy, modify, publish, disclose, distribute, license, sublicense, incorporate into its products or services, and create derivative works of, any Feedback or any ideas or materials contained in or resulting from any Feedback, for any and all commercial and non-commercial purposes. For greater certainty, you agree that Codename may use and exploit any Feedback in any way at our discretion, without attribution, compensation or obligation to you or to any other party.
6. USER CONTENT
6.1 The Services may include discussion forums, chat rooms, comment or messaging features, or other interactive features or services in which users can create, store, post or send content (including text, imagines, video, audio and other media) through the Services (“User Content”). You retain ownership of all your User Content. You agree that you grant to Codename a non-exclusive, royalty-free, perpetual, irrevocable, transferable, world-wide license, with the right to sublicense, to access, use, reproduce, modify, publish, translate, create derivative works from, distribute, disseminate, perform, transmit, display, store, index and archive your User Content or to incorporate it in other works in any form, media, or technology, for the full term of any rights that may exist in such User Content, in any manner, and without compensation or obligation to you or any other party, to provide and/or promote the Services, in any media or platform. You are solely responsible for all your User Content. Accordingly, you represent and warrant that: (i) you are the owner of all your User Content or you have all rights and licenses that are necessary to grant to Codename the rights and licenses in and to such User Content as contemplated under these Terms; and (ii) neither your User Content nor Codename’s use of the User Content (or any portion thereof) will infringe the intellectual property rights, privacy rights, rights of publicity or any other rights of any person, or result in the violation of any applicable law or regulation.
7. DOWNLOADABLE SOFTWARE
7.1 Codename may make the Services available to you in the form of downloadable software (“Downloadable Software”), including without limitation, for the purpose of accessing the Services through a mobile device. Codename grants you a limited, non-exclusive, revocable, non-transferable and non-sublicensable license to download, install and use the Downloadable Software in object code format solely for non-commercial purposes. You agree not to: (i) modify, disassemble, decompile or reverse engineer the Downloadable Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Downloadable Software to any third party or use the Downloadable Software to provide time sharing or similar services for any third party; (iii) make any copies of the Downloadable Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Downloadable Software, features that prevent or restrict use or copying of any content accessible through the Downloadable Software, or features that enforce limitations on use of the Downloadable Software; or (v) delete the copyright and other proprietary rights notices on the Downloadable Software.
7.2 If any Downloadable Software is provided to you for download through the Apple Inc. (Apple Inc. together with all of its affiliates, “Apple”) App Store (“Apple-Sourced Software”), the following terms and conditions will apply: (i) you and Codename acknowledge that this Agreement is concluded between you and Codename, and not with Apple, and that, as between Codename and Apple, Codename is solely responsible for the Apple-Sourced Software and the content thereof; (ii) notwithstanding anything to the contrary hereunder, you may use the Apple-Sourced Software only on an Apple-branded product or device that runs iOS and as permitted by the “Usage Rules” set forth in the Apple Store Terms of Service; (iii) you and Codename acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services with respect to the Apple-Sourced Software; (iv) in the event of any failure of the Apple-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Sourced Software (if any) to you. Except for the foregoing, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Codename to the extent required by this Agreement; (v) you and Codename acknowledge that Apple is not responsible for addressing any of your claims or any claims of any third party relating to the Apple-Sourced Software or your possession and use of the Apple-Sourced Software, including but not limited to: (a) product liability claims; (b) any claim that the Apple-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation; (vi) you and Codename acknowledge that, in the event of any third party claim that the Apple-Sourced Software or your possession and use of the Apple-Sourced Software infringes that third party’s intellectual property rights, Codename will be solely responsible for the investigation, defense, settlement and discharge of such intellectual property infringement claim to the extent required by this Agreement, and Apple will have no responsibility for the foregoing; (vii) you represent and warrant that you are not: (a) located in any 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; or (b) listed on any U.S. Government list of prohibited or restricted parties; (iix) you may contact Codename regarding any questions, complaints or claims with respect to the Apple-Sourced Software at the contact information set out in Section 14.6, below; (ix) you must comply with all applicable third party terms of agreement when using the Apple-Sourced Software; and (x) you and Codename acknowledge that Apple is a third party beneficiary to this Agreement and, upon your acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. To the extent that this Section 7.2 is inconsistent with any other terms of this Agreement, this Section 7.2 will prevail.
8. PRIVACY
Please read the Codename privacy policy (the “Privacy Policy”) carefully prior to using the Services for information regarding how we collect, use and disclose your personal information. The Privacy Policy is accessible at www.codenameentertainment.com/?page=privacy and is incorporated by reference into this Agreement. You consent to the collection, use and disclosure of your personal information by Codename as described in the Privacy Policy.
9. TERM AND TERMINATION
9.1 This Agreement shall continue until terminated in accordance with this Section.
9.2 You may terminate this Agreement at anytime by sending us a notice of termination in accordance with Section 14.6.
9.3 Codename may terminate this Agreement at anytime for convenience by providing you with thirty (30) days’ notice sent to by email, through the Services or by other means. Codename may immediately, without notice, terminate this Agreement if: (i) you have violated these Terms; (ii) you have violated applicable laws, regulations or third party rights; or (iii) Codename determines, in its sole discretion, you have used the Services in a manner which is harmful to the Services, other users of the Services or any other third parties.
9.4 Upon termination of this Agreement for any reason: (i) you shall immediately discontinue your access to or use of the Services; (ii) any rights or licenses granted to you under these Terms will terminate; and (iii) any amounts paid to Codename will be non-refundable. You are not entitled to a restoration of your Account or any of your User Content following termination.
9.5 Any provision of these Terms in favour of Codename or which expressly, or by their nature, are intended to survive termination shall survive the expiration or termination of this Agreement.
10. DISCLAIMER OF WARRANTIES
10.1 YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THAT THE SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CODENAME EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, CODENAME EXPRESSLY DISCLAIMS THAT: (I) THE SERVICES WILL MEET YOUR EXPECTATIONS OR SATISFY YOUR REQUIREMENTS; (II) THE SERVICES WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SAFE, SECURE, ACCURATE, COMPLETE, OR ERROR-FREE; (III) THE RESULTS OBTAINED FROM YOUR USE OF THE SERVICES WILL BE COMPLETE, ACCURATE, RELIABLE OR USEFUL; AND (IV) THAT ANY ERRORS OR DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE SERVICES WILL BE CORRECTED.
11. LIMITATION OF LIABILITY
11.1 YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CODENAME WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF CODENAME HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM OR RELATED TO: (I) THE USE OR THE INABILITY TO USE OR ACCESS THE SERVICES, INCLUDING ANY CONTENT, PRODUCTS, SERVICES, OFFERINGS, INFORMATION OR OTHER MATERIAL AVAILABLE THROUGH THE SERVICES; (II) ANY ERRORS OR OMISSIONS IN THE SERVICES OR ANY CONTENT; (III) THE SUSPENSION OR TERMINATION OF YOUR ABILITY TO ACCESS THE SERVICES; (IV) ANY INTERRUPTION TO OR CESSATION OF THE DELIVERY OF THE SERVICES OR FAILURE OF OUR SYSTEMS; (V) THE COST OF PROCUREMENT OF SUBSTITUTE ACCOMODATIONS, GOODS AND SERVICES; (VI) UNAUTHORIZED ACCESS TO OR ALTERATION OF OUR SYSTEMS OR YOUR TRANSMISSIONS, DATA AND/OR PERSONAL INFORMATION; (VII) STATEMENTS OR CONDUCT OF ANY USER OR OTHER THIRD PARTY USING THE SERVICES; (VIII) ANY BUGS, VIRUSES OR THE LIKE THAT ARE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; OR (IX) ANY OTHER MATTER OR EVENT RELATING TO YOUR OR ANY OTHER PARTY’S USE OF THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT IF YOU ARE DISSATISFIED WITH OR HARMED BY THE SERVICES, OR WITH ANYTHING RELATED TO THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY WILL BE TO DISCONTINUE USE OF THE SERVICES AND TERMINATE THIS AGREEMENT IN ACCORDANCE WITH SECTION 9.
11.2 YOU ACKNOWLEDGE AND AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION IS TO ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES AND LIMIT THEIR POTENTIAL LIABILITY GIVEN THE FEES CHARGED UNDER THIS AGREEMENT, WHICH WOULD HAVE BEEN SUBSTANTIALLY GREATER IF CODENAME WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN.
12. INDEMNIFICATION
You agree to defend, indemnify and hold us, our affiliates and licensors, and each of our and their respective officers, partners, directors, employees and agents, harmless from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, resulting from or related to: (i) your access to or use of the Services or any User Content; (ii) your violation of these Terms; or (iii) your violation of any third party right, including without limitation, any intellectual property, privacy or proprietary right, or obligation of confidentiality. You will use your best efforts to cooperate with Codename in the defense of any claim. Codename reserves the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
13. THIRD PARTY SERVICES
The Services may enable you to access third party websites, applications or materials linked to or accessible through the Services (“Third Party Services”). Codename provides access to Third Party Services as a convenience only, and such access does not imply any warranties, representations, endorsements, approvals or verification by Codename of such Third Party Services. You acknowledge that the use of Third Party Services may be subject to the terms and conditions of such Third Party Services, and that any contract entered into or transaction completed through Third Party Services is between only you and the relevant third party.
14. GENERAL
14.1 Governing Law. You agree that these Terms, and your use of the Services, are governed exclusively by the laws of the Province of British Columbia and the federal laws of Canada applicable therein (excluding conflicts and choice of laws principles). Any contract formed through the use of the Services will be deemed to have been formed and executed within the Province of British Columbia, Canada. The application of the United Nations Convention on Contracts for the International Sale of Goods is hereby expressly excluded.
14.2 Dispute Resolution
(a) Means of Resolution. You and Codename agree that any disputes arising under these terms or otherwise in connection with your use of the Services will be resolved through arbitration under the Commercial Arbitration Act, R.S.B.C. 1996, c. 55, as amended from time to time. Arbitration will be held in Vancouver, BC, Canada, and conducted in the English language. Notwithstanding the foregoing, you agree that: (i) the courts in any relevant venue will have jurisdiction for the purposes of obtaining and enforcing injunctive or other equitable relief, and for the purposes of enforcing the decision of any arbitrator appointed in accordance with this provision, and (ii) Codename may bypass arbitration in cases of fraud or other crimes against it, and in the case of interference with its technical operations or violations of its rights or property.
(b) Class Waiver. You acknowledge and agree that you and Codename are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Codename otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this paragraph is held unenforceable, then the entirety of this Section 14.2 will be deemed void.
14.3 Jurisdiction and Venue. If Section 14.2 is deemed void or is otherwise inapplicable, all disputes under these Terms will be resolved by a court of competent jurisdiction located in Vancouver, British Columbia, Canada, provided that the courts in any relevant venue will have jurisdiction for the purposes of obtaining and enforcing injunctive or other equitable relief.
14.4 Force Majeure. Neither party shall be liable for a delay or failure in performance (other than the making of payments) resulting from any cause beyond the reasonable control of such party, including but not limited to, acts of God, acts of war, riot, fire, flood, or other disaster, acts of government, strike lockout, power failures, or the inability to use or the failure of any third party telecommunications carrier or other services, which events or conditions prevent in whole or in part the performance by such party of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make performance commercially unreasonable.
14.5 Assignment. You may not assign any of your rights or obligations under these Terms without our prior written consent. Codename may freely assign our rights and obligations under these Terms, either in part or in full, without notice to you.
14.6 Notice. Codename may communicate with you about the Services or these Terms by email, through the Services or by posting notices on the Site. Unless expressly prohibited by law, you consent to receive communications relating to the Services or our business relationship from Codename electronically, and agree that all notices, waivers, agreements, disclosures and other communications satisfy any legal requirements that such communications be in writing. You may provide legal notice to Codename at 9-625 Alpha Street, Victoria, British Columbia, V8Z 1B5.
14.7 Nature of Relationship. Nothing in these Terms or from your use of the Services will create or be deemed to create any partnership, joint venture, agency, franchise or other business relationship between you and Codename, even if your use of the Services is for a commercial purpose which has been authorized by us. You and Codename will, at all times, be and remain independent, third-party contractors.
14.8 Severability. The provisions of these Terms are severable. If any individual provision is held to be invalid, unenforceable or contrary to applicable law, such provision shall be construed, limited, altered or deleted, as necessary, to eliminate the invalidity, unenforceability or conflict with applicable law while endeavoring to preserve the intention of these Terms, and all other provisions shall remain in full force and effect.
14.9 Entire Agreement. These Terms, including the Privacy Policy, together with any changes published by Codename on the Site or otherwise communicated to you, constitute the entire agreement between you and Codename governing your use of the Services.
14.10 Waiver. The failure by Codename to exercise or enforce any right or remedy under these Terms will not constitute a waiver of such right or remedy.
14.11 Contact. If you wish to contact Codename with any questions, comments or concerns regarding the Services or these Terms, please refer to our Contact Us page at http://www.codenameentertainment.com/?page=contact.
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Privacy Policy
This Privacy Policy (“Policy”) describes the personal information that Codename Entertainment Inc. (“Codename”, “we” or “us”) collects from or about you when you use our websites, games and related services, including applications for mobile devices, or participate in our events, how we use that information, and to whom we disclose it. “Personal information” means information about an identifiable individual, and does not include general, statistical or aggregated information.
Please read this Policy carefully. If you do not agree with this Policy, you should not access or use our websites or applications. This Policy should be read in conjunction with the www.codenameentertainment.com website Terms of Use, into which it is incorporated by reference.
This Policy was last updated on August 16, 2017. We reserve the right to revise this Policy at any time and, as such, you should review its terms each time that you use our websites or applications. Any changes to this Policy will be promptly communicated on this page, but will not go into effect until at least five (5) days after they are posted.
Accountability and Openness / Compliance
Codename is responsible for personal information under our control. We have established policies and procedures to effectively safeguard any confidential personal information that we have on file or which we collect, and to deal with complaints and inquiries. We only collect personally identifiable data when it is voluntarily submitted by you through the use of our games, websites and applications, and are committed to maintaining the accuracy, confidentiality and security of your personal information. We will ensure that you have access to information regarding the policies and procedures that we use to manage your personal information.
Codename has designated a privacy officer (“Privacy Officer”) who is accountable for our compliance with this Policy, and for ensuring that information about our policies and practices relating to the management of personal information is easily accessible. All questions or concerns regarding this Policy and our compliance with it should be directed to the Privacy Officer in writing, and sent by email to privacy@codenameentertainment.com or by post to:
Privacy Officer
Codename Entertainment Inc.
#9 – 625 Alpha Street
Victoria, BC
Canada V8Z 1B5
Every complaint or challenge regarding our compliance with this Policy will be investigated, and where a deficiency is found to exist, we will take appropriate measures to address it. This may include amending our policies and procedures as necessary. We will also cooperate with regulatory authorities to resolve any complaints that cannot be resolved between us and an individual user.
Consent
Except as expressly provided in this Policy or as otherwise permitted by law, consent is required for the collection of personal information and the subsequent use or disclosure of that information. Consent may be express or implied. For consent to be meaningful, it must be informed consent and will only be valid if it is reasonable to expect that the individual understands the nature, purpose and consequences of the collection, use or disclosure of the personal information to which they are consenting. Typically, consent will be sought for the use or disclosure of personal information at the time of collection, and reasonable efforts will be made to ensure that you understand the purpose(s) for which the information will be used or disclosed. In certain circumstances, consent regarding use or disclosure may be sought after the information has been collected, but before use, such as when Codename wishes to use personal information already in its possession for a purpose that was not previously identified.
By voluntarily submitting your personal information, registering with us, or using our websites, games, applications, or web-based services, you signify your agreement to the terms and conditions of this Policy and to our use of your personal information in accordance with this Policy. You may make inquiries, or change or withdraw your consent to the collection, use and/or disclosure of your personal information at any time by contacting the Privacy Officer in writing at either of the addresses listed above. In some circumstances, a change or withdrawal of consent may affect your ability to use an application and/or our ability to provide you with information, products or services.
Collection and Retention of Information
We collect personal information only to the extent that it is necessary for the purposes set out below (see: Purpose - Why We Collect, Use and Disclose Information). In most cases, we will collect personal information directly from you when you interact with us with respect to our games, websites, applications, events, or any other product or service that we offer. Occasionally, we may collect personal information from a third party based on your consent or as otherwise permitted by law. Personal information will always be collected using means that are fair and lawful.
Examples of personal information that we may collect, use and disclose include your name and email address, gender, whether you are a minor, and other information that you may provide to us in conjunction with your use of our games, websites, applications, and services. Subject to any legal or accounting requirements, we will retain personal information only as long as necessary to fulfill the purposes for which it was collected. Personal information that is no longer required will be destroyed, erased or made anonymous, although copies of deleted information may continue to exist on back-up media.
Users may visit our websites without telling us who they are, or revealing any information about themselves. However, like many organizations’ websites, our web server automatically logs certain non-identifying information related to a user’s visit to the website, including the Internet Protocol (IP) address of the user’s computer, the user’s Internet service provider (ISP), the type and version of the browser that the user is using, the date and time the user accessed our website, the Internet address of the website from which the user linked directly to our site, the operating system that the user is using, and the pages of the website that the user has visited. We will not attempt to link this information with the identity of individuals visiting our website unless we have permission to do so. We may, however, review server logs and anonymous traffic for system administration and security purposes, for example to detect intrusions into our network, for planning and improving web services, and to monitor and compile statistics about website usage. The possibility therefore exists that server log data, which contains users’ IP addresses, could in instances of criminal malfeasance be used to trace and identify individuals. In such instances, we may share raw data logs with the appropriate authorities for the purpose of investigating security breaches.
If you provide comments or other feedback to us, you agree that such comments or other feedback become the property of Codename, and we may use and disclose them for any purpose provided that we do not associate them with your personally identifiable information.
Cookies
A “cookie” is a small piece of information stored on your computer by a web page. It is used to identify you to the web server. It tells the server who you are when you return to a page on the same website. Your browser will only send a cookie back to the domain that originally sent it to you. A cookie cannot run any programs, deliver any viruses, or send back information about your system.
We may use cookies to determine your access privileges on our websites, to complete and support a current activity, and to track website usage.
Most web browsers automatically accept cookies, but if you do not wish to have cookies on your system, you should adjust your browser settings to decline them or to alert you when cookies are being sent. If you decline cookies, you will still be able to use the website or application, but your ability to access certain features and functions may be affected.
Purpose - Why We Collect, Use and Disclose Information
We will identify the purposes for which we collect personal information before or when we request the information. We will not collect personal information which is not necessary and, except as specified below, will not use or disclose personal information for any purpose other than the purpose(s) for which it was collected without first obtaining your consent. The information that we collect is used and disclosed only for business purposes. These include:
• to enable you to register to access restricted areas of our websites and/or to subscribe to and use our games and applications, and to communicate with you regarding their use;
• to identify you in our games, and to display you in rankings and leaderboards;
• to provide you with support updates, forum notifications and game bonuses;
• to provide you with personalized content, and to maximize our ability to provide you with information that is useful and relevant to you;
• to allow you to participate in contests and rewards programs;
• to obtain feedback regarding our games, applications, websites and events;
• to verify that any information submitted by you is accurate and complete;
• to communicate with you and to create a record of your involvement with us;
• to track your interests and preferences in order to customize and enhance your use of our games;
• to conduct polls and surveys;
• to provide you with information and promotional materials regarding Codename, and our products and services;
• internal business purposes, such as administering or improving our games, applications and websites;
• to protect us against error, fraud, theft or damage to our assets, our business or our property;
• to comply with any legal, accounting and regulatory requirements, including reporting requirements;
• any other reasonable purpose for which you provide consent, or for which consent may be implied in accordance with this Policy and applicable law.
Where personal information that has been collected is to be used for a purpose not previously identified, and for which consent cannot be reasonably implied, the new purpose will be identified and consent obtained prior to the use of that information for the new purpose unless otherwise permitted by law.
Disclosure to Third Parties
Your personally identifiable information is never sold and, except as specifically provided in this Policy or permitted by law, will not be shared with third parties unless we provide you with both prior notice and choice.
You acknowledge that, in the course of our supply of products and services to you, we may delegate our authority to collect, access, use, and disseminate your information to third party subcontractors. Third party subcontractors may include web hosts and payment processors. If we transfer any personal information to a third party subcontractor, we will provide the subcontractors only with the information needed to perform the subcontracted service, and will use appropriate contractual or other means to provide a comparable level of protection while the information is being used by them. However, you agree not to hold us liable for the actions of any third party subcontractor, even if we would normally be held vicariously liable for their actions, and understand that you must take legal action against them directly should they commit any tort or other actionable wrong against you.
We may collect, use or disclose your personal information without your knowledge or consent where we are permitted or required to do so by applicable law, government request, request of a law enforcement agency, search warrant, subpoena or court order, or based on our good faith belief that it is necessary to do so in order to comply with such law, request, warrant, subpoena or court order, or to protect our assets, the users of our websites, products or services, or the public.
Subject to certain restrictions, Codename may also use and disclose your personal information without your knowledge or consent where necessary in connection with a proposed or completed business transaction. “Business transaction” includes those transactions described in the Personal Information Protection and Electronic Documents Act, S.C. 200, c. 5, as amended. In each such case, Codename and the other part(ies) to the transaction or proposed transaction will enter into an agreement limiting the purposes for which the personal information may be used and disclosed, ensuring its protection by means appropriate to the sensitivity of the information, and providing for the return or destruction of the information if the transaction does not proceed, or if the transaction does proceed, to notify you within a reasonable time that your personal information has been disclosed.
Finally, extreme caution and common sense should be exercised when you disclose your personal information directly to third parties, including other users, in connection with your use of certain of our games, applications, chat rooms, venues, and other web-based services. You acknowledge that, in such cases, this Policy does not apply as Codename cannot control the collection, use or disclosure of any personal information that you provide directly to third parties and, accordingly, will not be liable for any misuse by such third parties.
Safeguards – How Information is Protected
We have implemented reasonable physical, organizational, contractual and technological security measures to protect personal information in our possession or under our control from loss or theft, and from unauthorized access, disclosure, copying, use or modification, regardless of the format in which the information is held. The safeguards applied will depend on the sensitivity of the personal information, with the highest level of protection given to the most sensitive personal information. We use user IDs, passwords, and encryption technology, maintain our servers in locked premises, and restrict the employees and contractors who have access to personal information to those having a “need to know” and who are bound by confidentiality obligations, in order to ensure that information is handled and stored in a confidential and secure manner. Any credit card information that you submit will not be stored on our servers, but rather will be sent to a PCI Level 1-compliant payment processor for storage. When destroying personal information, we delete electronically stored personal information and shred any tangible materials containing personal information. While we will endeavour to destroy all copies of personal information, you acknowledge that deleted information may continue to exist on back-up media but will not be used unless permitted by law.
We will continually review and update our security policies and controls as technology evolves. However, no security technology can be guaranteed to be failsafe. Using the Internet or other public means of communication to collect and process personal data may involve the transmission of data on an international basis and across networks not owned and/or operated by us. Therefore, by downloading and using our information, applications and services, and/or communicating electronically with us, you acknowledge and agree to our processing of personal information in this way and agree that we are not responsible for any personal information which is lost, or which is altered, intercepted or stored by a third party without authorization.
Accuracy / Access
Codename has a responsibility to ensure that all personal information contained in our records or which is disclosed to third parties for the purposes described above is accurate, complete and up-to-date. You may make a request in writing for access to your personal information. We will inform you of your personal information held by us, and provide an account of the use that has been made of the information, as well as identify any third parties to whom the information has been disclosed.
Subject to certain limitations, we will endeavour to provide you with reasonable access to your personal information. In certain circumstances, Codename may not be able to provide you with access to all or some of your personal information, in which case you will be advised in writing.
If you demonstrate the inaccuracy or incompleteness of your personal information, the information will be amended as appropriate. You should advise us immediately if you discover inaccuracies in our data, if your personal information changes, or if you wish to have your information removed from our files. All notices and requests should be in writing and sent to the Privacy Officer at one of the addresses set out above (see: Accountability and Openness / Compliance).
International Transfer and Storage of Information
You acknowledge and agree that your personal information may be transmitted, transferred, processed, and/or stored outside of Canada, including in the United States. We will use reasonable means to ensure that your information is protected, but cannot guarantee that the laws of any foreign jurisdiction will accord the same degree of protection as the laws of Canada. By submitting your personal information to us, you consent to the transmission, transfer, processing and/or storage of your personal information outside of Canada.
Third Party Content and Links to other Websites
Our games may require access through third party platforms. Our websites may contain optional links to advertiser and other third party Internet sites and services. You acknowledge that these third parties may collect data from users or their computers. The accessing and use of third party websites is at your own risk, and we cannot assume responsibility for the privacy practices, policies or actions of the third parties who operate those websites. This Policy applies only to Codename websites and applications, and we encourage you to review the privacy policies contained on each Internet site and in each application that you use.
Minors
Individuals under 13 years of age should not use our games, applications, websites or related services. If you are under the age of majority in your jurisdiction but at least 13 years of age or older, you may only use our games, applications, websites or related services in conjunction with and under the supervision of a parent or guardian. Codename does not knowingly collect personal information from individuals under 13 years of age or unsupervised minors.
Governing Law
You agree that your access to and use of the Codename websites and applications, and this Policy, are governed exclusively by the laws of the Province of British Columbia and the federal laws of Canada applicable therein (excluding conflicts or choice of laws principles). In case of any inconsistency between this Policy, and applicable law, applicable law shall prevail and this Policy shall be interpreted so as to apply only to the extent permitted by law.