TAKE HEED TRAVELLER! Before you use the Software or Services, you must acknowledge that have reviewed and agree to these Terms of Service.

These services are provided by UDX Interactive, Inc. (“UDX”) These terms of service govern your access to and use of UDX's software, websites and any other services provided to you by UDX . Please read these terms of service carefully and contact us if you have any questions. By downloading, installing, copying or otherwise accessing or using our Services, including but not limited to the use of the WHEEL OF FATE, you agree to be bound by these Terms and by our Privacy Policy.
Last updated on March 25, 2020

The "Services" and the "Terms"
UDX provides use of its Services for you to adventure alone and not for reuse or resale.
UDX Interactive, Inc. (“UDX“ "we", “our” "us" and terms of similar meaning) provides the Services including but not limited to, the software, website, social media website(s), group or collective interactive areas, and any applications, mobile and touch versions and any individual software or sites or vendor-specific, city-specific, or other location or area-specific product we have now or in the future, or other software provided by UDX for use with our software, our websites or otherwise, (collectively, the "Services") to you subject to these terms of service, as amended (these "Terms").
You may be further subject to other terms of service by providers of other third-party platforms which deliver or make available some of the Services (ie. Discord, Facebook, Steam, XSolla etc..). We encourage you to review each of these other third-party terms as your use of the Services will be subject to compliance with those third-party terms as well.
The software, website, platform, interactions and other services we provide through the Services are for your own use only. You may not resell, lease or provide them in any other way to anyone else, save as otherwise permitted by law in your local jurisdiction.

UDX’s Right to Modify Terms
These Terms may be modified at any time with or without notice.
We reserve all rights to change or modify any of the terms and conditions contained in these Terms, any policy or guideline of the Services, any service, feature, or functionality, at any time and in our sole discretion, with or without notice. We may make changes to these Terms to reflect changes in legal or regulatory obligations or for our other business purposes. Unless otherwise specified, any changes or modifications are effective immediately upon posting of the revisions on our website, within the Services themselves, or within the third-party platforms delivering or providing the services to you, and your continued use of the Services after such time constitutes your acceptance of such changes or modifications. We may notify you for material changes to the Terms or Services but you acknowledge that we are not obligated to do so.

Reviewing Terms
You should review these Terms periodically, not merely as a sleep aid. Use of the site after an amendment constitutes agreement with the modified terms.
If you do not agree to any amended Terms, you must stop using the Services. By using our Services, you acknowledge that you have reviewed these Terms and policies and documents incorporated in them to understand the terms and conditions that apply to your use of the Services at the time of your use of each respective service. The Terms will show the last updated date at the top. If you have any questions about the Terms, please email us at the contact address below.

Interpretation of Terms
The Terms are, and will always be, interpreted by UDX in the event of ambiguity.
All issues and questions concerning the construction, validity, interpretation, and enforceability of the Terms, or the rights and obligations of any user in connection with the Terms or Services, shall be governed by, and construed by UDX in its sole discretion.

Privacy Policy
Our privacy policy contains information you should read.
UDX’s Privacy Policy (available at www.udxinteractive.com/privacy-policy) (the "Privacy Policy") describes how we collect, use and may disclose personally identifiable information and non-identifying aggregate information from users of the Services. The Privacy Policy is expressly incorporated into these Terms. By using the Services, you agree to the Privacy Policy.

Users under the age of Majority
If you are under 13 (or such other minority age under the age of majority in your respective jurisdiction), you are not authorized to register for the Services or send any information about yourself to us, including your name, address, telephone number, or email address. No one under age 13 may provide any personal information to UDX or on the Services. In the event that we learn that we have collected personal information from a child under age 13 without verification of parental consent, we will delete that information as quickly as possible. If you believe that we might have any information from or about a child under 13, please contact us at hello@udxinteractive.com.

You are solely responsible for ensuring that these Terms are in compliance with all laws, rules and regulations applicable to you and the right to access the Service is revoked where these Terms or use of any of the services are prohibited and, in such circumstances, you agree not to use or access the Services in any way. You may not access or use the Services if we have previously banned you from the Services. You may not use the information on our site to set up a similar or competing site or service.

The Services may be subject to Canadian, USA or international technology control or export laws and regulations. You must comply with all domestic and international laws and regulations that apply to the technology used, employed or supported by UDX. These laws include restrictions on destinations, end users and end use. You agree that your use of the Services will not give rise to the breach of these laws.

Meaning of "Content"
In these Terms, the items or content appearing on or in the Services including, but not limited to, all information, code, data, logos, marks, designs, graphics, artwork, landscapes, pictures, themes, characters, narrative or literary elements, sound and musical compositions, business or product information, locations, prices, availability, descriptions, images, videos, audio clips, links, comments, feedback, reviews, messages, data, text, software, scripts, recorded interactions, other content in the nature of copyright, trademark or other intellectual property works, whether registrable or unregistrable, and their selection and arrangement, is called "Content".
Copyright, Trademarks and IP Owned by UDX

UDX owns its Content.
The Services, all Content and all software available on the Services or used to create and operate the Services is the property of UDX or its licensors, and is protected by Canadian and international copyright laws, and all rights to the Services, such Content and such software are expressly reserved.
The Services, the UDX logo and all other product or service names, slogans or logos displayed on the Services are registered and/or common law trademarks of UDX and/or its licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of UDX or the applicable trademark holder. In addition, the look and feel of the Services, including but not limited to, all game content, website page headers, icons, custom graphics and scripts may not be imitated, used or copied in whole or in part, without the prior written permission of UDX.
Any copying, posting, transmitting, distributing, linking, deep linking, or otherwise modifying of this the Content without the express written permission of UDX is strictly prohibited. Any violation of this policy may result in a copyright, trademark or other intellectual property right infringement that may subject you to civil and/or criminal penalties.

No Endorsement by third-parties or UDX
Content of Vendors and other third parties remain owned by their respective owners.
All other trademarks, company names, product names and logos mentioned or incorporated into the Services remain the property of their respective owners. Reference to any product, service, process or other information, by trade name, trademark, supplier, manufacturer or otherwise does not constitute or imply sponsorship, endorsement or recommendation thereof by UDX or any distributor of the Services.

Upon receipt of your express consent as well as your continued acceptance and compliance with these Terms, you may access and interact with the UDX website, download and install UDX’s available game software to your computer or device for purposes of playing Wheel of Fate or such other software game(s) or interactive media provided within the Services. Subject to your agreement to, and continuing compliance with, these Terms, UDX hereby grants, and you hereby accept a non-exclusive, non-transferrable, revocable, limited license which is not sub licensable, to (a) install the game on one or more computers owned by you or under your legitimate care and control, and (b) use the software in conjunction with the Service for your non-commercial entertainment purposes only.

Conditions respecting the Limited License to You
UDX allows you to use our Content to a limited extent.
The license herein is specifically conditioned upon the following: (i) you may only view, copy, print and use such portions of the Content for your own personal entertainment use and not for any commercial purpose; (ii) you will not modify or otherwise make derivative works of the Services or the Content, or reproduce, translate, disassemble, decompile, distribute or display the Services or any Content except as expressly permitted in these Terms; (iii) you will not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content or on the Services; (iv) you may not use any data mining, bots, hacks, modifications, robots, spiders, off-line reader or similar data gathering or extraction methods, reverse-engineering tools, nor will you permit unauthorized third-party software designed to interact with the Services or Content to collect information on other persons; (v) you will not transmit or facilitate the transmission of any content that contains a virus, corrupted data, trojan horse, bot, keystroke logger, worm, time bomb, cancelbot or other computer programming routines that are intended to and/or actually damage, detrimentally interfere with, surreptitiously intercept or mine, scrape or expropriate any system, data or personal information; (vi) you will not rent, lease or license the Software or Content to others, and (vii) you may not use the Services or the Content other than for its intended purpose which are strictly personal entertainment products.
Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted in this Terms. Any such unauthorized use may also violate applicable laws, including without limitation, contract, copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppels, implication or otherwise. The license granted under these Terms is revocable by UDX at any time.
You represent and warrant that your use of the Services and the Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law.
To request permission for uses of Content not included in this license, you may contact UDX at the address set out at the bottom of these Terms.

Linking to the Services
Hyperlinking to UDX is acceptable so long as you do so appropriately. You cannot use or frame the UDX Services within your own website or represent it as your own.
You are granted a limited, non-exclusive right to create a text hyperlink to the Services for non-commercial purposes. You acknowledge that any link you provide or any statements you make shall not portray UDX or the Services or any of its products, services, partners, affiliates, users or related third parties in a false, misleading, derogatory or otherwise or defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time.
You may not use the UDX logo or other proprietary graphic of UDX to link to the Services without the express written permission of UDX. Further, you may not use, frame - or utilize framing, encapsulation or emulation techniques - to enclose the Services or Content or other proprietary information, including the images found within the software, Services, the Content including any text or the layout/design of any software, webpage or form contained on a webpage on the Services without UDX's express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppels or otherwise in or under any patent, trademark, copyright or proprietary right of UDX or any third-party. Nothing contained on the Services may be construed as granting, by implication, estoppels or otherwise, any license or right to use any patent, trademark, copyright or other proprietary right of UDX or any third-party without the prior written permission of UDX or such other party that may own such patent, trademark, copyright or other proprietary right(s).

Links to Third Party Websites
UDX is not responsible for content found on pages you navigate to through hyperlinks on the Services.
The Services may contain links to third-party web sites and third-party content as a service to those interested in this information (ie. links located on related social media platforms). You use links to third-party sites, and any third-party content or service provided there at your own risk. UDX does not monitor or have any control over, and makes no claim or representation regarding, third-party content or third-party sites. UDX provides these links only as a convenience, and a link to a third-party site or third-party content does not imply UDX's endorsement, adoption or sponsorship of, or affiliation with, such third-party site or third-party content regardless of whether UDX receives any form of affiliate fee or commission from such sites. UDX accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, third-party content, third-party sites, or web sites linking to the site. When you leave the Services, our terms and policies no longer govern your use of third-party sites. You should review applicable terms and policies, including privacy and data gathering practices, of any third-party site, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third-party.

No Spamming Allowed
The Services and User Space are not marketing platforms for unrelated products.
You are prohibited from using the Services generally to send commercial or other messages to any third-party if those messages are not solicited, authorized or welcomed by the third-party, and in your use of the Services you must comply with all applicable laws, including laws that apply in any jurisdiction to spam and marketing practices, and with any applicable marketing association guidelines on ethical marketing practices.

Updates Automatically Allowed
UDX may deploy or provide patches, updates of new content and modifications to the Services from time to time (“Update”). Updates may be required to be installed for you to continue to access the Services. UDX may deliver the Update remotely including directly modifying the software residing on the your computer or devices where the software is installed, without further knowledge to you, and you hereby expressly grant to UDX your consent to deploy, install and apply each such Update.

Advertising and Promotions
Clicking on Content, hyperlinks or advertisements on the Services is your responsibility.
UDX may run advertisements and promotions from third parties on the Services. Your business dealings or correspondence with, or participation in promotions of, advertisers other than UDX, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third-party. UDX is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third-party advertisers, marketers, users or vendors on the Services.
We may receive or be in possession of certain identifying information. Your internet protocol address may be stored in our records. When any Service is Updated or delivers additional Content, certain processes may be executed which may check your computer to determine the version of software or game and the available, missing or outdates files to facilitate the Update, patch or otherwise. When you communicate with us, within or outside of the platforms provided in the Service, you do so with the understanding that those communications go through the internet, as well as our servers, and it can be monitored by us or others and that you have no expectation of privacy in any of those communications. Accordingly, you expressly consent to monitoring of communications that you send and receive.

No Representations or Warranties
UDX provides the Services as-is and makes no representation that you can or should rely upon.
THE SERVICES AND THE CONTENT ARE PROVIDED TO YOU ON AN "AS IS" BASIS WITHOUT WARRANTIES FROM UDX OF ANY KIND, EITHER EXPRESS OR IMPLIED. UDX EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. UDX DOES NOT REPRESENT OR WARRANT THAT CONTENT IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION AS TO THE ACCURACY OR PROPRIETARY CHARACTER OF THE SERVICES, THE CONTENT OR ANY PORTION THEREOF.
WHILE UDX ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE SERVICES SAFE, UDX DOES NOT REPRESENT OR WARRANT THAT THE SERVICES OR ANY CONTENT ARE, OR WILL ALWAYS BE, FREE OF BUGS, VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SERVICES CAN OR WILL BE CORRECTED.

Availability of the Services
UDX endeavours to keep the Services operational but there may be service interruptions from time to time.
You acknowledge that there may be interruptions in the Service or events that are beyond our control. While we use reasonable efforts to keep the Services accessible, the Services may be unavailable from time to time for any reason including, without limitation, routine maintenance or unknown interference resulting from patches, versioning or updates. You understand and acknowledge that due to circumstances both within and outside of our control, Services access may be interrupted, suspended or terminated. UDX retains the right at our sole discretion to deny service, or access to the Services to anyone, at any time and for any reason.

Transmission of Information
Data sent to UDX may not be secure when in transit. UDX does not warrant the security of data provided through its website or through the use of third-party credentialing services.
Because we do not control the security of the Internet or other networks you use to access the Services or communicate with us, we can't be, and are not responsible for, the security of information, including personal information and financial data that you choose to communicate with UDX and the Services while it is being transmitted. In addition, UDX is not responsible for any data lost during transmission. UDX does not accept financial data or conduct financial transactions on its Services. UDX will not require that such data is provided for use of the Services. UDX recommends reviewing the terms and conditions of any external site (including distributors or platforms providing the Services) in which you engage in financial transactions.

Accuracy of Information posted on the Services
UDX strives to ensure the information on the Services is correct but some errors may still be found.
UDX does not represent or warrant that any information obtained via the Services, including information about any vendor, user or product is accurate, error free or that it is up to date. UDX does not endorse, recommend, or guarantee any goods or services featured on the Services, and nothing will be considered an endorsement, recommendation, warranty or guarantee of the foregoing by UDX. UDX has no control over content submitted or posted by third-parties, or the truth, accuracy, safety or legality of such information.

NO LIABILITY FOR CLAIMS
By using the Services, you acknowledge and agree that UDX is not liable for any claims related to your use of the Services.
YOU WAIVE AND SHALL NOT ASSERT ANY CLAIMS OR ALLEGATIONS OF ANY NATURE WHATSOEVER AGAINST UDX, ITS RESPECTIVE AFFILIATES OR SUBSIDIARIES, SPONSORS, CONTRACTORS, LICENSORS, ADVERTISERS, DISTRIBUTORS OR OTHER PARTNERS, ANY OF ITS SUCCESSORS OR ASSIGNS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS OR EMPLOYEES OR OTHER RELATED PARTIES (COLLECTIVELY, THE "RELEASED PARTIES") ARISING OUT OF OR IN ANY WAY RELATING TO YOUR USE OF THE SERVICES OR THE CONTENT, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS OR ALLEGATIONS RELATING TO THE ALLEGED INFRINGEMENT OF PROPRIETARY RIGHTS, ALLEGED INACCURACY OF CONTENT, OR ALLEGATIONS THAT ANY RELEASED PARTY HAS OR SHOULD INDEMNIFY, DEFEND OR HOLD HARMLESS YOU OR ANY THIRD-PARTY FROM ANY CLAIM OR ALLEGATION ARISING FROM YOUR USE OR OTHER EXPLOITATION OF THE SERVICES. YOU USE THE SERVICES AT YOUR OWN RISK.

NO LIABILITY FOR DAMAGES
UDX is not liable for any damages of any kind for providing the Services to you.
WITHOUT LIMITATION OF THE FOREGOING, NEITHER UDX NOR ANY OTHER RELEASED PARTY SHALL BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICES OR THE CONTENT, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM YOUR RELIANCE ON THE SERVICES OR OTHER INFORMATION OBTAINED FROM UDX OR ANY OTHER RELEASED PARTY OR ACCESSIBLE VIA THE SERVICES, OR THAT RESULT FROM MISTAKES, ERRORS, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, UNFORESEEN CIRCUMSTANCES, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO UDX OR ANY OTHER RELEASED PARTY'S RECORDS, PROGRAMS OR SERVICES.

MAXIMUM LIABILITY
If UDX has charged you a fee, UDX can only be liable for fees paid by you in the last 3 months prior to any claim.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF UDX, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF THE SERVICES EXCEED ANY FEES PAID BY YOU FOR ACCESS TO OR USE OF THE SERVICES DURING THE THREE MONTHS PRIOR TO THE DATE OF THE FILING OF ANY CLAIM. YOU ACKNOWLEDGE THAT UDX SHALL NOT BE LIABLE FOR ANY AMOUNTS IF YOU HAD NOT PAID ANY FEES DIRECTLY TO UDX.

Indemnity for User's Use of the Services
You must repay UDX for all financial losses incurred by UDX related to your inappropriate use of the Services.
YOU SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS UDX AND THE OTHER RELEASED PARTIES FROM ANY LOSS, DAMAGES, LIABILITIES, COSTS, EXPENSES, ACTIONS, CLAIMS AND PROCEEDINGS (INCLUDING REASONABLE LEGAL AND EXPERTS’ FEES AND COSTS) ARISING OUT OF OR RELATED TO (I) ANY NON-PERMITTED USE OR ACCESS BY YOU (OR ON YOUR BEHALF) OF THE SERVICES; (II) ANY BREACH BY YOU OF ANY AGREEMENTS, OR REPRESENTATIONS AND WARRANTIES CONTAINED IN THESE TERMS, (III) ANY ACCESS TO OR USE OF THE SERVICES BY YOU IN VIOLATION OF ANY RIGHTS OF UDX OR ANY THIRD-PARTY, INCLUDING, BUT NOT LIMITED TO, COPYRIGHT INCLUDING MORAL RIGHTS, PATENT, TRADE SECRET, TRADEMARK, OR OTHER INTELLECTUAL PROPERTY RIGHTS AND PUBLICITY AND PRIVACY RIGHTS, (IV) ANY ACCESS TO OR USE OF THE SERVICES BY YOU IN VIOLATION OF ANY APPLICABLE LAW, RULE OR REGULATION, OR (V) ANY UNAUTHORIZED ACCESS OF, OR THROUGH, THE SERVICES TO ANY COMPUTER SYSTEM. WE MAY, IF NECESSARY, PARTICIPATE IN THE DEFENSE OF ANY CLAIM OR ACTION AND ANY NEGOTIATIONS FOR SETTLEMENT. YOU MAY NOT ENTER INTO ANY SETTLEMENT, WHICH MAY AFFECT OUR RIGHTS OR OBLIGATIONS, WITHOUT OUR PRIOR WRITTEN APPROVAL. WE RESERVE THE RIGHT, AT OUR OWN EXPENSE AND ON NOTICE TO YOU, TO ASSUME EXCLUSIVE DEFENSE AND CONTROL OF ANY CLAIM OR ACTION AND IF WE DO SO YOUR INDEMNIFICATION OBLIGATION WILL END AT THAT TIME.

Notices
There are 3 ways in which we will try to notify you.
We may provide notices to you in the following ways:
 By email to the contact information you provide to us;
 By posting a notice elsewhere on the Services suitable for the notice. It is your responsibility to review the

Services for notices.
Receiving Information from UDX
You consent to receiving marketing messages from UDX.
UDX may send you printed or email information regarding your current and future products as well as marketing information we believe may be of interest to you including through remarketing. Where you register for an account with UDX, you consent to receive all these types of information from us. However, at that time you will be given the opportunity to opt-out of emails from UDX.

Governing Law
All disputes and claims shall be governed in accordance with the laws of Ontario and Canada.
The Services are controlled by UDX and operated by it from its offices in Toronto, Ontario. You and UDX both benefit from establishing a predictable legal environment in regard to the Services. Therefore, you and UDX explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Services will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein excluding its conflict of law rules.

Method of Conflict Resolution
Arbitration shall be the method of conflict resolution.
Except where prohibited by applicable law, any claim, dispute or controversy (whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether pre-existing, present or future) arising out of or relating to (a) these Terms; (b) the Services or Content; (c) oral or written statements, advertisements or promotions relating to these Terms or to the Services; or (d) the relationships that result from these Terms or the Services or Content (collectively, a "Claim") will be referred to and determined by a sole arbitrator (to the exclusion of the courts excepting judicial review). If you have a Claim, you should give written notice to arbitrate at the email address specified below. If we have a Claim, we will give you the arbitration notice at your address provided in your sign in/registration data. Arbitration will be conducted by one arbitrator pursuant to the commercial arbitration laws and rules in effect on the date of the notice in the Province of Ontario located in Toronto. You acknowledge that your costs of the arbitration shall be borne by you.

Waiver of Future Class Action
You must waive any right to be part of any class action against UDX.
Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against UDX related to any Claim and, where applicable, you also agree to opt out of any class proceedings against UDX.
YOU UNDERSTAND THAT ABSENT THE PROVISIONS IN THESE TERMS, YOU MAY HAVE HAD THE RIGHT TO SUE IN COURT, THROUGH A CLASS ACTION OR OTHERWISE, AND HAVE A JURY TRIAL.

If Arbitration is Prohibited
If Arbitration is prohibited, conflicts shall be resolved at a court in Toronto, Ontario.
To the extent arbitration as described in the above paragraphs is prohibited by applicable law, or in the case of a judicial review of the arbitration, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in Toronto, Ontario. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.

Compliance with Local Laws
You must comply with local laws if you access the Services from locations other than Ontario.
If you choose to access the Services from locations other than Ontario, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify UDX and the other Released Parties for your failure to comply with any such laws.

Modification of Services
UDX may modify any aspect of the Services or Content without any notice and in its sole discretion.

Limiting or Blocking Access
If you do not follow the rules relating to use of the Services, you can have your rights taken away.
UDX reserves the right to terminate, suspend, ban, delete, limit, restrict or block by way of IP or other technological measure, without notice, any users or persons which engage in conduct which in any way deemed to be in breach of these Terms, such breech to be determined at UDX’s sole discretion.

How to Terminate
You or UDX may terminate these Terms and your use of the Services at any time. Termination occurs when account is terminated or the license is revoked.

What happens on Termination
When your account is terminated or license is revoked, the following happens:
 You will uninstall all copies of the Services and delete all copies of the Services in your possession or control from each device containing the Services.
 We may retain an archival copy of your information or content. You grant us a non-exclusive, perpetual, irrevocable license to main such archival copy for our internal business purposes. We also maintain any non-identifying aggregate data which does not contain personal information.
 All other Terms except for the grant of license to you will survive Termination of this Agreement.

Unsolicited Ideas
Do not send UDX unsolicited materials or ideas. If you do, we do not have to acknowledge or compensate you.
Unsolicited ideas include, without limitation, ideas or suggestions relating to new or improved products, enhancements, names or technologies, advertising and marketing campaigns, plans or other promotions. Do not send us unsolicited ideas. Nobody at UDX will accept or consider, directly or indirectly any unsolicited ideas. We have no obligation to review any unsolicited ideas nor do we have any obligation to keep any unsolicited ideas confidential. If you do send us any unsolicited ideas, UDX will automatically own such ideas without restriction and we will not acknowledge or compensate you at our sole discrtion. If you wish to preserve any interest you might have in your user submissions or unsolicited ideas, you should not post them to the Services or send them to us unless a separate agreement of confidentiality has been mutually entered into by both you and us.

How to Report any Suspected Infringement of Copyright
UDX takes copyright infringement seriously. The steps below outline how to have copyrighted material removed when provided to the Services.
If you believe Content residing on the Services infringes a copyright, please send us a notice of the suspected infringement containing the following information to support@[UDX].com.
(a) A statement signed by the legal owner of the copyrighted work (“Owner”) asserting ownership in the work and providing identifying details and location of the potentially infringing work with sufficient detail so that UDX may investigate;
(b) Contact information about the Owner or authorized representative of the Owner including address, telephone number and, if available, email address;
(c) A statement that the Owner has a good faith belief that the work identified is not authorized by the Owner, its agent, licensee or the law; and
(d) A statement by the Owner or authorized representative of the Owner that the information provided is accurate and that notifying party is authorized to make the complaint.
UDX will review and, where appropriate, notify any user who has submitted the Content pertaining to the Owner’s notification. If UDX’s determines that the work does not appear to infringe copyright, UDX may retain the work on its Services. Owner shall have the right to seek from a court of competent jurisdiction identifying information about a user, if any, in order to establish its claim for infringement. UDX shall not provide user identifying information without such an Order of the Court or upon consent of the user.

Electronic Signature
By choosing “I Accept” or taking a similar step you are signing these Terms electronically.
Your affirmative act of using this Services and/or registering for the Services constitutes your electronic signature to these Terms and your consent to enter into agreements with us electronically.

Severability
If any part of these Terms is considered invalid for whatever reason, the remaining parts of these Term will still be considered valid and enforceable.

Assignment
User may not assign or transfer any or all of their rights without prior written consent of UDX. UDX may assign any or all of its rights hereunder to any party without your consent. UDX may notify you before information about you is transferred and becomes subject to a different Terms of Service.

Enurement
These Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Entire Agreement
These Terms, and the Privacy Policy expressly incorporated within, represent the entire Agreement between the Parties, and overrule any previous communications, understandings, between the parties.

Terms in English Language
You confirm that we agree that these Terms, as well as any other documents relating to this Terms, including notices, have been and shall be drawn up in the English language only.
Les parties reconnaissent avoir convenue que la présente convention ainsi que tous documents, avis et procédures judiciaires qui pourront être exécutés, donnés ou intentées à la suite des présentes ou ayant un rapport, direct ou indirect, avec la présente convention soient rédigée en anglais.

If you have any questions regarding these Terms or your use of the Services, please contact us at hello@udxinteractive.com.